TRP Advisory Services is a Maryland corporation founded in 2000. It is an investment adviser registered under the Investment Advisers Act of 1940 (Advisers Act) and a wholly owned subsidiary of T. Rowe Price Group, Inc. (Price Group), which was formed in 2000 as the publicly traded parent holding company of TRP Advisory Services and its affiliated entities (collectively, T. Rowe Price). As an SEC-registered investment adviser, TRP Advisory Services has a fiduciary duty to act in its clients’ best interests and to abide by the duties of care and loyalty. TRP Advisory Services and its affiliated investment advisers: T. Rowe Price Associates, Inc. (Price Associates), T. Rowe Price International Ltd (Price International Ltd), T. Rowe Price Hong Kong Limited (Price Hong Kong), T. Rowe Price Singapore Private Ltd. (Price Singapore), T. Rowe Price Australia Limited (Price Australia), T. Rowe Price Japan, Inc. (Price Japan), T. Rowe Price Investment Management, Inc. (Price Investment Management), and T. Rowe Price (Canada), Inc. (Price Canada), are collectively referred to herein as the Price Advisers. (Please refer to Part 2A of Form ADV for each Price Adviser for additional disclosure about the Price Adviser.) For purposes of this brochure, “we,” “us,” and “our” mean TRP Advisory Services and its officers, employees (commonly referred to as associates), and representatives. In addition to the above noted affiliated investment advisers, Oak Hill Advisors, L.P. (OHA), an SEC-registered investment adviser, is a wholly-owned subsidiary, along with other OHA-affiliated entities. T. Rowe Price offers a variety of investment products and services to individual investors, including various types of mutual funds, such as stock, bond, asset allocation and target date mutual funds, exchange-traded funds, self-directed brokerage accounts, and discretionary and nondiscretionary investment advisory services ranging from nondiscretionary fund and asset allocation advice to discretionary investment management and financial planning. T. Rowe Price’s investment products and services have different features, benefits, risks, and fees and expenses. The investment products or services that may be appropriate for your situation will depend on your financial circumstances and investment needs, wants and goals. T. Rowe Price provides educational services and information to help investors select investment products or services. T. Rowe Price and its associates generally do not recommend securities transactions, investment products and services, or account types to investors, except within the parameters of a client- selected advisory program or service. To learn more about our investment products and services, please visit our website at www.troweprice.com or call 1-888-744-0273. TRP Advisory Services provides investment advisory services for individual investors via the services described below, which are separate and distinct offerings. Please refer to the T. Rowe Price Retirement Advisory Service Part 2A of Form ADV for information about other advisory services offered by TRP Advisory Services. T. Rowe Price ActivePlus Portfolios® Program TRP Advisory Services offers clients the T. Rowe Price ActivePlus Portfolios® program (APP Program), an online discretionary investment management service available for Individual Retirement Accounts (IRAs). The APP Program is designed to provide individual investors with a model portfolio allocated solely among Price Funds selected for inclusion in the APP Program (Program Funds) based on the client’s time horizon and risk tolerance, which the client provides via an online Risk Tolerance Questionnaire (APP RTQ) as part of the new account opening process. Each client’s account in the APP Program (Program Account) is then assigned to a model portfolio with an equity allocation ranging from approximately 10% to 100%. Program Accounts for clients with similar time horizons and risk tolerances are assigned to the same model portfolios. Clients may also request certain allowable restrictions on the Price Funds in their model portfolio; if approved by TRP Advisory Services, the restricted Price Fund will be replaced by an alternate Price Fund. Clients must agree to electronic delivery of all APP Program communications, although T. Rowe Price Financial Advisors are available to answer questions by telephone. Clients are responsible for updating their risk tolerance and time horizon via the APP RTQ as necessary; TRP Advisory Services will not adjust a client’s time horizon to reflect the passage of time or make any changes to the client’s recommended portfolio unless the client updates the information in their APP RTQ. For this reason, clients are encouraged to revisit their APP RTQ inputs at least annually. By entering into a T. Rowe Price Advisory Services, Inc. Client Agreement and T. Rowe Price ActivePlus Portfolios® Program Supplement (Client Agreement and APP Supplement), clients authorize TRP Advisory Services to provide discretionary investment management services for the assets in the client’s Program Account by determining the appropriate asset, sub-asset, and fund allocations for the client’s Program Account and investing them in a selection of Price Funds that coincide with the model portfolio recommended for the Program Account based on the time horizon and risk tolerance the client provided in their Risk Tolerance Questionnaire (Client APP RTQ Information). The APP Program is available for Traditional, Rollover and Roth IRAs only. In providing discretionary advice for the Program Account, TRP Advisory Services will not take into consideration any holdings not managed in the Program Account. In addition, TRP Advisory Services will not offer any management or advisory services with respect to, or be responsible for, any client assets not being managed by TRP Advisory Services as part of the APP Program, even if those assets are held in a brokerage account or another account held by a TRP Advisory Services affiliate. TRP Advisory Services buys and sells shares of the Price Funds in the Program Account to align with the allocation of the model portfolio to which the client has been assigned after their Program Account is opened, and continuously monitors and periodically rebalances it to maintain alignment with the recommended model portfolio’s asset and sub-asset allocations, subject to rebalancing parameters that TRP Advisory Services establishes from time to time. TRP Advisory Services can change its rebalancing methodology at its discretion without notice to the client. T. Rowe Price may periodically revise or adjust the asset, sub-asset, or fund allocations for each model portfolio, consistent with its overall asset allocation approach, and may add or remove sub-asset classes at its discretion. Capital gains and dividends are automatically reinvested. The APP Program is not a complete investment program as it