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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/28/24 Tax-Managed Growth Portfolio N-CSR 12/31/23 3:681K Donnelley … Solutions/FA → Tax-Managed Growth Portfolio |
Document/Exhibit Description Pages Size 1: N-CSR Tax-Managed Growth Portfolio HTML 662K 3: EX-99.906 CERT Section 906 Certification HTML 7K 2: EX-99.CERT Section 302 Certification HTML 14K
Tax-Managed Growth Portfolio |
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: 811-07409
Tax-Managed Growth Portfolio
(Exact Name of Registrant as Specified in Charter)
Two International Place, Boston, Massachusetts 02110
(Address of Principal Executive Offices)
Deidre E. Walsh
Two International Place, Boston, Massachusetts 02110
(Name and Address of Agent for Services)
(617) 482-8260
(Registrant’s Telephone Number)
December 31
Date of Fiscal Year End
Date of Reporting Period
Item 1. Reports to Stockholders
Common Stocks — 99.9% |
Security | Shares | Value | |
Aerospace & Defense — 1.5% | |||
Boeing Co. (The)(1) | 142,446 | $ 37,129,974 | |
General Dynamics Corp. | 37,550 | 9,750,609 | |
Lockheed Martin Corp. | 18,733 | 8,490,545 | |
Northrop Grumman Corp. | 16,117 | 7,545,012 | |
RTX Corp. | 126,984 | 10,684,434 | |
$ 73,600,574 | |||
Air Freight & Logistics — 0.9% | |||
C.H. Robinson Worldwide, Inc. | 72,701 | $ 6,280,639 | |
FedEx Corp. | 76,559 | 19,367,130 | |
United Parcel Service, Inc., Class B | 127,908 | 20,110,975 | |
$ 45,758,744 | |||
Automobiles — 0.7% | |||
Tesla, Inc.(1) | 136,281 | $ 33,863,103 | |
$ 33,863,103 | |||
Banks — 3.3% | |||
Bank of America Corp. | 478,599 | $ 16,114,429 | |
Fifth Third Bancorp | 491,355 | 16,946,834 | |
JPMorgan Chase & Co. | 514,622 | 87,537,202 | |
PNC Financial Services Group, Inc. (The) | 15,834 | 2,451,895 | |
Regions Financial Corp. | 261,997 | 5,077,502 | |
Truist Financial Corp. | 311,559 | 11,502,758 | |
U.S. Bancorp | 76,801 | 3,323,947 | |
Wells Fargo & Co. | 446,596 | 21,981,455 | |
$ 164,936,022 | |||
Beverages — 1.2% | |||
Constellation Brands, Inc., Class A | 66,155 | $ 15,992,971 | |
Monster Beverage Corp.(1) | 142,992 | 8,237,769 | |
PepsiCo, Inc. | 228,875 | 38,872,130 | |
$ 63,102,870 | |||
Biotechnology — 2.5% | |||
AbbVie, Inc. | 193,103 | $ 29,925,172 | |
Amgen, Inc. | 97,100 | 27,966,742 | |
Argenx SE ADR(1) | 41,279 | 15,703,770 | |
Biogen, Inc.(1) | 7,070 | 1,829,504 | |
Gilead Sciences, Inc. | 193,738 | 15,694,715 | |
Vertex Pharmaceuticals, Inc.(1) | 83,684 | 34,050,183 | |
$ 125,170,086 |
Security | Shares | Value | |
Broadline Retail — 4.2% | |||
Amazon.com, Inc.(1) | 1,399,500 | $ 212,640,030 | |
$ 212,640,030 | |||
Building Products — 0.2% | |||
Carrier Global Corp. | 189,214 | $ 10,870,344 | |
$ 10,870,344 | |||
Capital Markets — 3.7% | |||
Ameriprise Financial, Inc. | 30,879 | $ 11,728,771 | |
Bank of New York Mellon Corp. (The) | 149,031 | 7,757,063 | |
BlackRock, Inc. | 7,289 | 5,917,210 | |
Cboe Global Markets, Inc. | 75,857 | 13,545,026 | |
Charles Schwab Corp. (The) | 371,381 | 25,551,013 | |
CME Group, Inc. | 36,417 | 7,669,420 | |
Goldman Sachs Group, Inc. (The) | 128,899 | 49,725,367 | |
Intercontinental Exchange, Inc. | 60,970 | 7,830,377 | |
LPL Financial Holdings, Inc. | 33,113 | 7,537,181 | |
Moody's Corp. | 66,944 | 26,145,649 | |
S&P Global, Inc. | 32,008 | 14,100,164 | |
T. Rowe Price Group, Inc. | 105,316 | 11,341,480 | |
$ 188,848,721 | |||
Chemicals — 1.7% | |||
Corteva, Inc. | 18,814 | $ 901,567 | |
Dow, Inc. | 18,955 | 1,039,492 | |
DuPont de Nemours, Inc. | 142,744 | 10,981,296 | |
Ecolab, Inc. | 110,020 | 21,822,467 | |
Linde PLC | 72,347 | 29,713,636 | |
PPG Industries, Inc. | 89,144 | 13,331,485 | |
Sherwin-Williams Co. (The) | 32,982 | 10,287,086 | |
$ 88,077,029 | |||
Commercial Services & Supplies — 0.6% | |||
Waste Connections, Inc. | 57,850 | $ 8,635,270 | |
Waste Management, Inc. | 108,692 | 19,466,737 | |
$ 28,102,007 | |||
Communications Equipment — 1.2% | |||
Arista Networks, Inc.(1) | 143,663 | $ 33,834,073 | |
Cisco Systems, Inc. | 517,461 | 26,142,130 | |
$ 59,976,203 | |||
Consumer Finance — 0.8% | |||
American Express Co. | 121,531 | $ 22,767,618 |
Security | Shares | Value | |
Consumer Finance (continued) | |||
Discover Financial Services | 144,856 | $ 16,281,814 | |
$ 39,049,432 | |||
Consumer Staples Distribution & Retail — 2.7% | |||
Costco Wholesale Corp. | 113,479 | $ 74,905,218 | |
