T. ROWE PRICE FUNDS SICAVJapanese Equity Fund – ESG Report
Providing transparency on Environment, Social and Governance aspects of the FundAs of 30 June 2024

ESG INTEGRATION APPROACH•

The Japanese Equity Fund uses environmental, social, and governance (ESG) integration as part of its investment
process. This means incorporating environmental, social, and governance factors to enhance investment decisions.
Our philosophy is that ESG factors are a component of the investment decision—meaning that they are not the sole
driver of an investment decision, nor are they considered separately from more traditional analysis.

•

The process of ESG integration takes place on two levels: first, with our research analysts as they incorporate ESG
factors into company valuations and ratings, and second, with the portfolio manager as he balances these ESG factor
exposures at the portfolio level. Both the analysts and the portfolio manager are able to leverage dedicated, in-house
resources to assist in analyzing ESG criteria.

•

Our ESG specialist teams provide investment research on ESG issues at the company level and on thematic topics.
Additionally, they have built tools to help proactively and systematically analyze the environmental, social, andgovernance factors that could impact our investments. The foundation of the analysis is a proprietary flagging tool
called the Responsible Investing Indicator Model (RIIM). It covers over 15,000 companies and pulls from data sets thatare not in the wheelhouse of traditional financial analysis. These data sets include:- ESG performance data (e.g., number of accidents, carbon emissions, strength of whistle-blower programs, etc.);- ESG targets (e.g., plans to reduce carbon emissions, increase diversity, etc.)- ESG incidents and controversies (e.g., environmental fines paid, local community controversies/protests against acompany, etc.)•

Our Japanese Equity Fund applies an active, growth-oriented approach in order to identify companies with the potential
for either growth or relative improvement. We look for such opportunities in industries where the outlook over time is
becoming more attractive and is conducive to profitable growth. Our primary emphasis is on company fundamentals,
which include the consideration of environmental, social, and governance factors. We find this process yields an ESGfriendly set of companies; however, we also screen the portfolio using T. Rowe Price’s proprietary RIIM analysis atregular intervals. This helps us understand the ESG characteristics of the portfolio and makes us aware of any elevatedexposures to specific ESG factors.

•

The fund is classified as Article 8 according to the Sustainable Finance Disclosure Regulation. Although the fund does
not have sustainable investment as an objective, the promotion of environmental and social characteristics is achieved
through the fund’s commitment to maintain at least 10% of the value of its portfolio invested in Sustainable Investments.
The fund avoids issuers whose activities we may consider harmful to the environment and/or society through theapplication of our proprietary screen, the T. Rowe Price Responsible Exclusion List.

INVESTMENT OBJECTIVE: To increase the value of its shares, over the long term, through growth in the value of its
investments.
INVESTMENT PROCESS: The fund is actively managed and invests mainly in a widely diversified portfolio of shares ofcompanies in Japan. Although the fund does not have sustainable investment as an objective, the promotion ofenvironmental and/or social characteristics is achieved through the fund’s commitment to maintain at least 10% of thevalue of its portfolio invested in sustainable investments, as defined by the SFDR. In addition to the E/S characteristics
promoted, the fund also applies the investment manager’s proprietary responsible screen (the T. Rowe Price Responsible
Exclusion List). The fund may use derivatives for hedging and efficient portfolio management. For full investment objective
and policy details refer to the prospectus. The manager is not constrained by the fund’s benchmark, which is used for
performance comparison purposes only.
This marketing communication is for investment professionals only. Not for further distribution.

T. Rowe Price Funds SICAV Japanese Equity FundAs of 30 June 2024

RECENT COMPANY ENGAGEMENTS
We maintain a regular dialogue with the management teams of companies represented across the portfolio. Our investmentdriven engagement program frequently identifies targets through our proprietary RIIM analysis, governance screening andanalysts’ fundamental research. While we engage with companies in a variety of different contexts, ESG engagement focuseson learning about, encouraging or exchanging perspectives on the environmental practices, corporate governance or social
issues affecting their business.
While most of the meetings we hold with company managements will include some discussion of ESG topics, we differentiate
meetings held with a heavy focus on ESG, meaning ESG issues were the sole items on the agenda or made up a meaningfulpart of the meeting. Agenda items are classified as “meaningful” when they take up a significant portion of the meeting or are asignificant factor in the investment case.
The following are selected examples of recent engagements with companies held in or considered for the portfolio. The
examples are not meant to be representative of every engagement held, but to illustrate the types of ESG engagements weare having with the managements of our investment companies.

T. Rowe Price Funds SICAV Japanese Equity FundAs of 30 June 2024

Mitsubishi UFJ Financial Group (2nd Quarter 2024 Engagement)

Focus

Environment, Governance

Company
Description

Mitsubishi UFJ Financial Group (MUFG) is a Japanese commercial bank.