does not consider a client’s outside assets, income, debt, and other financial considerations, and it is not intended for short-term investors. To enroll in the APP Program, clients must complete an online account opening process, including completion of the APP RTQ and the new account application to establish an IRA in a brokerage account with T. Rowe Price Investment Services, Inc. (Brokerage Account) to hold the securities positions within the client’s Program Account, and must agree to the terms of the T. Rowe Price Brokerage Account Agreement, Fee Schedule, and Important Disclosures (Brokerage Agreement and Disclosures), the Traditional and Roth IRA Disclosure Statement And Custodial Agreement (IRA Agreement), and the Client Agreement and APP Supplement. T. Rowe Price Investment Services, Inc. (TRP Investment Services) is a broker-dealer affiliated with TRP Advisory Services and a member firm of the Financial Industry Regulatory Authority, Inc. (FINRA). The IRAs and the Program Accounts will be registered in the name of T. Rowe Price Trust Company (Trust Company), a T. Rowe Price affiliate, for the client’s benefit. Program Accounts will not be available for brokerage activities except as directed by TRP Advisory Services, which means that clients cannot trade in securities or implement margin or option strategies with respect to the Program Account or hold securities or assets not managed as part of the APP Program. Further, TRP Investment Services’ responsibilities for the Brokerage Account shall be limited solely to brokerage services relating to clients’ participation in the APP Program, and TRP Investment Services will not act as the client’s investment adviser in connection with the APP Program or the Brokerage Account. A third-party broker unaffiliated with T. Rowe Price will provide custody and clearing services of the securities positions and related recordkeeping and reporting services for the Program Account. Clients are responsible for certain broker processing fees listed in the Brokerage Agreement and Disclosures, such as wire transfer fees, returned check fees, Retirement Account Closeout fees, express mail delivery fees, etc., which will be itemized on client statements and deducted from the client’s Program Account. The annual $20 maximum account fees described in the prospectuses for the Program Funds, as well as the $20 closeout fees described in the IRA Agreement, are waived for the APP Program. The APP Program consists solely of asset allocation and trading services among proprietary Price Funds. TRP Advisory Services will not evaluate non-Price Funds for inclusion in the APP Program, even if they have characteristics similar or superior to, or fees and expenses that are lower than, the Price Funds. The APP Program does not include recommendations to invest in individual securities, exchange traded funds (ETFs), third-party mutual funds or other non-Price securities. The APP Program is not required to include any particular Price Fund and TRP Advisory Services undertakes no obligation to evaluate non-Program Funds for inclusion in the APP Program. At its discretion, TRP Advisory Services may remove funds from or add funds to the recommended model portfolios from the list of Program Funds. The Program Funds are identified during the account opening process and are available on the APP Program section of the T. Rowe Price website. Not all such funds will be included in any specific model portfolio or Program Account. See below for a discussion of the impact of mutual fund selections on revenue received by TRP Advisory Services and affiliates. TRP Advisory Services will implement blackout periods during certain discretionary portfolio changes and maintenance, such as changes to the Program Funds, asset allocation changes, share class conversions or exchanges, and annual capital gains distributions (typically in December of each year). During such blackout periods, processing of client servicing requests, such as contributions, withdrawals and model portfolio changes based on updated Client APP RTQ Information, and the associated trading for effecting these requests may be delayed until the blackout period is complete. Because Program assets remain invested during the blackout period, the value of a client’s Program Account may decrease (or increase) during the blackout period and therefore will be subject to market risk. The recommendation for a client’s model portfolio is based on the Client APP RTQ Information. The client’s answers to the APP RTQ are solely for the assets to be managed in this Program Account and will not be considered for other accounts or services at T. Rowe Price; similarly, any information clients provide to TRP Advisory Services or an affiliate outside of the APP RTQ will not be considered when developing a client’s recommended portfolio. (For example, if clients change their risk tolerance or time horizon information for other T. Rowe Price accounts, this will have no impact on the client’s recommended portfolio.). TRP Advisory Services will recommend substantially the same model portfolios and Price Funds to different clients with substantially the same APP RTQ responses. Any Client APP RTQ Information provided for this Program Account, or changes thereto, will not be made to other Program Accounts at T. Rowe Price unless the client expressly makes those changes with the appropriate Program Account. For example, changing risk tolerance or time horizon information for other T. Rowe Price accounts will not change the Client APP RTQ Information for this Program Account. If a client changes their APP RTQ Information frequently, TRP Advisory Services reserves the right to terminate the Client Agreement and APP Supplement and client’s Program Account will be closed. For instance, a client’s annual or semiannual updates to his or her time horizon and/or risk tolerance are not considered excessive. Clients are responsible for providing accurate and complete information as part of the APP Program’s online account opening process, or thereafter in conjunction with the APP Program. Clients are responsible for promptly notifying TRP Advisory Services, by logging into their Program Account, of any changes to their APP RTQ Information, requested modifications to existing portfolio restrictions, and of any change that may affect the manner in which TRP Advisory Services should allocate or invest the assets in the client’s Program Account. Depending on the changes, TRP Advisory Services may adjust the allocation of a client’s Program Account to align with a different model portfolio, which will result in trading activity in the client’s Program Account. If a client does not update their Client APP RTQ Information, we will continue to manage the client’s Program Account according to the most recent information provided by the client. For example, if the client indicated in their most recent