Form N-CSR BARON INVESTMENT FUNDS For: Sep 30

Form N-CSR BARON INVESTMENT FUNDS For: Sep 30

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December 6, 2021 12:38 PM EST

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-5032

BARON INVESTMENT FUNDS TRUST f/k/a

BARON ASSET FUND

(Exact Name of Registrant as Specified in Charter)

767 Fifth Avenue, 49th Floor

New York, NY 10153

(Address of Principal Executive Offices) (Zip Code)

Patrick M. Patalino, General Counsel

c/o Baron Investment Funds Trust

767 Fifth Avenue, 49th Floor

New York, NY 10153

(Name and Address of Agent for Service)

(Registrant’s Telephone Number, including Area Code): 212-583-2000

Date of fiscal year end: September 30

Date of reporting period: September 30, 2021

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17CRF 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 5th Street, NW, Washington, D.C. 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. Section 3507.

Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

SEC 2569 (5-07)

Item 1. Report to Stockholders.

Baron Asset Fund

Baron Growth Fund

Baron Small Cap Fund

Baron Opportunity Fund

Baron Fifth Avenue Growth Fund

Baron Discovery Fund

Baron Durable Advantage Fund

September 30, 2021

Baron Funds^®

Baron Investment Funds Trust

Annual Financial Report


Baron Asset Fund
Ticker Symbols:
Retail Shares: BARAX Institutional Shares: BARIX R6 Shares: BARUX
Performance			2
Top Ten Holdings			3
Sector Breakdown			3
Management’s Discussion of Fund Performance			3
Baron Growth Fund
Ticker Symbols:
Retail Shares: BGRFX Institutional Shares: BGRIX R6 Shares: BGRUX
Performance			4
Top Ten Holdings			5
Sector Breakdown			5
Management’s Discussion of Fund Performance			5
Baron Small Cap Fund
Ticker Symbols:
Retail Shares: BSCFX Institutional Shares: BSFIX R6 Shares: BSCUX
Performance			6
Top Ten Holdings			7
Sector Breakdown			7
Management’s Discussion of Fund Performance			7
Baron Opportunity Fund
Ticker Symbols:
Retail Shares: BIOPX Institutional Shares: BIOIX R6 Shares: BIOUX
Performance			8
Top Ten Holdings			9
Sector Breakdown			9
Management’s Discussion of Fund Performance			9
Baron Fifth Avenue Growth Fund
Ticker Symbols:
Retail Shares: BFTHX Institutional Shares: BFTIX R6 Shares: BFTUX
Performance			10
Top Ten Holdings			11
Sector Breakdown			11
Management’s Discussion of Fund Performance			11
Baron Discovery Fund
Ticker Symbols:
Retail Shares: BDFFX Institutional Shares: BDFIX R6 Shares: BDFUX
Performance			12
Top Ten Holdings			13
Sector Breakdown			13
Management’s Discussion of Fund Performance			13
Baron Durable Advantage Fund
Ticker Symbols:
Retail Shares: BDAFX Institutional Shares: BDAIX R6 Shares: BDAUX
Performance			14
Top Ten Holdings			15
Sector Breakdown			15
Management’s Discussion of Fund Performance			15
Financial Statements
Statements of Net Assets			16
Statements of Assets and Liabilities			29
Statements of Operations			31
Statements of Changes in Net Assets			33
Notes to Financial Statements			36
Financial Highlights			49
Report of Independent Registered Public Accounting Firm			56
Statement Regarding Liquidity Risk Management Program			57
Tax Information			58
Fund Expenses			59
Disclosure Regarding the Approval of the Investment Advisory Agreements for the Funds by the Board of Trustees			61
Management of the Funds			62

DEAR BARON INVESTMENT FUNDS SHAREHOLDER:

In this report, you will find audited financial statements for Baron Asset Fund, Baron Growth Fund, Baron Small Cap Fund, Baron Opportunity Fund, Baron Fifth Avenue Growth Fund, Baron Discovery Fund, and Baron Durable Advantage Fund (the “Funds”) for the year ended September 30, 2021. The U.S. Securities and Exchange Commission (the “SEC”) requires mutual funds to furnish these statements semi-annually to their shareholders. We hope you find these statements informative and useful.

We thank you for choosing to join us as fellow shareholders in Baron Funds. We will continue to work hard to justify your confidence.

Sincerely,

Ronald Baron

Chief Executive Officer

November 23, 2021

Linda S. Martinson

Chairman, President and

Chief Operating Officer

November 23, 2021

Peggy Wong

Treasurer and

Chief Financial Officer

November 23, 2021

This Annual Financial Report is for the Baron Investment Funds Trust, which currently has seven series: Baron Asset Fund, Baron Growth Fund, Baron Small Cap Fund, Baron Opportunity Fund, Baron Fifth Avenue Growth Fund, Baron Discovery Fund, and Baron Durable Advantage Fund. If you are interested in Baron Select Funds, which contains the Baron Partners Fund, Baron Focused Growth Fund, Baron International Growth Fund, Baron Real Estate Fund, Baron Emerging Markets Fund, Baron Global Advantage Fund, Baron Real Estate Income Fund, Baron WealthBuilder Fund, Baron Health Care Fund, Baron FinTech Fund, and Baron New Asia Fund series, please visit the Funds’ website at www.BaronFunds.com or contact us at 1-800-99BARON.

The Funds’ Proxy Voting Policy is available without charge and can be found on the Funds’ website at www.BaronFunds.com, by clicking on the “Regulatory Documents” link at the bottom left corner of the homepage or by calling 1-800-99BARON and on the SEC’s website at www.sec.gov. The Funds’ most current proxy voting record, Form N-PX, is also available on the Funds’ website and on the SEC’s website.

The Funds file their complete schedules of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to their reports on Form N-PORT. The Funds’ Form N-PORT reports are available on the SEC’s website at www.sec.gov. Schedules of portfolio holdings current to the most recent quarter are also available on the Funds’ website.

Some of the comments contained in this report are based on current management expectations and are considered “forward-looking statements.” Actual future results, however, may prove to be different from our expectations. You can identify forward-looking statements by words such as “estimate,” “may,” “expect,” “should,” “could,” “believe,” “plan” and other similar terms. We cannot promise future returns and our opinions are a reflection of our best judgment at the time this report is compiled.

The views expressed in this report reflect those of BAMCO, Inc. (“BAMCO” or the “Adviser”) only through the end of the period stated in this report. The views are not intended as recommendations or investment advice to any person reading this report and are subject to change at any time without notice based on market and other conditions.

Past performance is no guarantee of future results. The investment return and principal value of an investment will fluctuate; an investor’s shares, when redeemed, may be worth more or less than their original cost. For more complete information about Baron Funds, including charges and expenses, call, write or go to www.BaronFunds.com for a prospectus or summary prospectus. Read them carefully before you invest or send money. This report is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Funds, unless accompanied or preceded by the Funds’ current prospectus or summary prospectus.

LOGO


Baron Asset Fund (Unaudited)		September 30, 2021

COMPARISON OF THE CHANGE IN VALUE OF $10,000 INVESTMENT IN BARON ASSET FUND (RETAIL SHARES)

IN RELATION TO THE RUSSELL MIDCAP GROWTH INDEX AND THE S&P 500 INDEX

LOGO


AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED SEPTEMBER 30, 2021
	One Year		Three Years		Five Years		Ten Years		Since Inception (June 12, 1987)
Baron Asset Fund — Retail Shares^1,2		24.96%		18.41%		20.13%		17.69%		12.35%
Baron Asset Fund — Institutional Shares^1,2,4		25.29%		18.72%		20.45%		18.00%		12.46%
Baron Asset Fund — R6 Shares^1,2,4		25.28%		18.72%		20.44%		18.00%		12.46%
Russell Midcap Growth Index¹		30.45%		19.14%		19.27%		17.54%		11.08%	³
S&P 500 Index¹		30.00%		15.99%		16.90%		16.63%		10.46%

The Russell Midcap^TM Growth Index measures the performance of medium-sized U.S. companies that are classified as growth and the S&P 500 Index of 500 widely held large cap U.S. companies. The indexes and the Fund are with dividends reinvested, which positively impact the performance results. The indexes are unmanaged. The index performance is not Fund performance; one cannot invest directly into an index.