Engagement
Objective

We engaged with MUFG for a discussion focused on climate topics, board changes, and strategic
shareholders.
From MUFG: Corporate Secretaries, Sustainability Representatives

Participants

From T. Rowe Price Associates, Inc: Head of Governance, EMEA & APAC; Investment Analyst;
Responsible Investing Analyst
Climate Topics
The bank has been subject to climate-related shareholder proposals at recent annual general meetings(AGMs) and in 2024 received two proposals relating to (i) director competencies for the effective
management of climate-related business risks and opportunities and (ii) how the company will assessfossil fuel sector clients’ climate change transition plans for credible alignment to the 1.5°C goal of theParis Agreement and the consequences of fossil fuel clients not producing credible Paris-aligned
transitions plans, including the restriction of new finance.
MUFG walked through the frequent interactions (five times a year) that the group has had with theproponents, during which it explained the sustainability competencies of the board and how it evaluatescounterparties on their transition plans, including escalation efforts for climate-naive clients. The groupalso published its 2024 Climate Report in May 2024, which had specific sections detailing these points.
Despite this, the company feels it differs from the proponent in two areas:

Engagement
Outcome•the proponent is only focused on the climate competencies of the board, whereas the group is
focused on the broader sustainability competencies; and•MUFG feels that the proponent is indirectly asking it to terminate relationships with climate-naïve
clients, while the company believes that engagement is a more appropriate first step of its
escalation strategy.

We also spent time during the meeting discussing aspects of the group’s 2024 Climate Report, which isaligned with the industry gold standard. The company has provided granular detail on its financed
emissions and its Transition Assessment Framework. MUFG walked through its future plans, including
measuring and setting targets linked to its facilitated emissions, as well as integrating climate risks into
its broader risk management frameworks.
Governance Issues
We discussed board changes, including two new directors joining the existing board, and noted ourissue with a non-independent non-executive director who contributes to board independence being toolow.
At the 2023 AGM, we voted against the chair and president because the ratio of cross-shareholding to
net assets was over 20%. MUFG said that while it hit the three-year JPY 539bn divestment target overthree years, it is not planning to be below 20% until 2027. We asked why the target for the next three
years is more modest than the last three years, and the company said that it was more of a minimum
hurdle rather than a stretch target, which it will try and exceed. The company was not able to provide
long-term guidance on its plans to reduce strategic shareholdings.

The specific securities identified and described do not represent all of the securities purchased, sold, or recommended for the
SICAV sub-fund, and no assumption should be made that the securities identified and discussed were or will be profitable.

T. Rowe Price Funds SICAV Japanese Equity FundAs of 30 June 2024

Orix (4th Quarter 2023 Engagement)

Focus

Governance

Company
Description

Orix is a Japanese diversified financial services company.

Engagement
Objective

We engaged with Orix on succession and remuneration.

From Orix: Outside Directors
Participants
From T. Rowe Price Associates, Inc: Portfolio Manager
We met with the chair of Orix’s Nomination Committee as well as with the chair of the company’s
Compensation Committee. In terms of board nominations, the committee looks for candidates who havemanagement experience or global investment experience. They meet a single-digit number ofcandidates every year, but the process is becoming more active over time.

Engagement
OutcomeTurning to the question of chief executive officer succession, Orix is still early in its corporate
governance journey and the current president, Makoto Inoue, is the driving force for improvement. The
company noted that any successor to Mr Inoue—at the appropriate time—would be someone who canmanage and optimize a global portfolio of businesses as well as increase overseas exposure and group
efficiency. Both internal and outside candidates will be considered.
In terms of performance and incentives, a big issue Orix is dealing with is that compensation levels aremuch higher overseas than in Japan. Performance-linked compensation will be increased for all
executives.
The engagement allowed us to impart our views on best practices and helped to inform our voting at the2024 annual general meeting.

The specific securities identified and described do not represent all of the securities purchased, sold, or recommended for the
SICAV sub-fund, and no assumption should be made that the securities identified and discussed were or will be profitable.