Client APP RTQ Information that their time horizon for the Program Account is 20 years and the client does not update that information the following year, we will maintain their Program Account in the portfolio recommended to them consistent with a 20-year time horizon. Even though the client’s time horizon may change with the ordinary passage of time, we will not adjust the client’s time horizon or the associated portfolio used to manage their Program Account year-over-year unless the client updates their time horizon. Clients have the opportunity to impose certain allowable restrictions on the management of their Program Account, and to change such restrictions, subject to TRP Advisory Services’ acceptance of any such restriction or change. Specifically, clients may request prohibitions with respect to the purchase of particular Price Fund(s), provided such restriction is not inconsistent with TRP Advisory Services’ stated investment strategy or philosophy, or is not fundamentally inconsistent with the nature or operation of the APP Program, in TRP Advisory Services’ sole discretion. Clients may request investment restrictions by logging into their Program Account and following the instructions provided. After a restriction is accepted by TRP Advisory Services, the restriction will apply to any future changes of the client’s model portfolio as a result of changes to the Client APP RTQ Information. The performance of a Program Account with restrictions may differ from the performance of Program Accounts without restrictions, possibly producing lower overall results. Evaluation of the reasonableness of a restriction request may result in delays in the acceptance or management of a client’s Program Account. TRP Advisory Services reserves the right to conclude that the requested restriction is unreasonable or cannot be accommodated within the APP Program. If a client’s Program Account cannot be managed with the requested portfolio restriction(s), the client will be notified. TRP Advisory Services will reevaluate restrictions on an as-needed basis, including, but not limited to, as a result of changes in the underlying funds or models, which could result in the denial of a restriction that was previously accepted. Changing a restriction could result in buy or sell activity in a client’s Program Account. Clients agree to fund their Program Account with at least $50,000 in cash or marketable securities acceptable to TRP Advisory Services that clients identify during the account set-up process (amount subject to change at TRP Advisory Services’ discretion). The securities used to fund the client’s account must be liquid and able to be sold. Any unmarketable or otherwise unacceptable securities will be returned to the client’s source account. Clients bear any costs of liquidating securities used to fund the Program Account. By funding their Program Account with securities, clients are directing TRP Investment Services to liquidate these securities as soon as reasonably practicable in order to invest the client’s Program Account. However, if clients fund their account with Program Funds from a TRP Brokerage account in which the client’s Program Account will be invested, those shares will be transferred and rebalanced according to TRP Advisory Services recommended allocation to those funds in the client’s Model Portfolio. Such rebalancing may result in the sale of the shares of these funds, the proceeds of which (including any cash or proceeds from the sale of other securities) will be used to invest in additional shares of Program Funds to meet the client’s recommended Model Portfolio allocations. TRP Investment Services will use its standard trading procedures to execute clients’ funding instructions. Neither TRP Investment Services nor TRP Advisory Services will provide advice and/or guidance regarding the securities being sold to fund a client’s Program Account. TRP Advisory Services, in its sole discretion, may refuse any Program Account for any reason and reserves the right to terminate a client’s participation in the Program if the client’s Program Account does not meet the initial funding requirements generally within 60 days of the initial Program Account opening, as described further below. TRP Advisory Services will generally invest funds received in the Program Account prior to the full receipt of $50,000. TRP Advisory Services makes no representation as to how quickly client Program Accounts, either via initial or ongoing funding, will be invested. Client assets may not be fully invested and will be subject to market risk between redemption and reinvestment dates, including, but not limited to, cases in which T. Rowe Price is required to sell one fund and purchase another fund. Investment amounts less than $100 are generally held in a free credit balance awaiting investment until they reach $100. Deposits to the Program Account must be made by check, wire transfer, Automated Clearing House (ACH) or other methods determined by T. Rowe Price. Clients can request a withdrawal from their Program Account through their Account Access on the TRP website. Daily cutoff times for submitting requests for withdrawals from Program Accounts and their anticipated processing times are disclosed on the TRP website. Daily cutoff times for submitting requests for withdrawals from Program Accounts may be earlier than market close. TRP Advisory Services reserves the right to change the daily cutoff times at any time in its sole discretion. Depending on the nature of the request, requests for withdrawals may take up to 10 business days. T. Rowe Price reserves the right to temporarily suspend redemptions and postpone payment of redemption proceeds during periods of market stress. In-kind transfers of assets held in IRA accounts to non-IRA accounts and cash withdrawals, as described in the IRA Agreement, will incur tax consequences, including possible early withdrawal penalties, which will be the sole responsibility of the client. Certain transactions involving Program Accounts may not be conducted online and may only be conducted with the assistance of a TRP associate by telephone. These transactions generally involve the transfer of assets between a Program Account and an account held at another TRP Advisory Services’ affiliate, and Roth IRA conversions. Please see the APP Program’s section of the TRP website for a list of these transactions, which TRP Advisory Services reserves the right to change at any time in its sole discretion. Systematic periodic withdrawals, such as systematic installment payments from IRAs for required minimum distributions, cannot be made from Program Accounts. Clients who want to establish systematic installment payments from IRAs for required minimum distributions may do so in T. Rowe Price mutual fund accounts and TRP Investment Services brokerage accounts. Clients may request that a check be sent to the address of