Past performance is not predictive of future performance. The performance data does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares. The Fund’s transfer agency expenses may be reduced by expense offsets from an unaffiliated transfer agent, without which performance would have been lower.

³	For the period June 30, 1987 to September 30, 2021.

⁴

Performance for the Institutional Shares prior to May 29, 2009 is based on the performance of the Retail Shares. Performance for the R6 Shares prior to January 29, 2016 is based on the performance of the Institutional Shares, and prior to May 29, 2009 is based on the Retail Shares. The Retail Shares have a distribution fee, but Institutional Shares and R6 Shares do not. If the annual returns for the Institutional Shares and R6 Shares prior to May 29, 2009 did not reflect this fee, the returns would be higher.


September 30, 2021 (Unaudited)		Baron Asset Fund

TOP TEN HOLDINGS AS OF SEPTEMBER 30, 2021


	Percent of Net Assets
Gartner, Inc.		7.4%
IDEXX Laboratories, Inc.		6.8%
Mettler-Toledo International, Inc.		4.3%
Vail Resorts, Inc.		3.3%
ANSYS, Inc.		3.2%
Bio-Techne Corporation		3.1%
Verisk Analytics, Inc.		3.1%
West Pharmaceutical Services, Inc.		3.1%
CoStar Group, Inc.		3.0%
Ceridian HCM Holding Inc.		3.0%

		40.3%

SECTOR BREAKDOWN AS OF SEPTEMBER 30, 2021^†

(as a percentage of net assets)

LOGO

MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE

For the 12 months ended September 30, 2021, Baron Asset Fund¹ increased 24.96%, while the Russell Midcap Growth Index rose 30.45% and the S&P 500 Index rose 30.00%.

Baron Asset Fund invests primarily in medium-sized growth companies for the long term, using a value-oriented purchase discipline. The Fund purchases companies that we believe have sustainable competitive advantages, strong financial characteristics, and exceptional management; and operate in industries with favorable growth characteristics.

U.S. markets mostly continued their upward trajectory from the March 2020 trough throughout the period. Positive news on vaccines kicked things off, exciting investors about the prospects of a return to normalcy. Additional fiscal and monetary support as well as strong corporate profits and continued low interest rates also kept the rally going. All these factors helped outweigh concerns about inflation, supply chain issues, labor shortages, and the surge of the COVID-19 Delta variant for much of the period.

Health Care, Information Technology, and Financials investments contributed the most. No sector detracted from performance.

Gartner, Inc. was the top contributor. After taking a hit during the pandemic due to the shutdown of its events business, shares of this provider of syndicated research increased on financial results that bested analyst forecasts. Growth in the research business has stabilized and is poised to return to double-digit levels. We expect improved revenue growth combined with renewed focus on cost control will drive margin expansion and enhanced free cash flow generation. Gartner’s balance sheet is in excellent shape, and we expect an acceleration in repurchases.

Wix.com Ltd. was the top detractor. Shares of the leading provider of software that helps micro-businesses build and maintain their websites declined later in the period after the company reported financial results that showed some slowdown in new customer additions as a result of lapping accelerated COVID-19 trends. We retain conviction in Wix’s long-term opportunity as it enables small businesses to transition online in a post-pandemic world.

The economic and investment outlook is more uncertain than in the last few quarters. Headwinds, including supply chain disruptions, workforce shortages, rising interest rates, and inflation, seem less likely to resolve quickly. The Federal Reserve has signaled a less accommodating monetary policy going forward. These concerns notwithstanding, we still expect economic growth to be strong through the end of this year and into 2022 as the pandemic wanes and normalcy returns. We think our companies will be able to handle near-term cost pressures and profits will revert to uptrends. We do believe inflation will stay elevated and interest rates will trend higher.

We continue to adhere to our longstanding investment methodology while working hard to identify beneficiaries of secular trends in technology and consumer preferences, many of which have been accelerated by the pandemic. We remain optimistic that this approach will generate strong performance for our portfolio, regardless of the economic climate.

^†

Sector levels are provided from the Global Industry Classification Standard (“GICS”), developed and exclusively owned by MSCI, Inc. and Standard & Poor’s Financial Services LLC, unless otherwise stated that they have been reclassified or classified by the Adviser. All GICS data is provided “as is” with no warranties.

¹	Performance information reflects results of the Retail Shares.


Baron Growth Fund (Unaudited)		September 30, 2021

COMPARISON OF THE CHANGE IN VALUE OF $10,000 INVESTMENT IN BARON GROWTH FUND (RETAIL SHARES)

IN RELATION TO THE RUSSELL 2000 GROWTH INDEX AND THE S&P 500 INDEX

LOGO


AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED SEPTEMBER 30, 2021
	One Year		Three Years		Five Years		Ten Years		Since Inception (December 31, 1994)
Baron Growth Fund — Retail Shares^1,2		36.19%		19.45%		20.85%		17.33%		14.11%
Baron Growth Fund — Institutional Shares^1,2,3		36.55%		19.75%		21.16%		17.64%		14.25%
Baron Growth Fund — R6 Shares^1,2,3		36.56%		19.75%		21.16%		17.64%		14.25%
Russell 2000 Growth Index¹		33.27%		11.70%		15.34%		15.74%		8.89%
S&P 500 Index¹		30.00%		15.99%		16.90%		16.63%		10.82%

The Russell 2000^® Growth Index measures the performance of small-sized U.S. companies that are classified as growth and the S&P 500 Index of 500 widely held large cap U.S. companies. The indexes and the Fund are with dividends reinvested, which positively impact the performance results. The indexes are unmanaged. The index performance is not Fund performance; one cannot invest directly into an index.


September 30, 2021 (Unaudited)		Baron Growth Fund

TOP TEN HOLDINGS AS OF SEPTEMBER 30, 2021


	Percent of Net Assets
MSCI, Inc.		11.0%
Vail Resorts, Inc.		7.3%
Gartner, Inc.		5.2%
FactSet Research Systems, Inc.		5.1%
CoStar Group, Inc.		5.0%
IDEXX Laboratories, Inc.		4.8%
Penn National Gaming, Inc.		4.6%
Bio-Techne Corporation		4.5%
ANSYS, Inc.		4.3%
Choice Hotels International, Inc.		4.1%

		55.9%

SECTOR BREAKDOWN AS OF SEPTEMBER 30, 2021^†

(as a percentage of net assets)

LOGO

MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE

For the 12 months ended September 30, 2021, Baron Growth Fund¹ increased 36.19%, while the Russell 2000 Growth Index increased 33.27% and the S&P 500 Index increased 30.00%.

Baron Growth Fund invests primarily in small-sized U.S. growth companies for the long term. Through independent research, we utilize an investment approach that we believe allows us to look at a business’s fundamental characteristics and beyond the current market environment. We invest based on the potential profitability of a business at what we believe are attractive valuations.

Financials, Health Care, and Consumer Discretionary contributed the most. Materials was a slight detractor.

MSCI, Inc. was the top contributor. Shares of this leading provider of investment decision support tools rose on strong earnings results and optimism from management regarding the economic and market backdrop going forward. MSCI also enhanced its private markets capabilities with the acquisition of Real Capital Analytics. We retain long-term conviction as the company owns strong, “all weather” franchises and remains positioned, in our view, to benefit from numerous secular tailwinds in the investment community.

Specialty insurer Kinsale Capital Group, Inc. was the top detractor. The stock more than doubled from March through November of 2020, which may have led to profit-taking in the period. In addition, the stock migrated from a small-cap to a mid-cap index, which likely led to forced selling from small-cap funds. We continue to own Kinsale because we believe the company has a long runway for growth in an attractive segment of the insurance market.

We continue to adhere to our longstanding investment methodology while working hard to identify beneficiaries of secular trends in technology and consumer preferences, many of which have been positively impacted by the pandemic. We remain optimistic that this approach will generate strong performance for our portfolio, regardless of the economic climate.

^†

¹	Performance information reflects results of the Retail Shares.