T. Rowe Price Funds SICAV Japanese Equity FundAs of 30 June 2024

ESG RIIM PROFILEThe T. Rowe Price Responsible Investing Indicator Model (RIIM) rates companies, governments and securitized assets in a
traffic light system measuring their environmental, social, and governance profile and flagging issuers with elevated risks. For
certain types of investments, including, but not limited to, cash, currency positions, and particular types of derivatives, an ESG
analysis may not be relevant or possible due to a lack of data. Where ESG considerations are integrated into the investment
research process, we may conclude that other attributes of an investment outweigh ESG considerations when making
investment decisions.
Portfolio

BenchmarkNo. ofsecurities% weight

No. ofsecurities% weight

57

88.6

1,284

90.0

8

9.0

132

8.4

0

0.0

1

0.7

0

0.0

720

1.0

1

2.4

0

0.0

66

100.0

2,137

100.0

 Green Orange
 Red
Not in scope / not covered Reserves
Total No/few Flags  Medium Flags  High Flags

The comparator benchmark of the Fund is the TOPIX Net Index. The manager is not constrained by the fund's benchmark,which is used for performance comparison purposes only.

SUSTAINABILITY INDICATOR
The fund is classified as Article 8 according to the Sustainable Finance Disclosure Regulations (SFDR).
The sustainability indicator used by the fund is a minimum of 10% of the value of the fund’s portfolio held in securities that theinvestment manager identifies as sustainable investments.
The percentage exposure of the fund to sustainable investments is:

Sustainable Investments

TargetMinimum
Commitment
%
10.0%

Fund
Exposure%
21.6%

with Environmental Objectives

0.5%

10.7%

with Social Objectives

0.5%

10.9%

PRINCIPAL ADVERSE IMPACT (PAI) INDICATORS
Under the European Union Sustainable Finance Disclosure Regulations (SFDR), investment managers are required to take into
account Principal Adverse Impact (PAI) indicators, a set of metrics that highlight the potential negative impacts on sustainability
factors that result from investment decisions. This is integrated into our ESG analysis at a security level.
Some PAI indicators have limited data availability which may lead to misrepresentative values for the fund. In these cases, themetric vale and data coverage are displayed as n/a in the following tables.

T. Rowe Price Funds SICAV Japanese Equity FundAs of 30 June 2024

In addition, the investment manager considers the following PAI indicators at an aggregate fund level. Metric values areshown in the Base Currency of the fund (EUR):
MetricValue

MetricCoverage(%)

PAI Indicator

Metric Description

Unit ofMeasurement

10. Violations of UNGC
principles and OECD
guidelines for Multinational
Enterprises

Share of investments in investee companies thathave been involved in violations of the UNGC
principles or OECD Guidelines for Multinational
Enterprises

Percentage of
total invested

0.0%

97.6%

13. Board gender diversity

Average ratio of female to male board members ininvestee companies, expressed as a percentage ofboard members

Average ratio of
female board
members

18.4%

96.2%

14. Exposure to controversial
weapons

Share of investments in investee companies involvedin the manufacture or selling of controversial
weapons (anti-personnel mines, cluster munitions,chemical weapons and biological weapons)Percentage of
total invested

0.0%

97.6%

The table below displays the remaining PAI indicators as of the report date. These are displayed for reporting purposes.
Metric values are shown in the Base Currency of the fund (EUR):PAI Indicator

Metric Description

Unit ofMeasurement

Scope 1 GHG emissions

mtCO2eScope 2 GHG emissions
Scope 3 GHG emissions

MetricValue

MetricCoverage(%)

30,32996.2%

mtCO2e

4,875

96.2%

mtCO2e129,259

96.2%

Total GHG emissions

mtCO2e164,463

96.2%

2. Carbon footprint

Carbon footprint

mtCO2e per mn
invested

782.9

96.2%

3. GHG intensity of investee
companies

GHG intensity of investee companies

mtCO2e per mnrevenue

835.4

97.6%

4. Exposure to companies
active in fossil fuel sector

Share of investments in companies active in thefossil fuel sector

Percentage of
total invested

5.4%

97.6%

5. Share of non-renewableenergy consumption andproduction

Share of non-renewable energy consumption andnon-renewable energy production of investee
companies from non-renewable energy sources
compared to renewable energy sources, expressed
as a percentage of total energy sources

Percentage of
non-renewableenergy

77.7%

77.3%

6. Energy consumption
intensity

Energy consumption in GWh per million of revenueof investee companies

GWh/mn ofrevenue

0.3

82.5%

7. Activities negatively
affecting biodiversity
sensitive areas

Share of investments in investee companies withsites/operations located in or near to biodiversitysensitive areas where activities of those investee
companies negatively affect those areas

Percentage of
total invested

0.0%

97.6%

8. Emissions to water

Tonnes of emissions to water generated by investee
companies per million invested, expressed as aweighted average

Ktons per mn
investedn/an/a

9. Hazardous waste

Tonnes of hazardous waste generated by investee
companies per million invested, expressed as aweighted average

Ktons per mn
investedn/an/a

11. Lack of processes andcompliance mechanisms tomonitor compliance with
UNGC principles and OECD
Guidelines for Multinational
Enterprises