record or assets be transferred in kind to another account. Depending on the type of Program Account and the exact dollar amount a client wishes to withdraw, more information may be necessary before the withdrawal can occur. Clients should contact a T. Rowe Price representative through the APP Program’s section of the TRP website for more information. If the market value of a Program Account falls below the minimum account maintenance level of $10,000 (amount subject to change at our discretion), TRP Advisory Services generally will require the client to deposit additional money or Price Funds to bring the Program Account up to the required minimum. TRP Advisory Services reserves the right to terminate the Program Account if it is not brought up to the required minimum. The APP Program is offered only online through an interactive website or other electronic connectivity, and, as part of the APP Program, clients agree to use electronic signatures and accept electronic delivery (as available) of all communications associated with the client’s Program Account, including, but not limited to, the Client Agreement and APP Supplement, this Form ADV Part 2A Brochure and any Part 2B Brochures and Supplements, the Form(s) CRS, the Brokerage Agreement and Disclosures; the IRA Agreement; transaction confirmations, statements, agreements, disclosure documents, prospectuses, annual and semiannual reports, account communications, proxies, and other materials, including all applicable future updates of these documents. All of the documents necessary to open an account online in the Program and account communications are available in electronic, portable document format (PDF). Regular and dependable Internet access, which cost is the responsibility of the client, is required to enroll in the APP Program and to access all APP Program-related documents. Clients are required to maintain an accurate and up-to-date email address and have online access enabled with the APP Program and to ensure that they have the ability to read, download, print, and retain documents they receive. T. Rowe Price reserves the right to terminate a client’s Program Account if the client does not maintain an accurate and up-to-date email address with the APP Program. Clients must accept the Client Agreement and APP Supplement, Brokerage Agreement and Disclosures, and the IRA Agreement (APP Agreements) by electronic means (such as clicks or other online means) and as such, the APP Agreements are legally binding and are considered to have been “signed” by the client with the same effect as a manual signature. Electronic records of these Agreements that are made online will also be considered to be “in writing.” Clients agree not to dispute the validity or enforceability of any of the APP Agreements entered into electronically by the client (or by anyone using client’s authentication devices, such as a password or PIN). Risks of transacting online. During periods of market volatility or high demand, clients’ ability to effect transactions, such as redemptions and purchases, access their Program Accounts online, and our ability to execute client transactions may be impacted due to system delays or outages, which could result in losses. If our online trading systems are delayed or unavailable, clients may need to call a TRP representative to place transactions. High call volumes during such periods may also result in delays in reaching a representative or in the execution of transactions. While enrolled in the APP Program, clients will be sent an email notification from TRP Advisory Services or the broker when a communication is available to be viewed by logging in to the client’s Program Account. The email will be sent to the current e-mail address on file for the client’s Program Account. Clients may view, verify, and change their e-mail address by logging into their Program Account on the TRP website. In the event of an e-mail notification failure as defined by the APP Program or the broker, the APP Program and the broker may discontinue electronic delivery and will mail the client’s account communications to them in paper form to the client’s address of record until they re-enroll for electronic delivery by logging into their Program Account. We reserve the right to terminate a client’s Program Account if they do not re-enroll for electronic delivery within a reasonable time. Clients may print or save a copy of any of the account communications for as long as they are available on their online Program Account. Clients have the right to request in writing, free of charge, a paper copy of certain documents required to be delivered under the Internal Revenue Code as described in the IRA Agreement as well as Form ADVs and Forms CRS and such requests do not waive or invalidate a client’s consent to electronic distribution. Clients will receive trade confirmations to their attention via electronic delivery promptly following every securities transaction in their Program Account. However, clients will not be provided separate confirmations of automatic investments, automatic withdrawals, or dividend reinvestments. For these activities, the client’s regular account statement will serve in lieu of a confirmation. As long as there is activity in a client’s account, they will receive Program Account statements detailing their holdings and transaction information on a monthly basis. NOTE: The APP Program is conditioned on enrollment in electronic delivery. Withdrawal of consent will result in the termination of the client’s Program Account. All investments are subject to the terms of a relevant Price Fund prospectus. Clients receive prospectuses electronically via the online account setup process when the Program Funds are initially introduced to them. Clients will be sent an email notification from TRP Advisory Services or the broker when a communication is available to be viewed by logging in to the client’s Program Account. The email will be sent to the current email address on file for the client’s Program Account, which may be updated by the client by logging into their Program Account on the TRP website. Clients are responsible for understanding the contents of the prospectus, including the section related to fees, which will include the waived annual maximum account fee referenced above. Any notice required to be given by the client (other than as otherwise specified herein) will be delivered electronically through the APP Program’s website or another website designated by T. Rowe Price or its agents. Notice given by the client may also be sent by U.S. mail, certified or registered, or overnight courier, postage prepaid with return receipt requested, and addressed to T. Rowe Price Advisory Services, Inc., Mail Code: 17490, 4515 Painters Mill Road, Owings Mills, Maryland, 21117-4903 or to another address specified by TRP Advisory Services in writing. Either TRP Advisory