Sprouts Farmers Market, Inc.(1) | 182,261 | 8,768,577 | |
Walmart, Inc. | 322,400 | 50,826,360 | |
$ 134,500,155 | |||
Electric Utilities — 0.7% | |||
Duke Energy Corp. | 234,233 | $ 22,729,970 | |
Edison International | 197,713 | 14,134,503 | |
$ 36,864,473 | |||
Electrical Equipment — 0.9% | |||
AMETEK, Inc. | 23,362 | $ 3,852,160 | |
Eaton Corp. PLC | 8,651 | 2,083,334 | |
Emerson Electric Co. | 269,079 | 26,189,459 | |
Rockwell Automation, Inc. | 50,722 | 15,748,167 | |
$ 47,873,120 | |||
Energy Equipment & Services — 0.3% | |||
Halliburton Co. | 166,374 | $ 6,014,420 | |
Schlumberger NV | 206,344 | 10,738,142 | |
$ 16,752,562 | |||
Entertainment — 2.0% | |||
Netflix, Inc.(1) | 112,484 | $ 54,766,210 | |
Walt Disney Co. (The) | 534,448 | 48,255,310 | |
$ 103,021,520 | |||
Financial Services — 4.1% | |||
Berkshire Hathaway, Inc., Class A(1) | 84 | $ 45,580,503 | |
Berkshire Hathaway, Inc., Class B(1) | 224,230 | 79,973,872 | |
Mastercard, Inc., Class A | 36,635 | 15,625,194 | |
PayPal Holdings, Inc.(1) | 146,905 | 9,021,436 | |
Visa, Inc., Class A | 212,810 | 55,405,083 | |
$ 205,606,088 | |||
Food Products — 0.7% | |||
Flowers Foods, Inc. | 138,111 | $ 3,108,879 | |
Hershey Co. (The) | 47,710 | 8,895,052 | |
Lamb Weston Holdings, Inc. | 73,135 | 7,905,162 |
Security | Shares | Value | |
Food Products (continued) | |||
McCormick & Co., Inc., Non Voting Shares | 96,258 | $ 6,585,972 | |
Nestle S.A. | 94,686 | 10,975,988 | |
$ 37,471,053 | |||
Ground Transportation — 1.5% | |||
CSX Corp. | 52,770 | $ 1,829,536 | |
Norfolk Southern Corp. | 65,062 | 15,379,355 | |
Uber Technologies, Inc.(1) | 331,498 | 20,410,332 | |
Union Pacific Corp. | 148,572 | 36,492,255 | |
$ 74,111,478 | |||
Health Care Equipment & Supplies — 3.0% | |||
Abbott Laboratories | 260,303 | $ 28,651,551 | |
Becton Dickinson & Co. | 8,470 | 2,065,240 | |
Boston Scientific Corp.(1) | 289,826 | 16,754,841 | |
Dexcom, Inc.(1) | 143,376 | 17,791,528 | |
GE HealthCare Technologies, Inc. | 135,517 | 10,478,174 | |
Intuitive Surgical, Inc.(1) | 101,205 | 34,142,519 | |
Medtronic PLC | 110,455 | 9,099,283 | |
Stryker Corp. | 72,313 | 21,654,851 | |
Zimmer Biomet Holdings, Inc. | 77,057 | 9,377,837 | |
$ 150,015,824 | |||
Health Care Providers & Services — 2.2% | |||
Cardinal Health, Inc. | 14,717 | $ 1,483,474 | |
CVS Health Corp. | 168,934 | 13,339,029 | |
Elevance Health, Inc. | 29,512 | 13,916,679 | |
HCA Healthcare, Inc. | 64,083 | 17,345,986 | |
UnitedHealth Group, Inc. | 123,171 | 64,845,836 | |
$ 110,931,004 | |||
Hotels, Restaurants & Leisure — 2.6% | |||
Airbnb, Inc., Class A(1) | 74,000 | $ 10,074,360 | |
Booking Holdings, Inc.(1) | 15,067 | 53,445,964 | |
Chipotle Mexican Grill, Inc.(1) | 3,990 | 9,124,970 | |
Marriott International, Inc., Class A | 46,029 | 10,380,000 | |
McDonald's Corp. | 5,400 | 1,601,154 | |
Starbucks Corp. | 393,521 | 37,781,951 | |
Yum! Brands, Inc. | 79,662 | 10,408,637 | |
$ 132,817,036 | |||
Household Products — 1.3% | |||
Colgate-Palmolive Co. | 397,371 | $ 31,674,442 |
Security | Shares | Value | |
Household Products (continued) | |||
Kimberly-Clark Corp. | 6,282 | $ 763,326 | |
Procter & Gamble Co. (The) | 220,699 | 32,341,232 | |
$ 64,779,000 | |||
Industrial Conglomerates — 0.5% | |||
General Electric Co. | 163,119 | $ 20,818,878 | |
Honeywell International, Inc. | 20,192 | 4,234,464 | |
$ 25,053,342 | |||
Industrial REITs — 0.1% | |||
EastGroup Properties, Inc. | 39,500 | $ 7,249,830 | |
$ 7,249,830 | |||
Insurance — 1.5% | |||
Aflac, Inc. | 154,400 | $ 12,738,000 | |
Aon PLC, Class A | 27,135 | 7,896,828 | |
Arthur J. Gallagher & Co. | 47,054 | 10,581,503 | |
Markel Group, Inc.(1) | 6,362 | 9,033,404 | |
Marsh & McLennan Cos., Inc. | 46,353 | 8,782,503 | |
Progressive Corp. (The) | 151,029 | 24,055,899 | |
Travelers Cos., Inc. (The) | 20,353 | 3,877,043 | |
$ 76,965,180 | |||
Interactive Media & Services — 7.9% | |||
Alphabet, Inc., Class A(1) | 857,372 | $ 119,766,295 | |
Alphabet, Inc., Class C(1) | 980,031 | 138,115,769 | |
Meta Platforms, Inc., Class A(1) | 390,562 | 138,243,325 | |
$ 396,125,389 | |||
IT Services — 1.7% | |||
Accenture PLC, Class A | 147,914 | $ 51,904,502 | |
Akamai Technologies, Inc.(1) | 137,414 | 16,262,947 | |
International Business Machines Corp. | 92,900 | 15,193,795 | |
$ 83,361,244 | |||
Life Sciences Tools & Services — 1.3% | |||
Agilent Technologies, Inc. | 151,400 | $ 21,049,142 | |