Share of investments in investee companies without
policies to monitor compliance with the UNGC
principles or OECD Guidelines for Multinational
Enterprises or grievance /complaints handlingmechanisms to address violations of the UNGC
principles or OECD Guidelines for Multinational
Enterprises

Percentage of
total invested

0.6%

97.6%

12. Unadjusted gender pay
gap

Average unadjusted gender pay gap of investee
companies

Percentage ofpay gapn/an/a

1. GHG Emissions

T. Rowe Price Funds SICAV Japanese Equity FundAs of 30 June 2024

GLOSSARY OF TERMS
Metric coverage - The percentage of the portfolio for which PAI data is available
GHG - Greenhouse gas emissions
Scope 1 GHG emissions - Direct greenhouse gas emissions by the fund
Scope 2 GHG emissions - Indirect greenhouse gas emissions made by the fund
Scope 3 GHG emissions - All other indirect emissions that occur in the funds value chain
mtCO2e - Metric tonnes of carbon dioxide equivalent
Carbon footprint (Scope 1,2 & 3 emissions) - The total greenhouse gas emissions per million invested in the fundGWh - Gigawatt Hours
Ktons - Kilotonnes
UNGC - The United Nations Global Compact
OECD - The Organization for Economic Co-operation and Development
No data - no data is available or can be calculated for the indicator

RISKS - The following risks are materially relevant to the fund (refer to prospectus for further details): Currency Currency exchange rate movements could reduce investment gains or increase investment losses. Liquidity - Liquidity risk
may result in securities becoming hard to value or trade within a desired timeframe at a fair price. Small and mid-cap - Smalland mid-size company stock prices can be more volatile than stock prices of larger companies. Style - Style risk may impact
performance as different investment styles go in and out of favor depending on market conditions and investor sentiment.
General fund risks - to be read in conjunction with the fund specific risks above. Equity - Equities can lose value rapidly
for a variety of reasons and can remain at low prices indefinitely. ESG and sustainability - ESG and Sustainability risk may
result in a material negative impact on the value of an investment and performance of the fund. Geographic concentration Geographic concentration risk may result in performance being more strongly affected by any social, political, economic,
environmental or market conditions affecting those countries or regions in which the fund's assets are concentrated.
Investment fund - Investing in funds involves certain risks an investor would not face if investing in markets directly.
Management - Management risk may result in potential conflicts of interest relating to the obligations of the investment
manager. Market - Market risk may subject the fund to experience losses caused by unexpected changes in a wide variety offactors. Operational - Operational risk may cause losses as a result of incidents caused by people, systems, and/or processes.

ADDITIONAL DISCLOSURES
Source for TOPIX data: TOPIX. Tokyo Stock Exchange, Inc.
Holdings-based analytics are calculated using T. Rowe Price's internal Investment Book of Records (IBOR). Due to timing
and accounting methodology differences, IBOR data may differ from the Accounting Book of Records (ABOR) data provided
by the Fund’s accountant.

T. Rowe Price Funds SICAV Japanese Equity FundAs of 30 June 2024

IMPORTANT INFORMATIONThe Funds are sub-funds of the T. Rowe Price Funds SICAV, a Luxembourg investment company with variable capital whichis registered with Commission de Surveillance du Secteur Financier and which qualifies as an undertaking for collective
investment in transferable securities (“UCITS”). Full details of the objectives, investment policies and risks are located in theprospectus which is available with the key investor information documents (KIID) and/or key information document (KID) in
English and in an official language of the jurisdictions in which the Funds are registered for public sale, together with thearticles of incorporation and the annual and semi-annual reports (together “Fund Documents”). Any decision to invest should
be made on the basis of the Fund Documents which are available free of charge from the local representative, local
information/paying agent or from authorised distributors. They can also be found along with a summary of investor rights in
English at www.troweprice.com. The Management Company reserves the right to terminate marketing arrangements.
This material is being furnished for general informational and/or marketing purposes only. The material does notconstitute or undertake to give advice of any nature, including fiduciary investment advice, nor is it intended to serve as theprimary basis for an investment decision. Prospective investors are recommended to seek independent legal, financial and tax
advice before making any investment decision. T. Rowe Price group of companies including T. Rowe Price Associates, Inc.
and/or its affiliates receive revenue from T. Rowe Price investment products and services. Past performance is not a reliableindicator of future performance. The value of an investment and any income from it can go down as well as up. Investors
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The sub-funds of the T. Rowe Price Funds SICAV are not available to US persons, as defined under Rule 902(k) of the UnitedStates Securities Act of 1933, as amended (“Securities Act”). The shares of the funds have not been nor will they be registeredunder the Securities Act or under any state securities law. In addition the funds will not be registered under the United States
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202312-3276222
202407-3717108