Baron Small Cap Fund (Unaudited)		September 30, 2021

COMPARISON OF THE CHANGE IN VALUE OF $10,000 INVESTMENT IN BARON SMALL CAP FUND (RETAIL SHARES)

IN RELATION TO THE RUSSELL 2000 GROWTH INDEX AND THE S&P 500 INDEX

LOGO


AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED SEPTEMBER 30, 2021
	One Year		Three Years		Five Years		Ten Years		Since Inception (September 30, 1997)
Baron Small Cap Fund — Retail Shares^1,2		29.77%		17.55%		19.98%		16.85%		11.43%
Baron Small Cap Fund — Institutional Shares^1,2,3		30.11%		17.86%		20.29%		17.15%		11.58%
Baron Small Cap Fund — R6 Shares^1,2,3		30.09%		17.86%		20.29%		17.15%		11.58%
Russell 2000 Growth Index¹		33.27%		11.70%		15.34%		15.74%		7.32%
S&P 500 Index¹		30.00%		15.99%		16.90%		16.63%		8.53%


September 30, 2021 (Unaudited)		Baron Small Cap Fund

TOP TEN HOLDINGS AS OF SEPTEMBER 30, 2021


	Percent of Net Assets
Gartner, Inc.		5.4%
ICON Plc		3.7%
ASGN Incorporated		3.3%
Installed Building Products, Inc.		3.0%
SiteOne Landscape Supply, Inc.		3.0%
Floor & Decor Holdings, Inc.		2.8%
Vertiv Holdings, LLC		2.8%
Guidewire Software, Inc.		2.7%
DexCom, Inc.		2.1%
SBA Communications Corp.		2.0%

		30.8%

SECTOR BREAKDOWN AS OF SEPTEMBER 30, 2021^†

(as a percentage of net assets)

LOGO

MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE

For the 12 months ended September 30, 2021, Baron Small Cap Fund¹ increased 29.77%, while the Russell 2000 Growth Index increased 33.27% and the S&P 500 Index increased 30.00%.

Baron Small Cap Fund invests primarily in small-cap growth companies for the long term. The Fund invests in what we believe are well-run small-cap growth businesses that can be purchased at prices that represent a significant discount to our assessment of future value.

Holdings in Information Technology, Industrials, and Health Care contributed the most. Real Estate investments detracted slightly.

Clarivate Plc, a provider of IP and scientific information, tools, and services, was the top detractor. The stock fell on mixed financial results coupled with a broader rotation out of high-growth technology-related stocks that benefited earlier in the pandemic. The disclosure of a second request from the Federal Trade Commission on Clarivate’s pending acquisition of ProQuest also weighed on shares. We believe the ProQuest acquisition will close and Clarivate will be a steady earnings compounder with M&A optionality, which should drive solid returns over a multi-year period.

The economic and investment outlook is more uncertain than in the last few quarters. Headwinds, including supply chain disruptions, workforce shortages, rising interest rates, and inflation, seem less likely to resolve quickly. The Federal Reserve has signaled a less accommodating monetary policy going forward. These concerns notwithstanding, we still expect economic growth to be strong through the end of this year and into 2022 as the pandemic wanes and normalcy returns. We do believe inflation will stay elevated and interest rates will trend higher.

Even when the macroeconomic picture gets confusing, we believe the most important thing to focus on is the actual performance of our holdings. We think our companies will be able to handle near-term cost pressures and profits will revert to uptrends. None of the macro factors we discuss above should obscure the fact that we are in an era of great opportunity, and we believe our companies will continue to thrive and grow their value.

^†

¹	Performance information reflects results of the Retail Shares.


Baron Opportunity Fund (Unaudited)		September 30, 2021

COMPARISON OF THE CHANGE IN VALUE OF $10,000 INVESTMENT IN BARON OPPORTUNITY FUND^† (RETAIL SHARES)

IN RELATION TO THE RUSSELL 3000 GROWTH INDEX AND THE S&P 500 INDEX

LOGO


AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED SEPTEMBER 30, 2021
	One Year		Three Years		Five Years		Ten Years		Since Inception (February 29, 2000)
Baron Opportunity Fund — Retail Shares^1,2		33.58%		33.88%		32.60%		21.19%		10.60%
Baron Opportunity Fund — Institutional Shares^1,2,3		33.91%		34.26%		32.95%		21.52%		10.77%
Baron Opportunity Fund — R6 Shares^1,2,3		33.94%		34.26%		32.96%		21.53%		10.77%
Russell 3000 Growth Index¹		27.57%		21.27%		22.30%		19.40%		6.96%
S&P 500 Index¹		30.00%		15.99%		16.90%		16.63%		7.51%

†	The Fund’s 3-, 5-, and 10-year historical performance was impacted by gains from IPOs, and there is no guarantee that these results can be repeated or that the Fund’s level of participation in IPOs will be the same in the future.

The Russell 3000^® Growth Index measures the performance of those companies classified as growth among the largest 3,000 U.S. companies, and the S&P 500 Index of 500 widely held large cap U.S. companies. The indexes and the Fund are with dividends reinvested, which positively impact the performance results. The indexes are unmanaged. The index performance is not Fund performance; one cannot invest directly into an index.

Past performance is not predictive of future performance. The performance data does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares. The Adviser reimburses certain Fund expenses pursuant to a contract expiring on August 29, 2032, unless renewed for another 11-year term and the Fund’s transfer agency expenses may be reduced by expense offsets from an unaffiliated transfer agent, without which performance would have been lower.

Performance for the Institutional Shares prior to May 29, 2009 is based on the performance of the Retail Shares. Performance for the R6 Shares prior to August 31, 2016 is based on the performance of the Institutional Shares, and prior to May 29, 2009 is based on the Retail Shares. The Retail Shares have a distribution fee, but Institutional Shares and R6 Shares do not. If the annual returns for the Institutional Shares and R6 Shares prior to May 29, 2009 did not reflect this fee, the returns would be higher.


September 30, 2021 (Unaudited)		Baron Opportunity Fund

TOP TEN HOLDINGS AS OF SEPTEMBER 30, 2021


	Percent of Net Assets
Microsoft Corporation		8.6%
Alphabet Inc.		6.5%
Amazon.com, Inc.		4.9%
Tesla, Inc.		3.3%
ZoomInfo Technologies Inc.		3.0%
Acceleron Pharma Inc.		2.8%
Ceridian HCM Holding Inc.		2.7%
NVIDIA Corporation		2.6%
Gartner, Inc.		2.5%
argenx SE		2.1%

		39.0%

SECTOR BREAKDOWN AS OF SEPTEMBER 30, 2021^†

(as a percentage of net assets)

LOGO

MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE

For the 12 months ended September 30, 2021, Baron Opportunity Fund¹ increased 33.58%, while the Russell 3000 Growth Index increased 27.57% and the S&P 500 Index increased 30.00%.

Baron Opportunity Fund invests primarily in U.S. growth companies that we believe are driving or benefiting from innovation through development of pioneering, transformative, or technologically advanced products and services. The Fund invests in high-growth businesses of any market capitalization, selected for their capital appreciation potential.

Information Technology, Communication Services, and Health Care contributed the most. Financials and Real Estate detracted slightly.

Alphabet Inc. was the top contributor. Shares of the parent company of Google were up given continued recovery in advertising spend, strong cloud revenue growth, and improved cost controls. We maintain conviction in Alphabet’s merits as it continues to benefit from growth in mobile and online video advertising, which accrues to its core assets of search, YouTube, and the Google ad network. We are further encouraged by Alphabet’s investments in AI, autonomous driving (Waymo), and life sciences (Verily, Calico).

Alibaba Group Holding Limited was the top detractor. Alibaba is the largest retailer and e-commerce company in China. The company operates shopping platforms Taobao and Tmall and owns 33% of Ant Group, which operates Alipay, China’s largest third-party online payment provider. Shares were down given crackdowns by Chinese regulators on various aspects of digital technology and consumerism. We believe Alibaba’s core business remains highly profitable, complemented by rapid growth in the cloud business and inflection in the Cainiao logistics and New Retail segments.