Services or the client may terminate the advisory relationship at any time by written notice to the other party. TRP Advisory Services may terminate or suspend our advisory services for a client’s Program Account (or for any portion of a client’s Program Account) and/or place other restrictions on a client’s Program Account for any reason at our sole discretion. Reasons for termination by TRP Advisory Services include, but are not limited to, a client’s Program Account balance falling below the minimum account maintenance level of $10,000 (subject to change at our discretion); failure to maintain a valid email address; or revocation of consent to electronic delivery of all Program Account-related communications, excluding those noted above which can be delivered in hard copy upon request. Before terminating a Program Account, TRP Advisory Services will generally provide clients with 10 business days’ notice; certain instances may arise, however, where we may need to suspend investment including, without limitation, if clients reside outside the U.S. or otherwise fail to comply with applicable law, rule, or regulation or any other applicable requirement of the APP Program, including electronic delivery. In such instances, TRP Advisory Services will attempt to contact the client with further instructions. If TRP Advisory Services terminates its advisory relationship with a client for any reason, the client’s Brokerage Account will close, although the client’s IRA relationship will remain in effect. In such event, T. Rowe Price will transfer in-kind all of the Price Funds held in the client’s Program Account to account(s) held with T. Rowe Price Services, Inc. (TRP Services), transfer agent for the Price Funds. Upon termination, TRP Advisory Services, TRP Investment Services and their affiliates may convert or exchange any share classes for which the client no longer meets the eligibility requirements in accordance with the Price Funds’ prospectuses and statements of additional information (SAIs), and reinvest those assets in an appropriate share class of the same fund held in an account with TRP Services. In the event of a termination, the client’s account will no longer be a managed account and TRP Advisory Services will no longer have or exercise discretion over it, nor will it be held with TRP Investment Services, a registered broker-dealer and, therefore, the account will not be covered by the Securities Investor Protection Corporation (SIPC) and will not be subject to the required pre-dispute arbitration clause for Brokerage Accounts. The owner registration (including mailing address) and any beneficiaries on the account will automatically carry over to the new account(s). The client’s new account(s) and all transactions in the new account(s) held with TRP Services will be subject to the then-current prospectus for each Price Fund in which the client’s IRA will be invested, certain terms and conditions of the Brokerage Agreement and Disclosures as explained in the Client Agreement and APP Supplement, as well as the T. Rowe Price Privacy Policy (U.S. and Canada), which will remain in effect. Further, the terms of the IRA Agreement will remain in effect. Clients agree that their authorized individual, such as a guardian, attorney-in-fact, executor, or other designated representative, will give TRP Advisory Services written notice of the client’s disability or incapacity and documentation required to establish the authority of said authorized individual. The powers given to TRP Advisory Services in the Client Agreement and APP Supplement will not be affected by a client’s disability or incapacity; however, TRP Advisory Services may terminate the Client Agreement and APP Supplement upon notice of a client’s disability or incapacity and the client’s Program Account will be closed. (See previous paragraph for a description of the disposition of the assets in the client’s Program account once TRP Advisory Services’ advisory relationship with the client is terminated.) All actions taken by TRP Advisory Services regarding the Program Account, either before or after the disability or incapacity of the client, but before receipt by TRP Advisory Services of information of such disability or incapacity, is binding upon the client and the client’s legal representatives who will hold TRP Advisory Services harmless from all liability arising from such action so taken. In certain instances, a “do-not-trade” order may be placed on a client’s Program Account for reasons including, but not limited to, to comply with a court order regarding a divorce. For the period when a do-not- trade order is in place, the Program will suspend management of the client’s Program Account and will not monitor the Program Account for potential buys and sells of securities. Additionally, any deposits to the Program Account during a do-not-trade period will not be invested. Once the do-not-trade order is lifted, TRP Advisory Services may need to rebalance the client’s Program Account to bring it back into alignment with the recommended model portfolio’s asset and sub-asset allocations. Neither TRP Advisory Services nor any of its affiliates are responsible for any market loss experienced as a result of a do-not-trade order. Program Account balances and funds attributable to certain uncashed checks issued from Program Accounts may be transferred to a state unclaimed property administrator if no activity occurs in the Program Account or the check remains outstanding within the time period specified by the applicable state law. Clients should periodically log in to their Program Account and ensure their physical address and email address are up to date to avoid escheatment. Termination will not affect: (i) the validity of any action we have previously taken, (ii) any liabilities or obligations for transactions initiated before termination, or (iii) our or our affiliates’ right to retain compensation from the Price Funds held in the Program Account, or any fees for services rendered that the client or the client’s Program Account may have agreed to pay. We will have no obligation to take any action with regard to assets in a client’s Program Account after the termination of the Account Agreement (except as directed by the client). Upon notice of a client’s intention to close their Program Account, we and our affiliates reserve the right, and clients authorize and direct us or our affiliates, to (i) liquidate any and all shares of Price Funds that a receiving broker-dealer or other financial institution rejects or will not accept, (ii) convert or exchange any share classes for which the client no longer meets the eligibility requirements in accordance with the Price Funds’ prospectuses and SAIs, (iii) reinvest the proceeds in a money market Program Fund (for liquidations) or an appropriate share class of the same fund (for share class conversions), and (iv) rely on