Danaher Corp. | 182,007 | 42,105,499 | |
Illumina, Inc.(1) | 10,000 | 1,392,400 | |
$ 64,547,041 | |||
Machinery — 2.1% | |||
Caterpillar, Inc. | 56,089 | $ 16,583,835 | |
Deere & Co. | 32,269 | 12,903,405 | |
Donaldson Co., Inc. | 82,526 | 5,393,074 |
Security | Shares | Value | |
Machinery (continued) | |||
Dover Corp. | 97,408 | $ 14,982,324 | |
Illinois Tool Works, Inc. | 143,086 | 37,479,947 | |
Otis Worldwide Corp. | 68,364 | 6,116,527 | |
PACCAR, Inc. | 28,969 | 2,828,823 | |
Parker-Hannifin Corp. | 16,957 | 7,812,090 | |
Snap-on, Inc. | 14,911 | 4,306,893 | |
$ 108,406,918 | |||
Media — 0.2% | |||
Comcast Corp., Class A | 218,452 | $ 9,579,120 | |
$ 9,579,120 | |||
Metals & Mining — 0.3% | |||
Alcoa Corp. | 195,000 | $ 6,630,000 | |
Nucor Corp. | 35,624 | 6,200,001 | |
$ 12,830,001 | |||
Multi-Utilities — 0.1% | |||
Consolidated Edison, Inc. | 50,472 | $ 4,591,438 | |
$ 4,591,438 | |||
Oil, Gas & Consumable Fuels — 3.3% | |||
Antero Resources Corp.(1) | 328,489 | $ 7,450,130 | |
Cheniere Energy, Inc. | 149,498 | 25,520,804 | |
ConocoPhillips | 285,715 | 33,162,940 | |
Devon Energy Corp. | 33,163 | 1,502,284 | |
EOG Resources, Inc. | 16,793 | 2,031,113 | |
Exxon Mobil Corp. | 752,802 | 75,265,144 | |
Hess Corp. | 20,651 | 2,977,048 | |
Marathon Petroleum Corp. | 69,480 | 10,308,053 | |
Murphy Oil Corp. | 41,407 | 1,766,423 | |
Phillips 66 | 51,867 | 6,905,572 | |
$ 166,889,511 | |||
Personal Care Products — 0.1% | |||
Estee Lauder Cos., Inc. (The), Class A | 26,451 | $ 3,868,459 | |
Kenvue, Inc. | 102,541 | 2,207,707 | |
$ 6,076,166 | |||
Pharmaceuticals — 4.2% | |||
AstraZeneca PLC ADR | 182,272 | $ 12,276,019 | |
Bristol-Myers Squibb Co. | 143,581 | 7,367,141 | |
Catalent, Inc.(1) | 45,943 | 2,064,219 | |
Eli Lilly & Co. | 148,712 | 86,687,199 | |
Johnson & Johnson | 267,485 | 41,925,599 | |
Merck & Co., Inc. | 215,040 | 23,443,661 |
Security | Shares | Value | |
Pharmaceuticals (continued) | |||
Pfizer, Inc. | 311,715 | $ 8,974,275 | |
Zoetis, Inc. | 142,003 | 28,027,132 | |
$ 210,765,245 | |||
Professional Services — 0.7% | |||
ASGN, Inc.(1) | 12,284 | $ 1,181,352 | |
Automatic Data Processing, Inc. | 68,245 | 15,899,038 | |
Jacobs Solutions, Inc. | 55,476 | 7,200,785 | |
Verisk Analytics, Inc. | 46,792 | 11,176,737 | |
$ 35,457,912 | |||
Residential REITs — 0.2% | |||
Invitation Homes, Inc. | 230,000 | $ 7,845,300 | |
$ 7,845,300 | |||
Semiconductors & Semiconductor Equipment — 7.3% | |||
Analog Devices, Inc. | 133,698 | $ 26,547,075 | |
Applied Materials, Inc. | 187,182 | 30,336,587 | |
Broadcom, Inc. | 24,966 | 27,868,297 | |
Intel Corp. | 656,645 | 32,996,411 | |
Lam Research Corp. | 25,000 | 19,581,500 | |
Marvell Technology, Inc. | 91,890 | 5,541,886 | |
NVIDIA Corp. | 302,592 | 149,849,610 | |
QUALCOMM, Inc. | 314,846 | 45,536,177 | |
Texas Instruments, Inc. | 158,452 | 27,009,728 | |
$ 365,267,271 | |||
Software — 12.0% | |||
Adobe, Inc.(1) | 80,840 | $ 48,229,144 | |
Cadence Design Systems, Inc.(1) | 83,984 | 22,874,722 | |
Check Point Software Technologies, Ltd.(1) | 54,716 | 8,360,058 | |
Fortinet, Inc.(1) | 100,000 | 5,853,000 | |
Intuit, Inc. | 46,644 | 29,153,899 | |
Microsoft Corp. | 909,092 | 341,854,956 | |
Oracle Corp. | 80,569 | 8,494,390 | |
Palo Alto Networks, Inc.(1) | 153,052 | 45,131,974 | |
Salesforce, Inc.(1) | 112,456 | 29,591,672 | |
ServiceNow, Inc.(1) | 66,921 | 47,279,017 | |
Workday, Inc., Class A(1) | 54,405 | 15,019,044 | |
$ 601,841,876 | |||
Specialized REITs — 0.4% | |||
American Tower Corp. | 10,718 | $ 2,313,802 | |
Public Storage | 51,744 | 15,781,920 | |
$ 18,095,722 |
Security | Shares | Value | |
Specialty Retail — 2.6% | |||
Best Buy Co., Inc. | 58,781 | $ 4,601,377 | |
Lowe's Cos., Inc. | 212,443 | 47,279,190 | |
O'Reilly Automotive, Inc.(1) | 18,600 | 17,671,488 | |
Ross Stores, Inc. | 141,093 | 19,525,860 | |
TJX Cos., Inc. (The) | 219,657 | 20,606,023 | |
Tractor Supply Co. | 50,157 | 10,785,260 | |
Ulta Beauty, Inc.(1) | 17,591 | 8,619,414 | |
$ 129,088,612 | |||
Technology Hardware, Storage & Peripherals — 7.6% | |||
Apple, Inc. | 1,986,542 | $ 382,468,931 | |
$ 382,468,931 | |||
Textiles, Apparel & Luxury Goods — 0.9% | |||
NIKE, Inc., Class B | 422,533 | $ 45,874,408 | |
$ 45,874,408 | |||
Tobacco — 0.4% | |||
Altria Group, Inc. | 157,274 | $ 6,344,433 | |
Philip Morris International, Inc. | 162,661 | 15,303,147 | |
$ 21,647,580 | |||
Total
Common Stocks (identified cost $1,646,715,327) |