This continues to be a time of significant unknowns. However, we don’t have to answer the unanswerable to deliver strong investment returns. Rather, we are focusing our research, analysis, and investment decisions, as we always do, on what we can know and what matters. This means identifying the durable secular growth trends we believe will drive economic growth regardless of short-term economic cycles or stock market gyrations as well as the companies with sustainable competitive advantages, profitable business models, and long-term-oriented managers driving or riding those trends. We establish and monitor short- and long-term price targets for all our holdings and target companies using internal projections of revenues, earnings, and free cash flow and appropriate multiples, and we buy or add to our stakes in these companies at prices where we believe we can deliver substantial returns.

^†

¹	Performance information reflects results of the Retail Shares.


Baron Fifth Avenue Growth Fund (Unaudited)		September 30, 2021

COMPARISON OF THE CHANGE IN VALUE OF $10,000 INVESTMENT IN BARON FIFTH AVENUE GROWTH FUND

(RETAIL SHARES) IN RELATION TO THE RUSSELL 1000 GROWTH INDEX AND THE S&P 500 INDEX

LOGO


AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED SEPTEMBER 30, 2021
	One Year		Three Years		Five Years		Ten Years		Since Inception (April 30, 2004)
Baron Fifth Avenue Growth Fund — Retail Shares^1,2		19.13%		22.62%		24.20%		20.34%		11.78%
Baron Fifth Avenue Growth Fund — Institutional Shares^1,2,3		19.44%		22.93%		24.52%		20.65%		11.98%
Baron Fifth Avenue Growth Fund — R6 Shares^1,2,3		19.45%		22.93%		24.52%		20.65%		11.98%
Russell 1000 Growth Index¹		27.32%		22.00%		22.84%		19.68%		12.31%
S&P 500 Index¹		30.00%		15.99%		16.90%		16.63%		10.33%

The Russell 1000^® Growth Index measures the performance of large-sized U.S. companies that are classified as growth and the S&P 500 Index of 500 widely held large cap U.S. companies. The indexes and the Fund are with dividends reinvested, which positively impact the performance results. The indexes are unmanaged. The index performance is not Fund performance; one cannot invest directly into an index.

Past performance is not predictive of future performance. The performance data does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares. The Adviser reimburses certain Fund expenses pursuant to a contract expiring on August 29, 2032, unless renewed for another 11-year term and the Fund’s transfer agency expenses may be reduced by expense offsets from an unaffiliated transfer agent, without which performance would have been lower.


September 30, 2021 (Unaudited)		Baron Fifth Avenue Growth Fund

TOP TEN HOLDINGS AS OF SEPTEMBER 30, 2021


	Percent of Net Assets
Amazon.com, Inc.		7.6%
Alphabet Inc.		6.9%
ServiceNow, Inc.		4.8%
Facebook, Inc.		4.7%
EPAM Systems, Inc.		4.3%
Adobe Inc.		3.8%
Intuitive Surgical, Inc.		3.7%
Veeva Systems Inc.		3.5%
ASML Holding N.V.		3.3%
Mastercard Incorporated		3.2%

		45.8%

SECTOR BREAKDOWN AS OF SEPTEMBER 30, 2021^†

(as a percentage of net assets)

LOGO

MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE

For the 12 months ended September 30, 2021, Baron Fifth Avenue Growth Fund¹ increased 19.13%, while the Russell 1000 Growth Index increased 27.32% and the S&P 500 Index increased 30.00%.

Baron Fifth Avenue Growth Fund focuses on identifying and investing in what we believe are unique companies with sustainable competitive advantages and the ability to redeploy capital at high rates of return. The portfolio is constructed on a bottom-up basis, with the quality of ideas and conviction level the most important determinants of the size of each investment. We expect our highest conviction businesses to have meaningful weight in the portfolio. Sector weightings are incidental to portfolio construction, and sector exposure is a result of stock selection.

Information Technology, Communication Services, and Health Care holdings contributed the most. Industrials holdings detracted slightly.

Our goal remains to maximize long-term returns without taking significant risks of a permanent loss of capital. We are optimistic about the prospects of our investments and continue searching for new ideas while remaining patient and investing only when we believe companies are trading significantly below their intrinsic values.

^†

¹	Performance information reflects results of the Retail Shares.


Baron Discovery Fund (Unaudited)		September 30, 2021

COMPARISON OF THE CHANGE IN VALUE OF $10,000 INVESTMENT IN BARON DISCOVERY FUND^† (RETAIL SHARES)

IN RELATION TO THE RUSSELL 2000 GROWTH INDEX AND THE S&P 500 INDEX

LOGO


AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED SEPTEMBER 30, 2021
	One Year		Three Years		Five Years		Since Inception (September 30, 2013)
Baron Discovery Fund — Retail Shares^1,2		35.61%		20.16%		25.23%		19.74%
Baron Discovery Fund — Institutional Shares^1,2		35.97%		20.48%		25.55%		20.03%
Baron Discovery Fund — R6 Shares^1,2,3		35.97%		20.49%		25.56%		20.04%
Russell 2000 Growth Index¹		33.27%		11.70%		15.34%		11.97%
S&P 500 Index¹		30.00%		15.99%		16.90%		14.71%

^†	The Fund’s 1-, 3-, and 5-year historical performance was impacted by gains from IPOs, and there is no guarantee that these results can be repeated or that the Fund’s level of participation in IPOs will be the same in the future.

Past performance is not predictive of future performance. The performance data does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares. The Adviser reimburses certain Fund expenses pursuant to a contract expiring on August 29, 2032, unless renewed for another 11-year term and the Fund’s transfer agency expenses may be reduced by expense offsets from an unaffiliated transfer agent, without which performance would have been lower.

³	Performance for the R6 Shares prior to August 31, 2016 is based on the performance of the Institutional Shares.


September 30, 2021 (Unaudited)		Baron Discovery Fund

TOP TEN HOLDINGS AS OF SEPTEMBER 30, 2021


	Percent of Net Assets
Endava plc		2.7%
The Beauty Health Company		2.6%
Future plc		2.3%
Mercury Systems, Inc.		2.2%
S4 Capital plc		2.2%
Progyny, Inc.		2.1%
Floor & Decor Holdings, Inc.		2.1%
Axonics, Inc.		2.0%
Kinsale Capital Group, Inc.		2.0%
Advanced Energy Industries, Inc.		2.0%

		22.2%

SECTOR BREAKDOWN AS OF SEPTEMBER 30, 2021^†

(as a percentage of net assets)

LOGO

MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE

For the 12 months ended September 30, 2021, Baron Discovery Fund¹ increased 35.61%, while the Russell 2000 Growth Index increased 33.27% and the S&P 500 Index increased 30.00%.

Baron Discovery Fund invests primarily in small-sized U.S. companies which at time of purchase have market capitalizations up to the largest market cap stock in the Russell 2000 Growth Index at June 30, or companies with market capitalizations up to $2.5 billion, whichever is larger.

Information Technology, Health Care, and Industrials contributed the most. Materials detracted slightly in the period.

Pacific Biosciences of California, Inc. (“PacBio”) was the top contributor. Shares of this provider of long-read DNA sequencing systems rose on increasing investor conviction around the potential for PacBio’s platform as it lowers sequencing costs and seeks to move beyond its current commercial niche. We sold our position as the stock price reached our longer-term price target.

Mercury Systems, Inc., a leading Tier 2 defense electronics integration company, was the top detractor. Shares were down along with the broader defense industry due to concerns that defense spending will be a lower priority under the new administration. In addition, management took down 2021 guidance due to some program delays. We believe Mercury will see organic re-acceleration as well as acquisitions and the share price is a bargain.

Over the longer term, we remain encouraged by the prospects for our investments. We try not to be sidetracked by the macro “noise” and instead focus our energies on managing our existing investments and finding new ones. We continue to find high-quality, fast-growing small companies with significant stock appreciation potential.

^†

¹	Performance information reflects results of the Retail Shares.