client instructions for disposition of these assets and the assets in the remaining Price Funds in the Program Account. A client’s closure of the Program Account will terminate the client’s Brokerage Agreement and Disclosures with TRP Investment Services and close the client’s Brokerage Account. The terms of the IRA Agreement will remain in effect for as long as the client’s assets are held in an IRA account with T. Rowe Price. Certain instances may arise where we may need to suspend investment management of and/or restrict activity in a client’s Program Account, such as upon notification of a client’s death. Upon notification of a client’s death, we will suspend the investment management of the client’s Program Account and await receipt of a valid death certificate and instructions from the client’s authorized representative. If we have not received a valid death certificate and instructions generally within 60 days of notice of death, we may terminate the client’s Program Account as described above. All actions taken by TRP Advisory Services regarding the Program Account, either before or after a client’s death, but before receipt by TRP Advisory Services of notification of the client’s death, is binding upon the client and their legal representatives, who will hold TRP Advisory Services harmless from all liability arising from such action so taken. T. Rowe Price does not provide any tax advice. Clients are responsible for any tax implications and/or tax obligations arising as a result of the client’s use of the APP Program. Clients are strongly encouraged to seek the advice of their tax or legal professional for tax or legal questions related to their use of the APP Program. T. Rowe Price Investment Allocation Tool TRP Advisory Services also offers clients an Investment Allocation Tool (IA Tool), a nondiscretionary advice service that provides a point-in-time investment allocation recommendation (Investment Allocation Recommendation) consisting solely of one or more Price Funds (IA Tool Funds) based on a client’s responses to a questionnaire (IA Tool Questionnaire). The questionnaire asks clients to identify their investment goal (retirement or general investment), initial investment amount, risk tolerance, time horizon, and whether they want a recommendation for a single fund or a multi-fund portfolio (and, for a retirement goal, whether they prefer a fund with a static or dynamic (i.e., glidepath) asset allocation). The IA Tool does not consider a client’s income, debt, or other financial considerations. The IA Tool provides point-in-time advice only. As described below, the Investment Allocation Recommendation delivered via the website expires at the end of the online session or during the same online session if the client retakes the IA Tool Questionnaire to receive a new Investment Allocation Recommendation; the Investment Allocation Recommendation delivered over the phone or in person with a TRP associate expires at the end of that specific interaction between the client and the TRP associate. The client is solely responsible for implementing the Investment Allocation Recommendation; clients have no obligation to accept any recommendations provided by TRP Advisory Services through the IA Tool. If a client chooses to implement the Investment Allocation Recommendation through a mutual fund account opened at TRP Services, transfer agent for the Price Funds, or a brokerage account held with TRP Investment Services, such accounts are not investment advisory accounts. TRP Advisory Services is not authorized to make decisions regarding clients’ accounts or investments and will not monitor or manage any of the client’s accounts opened to implement the Investment Allocation Recommendation, whether at T. Rowe Price or elsewhere. Because Investment Allocation Recommendations expire at the end of an online session, in- person interaction, or phone call, such recommendations do not account for any changes to the client’s investment goals, risk tolerance, time horizon, or financial circumstances, and T. Rowe Price Advisory Services is not responsible for any decision to implement the recommendation after it has expired. The Investment Allocation Recommendation will consist solely of either a single IA Tool Fund or an asset allocation amongst multiple IA Tool Funds. The IA Tool Funds are identified during the enrollment process and are available on the IA Tool section of the T. Rowe Price website. Not all such funds will be included in any specific Investment Allocation Recommendation. The IA Tool does not include recommendations to invest in individual securities, ETFs, third-party mutual funds or other non-Price securities. The IA Tool is not required to include any particular Price Fund and we undertake no obligation to evaluate non-IA Tool Funds, including non-Price Funds, for inclusion in the IA Tool even if other funds have characteristics or performance that is similar or superior to, or fees and expenses that are lower than, the IA Tool Funds. TRP Advisory Services does not consider or evaluate mutual fund share class eligibility or selection in formulating or providing the Investment Allocation Recommendation. Implementation of the Investment Allocation Recommendation could impact share class eligibility and selection, depending on how the client implements the recommendation, including without limitation, which existing holdings a client determines to sell in order to implement the recommendation. Clients should consider and discuss the impact of implementing the Investment Allocation Recommendation on share class eligibility and selection with respect to existing holdings and future holdings with their T. Rowe Price associate or other financial professional at the time of implementation. Because each share class of a mutual fund invests in the same portfolio of assets, an investor who holds a less-expensive share class of the fund will pay lower fees and expenses over time – and earn higher investment returns – than an investor who holds a more expensive share class of the same fund. If a client invests $500,000 or more in a Price Fund per fund per account registration with T. Rowe Price, the client will qualify for the I Class shares, to the extent available, which is a lower cost share class than the Investor Class shares. In addition, direct investors with qualifying accounts may be eligible to invest in the I Class, to the extent available, with a lower initial investment minimum. See Item 4 — Advisory Business, All Programs and Services, below, for more information. At its discretion, TRP Advisory Services may remove funds from or add funds to the list of IA Tool Funds. T. Rowe Price Advisory Services may periodically adjust the asset, sub-asset, or fund allocations recommended through the IA Tool consistent with its overall asset allocation approach. See below for a discussion of the impact of mutual fund selections