$5,028,766,515 |
Short-Term Investments — 0.0%(2) |
Security | Shares | Value | |
Morgan Stanley Institutional Liquidity Funds - Government Portfolio, Institutional Class, 5.27%(3) | 2,564,731 | $ 2,564,731 | |
Total
Short-Term Investments (identified cost $2,564,731) |
$ 2,564,731 | ||
Total
Investments — 99.9% (identified cost $1,649,280,058) |
$5,031,331,246 | ||
Other Assets, Less Liabilities — 0.1% | $ 3,540,139 | ||
Net Assets — 100.0% | $5,034,871,385 |
The percentage shown for each investment category in the Portfolio of Investments is based on net assets. | |
(1) | Non-income producing security. |
(2) | Amount is less than 0.05%. |
(3) | May be deemed to be an affiliated investment company. The rate shown is the annualized seven-day yield as of December 31, 2023. |
Abbreviations: | |
ADR | – American Depositary Receipt |
REITs | – Real Estate Investment Trusts |
December 31, 2023 | |
Assets | |
Unaffiliated investments, at value (identified cost $1,646,715,327) | $ 5,028,766,515 |
Affiliated investments, at value (identified cost $2,564,731) | 2,564,731 |
Dividends receivable | 4,905,951 |
Dividends receivable from affiliated investments | 27,626 |
Receivable for investments sold | 263,164 |
Tax reclaims receivable | 406,333 |
Receivable from affiliates | 614,861 |
Trustees' deferred compensation plan | 255,377 |
Total assets | $5,037,804,558 |
Liabilities | |
Payable to affiliates: | |
Investment adviser fee | $ 1,715,260 |
Trustees' fees | 27,125 |
Trustees' deferred compensation plan | 255,377 |
Accrued expenses | 935,411 |
Total liabilities | $ 2,933,173 |
Net Assets applicable to investors' interest in Portfolio | $5,034,871,385 |
Year Ended | |
December 31, 2023 | |
Investment Income | |
Dividend income (net of foreign taxes withheld of $2,058,994) | $ 75,338,595 |
Dividend income from affiliated investments | 1,573,276 |
Total investment income | $ 76,911,871 |
Expenses | |
Investment adviser fee | $ 22,844,487 |
Trustees’ fees and expenses | 108,500 |
Custodian fee | 1,476,037 |
Professional fees | 402,763 |
Miscellaneous | 294,110 |
Total expenses | $ 25,125,897 |
Deduct: | |
Waiver and/or reimbursement of expenses by affiliates | $ 1,209,005 |
Total expense reductions | $ 1,209,005 |
Net expenses | $ 23,916,892 |
Net investment income | $ 52,994,979 |
Realized and Unrealized Gain (Loss) | |
Net realized gain (loss): | |
Investment transactions(1) | $ 50,916,817 |
Investment transactions - affiliated investments(1) | 8,727,060 |
Foreign currency transactions | 673 |
Net realized gain | $ 59,644,550 |
Change in unrealized appreciation (depreciation): | |
Investments | $ 2,157,750,748 |
Investments - affiliated investments | (2,778,056) |
Foreign currency | 31,825 |
Net change in unrealized appreciation (depreciation) | $2,155,004,517 |
Net realized and unrealized gain | $2,214,649,067 |
Net increase in net assets from operations | $2,267,644,046 |
(1) | Aggregate amount includes $119,056,116 of net realized gains from redemptions in-kind. |
Year Ended December 31, | ||
2023 | 2022 | |
Increase (Decrease) in Net Assets | ||
From operations: | ||
Net investment income | $ 52,994,979 | $ 300,457,402 |
Net realized gain | 59,644,550 | 778,434,816 |
Net change in unrealized appreciation (depreciation) | 2,155,004,517 | (8,569,954,185) |
Net increase (decrease) in net assets from operations | $ 2,267,644,046 | $ (7,491,061,967) |
Capital transactions: | ||
Contributions | $ 90,713,310 | $ 2,468,619,619 |
Withdrawals | (27,916,548,380) | (1,697,105,702) |
Net increase (decrease) in net assets from capital transactions | $(27,825,835,070) | $ 771,513,917 |
Net decrease in net assets | $(25,558,191,024) | $ (6,719,548,050) |
Net Assets | ||
At beginning of year | $ 30,593,062,409 | $ 37,312,610,459 |
At end of year | $ 5,034,871,385 | $30,593,062,409 |
Year Ended December 31, | |||||
Ratios/Supplemental Data | 2023 | 2022 | 2021 | 2020 | 2019 |
Ratios (as a percentage of average daily net assets): | |||||
Expenses | 0.43% (1)(2) | 0.43% (2) | 0.43% | 0.44% | 0.45% |
Net investment income | 0.95% | 0.93% | 0.69% | 1.07% | 1.28% |
Portfolio Turnover(3) | 7% | 3% | 1% | 1% | 1% |
Total Return | 28.67% | (19.86)% | 25.05% | 23.42% | 29.87% |
Net assets, end of year (000’s omitted) | $5,034,871 | $30,593,062 | $37,312,610 | $27,986,714 | $22,013,353 |