Baron Durable Advantage Fund (Unaudited)		September 30, 2021

COMPARISON OF THE CHANGE IN VALUE OF $10,000 INVESTMENT IN BARON DURABLE ADVANTAGE FUND

(RETAIL SHARES) IN RELATION TO THE S&P 500 INDEX

LOGO


AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED SEPTEMBER 30, 2021
	One Year		Three Years		Since Inception (December 29, 2017)
Baron Durable Advantage Fund — Retail Shares^1,2		27.70%		20.04%		17.96%
Baron Durable Advantage Fund — Institutional Shares^1,2		28.01%		20.31%		18.23%
Baron Durable Advantage Fund — R6 Shares^1,2		28.01%		20.32%		18.21%
S&P 500 Index¹		30.00%		15.99%		15.66%

The S&P 500 Index measures the performance of 500 widely held large cap U.S. companies. The index and the Fund are with dividends reinvested, which positively impact the performance results. The index is unmanaged. The index performance is not Fund performance; one cannot invest directly into an index.

Past performance is not predictive of future performance. The performance data does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares. The Adviser reimburses certain Fund expenses pursuant to a contract expiring on August 29, 2032, unless renewed for another 11-year term and the Fund’s transfer agency expenses may be reduced by expense offsets from an unaffiliated transfer agent, without which performance would have been lower.


September 30, 2021 (Unaudited)		Baron Durable Advantage Fund

TOP TEN HOLDINGS AS OF SEPTEMBER 30, 2021


	Percent of Net Assets
Microsoft Corporation		8.9%
Alphabet Inc.		7.4%
Facebook, Inc.		5.1%
Danaher Corporation		4.3%
UnitedHealth Group Incorporated		4.2%
Adobe Inc.		4.1%
Visa, Inc.		4.0%
IHS Markit Ltd.		3.5%
Mastercard Incorporated		3.4%
Accenture plc		3.3%

		48.2%

SECTOR BREAKDOWN AS OF SEPTEMBER 30, 2021^†

(as a percentage of net assets)

LOGO

MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE

For the 12 months ended September 30, 2021, Baron Durable Advantage Fund¹ increased 27.70% while the S&P 500 Index increased 30.00%.

Baron Durable Advantage Fund invests primarily in large-sized U.S. companies with competitive advantages and market capitalizations no smaller than the top 90^th percentile by market capitalization of the S&P 500 Index at June 30, or companies with market capitalizations above $10 billion, whichever is smaller. The Fund emphasizes businesses with excess free cash flow that can be returned to shareholders.

Information Technology, Communication Services, and Health Care investments contributed the most. Consumer Discretionary holdings detracted slightly.

AstraZeneca PLC was the top detractor. Shares of this multi-national pharmaceutical company were impacted by negative news involving AstraZeneca’s joint development with Oxford University of a viral-based COVID-19 vaccine. Given mixed results due to an unforeseen error in dosing that occurred in the Brazilian market, the vaccine timelines slipped, hurting share performance. We exited our position.

We believe investing in great businesses at attractive valuations will enable us to earn excess risk-adjusted returns over the long term. We look for companies with strong and durable competitive advantages, proven track records of successful capital allocation, high returns on invested capital, and high free cash flow generation, a significant portion of which is regularly returned to shareholders as dividends or share repurchases. We are optimistic about the prospects of the companies we own while continuing to search for new ideas and opportunities.

^†

¹	Performance information reflects results of the Retail Shares.


Baron Asset Fund		September 30, 2021

STATEMENT OF NET ASSETS

SEPTEMBER 30, 2021


Shares			Cost		Value
Common Stocks (98.54%)
Communication Services (5.64%)
		Cable & Satellite (0.93%)
	330,000	Liberty Broadband Corporation, Cl C¹	$	23,532,283	$	56,991,000

		Interactive Media & Services (4.71%)
	450,000	Pinterest, Inc., Cl A¹		17,342,210		22,927,500
	1,378,144	Tripadvisor, Inc.¹		48,150,707		46,650,174
	1,287,965	Zillow Group, Inc., Cl C¹		44,039,787		113,521,235
	1,755,709	ZoomInfo Technologies Inc., Cl A¹		44,675,583		107,431,834

				154,208,287		290,530,743

	Total Communication Services			177,740,570		347,521,743


Consumer Discretionary (6.71%)
		Education Services (0.34%)
	150,000	Bright Horizons Family Solutions, Inc.¹		16,921,054		20,913,000

		Hotels, Resorts & Cruise Lines (1.80%)
	546,442	Choice Hotels International, Inc.		5,198,084		69,053,876
	543,233	Hyatt Hotels Corp., Cl A¹		16,817,762		41,883,264

				22,015,846		110,937,140

		Internet & Direct Marketing Retail (1.30%)
	1,000,000	Farfetch Limited, Cl A^1,2		28,985,121		37,480,000
	1,075,000	Stitch Fix, Inc., Cl A¹		63,486,884		42,946,250

				92,472,005		80,426,250

		Leisure Facilities (3.27%)
	603,538	Vail Resorts, Inc.^1,5		11,683,688		201,611,869

	Total Consumer Discretionary			143,092,593		413,888,259


Financials (10.40%)
		Asset Management & Custody Banks (0.76%)
	237,514	T. Rowe Price Group, Inc.		5,729,987		46,719,004

		Financial Exchanges & Data (4.85%)
	370,725	FactSet Research Systems, Inc.		19,898,420		146,354,816
	257,267	MarketAxess Holdings, Inc.		31,487,484		108,229,654
	30,000	MSCI, Inc.		7,783,774		18,250,200
	326,189	Tradeweb Markets, Inc., Cl A		11,978,713		26,349,547

				71,148,391		299,184,217

		Insurance Brokers (0.60%)
	158,421	Willis Towers Watson plc²		19,439,430		36,826,546

		Investment Banking & Brokerage (2.16%)
	1,825,936	The Charles Schwab Corp.		1,609,715		133,001,178

		Property & Casualty Insurance (1.36%)
	2,203,444	Arch Capital Group Ltd.^1,2		7,933,936		84,127,492

		Regional Banks (0.67%)
	216,421	First Republic Bank		5,518,736		41,743,282

	Total Financials			111,380,195		641,601,719


Shares			Cost		Value
Common Stocks (continued)
Health Care (26.46%)
		Biotechnology (0.62%)
	136,925	Acceleron Pharma, Inc.¹	$	13,026,017	$	23,564,793
	48,366	argenx SE, ADR^1,2		15,852,353		14,606,532

				28,878,370		38,171,325

		Health Care Equipment (9.31%)
	173,000	DexCom, Inc.¹		55,276,880		94,606,780
	673,630	IDEXX Laboratories, Inc.¹		12,186,829		418,930,497
	161,644	Teleflex, Inc.		29,645,959		60,867,048

				97,109,668		574,404,325

		Health Care Supplies (4.55%)
	215,418	The Cooper Companies, Inc.		36,713,299		89,034,414
	50,000	Warby Parker, Inc., Cl A¹		2,704,500		2,652,500
	444,404	West Pharmaceutical Services, Inc.		19,259,047		188,667,274

				58,676,846		280,354,188

		Health Care Technolgy (2.15%)
	459,386	Veeva Systems, Inc., Cl A¹		27,115,596		132,381,264

		Life Sciences Tools & Services (9.83%)
	100,682	10X Genomics, Inc., Cl A¹		3,926,598		14,657,285
	399,986	Bio-Techne Corporation		39,595,546		193,821,216
	336,000	Guardant Health, Inc.^1,4		29,804,184		42,003,360
	217,552	Illumina, Inc.¹		9,280,300		88,241,267
	194,117	Mettler-Toledo International, Inc.¹		11,674,111		267,368,991

				94,280,739		606,092,119

	Total Health Care			306,061,219		1,631,403,221


Industrials (13.58%)
		Environmental & Facilities Services (0.94%)
	1,643,418	Rollins, Inc.		24,597,482		58,061,958

		Industrial Conglomerates (1.90%)
	262,192	Roper Technologies, Inc.		27,877,853		116,971,717

		Industrial Machinery (1.14%)
	340,760	IDEX Corporation		24,525,881		70,520,282

		Research & Consulting Services (9.60%)
	2,230,474	Clarivate Plc^1,2		35,903,681		48,847,380
	2,154,930	CoStar Group, Inc.¹		42,162,593		185,453,276
	1,468,500	TransUnion		79,691,638		164,927,235
	961,206	Verisk Analytics, Inc.		23,863,743		192,500,726