on revenue received by Price Associates and its affiliates. In order to receive an Investment Allocation Recommendation, clients must complete the IA Tool Questionnaire and agree to the terms of the T. Rowe Price Advisory Services Client Agreement, Inc. and T. Rowe Price Investment Allocation Tool Supplement (Client Agreement and IA Tool Supplement). Clients have the option of going through the IA Tool Questionnaire and receiving their Investment Allocation Recommendation either over the phone or in person with a TRP associate or online through an interactive website. As part of the IA Tool, clients agree to use electronic signatures and accept electronic delivery of all documents and disclosures that are necessary to complete enrollment in the IA Tool in electronic form, including, but not limited to, the Client Agreement and IA Tool Supplement, this Form ADV Part 2A Brochure and any Part 2B Brochures and Supplements, the Form(s) CRS, and prospectuses for the IA Tool Funds. These documents are available in electronic, portable document format (PDF). Clients must accept the Client Agreement and IA Tool Supplement by electronic means (such as clicks or other online means) and as such, the Client Agreement and IA Tool Supplement are legally binding and is considered to have been “signed” by the client with the same effect as a manual signature. Electronic records of the Client Agreement and IA Tool Supplement that are made online will also be considered to be “in writing.” Clients agree not to dispute the validity or enforceability of the Client Agreement and IA Tool Supplement entered into electronically by the client (or by anyone using client’s authentication devices, such as a password or PIN). T. Rowe Price does not provide any tax advice. Clients are responsible for any tax implications and/or tax obligations arising as a result of the client’s implementation of the recommendation. Clients are strongly encouraged to seek the advice of their tax or legal professional for tax or legal questions related to their implementation of the recommendation. IA Tool Questionnaire. The Investment Allocation Recommendation is based on the client’s responses to the IA Tool Questionnaire, which are limited to the assets the client intends to use to implement the recommendation and will not consider any other assets the client may have elsewhere at T. Rowe Price or with any unaffiliated firm. TRP Advisory Services will recommend substantially the same asset allocations and IA Tool Funds to different clients with substantially the same IA Tool Questionnaire responses. Clients may retake the IA Tool Questionnaire at any time to receive another Investment Allocation Recommendation. More information regarding the methodology used in developing the Investment Allocation Recommendations is provided in detail in Item 8 — Methods of Analysis, Investment Strategies, and Risk of Loss, below. Phone and In Person Service. Clients who wish to receive an Investment Allocation Recommendation over the phone may contact a TRP associate, and either complete the IA Tool Questionnaire and receive their Investment Allocation Recommendation during this same call with the TRP associate or schedule a follow- up appointment to do so. Clients may also choose to receive an Investment Allocation Recommendation in person with a TRP associate. Whether over the phone or in person, the TRP associate will enter the client’s responses to the IA Tool Questionnaire into the IA Tool, and use the IA Tool to generate the client’s Investment Allocation Recommendation. During this interaction, the TRP associate may discuss the features of the IA Tool and the assumptions underlying the Investment Allocation Recommendation with the client and assist with any implementation needs. However, the Investment Allocation Recommendation is responsive only to the client’s answers to the IA Tool Questionnaire during this interaction with the TRP associate; the TRP associate does not formulate any advice or recommendations to the client independently of the IA Tool. The Investment Allocation Recommendation expires at the end of this interaction and TRP Advisory Services has no responsibility for any subsequent action the client may take with respect to the Price Funds included in the expired recommendation. Online Service. Clients who choose to receive an Investment Allocation Recommendation online may do so by visiting troweprice.com and completing the electronic version of the IA Tool Questionnaire. The Investment Allocation Recommendation is responsive to the client’s answers to the IA Tool Questionnaire during this online session only. Once the client exits the session or they retake the IA Tool Questionnaire, the Investment Allocation Recommendation expires and TRP Advisory Services has no responsibility for any subsequent action the client may take with respect to the Price Funds included in the expired recommendation. T. Rowe Price Retirement Fund Recommendation Service TRP Advisory Services also offers the Retirement Fund Recommendation Service (RFR Service), a nondiscretionary advice service that provides a point-in-time recommendation for a T. Rowe Price Retirement Fund (Retirement Fund) to investors based solely on their age, investment amount, and certain representations and assumptions described below. The RFR Service is designed for individual investors who have decided to establish an IRA with T. Rowe Price through the online new account set-up process and want a recommendation for a Retirement Fund before funding the new account. The RFR Service provides point-in-time advice only, which expires at the end of the online new account set- up process. The recommendation provided by the RFR Service consists solely of a Retirement Fund advised by Price Associates (Retirement Fund Recommendation). The RFR Service is not required to consider or recommend any particular Price Fund and we undertake no obligation to evaluate non-Retirement Funds, including non-Price Funds, for inclusion in the RFR Service, even if other funds have characteristics or performance that is similar or superior to, or fees and expenses that are lower than, the Retirement Funds. T. Rowe Price also offers other series of target date funds, including: (1) the T. Rowe Price Retirement Blend Funds, with identical overall equity allocations as the Retirement Funds but with a higher allocation to passive investment strategies; (2) the T. Rowe Price Target Funds, which have lower overall equity allocations than the Retirement Funds that are designed for investors with lower risk tolerances and/or higher savings rates; and (3) the T. Rowe Price Retirement Income Funds, which employ a managed payout program generally designed to make twelve equal monthly dividend payments that are expected to produce an annual payout of approximately 5% of the fund’s trailing average 5-year net asset value. The RFR Service does not