(1) | The investment adviser reimbursed certain operating expenses (equal to 0.02% of average daily net assets for the year ended December 31, 2023). Absent this reimbursement, total return would be lower. |
(2) | Includes a reduction by the investment adviser of a portion of its adviser fee due to the Portfolio’s investment in the Liquidity Fund (equal to less than 0.005% of average daily net assets for the years ended December 31, 2023 and 2022). |
(3) | Excludes the value of portfolio securities contributed or distributed as a result of in-kind shareholder transactions. |
Average Daily Net Assets | Annual
Fee Rate (Effective January 13, 2023)* |
Annual
Fee Rate (Prior to January 13, 2023) |
Up to $500 million | 0.5575% | 0.6250% |
$500 million but less than $1 billion | 0.4950% | 0.5625% |
$1 billion but less than $1.5 billion | 0.4325% | 0.5000% |
$1.5 billion but less than $7 billion | 0.3700% | 0.4375% |
$7 billion but less than $10 billion | 0.3575% | 0.4250% |
$10 billion but less than $15 billion | 0.3450% | 0.4125% |
$15 billion but less than $20 billion | 0.3325% | 0.4000% |
$20 billion but less than $25 billion | 0.3225% | 0.3900% |
$25 billion but less than $30 billion | 0.3125% | 0.3800% |
$30 billion but less than $35 billion | 0.3020% | 0.3700% |
$35 billion but less than $45 billion | 0.2970% | 0.3650% |
$45 billion and over | 0.2920% | 0.3600% |
* | Pursuant to an amendment to the investment advisory agreement effective January 13, 2023, BMR contractually agreed to reduce the annual fee rate of the average daily net asset levels as stated above in order to approximately match the effective annualized fee rate in effect prior to the redemption described in Note 1. |
Aggregate cost | $1,818,776,681 |
Gross unrealized appreciation | $ 3,213,892,732 |
Gross unrealized depreciation | (1,338,167) |
Net unrealized appreciation | $3,212,554,565 |
Name | Value,
beginning of period |
Purchases | Sales
proceeds |
Net
realized gain (loss) |
Change
in unrealized appreciation (depreciation) |
Value,
end of period |
Dividend
income |
Shares,
end of period |
Common Stocks | ||||||||
Morgan Stanley | $ 90,143,050 | $ — | $ (96,092,054) | $ 8,727,060 | $ (2,778,056) | $ — | $ 189,077 | — |
Short-Term Investments | ||||||||
Liquidity Fund | 170,972,940 | 297,770,467 | (466,178,676) | — | — | 2,564,731 | 1,384,199 | 2,564,731 |
Total | $8,727,060 | $(2,778,056) | $2,564,731 | $1,573,276 |
• | Level 1 – quoted prices in active markets for identical investments |
• | Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.) |
• | Level 3 – significant unobservable inputs (including a fund's own assumptions in determining the fair value of investments) |
Asset Description | Level 1 | Level 2 | Level 3 | Total |
Common Stocks: | ||||
Communication Services | $ 508,726,029 | $ — | $ — | $ 508,726,029 |
Consumer Discretionary | 554,283,189 | — | — | 554,283,189 |
Consumer Staples | 316,600,836 | 10,975,988 | — | 327,576,824 |
Energy | 183,642,073 | — | — | 183,642,073 |
Financials | 675,405,443 | — | — | 675,405,443 |
Health Care | 661,429,200 | — | — | 661,429,200 |
Industrials | 449,234,439 | — | — | 449,234,439 |
Information Technology | 1,492,915,525 | — | — | 1,492,915,525 |
Materials | 100,907,030 | — | — | 100,907,030 |
Real Estate | 33,190,852 | — | — | 33,190,852 |
Utilities | 41,455,911 | — | — | 41,455,911 |
Total Common Stocks | $5,017,790,527 | $ 10,975,988* | $ — | $5,028,766,515 |
Asset Description (continued) | Level 1 | Level 2 | Level 3 | Total |
Short-Term Investments | $ 2,564,731 | $ — | $ — | $ 2,564,731 |
Total Investments | $5,020,355,258 | $ 10,975,988 | $ — | $5,031,331,246 |
* | Includes foreign equity securities whose values were adjusted to reflect market trading of comparable securities or other correlated instruments that occurred after the close of trading in their applicable foreign markets. |
Name and Year of Birth | Trust/Portfolio
Position(s) |
Length of Service | Principal
Occupation(s) and Other Directorships During Past Five Years and Other Relevant Experience |
Interested Trustee | |||
Anchal
Pachnanda(1) 1980 |
Trustee | Since 2023 | Co-Head of
Strategy of MSIM (since 2019). Formerly, Head of Strategy of MSIM (2017-2019). Ms. Pachnanda is an interested person because of her position with MSIM, which is an affiliate of the Trust. Other Directorships. None. |
Noninterested Trustees | |||
Alan
C. Bowser 1962 |
Trustee | Since 2022 | Private investor.