				181,621,655		591,728,617

	Total Industrials			258,622,871		837,282,574


Information Technology (30.81%)
		Application Software (15.20%)
	571,856	ANSYS, Inc.¹		20,310,482		194,688,375
	395,300	Aspen Technology, Inc.¹		40,628,908		48,542,840
	390,000	Avalara, Inc.¹		55,839,446		68,160,300
	1,636,093	Ceridian HCM Holding, Inc.¹		64,026,866		184,256,794
	609,340	Clearwater Analytics Holdings, Inc., Cl A¹		13,205,253		15,605,197
	125,000	Fair Isaac Corp.¹		51,657,237		49,741,250
	1,421,809	Guidewire Software, Inc.¹		77,473,157		169,010,436
	63,861	HubSpot, Inc.¹		38,242,458		43,175,784
	290,000	RingCentral, Inc., Cl A¹		65,867,482		63,075,000
	771,076	SS&C Technologies Holdings, Inc.		20,933,204		53,512,674
	669,000	The Trade Desk, Inc., Cl A¹		13,112,791		47,030,700

				461,297,284		936,799,350


16		See Notes to Financial Statements.


September 30, 2021		Baron Asset Fund

STATEMENT OF NET ASSETS (Continued)

SEPTEMBER 30, 2021


Shares			Cost		Value
Common Stocks (continued)

Information Technology (continued)
		Data Processing & Outsourced Services (1.21%)
	614,217	Fidelity National Information Services, Inc.	$	35,255,588	$	74,737,925

		Electronic Components (1.07%)
	900,000	Amphenol Corp., Cl A		42,881,684		65,907,000

		Internet Services & Infrastructure (3.56%)
	592,103	Verisign, Inc.¹		27,318,889		121,387,036
	500,000	Wix.com Ltd.^1,2		46,031,911		97,985,000

				73,350,800		219,372,036

		IT Consulting & Other Services (8.60%)
	132,000	EPAM Systems, Inc.¹		75,568,309		75,303,360
	1,497,323	Gartner, Inc.¹		32,461,274		455,006,513

				108,029,583		530,309,873

		Technology Distributors (1.17%)
	397,363	CDW Corp.		26,228,965		72,328,013

	Total Information Technology			747,043,904		1,899,454,197


Materials (0.48%)
		Specialty Chemicals (0.48%)
	1,853,529	Diversey Holdings Ltd.^1,2		27,802,935		29,730,605


Real Estate (4.46%)
		Real Estate Services (0.86%)
	542,323	CBRE Group, Inc., Cl A¹		6,067,334		52,800,567

		Specialized REITs (3.60%)
	205,000	Alexandria Real Estate Equities, Inc.⁴		30,958,643		39,169,350
	80,416	Equinix, Inc.		5,298,108		63,539,094
	360,856	SBA Communications Corp.		9,303,270		119,288,168

				45,560,021		221,996,612

	Total Real Estate			51,627,355		274,797,179

	Total Common Stocks			1,823,371,642		6,075,679,497


Private Preferred Stocks (0.65%)
Industrials (0.65%)
		Aerospace & Defense (0.65%)
	96,298	Space Exploration Technologies Corp., Cl N^1,3,4,8		26,000,460		39,979,078

Principal Amount

Cost

Value

Short Term Investments (0.91%)

$56,289,320

Repurchase Agreement with Fixed Income Clearing Corp., dated 9/30/2021, 0.00% due 10/1/2021; Proceeds at maturity - $56,289,320; (Fully collateralized by $56,471,000 U.S. Treasury Note, 1.625% due 5/15/2031 Market value - $57,415,125)⁷

56,289,320

Total Investments (100.10%)

1,905,661,422

6,171,947,895

Liabilities Less Cash and Other Assets (-0.10%)⁶

(6,276,686

)

Net Assets

6,165,671,209

Retail Shares (Equivalent to $120.59 per share
based on 23,812,800 shares outstanding)

2,871,697,681

Institutional Shares (Equivalent to $126.47 per share
based on 24,576,421 shares outstanding)

3,108,205,976

R6 Shares (Equivalent to $126.45 per share
based on 1,469,128 shares outstanding)

185,767,552

%	Represents percentage of net assets.

¹	Non-income producing securities.

²	Foreign corporation.

³	At September 30, 2021, the market value of restricted and fair valued securities amounted to $39,979,078 or 0.65% of net assets. This security is not deemed liquid. See Note 6 regarding Restricted Securities.

⁴	The Adviser has reclassified/classified certain securities in or out of this sub-industry. Such reclassifications/classifications are not supported by S&P or MSCI (unaudited).

⁵	All or a portion of these securities are segregated for an unfunded commitment. Total value of securities segregated is $15,032,250.

⁶	Includes net unrealized depreciation of $346,731 on an unfunded commitment with a special purpose acquisition company to purchase a when-issued private investment in a public entity.

⁷	Level 2 security. See Note 7 regarding Fair Value Measurements.

⁸	Level 3 security. See Note 7 regarding Fair Value Measurements.

^ADR	American Depositary Receipt.

All securities are Level 1, unless otherwise noted.


See Notes to Financial Statements.		17


Baron Growth Fund		September 30, 2021

STATEMENT OF NET ASSETS

SEPTEMBER 30, 2021


Shares			Cost		Value
Common Stocks (99.44%)
Communication Services (4.05%)
		Alternative Carriers (3.42%)
	7,900,000	Iridium Communications, Inc.^1,4	$	48,702,979	$	314,815,000

		Movies & Entertainment (0.63%)
	3,000,000	Manchester United plc, Cl A²		40,663,063		58,110,000

	Total Communication Services			89,366,042		372,925,000


Consumer Discretionary (21.47%)
		Casinos & Gaming (5.86%)
	440,000	Boyd Gaming Corporation¹		11,056,072		27,834,400
	5,860,000	Penn National Gaming, Inc.¹		76,269,257		424,615,600
	1,695,000	Red Rock Resorts, Inc., Cl A¹		31,464,689		86,817,900

				118,790,018		539,267,900

		Education Services (1.98%)
	1,310,000	Bright Horizons Family Solutions, Inc.¹		41,415,154		182,640,200

		Hotels, Resorts & Cruise Lines (6.27%)
	3,000,000	Choice Hotels International, Inc.⁴		72,782,127		379,110,000
	1,255,000	Marriott Vacations Worldwide Corp.		67,098,661		197,449,150

				139,880,788		576,559,150

		Leisure Facilities (7.26%)
	2,000,000	Vail Resorts, Inc.^1,6		56,102,209		668,100,000

		Restaurants (0.10%)
	665,166	Krispy Kreme, Inc.¹		11,123,467		9,312,324

	Total Consumer Discretionary			367,311,636		1,975,879,574


Financials (30.96%)
		Asset Management & Custody Banks (2.72%)
	1,925,000	The Carlyle Group, Inc.		39,343,287		91,014,000
	1,900,000	Cohen & Steers, Inc.		41,176,154		159,163,000

				80,519,441		250,177,000

		Financial Exchanges & Data (18.88%)
	1,200,000	FactSet Research Systems, Inc.		59,954,575		473,736,000
	980,000	Morningstar, Inc.		20,062,517		253,849,400
	1,660,000	MSCI, Inc.		31,110,586		1,009,844,400

				111,127,678		1,737,429,800

		Investment Banking & Brokerage (0.84%)
	450,000	Houlihan Lokey, Inc.		19,625,873		41,445,000
	575,000	Moelis & Co., Cl A		10,512,876		35,575,250

				30,138,749		77,020,250

		Life & Health Insurance (2.71%)
	1,625,000	Primerica, Inc.		34,117,583		249,648,750

		Property & Casualty Insurance (5.56%)
	9,165,000	Arch Capital Group Ltd.^1,2		28,618,247		349,919,700
	1,000,000	Kinsale Capital Group, Inc.		35,007,763		161,700,000

				63,626,010		511,619,700

		Thrifts & Mortgage Finance (0.25%)
	520,000	Essent Group Ltd.²		14,300,210		22,885,200

	Total Financials			333,829,671		2,848,780,700


Shares			Cost		Value
Common Stocks (continued)
Health Care (14.88%)
		Biotechnology (0.33%)
	600,000	Denali Therapeutics, Inc.¹	$	11,149,573	$	30,270,000