include an evaluation of or recommendations for the other series of T. Rowe Price target date funds. The RFR Service does not include recommendations to invest in individual securities, ETFs, third- party mutual funds or other non-Price securities. The RFR Service will account for a client’s stated investment amount by recommending the lowest-cost share class of the Retirement Fund available to the client for their target retirement year. (See below for a discussion of the impact of mutual fund selections on revenue received by Price Associates and its affiliates.) If a client invests $500,000 or more in a Price Fund per fund per account registration with T. Rowe Price, the client will qualify for the I Class shares, to the extent available, which is a lower cost share class than the Investor Class shares. In addition, direct investors with qualifying accounts may be eligible to invest in the I Class, to the extent available, with a lower initial investment minimum. See Item 4 — Advisory Business, All Programs and Services, below, for more information. Clients have no obligation to accept the Retirement Fund Recommendation. TRP Advisory Services is not authorized to implement the Retirement Fund Recommendation; the client is solely responsible for doing so. Clients must take action in order to implement the Retirement Fund Recommendation. The Retirement Fund Recommendation addresses only those assets clients identify as available for investment through the online new account set-up process and will not consider a client’s retirement income needs, financial circumstances or any information that clients may have provided to T. Rowe Price as part of the online new account set-up process or any other account, interaction, or service. Retirement Fund Recommendations do not consider any other assets that a client may have elsewhere at T. Rowe Price or with any unaffiliated firm. If a client chooses to implement Retirement Fund Recommendation through a mutual fund account opened at TRP Services, transfer agent for the Price Funds, or a brokerage account held with TRP Investment Services, such accounts are not investment advisory accounts. If the client implements the Retirement Fund Recommendation, TRP Advisory Services will not monitor or manage any investments made or accounts opened by the client, whether at T. Rowe Price or elsewhere, nor will we make any trades in or adjustments to the client’s account unless the client directs us to do so. TRP Advisory Services is not responsible for any decision to implement the Retirement Fund Recommendation after it has expired; we will not be liable if the client does not implement the recommendation at the time it is provided to them. The Retirement Fund Recommendation is solely based on a client’s age, investment amount, as well as the following representations that the client makes by using the RFR Service: (a) client plans to use the assets identified as part of the online new account set-up process for a retirement goal; (b) client intends to retire at or near age 65; and (c) client plans to withdraw these assets over a long-term retirement horizon. In recommending a specific Retirement Fund, TRP Advisory Services assumes that the client’s risk tolerance is consistent with the age-appropriate assumptions for the Retirement Funds, meaning that it changes over time from a primary preference for growth potential (via a higher exposure to stocks) and greater tolerance of the accompanying volatility to a preference for greater stability (through a lower exposure to stocks) in light of the need to withdraw assets to generate replacement income. TRP Advisory Services will recommend the same Retirement Funds to different clients with substantially the same retirement savings profile (as described in the representations listed above), investment amount, and age. Because a client’s age is a primary factor underlying the Retirement Fund Recommendations, reusing the RFR Service within the same year generally will not yield a different recommendation. As part of the RFR Service, clients agree to use electronic signatures and accept electronic delivery of all documents and disclosures that are necessary to enroll in the RFR Service in electronic form, including, but not limited to, the T. Rowe Price Advisory Services, Inc. Client Agreement and T. Rowe Price Retirement Fund Recommendation Service Supplement (Client Agreement and RFRS Supplement), this Form ADV Part 2A Brochure and any Part 2B Brochures and Supplements, and the Form(s) CRS. These documents are available in electronic, portable document format (PDF). Clients must accept the Client Agreement and RFRS Supplement by electronic means (such as clicks or other online means) and as such, the Client Agreement and RFRS Supplement are legally binding and is considered to have been “signed” by the client with the same effect as a manual signature. Electronic records of the Client Agreement and RFRS Supplement will also be considered to be “in writing.” Clients agree not to dispute the validity or enforceability of the Client Agreement and RFRS Supplement entered into electronically by the client (or by anyone using client’s authentication devices, such as a password or PIN). T. Rowe Price does not provide any tax advice. Clients are responsible for any tax implications and/or tax obligations arising as a result of the client’s implementation of the recommendation. Clients are strongly encouraged to seek the advice of their tax or legal professional for tax or legal questions related to their implementation of the Retirement Fund Recommendation. All Programs and Services The I Class requires a $500,000 minimum initial investment per fund per account registration, although the initial investment minimum generally is reduced for qualifying directly held accounts. Clients of TRP Advisory Services may participate in programs offered by T. Rowe Price for direct investors, which may make clients eligible to invest in I Class with a lower initial minimum. For certain programs, eligibility is based on the aggregate value of qualifying accounts and certain other accounts held by direct investors in the same household. The terms and conditions of the respective program will apply and are subject to change. Contact T. Rowe Price for more information. During the time clients are enrolled in our advisory services, clients may be eligible to receive various services and benefits offered by our affiliates under programs for direct investors based, in whole or in part, on the amount clients invest in the APP Program. Such services and benefits are not part of the APP Program or our other advisory services. Assets Under Management As of December 31, 2023, TRP Advisory Services managed approximately $2.552 billion on a discretionary basis for its clients. As of the same date, TRP Advisory Services did not manage assets on a nondiscretionary basis for its clients.