Formerly, Chief Diversity Officer, Partner and a member of the Operating Committee, and formerly served as Senior Advisor on Diversity and Inclusion for the firm’s chief executive officer, Co-Head of the Americas Region, and Senior Client
Advisor of Bridgewater Associates, an asset management firm (2011- 2023). Other Directorships. Independent Director of Stout Risius Ross (a middle market professional services advisory firm) (since 2021). |
Mark
R. Fetting 1954 |
Trustee | Since 2016 | Private investor.
Formerly held various positions at Legg Mason, Inc. (investment management firm) (2000-2012), including President, Chief Executive Officer, Director and Chairman (2008-2012), Senior Executive Vice President (2004-2008) and Executive Vice President
(2001-2004). Formerly, President of Legg Mason family of funds (2001-2008). Formerly, Division President and Senior Officer of Prudential Financial Group, Inc. and related companies (investment management firm) (1991-2000). Other Directorships. None. |
Cynthia
E. Frost 1961 |
Trustee | Since 2014 | Private investor.
Formerly, Chief Investment Officer of Brown University (university endowment) (2000-2012). Formerly, Portfolio Strategist for Duke Management Company (university endowment manager) (1995-2000). Formerly, Managing Director, Cambridge Associates
(investment consulting company) (1989-1995). Formerly, Consultant, Bain and Company (management consulting firm) (1987-1989). Formerly, Senior Equity Analyst, BA Investment Management Company (1983-1985). Other Directorships. None. |
George
J. Gorman 1952 |
Chairperson
of the Board and Trustee |
Since
2021 (Chairperson) and 2014 (Trustee) |
Principal
at George J. Gorman LLC (consulting firm). Formerly, Senior Partner at Ernst & Young LLP (a registered public accounting firm) (1974-2009). Other Directorships. None. |
Name and Year of Birth | Trust/Portfolio
Position(s) |
Length of Service | Principal
Occupation(s) and Other Directorships During Past Five Years and Other Relevant Experience |
Noninterested Trustees (continued) | |||
Valerie
A. Mosley 1960 |
Trustee | Since 2014 | Chairwoman
and Chief Executive Officer of Valmo Ventures (a consulting and investment firm). Founder of Upward Wealth, Inc., dba BrightUp, a fintech platform. Formerly, Partner and Senior Vice President, Portfolio Manager and Investment Strategist at
Wellington Management Company, LLP (investment management firm) (1992-2012). Formerly, Chief Investment Officer, PG Corbin Asset Management (1990-1992). Formerly worked in institutional corporate bond sales at Kidder Peabody (1986-1990). Other Directorships. Director of DraftKings, Inc. (digital sports entertainment and gaming company) (since September 2020). Director of Envestnet, Inc. (provider of intelligent systems for wealth management and financial wellness) (since 2018). Formerly, Director of Dynex Capital, Inc. (mortgage REIT) (2013-2020) and Director of Groupon, Inc. (e-commerce provider) (2020-2022). |
Keith
Quinton 1958 |
Trustee | Since 2018 | Private investor,
researcher and lecturer. Formerly, Independent Investment Committee Member at New Hampshire Retirement System (2017-2021). Formerly, Portfolio Manager and Senior Quantitative Analyst at Fidelity Investments (investment management firm)
(2001-2014). Other Directorships. Formerly, Director (2016-2021) and Chairman (2019-2021) of New Hampshire Municipal Bond Bank. |
Marcus
L. Smith 1966 |
Trustee | Since 2018 | Private investor
and independent corporate director. Formerly, Chief Investment Officer, Canada (2012-2017), Chief Investment Officer, Asia (2010-2012), Director of Asian Research (2004-2010) and portfolio manager (2001-2017) at MFS Investment Management
(investment management firm). Other Directorships. Director of First Industrial Realty Trust, Inc. (an industrial REIT) (since 2021). Director of MSCI Inc. (global provider of investment decision support tools) (since 2017). Formerly, Director of DCT Industrial Trust Inc. (logistics real estate company) (2017-2018). |
Susan
J. Sutherland 1957 |
Trustee | Since 2015 | Private investor.
Director of Ascot Group Limited and certain of its subsidiaries (insurance and reinsurance) (since 2017). Formerly, Director of Hagerty Holding Corp. (insurance) (2015-2018) and Montpelier Re Holdings Ltd. (insurance and reinsurance) (2013-2015).
Formerly, Associate, Counsel and Partner at Skadden, Arps, Slate, Meagher & Flom LLP (law firm) (1982-2013). Other Directorships. Formerly, Director of Kairos Acquisition Corp. (insurance/InsurTech acquisition company) (2021-2023). |
Scott
E. Wennerholm 1959 |
Trustee | Since 2016 | Private investor.
Formerly, Trustee at Wheelock College (postsecondary institution) (2012-2018). Formerly, Consultant at GF Parish Group (executive recruiting firm) (2016-2017). Formerly, Chief Operating Officer and Executive Vice President at BNY Mellon Asset
Management (investment management firm) (2005-2011). Formerly, Chief Operating Officer and Chief Financial Officer at Natixis Global Asset Management (investment management firm) (1997-2004). Formerly, Vice President at Fidelity Investments
Institutional Services (investment management firm) (1994-1997). Other Directorships. None. |
Nancy
A. Wiser 1967 |
Trustee | Since 2022 | Formerly,
Executive Vice President and the Global Head of Operations at Wells Fargo Asset Management (2011-2021). Other Directorships. None. |
Name and Year of Birth | Trust/Portfolio
Position(s) |
Length of Service | Principal
Occupation(s) During Past Five Years |
Principal Officers who are not Trustees | |||
Kenneth
A. Topping 1966 |
President of the Trust | Since 2023 | Vice President and Chief Administrative Officer of EVM and BMR and Chief Operating Officer for Public Markets at MSIM. Also Vice President of Calvert Research and Management (“CRM”) since 2021. Formerly, Chief Operating Officer for Goldman Sachs Asset Management ‘Classic’ (2009-2020). |
R.