		Health Care Equipment (4.80%)
	710,000	IDEXX Laboratories, Inc.¹		10,098,555		441,549,000

		Health Care Supplies (2.96%)
	1,147,434	Neogen Corp.¹		13,141,411		49,833,059
	525,000	West Pharmaceutical Services, Inc.		17,892,374		222,883,500

				31,033,785		272,716,559

		Health Care Technology (0.54%)
	900,000	Schrödinger, Inc.¹		12,855,679		49,212,000

		Life Sciences Tools & Services (5.83%)
	300,000	Adaptive Biotechnologies Corporation¹		8,492,535		10,197,000
	845,000	Bio-Techne Corporation		44,647,907		409,461,650
	85,000	Mettler-Toledo International, Inc.¹		3,889,531		117,075,600

				57,029,973		536,734,250

		Pharmaceuticals (0.42%)
	598,076	Dechra Pharmaceuticals PLC (United Kingdom)²		18,422,044		39,083,614

	Total Health Care			140,589,609		1,369,565,423


Industrials (7.90%)
		Building Products (2.05%)
	1,850,000	Trex Company, Inc.¹		16,703,505		188,570,500

		Environmental & Facilities Services (0.20%)
	1,220,102	BrightView Holdings, Inc.¹		15,117,285		18,008,706

		Industrial Machinery (0.61%)
	4,275,000	Marel hf (Netherlands)²		18,281,671		29,216,480
	3,303,044	Velo3D, Inc.^1,3,5,9		33,030,440		27,018,900

				51,312,111		56,235,380

		Research & Consulting Services (5.04%)
	5,390,000	CoStar Group, Inc.¹		22,535,814		463,863,400

	Total Industrials			105,668,715		726,677,986


Information Technology (14.50%)
		Application Software (9.12%)
	725,000	Altair Engineering, Inc., Cl A¹		11,330,019		49,981,500
	1,150,000	ANSYS, Inc.¹		26,542,827		391,517,500
	1,025,000	Guidewire Software, Inc.¹		31,789,104		121,841,750
	1,000,000	Pegasystems, Inc.		13,997,009		127,100,000
	740,741	SmartRent, Inc.¹		7,407,410		9,644,448
	2,000,000	SS&C Technologies Holdings, Inc.		15,291,856		138,800,000

				106,358,225		838,885,198

		Electronic Components (0.18%)
	60,000	Littelfuse, Inc.		6,452,400		16,396,200

		IT Consulting & Other Services (5.20%)
	1,575,000	Gartner, Inc.¹		22,061,706		478,611,000

	Total Information Technology			134,872,331		1,333,892,398


18		See Notes to Financial Statements.


September 30, 2021		Baron Growth Fund

STATEMENT OF NET ASSETS (Continued)

SEPTEMBER 30, 2021

Shares

Cost

Value

Common Stocks (continued)

Materials (0.05%)

Commodity Chemicals (0.05%)

418,777

Zymergen, Inc., Series D^1,3,9

9,350,000

4,979,259

Real Estate (5.63%)

Diversified REITs (0.08%)

200,000

American Assets Trust, Inc.

3,437,272

7,484,000

Office REITs (1.27%)

3,700,000

Douglas Emmett, Inc.

39,249,426

116,957,000

Specialized REITs (4.28%)

750,000

Alexandria Real Estate Equities, Inc.⁵

26,054,962

143,302,500

5,400,000

Gaming and Leisure Properties, Inc.

114,745,147

250,128,000

140,800,109

393,430,500

Total Real Estate

183,486,807

517,871,500

Total Common Stocks

1,364,474,811

9,150,571,840

Private Convertible Preferred Stocks (0.45%)

Industrials (0.18%)

Electrical Components & Equipment (0.18%)

59,407,006

Northvolt AB, Series E (Sweden)^2,3,5,9

9,374,988

16,346,194

Materials (0.27%)

Fertilizers & Agricultural Chemicals (0.27%)

80,440

Farmers Business Network, Inc., Series G^1,3,5,9

5,000,000

4,782,962

341,838

Farmers Business Network, Inc., Series F^1,3,5,9

11,300,002

20,059,054

Total Materials

16,300,002

24,842,016

Total Private Convertible Preferred Stocks

25,674,990

41,188,210

Warrants (0.00%)

Consumer Discretionary (0.00%)

Hotels, Resorts & Cruise Lines (0.00%)

96,515

OneSpaWorld Holdings Ltd. Warrants, Exp 3/19/2024^1,2,5

289,545

Principal Amount

Cost

Value

Short Term Investments (0.10%)

$8,848,377

Repurchase Agreement with Fixed Income Clearing Corp., dated 9/30/2021, 0.00% due 10/1/2021; Proceeds at maturity - $8,848,377; (Fully collateralized by $9,072,200 U.S. Treasury Note, 1.25% due 9/30/2028 Market value - $9,025,424)⁸

8,848,377

Total Investments (99.99%)

1,398,998,178

9,200,897,972

Cash and Other Assets Less Liabilities (0.01%)⁷

1,073,452

Net Assets

9,201,971,424

Retail Shares (Equivalent to $117.64 per share
based on 25,852,465 shares outstanding)

3,041,361,238

Institutional Shares (Equivalent to $122.73 per share
based on 48,355,821 shares outstanding)

5,934,832,087

R6 Shares (Equivalent to $122.75 per share
based on 1,839,378 shares outstanding)

225,778,099

%	Represents percentage of net assets.

¹	Non-income producing securities.

²	Foreign corporation.

³	At September 30, 2021, the market value of restricted and fair valued securities amounted to $73,186,369 or 0.80% of net assets. These securities are not deemed liquid. See Note 6 regarding Restricted Securities.

⁴	See Note 10 regarding “Affiliated” companies.

⁵	The Adviser has reclassified/classified certain securities in or out of this sub-industry. Such reclassifications/classifications are not supported by S&P or MSCI (unaudited).

⁶	All or a portion of these securities are segregated for an unfunded commitment. Total value of securities segregated is $26,389,950.

⁷	Includes net unrealized depreciation of $746,100 on unfunded commitments with special purpose acquisition companies to purchase when-issued private investments in a public entities.

⁸	Level 2 security. See Note 7 regarding Fair Value Measurements.

⁹	Level 3 security. See Note 7 regarding Fair Value Measurements.

All securities are Level 1, unless otherwise noted.


See Notes to Financial Statements.		19


Baron Small Cap Fund		September 30, 2021

STATEMENT OF NET ASSETS

SEPTEMBER 30, 2021


Shares			Cost		Value
Common Stocks (99.93%)
Communication Services (3.96%)
		Cable & Satellite (1.66%)
	80,000	Liberty Broadband Corporation, Cl A¹	$	319,985	$	13,468,000
	260,000	Liberty Broadband Corporation, Cl C¹		1,017,091		44,902,000
	625,000	Liberty Media Corp.-Liberty SiriusXM, Cl C¹		1,322,731		29,668,750

				2,659,807		88,038,750

		Movies & Entertainment (2.30%)
	1,250,000	Liberty Media Corporation-Liberty Formula One, Cl C¹		22,521,105		64,262,500
	225,000	Madison Square Garden Entertainment Corp.¹		3,552,159		16,350,750
	225,000	Madison Square Garden Sports Corp.¹		8,416,556		41,838,750

				34,489,820		122,452,000

	Total Communication Services			37,149,627		210,490,750

Consumer Discretionary (16.73%)
		Auto Parts & Equipment (0.96%)
	4,250,000	Holley, Inc.¹		42,725,069		50,745,000

		Casinos & Gaming (4.16%)
	925,000	DraftKings, Inc., Cl A¹		11,844,047		44,548,000
	1,025,000	Penn National Gaming, Inc.¹		18,170,393		74,271,500
	2,000,000	Red Rock Resorts, Inc., Cl A¹		43,795,020		102,440,000

				73,809,460		221,259,500

		Education Services (1.64%)
	625,000	Bright Horizons Family Solutions, Inc.¹		19,174,147		87,137,500

		General Merchandise Stores (0.62%)
	550,000	Ollie’s Bargain Outlet Holdings, Inc.¹		32,232,509		33,154,000