Kelly Williams, Jr. 1971 |
President of the Portfolio | Since 2023 | President and Chief Operating Officer of Atlanta Capital Management Company, LLC. Officer of 21 registered investment companies managed by Eaton Vance or BMR. |
Deidre
E. Walsh 1971 |
Vice
President and Chief Legal Officer |
Since 2009 | Vice President of EVM and BMR. Also Vice President of CRM. |
Name and Year of Birth | Trust/Portfolio
Position(s) |
Length of Service | Principal
Occupation(s) During Past Five Years |
Principal Officers who are not Trustees (continued) | |||
James
F. Kirchner 1967 |
Treasurer | Since 2007 | Vice President of EVM and BMR. Also Vice President of CRM. |
Nicholas
S. Di Lorenzo 1987 |
Secretary | Since 2022 | Formerly, associate (2012-2021) and counsel (2022) at Dechert LLP. |
Laura
T. Donovan 1976 |
Chief
Compliance Officer |
Since 2024 | Vice President of EVM and BMR. |
Privacy Notice | April 2021 |
FACTS | WHAT
DOES EATON VANCE DO WITH YOUR PERSONAL INFORMATION? |
Why? | Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do. |
What? | The
types of personal information we collect and share depend on the product or service you have with us. This information can include:■ Social Security number and income ■ investment experience and risk tolerance ■ checking account number and wire transfer instructions |
How? | All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons Eaton Vance chooses to share; and whether you can limit this sharing. |
Reasons
we can share your personal information |
Does
Eaton Vance share? |
Can
you limit this sharing? |
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus | Yes | No |
For our marketing purposes — to offer our products and services to you | Yes | No |
For joint marketing with other financial companies | No | We don’t share |
For our investment management affiliates’ everyday business purposes — information about your transactions, experiences, and creditworthiness | Yes | Yes |
For our affiliates’ everyday business purposes — information about your transactions and experiences | Yes | No |
For our affiliates’ everyday business purposes — information about your creditworthiness | No | We don’t share |
For our investment management affiliates to market to you | Yes | Yes |
For our affiliates to market to you | No | We don’t share |
For nonaffiliates to market to you | No | We don’t share |
To
limit our sharing |
Call toll-free 1-800-262-1122 or email: EVPrivacy@eatonvance.comPlease note:If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing. |
Questions? | Call toll-free 1-800-262-1122 or email: EVPrivacy@eatonvance.com |
Privacy Notice — continued | April 2021 |
Who we are | |
Who is providing this notice? | Eaton Vance Management, Eaton Vance Distributors, Inc., Eaton Vance Trust Company, Eaton Vance Management (International) Limited, Eaton Vance Advisers International Ltd., Eaton Vance Global Advisors Limited, Eaton Vance Management’s Real Estate Investment Group, Boston Management and Research, Calvert Research and Management, Eaton Vance and Calvert Fund Families and our investment advisory affiliates (“Eaton Vance”) (see Investment Management Affiliates definition below) |
What we do | |
How
does Eaton Vance protect my personal information? |
To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information. |
How
does Eaton Vance collect my personal information? |
We
collect your personal information, for example, when you■ open an account or make deposits or withdrawals from your account ■ buy securities from us or make a wire transfer ■ give us your contact informationWe also collect your personal information from others, such as credit bureaus, affiliates, or other companies. |
Why can’t I limit all sharing? | Federal
law gives you the right to limit only■ sharing for affiliates’ everyday business purposes — information about your creditworthiness ■ affiliates from using your information to market to you ■ sharing for nonaffiliates to market to youState laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law. |
Definitions | |
Investment
Management Affiliates |
Eaton Vance Investment Management Affiliates include registered investment advisers, registered broker- dealers, and registered and unregistered funds. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co. |
Affiliates | Companies related by common ownership or control. They can be financial and nonfinancial companies.■ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co. |
Nonaffiliates | Companies not related by common ownership or control. They can be financial and nonfinancial companies.■ Eaton Vance does not share with nonaffiliates so they can market to you. |
Joint marketing | A formal agreement between nonaffiliated financial companies that together market financial products or services to you.■ Eaton Vance doesn’t jointly market. |
Other important information | |
Vermont: Except as permitted by law, we will not share personal information we collect about Vermont residents with Nonaffiliates unless you provide us with your written consent to share such information.California: Except as permitted by law, we will not share personal information we collect about California residents with Nonaffiliates and we will limit sharing such personal information with our Affiliates to comply with California privacy laws that apply to us. |
Item 2. Code of Ethics
The registrant (sometimes referred to as the “Fund”) has adopted a code of ethics applicable to its Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer. The registrant undertakes to provide a copy of such code of ethics to any person upon request, without charge, by calling 1-800-262-1122. The registrant has not amended the code of ethics as described in Form N-CSR during the period covered by this report. The registrant has not granted any waiver, including an implicit waiver, from a provision of the code of ethics as described in Form N-CSR during the period covered by this report.
Item 3. Audit Committee Financial Expert
The registrant’s Board of Trustees (the “Board”) has designated George J. Gorman and Scott E. Wennerholm, each an independent trustee, as audit committee financial experts. Mr. Gorman is a certified public accountant who is the Principal at George J. Gorman LLC (a consulting firm). Previously, Mr. Gorman served in various capacities at Ernst & Young LLP (a registered public accounting firm), including as Senior Partner. Mr. Gorman also has experience serving as an independent trustee and audit committee financial expert of other
mutual fund complexes. Mr. Wennerholm is a private investor. Previously, Mr. Wennerholm served as a Trustee at Wheelock College (postsecondary institution), as a Consultant at GF Parish Group (executive recruiting firm), Chief Operating Officer and Executive Vice President at BNY Mellon Asset Management (investment management firm), Chief Operating Officer and Chief Financial Officer at Natixis Global Asset Management (investment management firm), and Vice President at Fidelity Investments Institutional Services (investment management firm).
Item 4. Principal Accountant Fees and Services
(a)-(d)
The following table presents the aggregate fees billed to the registrant for the registrant’s fiscal years ended December 31, 2022 and December 31, 2023 by the registrant’s principal accountant, Deloitte & Touche LLP (“D&T”), for professional services rendered for the audit of the registrant’s annual financial statements and fees billed for other services rendered by D&T during such periods.
Fiscal Years Ended |
12/31/22 | 12/31/23 | ||||||
Audit Fees |
$ | 117,200 | $ | 117,200 | ||||
Audit-Related Fees(1) |
$ | 0 | $ | 0 | ||||
Tax Fees(2) |
$ | 0 | $ | 0 | ||||
All Other Fees(3) |
$ | 0 | $ | 0 | ||||
|
|
|
|
|||||
Total |
$ | 117,200 | $ | 117,200 | ||||
|
|
|
|
(1) | Audit-related fees consist of the aggregate fees billed for assurance and related services that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under the category of audit fees. |
(2) | Tax fees consist of the aggregate fees billed for professional services rendered by the principal accountant relating to tax compliance, tax advice, and tax planning and specifically include fees for tax return preparation and other related tax compliance/planning matters. |
(3) | All other fees consist of the aggregate fees billed for products and services provided by the registrant’s principal accountant other than audit, audit-related, and tax services. |
(e)(1) The registrant’s audit committee has adopted policies and procedures relating to the pre-approval of services provided by the registrant’s principal accountant (the “Pre-Approval Policies”). The Pre-Approval Policies establish a framework intended to assist the audit committee in the proper discharge of its pre-approval responsibilities. As a general matter, the Pre-Approval Policies (i) specify certain types of audit, audit-related, tax, and other services determined to be pre-approved by the audit committee; and (ii) delineate specific procedures governing the mechanics of the pre-approval process, including the approval and monitoring of audit and non-audit service fees. Unless a service is specifically pre-approved under the Pre-Approval Policies, it must be separately pre-approved by the audit committee.
The Pre-Approval Policies and the types of audit and non-audit services pre-approved therein must be reviewed and ratified by the registrant’s audit committee at least annually. The registrant’s audit committee maintains full responsibility for the appointment, compensation, and oversight of the work of the registrant’s principal accountant.
(e)(2) No services described in paragraphs (b)-(d) above were approved by the registrant’s audit committee pursuant to the “de minimis exception” set forth in Rule 2-01 (c)(7)(i)(C) of Regulation S-X.
(f) Not applicable.
(g) The following table presents (i) the aggregate non-audit fees (i.e., fees for audit-related, tax, and other services) billed to the registrant by D&T for the registrant’s fiscal years ended December 31, 2022 and December 31, 2023; and (ii) the aggregate non-audit fees (i.e., fees for audit-related, tax, and other services) billed to the Eaton Vance organization by D&T for the same time periods.
Fiscal Years Ended |
12/31/22 | 12/31/23 | ||||||
Registrant |
$ | 0 | $ | 0 | ||||
Eaton Vance(1) |
$ | 52,836 | $ | 0 |
(1) | The investment adviser to the registrant, as well as any of its affiliates that provide ongoing services to the registrant, are subsidiaries of Morgan Stanley. |
(h) The registrant’s audit committee has considered whether the provision by the registrant’s principal accountant of non-audit services to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant that were not pre-approved pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X is compatible with maintaining the principal accountant’s independence.
(i) Not applicable.
(j) Not applicable.
Item 5. Audit Committee of Listed Registrants
Not applicable.
Item 6. Schedule of Investments
Please see schedule of investments contained in the Report to Stockholders included under Item 1 of this Form N-CSR.
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. Purchases 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
No material changes.
Item 11. Controls and Procedures
(a) It is the conclusion of the registrant’s principal executive officer and principal financial officer that the effectiveness of the registrant’s current disclosure controls and procedures (such disclosure controls and procedures having been evaluated within 90 days of the date of this filing) provide reasonable assurance that the information required to be disclosed by the registrant has been recorded, processed, summarized and reported within the time period specified in the Commission’s rules and forms and that the information required to be disclosed by the registrant has been accumulated and communicated to the registrant’s principal executive officer and principal financial officer in order to allow timely decisions regarding required disclosure.
(b) There have been no changes in the registrant’s internal controls over financial reporting during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies
Not applicable.
Item 13. Exhibits
(a)(1) |
Registrant’s Code of Ethics – Not applicable (please see Item 2). | |
(a)(2)(i) |
Treasurer’s Section 302 certification. | |
(a)(2)(ii) |
President’s Section 302 certification. | |
(b) |
Combined Section 906 certification. |
Signatures
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.
Tax-Managed Growth Portfolio | ||
By: | /s/ R. Kelly Williams, Jr. | |
R. Kelly Williams, Jr. | ||
President | ||
Date: | February 27, 2024 |
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.
By: | /s/ James F. Kirchner | |
James F. Kirchner | ||
Treasurer | ||
Date: | February 27, 2024 | |
By: | /s/ R. Kelly Williams, Jr. | |
R. Kelly Williams, Jr. | ||
President | ||
Date: | February 27, 2024 |
This ‘N-CSR’ Filing | Date | Other Filings | ||
---|---|---|---|---|
1/13/26 | ||||
10/22/24 | ||||
7/24/24 | ||||
Filed on / Effective on: | 2/28/24 | |||
2/27/24 | ||||
2/23/24 | ||||
For Period end: | 12/31/23 | NPORT-P | ||
10/24/23 | ||||
4/1/23 | ||||
1/24/23 | ||||
1/13/23 | ||||
12/31/22 | N-CEN, N-CSR, NPORT-P | |||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/25/24 Tax-Managed Growth Portfolio POS AMI 1:121K Evm Consolidated … Codes |