		Home Improvement Retail (2.84%)
	1,250,000	Floor & Decor Holdings, Inc., Cl A¹		44,151,665		150,987,500

		Homebuilding (3.02%)
	1,500,000	Installed Building Products, Inc.⁴		83,052,523		160,725,000

		Hotels, Resorts & Cruise Lines (0.47%)
	2,000,000	Membership Collective Group, Inc., Cl A¹		27,900,478		24,880,000

		Leisure Facilities (1.18%)
	800,000	Planet Fitness, Inc., Cl A¹		28,416,505		62,840,000

		Restaurants (1.31%)
	1,100,000	The Cheesecake Factory, Inc.¹		26,921,175		51,700,000
	418,182	Dutch Bros, Inc., Cl A¹		9,618,186		18,115,644

				36,539,361		69,815,644

		Specialized Consumer Services (0.53%)
	1,000,000	European Wax Center, Inc., Cl A¹		17,067,333		28,010,000

	Total Consumer Discretionary			405,069,050		889,554,144

Consumer Staples (0.97%)
		Packaged Foods & Meats (0.97%)
	3,000,000	UTZ Brands, Inc.		49,020,000		51,390,000


Shares			Cost		Value
Common Stocks (continued)
Financials (4.41%)
		Insurance Brokers (1.88%)
	3,000,000	BRP Group, Inc., Cl A¹	$	48,364,954	$	99,870,000

		Investment Banking & Brokerage (1.08%)
	625,000	Houlihan Lokey, Inc.		28,909,333		57,562,500

		Property & Casualty Insurance (1.45%)
	475,000	Kinsale Capital Group, Inc.		67,820,848		76,807,500

	Total Financials			145,095,135		234,240,000

Health Care (15.62%)
		Health Care Equipment (7.21%)
	1,000,000	Axonics, Inc.¹		35,459,918		65,090,000
	300,000	CryoPort, Inc.¹		13,683,573		19,953,000
	200,000	DexCom, Inc.¹		2,652,860		109,372,000
	95,000	IDEXX Laboratories, Inc.¹		1,314,205		59,080,500
	320,000	Inspire Medical Systems, Inc.^1,5		16,558,159		74,521,600
	1,000,000	Silk Road Medical, Inc.^1,5		38,972,604		55,030,000

				108,641,319		383,047,100

		Health Care Supplies (0.35%)
	500,000	Figs, Inc., Cl A¹		12,760,012		18,570,000

		Life Sciences Tools & Services (5.86%)
	250,000	Guardant Health, Inc.^1,5		4,953,266		31,252,500
	750,000	ICON plc^1,2		49,241,341		196,515,000
	2,652,592	MaxCyte, Inc. (United Kingdom)^1,5,6		31,357,616		32,353,980
	37,500	Mettler-Toledo International, Inc.¹		1,817,455		51,651,000

				87,369,678		311,772,480

		Managed Health Care (0.97%)
	800,000	HealthEquity, Inc.¹		13,208,487		51,808,000

		Pharmaceuticals (1.23%)
	1,000,000	Dechra Pharmaceuticals PLC (United Kingdom)²		28,027,985		65,348,909

	Total Health Care			250,007,481		830,546,489

Industrials (23.71%)
		Aerospace & Defense (3.35%)
	2,350,000	Kratos Defense & Security Solutions, Inc.¹		35,335,984		52,428,500
	1,000,000	Mercury Systems, Inc.¹		25,872,953		47,420,000
	125,000	TransDigm Group, Inc.¹		0		78,071,250

				61,208,937		177,919,750

		Building Products (2.83%)
	1,090,609	TheThe AZEK Co., Inc.¹		25,084,007		39,839,947
	3,000,000	Janus International Group, Inc., Cl A¹		30,000,000		36,720,000
	725,000	Trex Company, Inc.¹		27,101,408		73,899,250

				82,185,415		150,459,197
		Diversified Support Services (1.00%)
	1,850,000	Driven Brands Holdings, Inc.¹		45,803,401		53,446,500

		Electrical Components & Equipment (3.46%)
	1,200,000	Shoals Technologies Group, Inc., Cl A¹		32,825,720		33,456,000
	6,250,000	Vertiv Holdings Co.		61,620,882		150,562,500

				94,446,602		184,018,500


20		See Notes to Financial Statements.


September 30, 2021		Baron Small Cap Fund

STATEMENT OF NET ASSETS (Continued)

SEPTEMBER 30, 2021


Shares			Cost		Value
Common Stocks (continued)
Industrials (continued)

		Environmental & Facilities Services (1.18%)
	500,000	Waste Connections, Inc.²	$	21,833,333	$	62,965,000

		Human Resource & Employment Services (3.93%)
	1,550,000	ASGN, Inc.¹		34,021,695		175,367,000
	1,750,000	First Advantage Corp.¹		26,390,061		33,337,500

				60,411,756		208,704,500

		Industrial Machinery (2.22%)
	500,000	John Bean Technologies Corp.		42,775,112		70,275,000
	225,000	RBC Bearings, Incorporated¹		24,593,639		47,745,000

				67,368,751		118,020,000

		Research & Consulting Services (1.65%)
	4,000,000	Clarivate Plc^1,2		44,078,833		87,600,000

		Trading Companies & Distributors (4.09%)
	3,250,000	Hillman Solutions Corp.^1,5		37,752,933		38,772,500
	500,000	Hydrofarm Holdings Group, Inc.^1,5		23,336,421		18,925,000
	800,000	SiteOne Landscape Supply, Inc.¹		19,405,950		159,576,000

				80,495,304		217,273,500

	Total Industrials			557,832,332		1,260,406,947


Information Technology (28.69%)
		Application Software (11.16%)
	750,000	Altair Engineering, Inc., Cl A¹		11,935,619		51,705,000
	800,000	Aspen Technology, Inc.¹		29,983,938		98,240,000
	850,000	Ceridian HCM Holding, Inc.¹		23,711,721		95,727,000
	500,000	Clearwater Analytics Holdings, Inc., Cl A¹		10,820,073		12,805,000
	5,000,000	E2open Parent Holdings, Inc.¹		50,859,472		56,500,000
	1,886,792	E2open Parent Holdings, Inc., Cl A^1,3,7		19,999,995		20,547,165
	1,225,000	Guidewire Software, Inc.¹		31,269,358		145,615,750
	3,500,000	SmartRent, Inc. (formerly, Fifth Wall Acquisition Corp. I)^1,5		38,625,571		45,570,000
	950,000	The Trade Desk, Inc., Cl A¹		3,372,500		66,785,000

				220,578,247		593,494,915

		Data Processing & Outsourced Services (5.53%)
	750,000	Nuvei Corp., (Canada), 144A^1,2		20,780,312		86,640,000
	3,500,000	Paya Holdings, Inc., Cl A¹		36,561,336		38,045,000
	3,500,000	Repay Holdings Corporation¹		30,228,850		80,605,001
	405,170	Shift4 Payments, Inc., Cl A¹		9,677,975		31,408,778
	325,000	WEX, Inc.¹		13,547,002		57,245,500

				110,795,475		293,944,279

		Electronic Equipment & Instruments (1.81%)
	1,200,000	Cognex Corp.		9,420,069		96,264,000
		Internet Services & Infrastructure (1.11%)
	300,000	Wix.com Ltd.^1,2		15,501,799		58,791,000

		IT Consulting & Other Services (8.58%)
	750,000	Endava plc, ADR^1,2		23,557,249		101,887,500
	950,000	Gartner, Inc.¹		14,034,173		288,686,000
	2,250,000	Grid Dynamics Holdings, Inc.¹		22,274,704		65,745,000

				59,866,126		456,318,500

		Systems Software (0.50%)
	682,429	Jamf Holding Corp.^1,5		19,287,457		26,287,165

	Total Information Technology			435,449,173		1,525,099,859

Shares

Cost

Value

Common Stocks (continued)

Materials (2.49%)

Metal & Glass Containers (0.91%)

800,000

Berry Global Group, Inc.¹

12,652,147

48,704,000

Specialty Chemicals (1.58%)

1,809,631

Avient Corp.

57,788,524

83,876,396

Total Materials

70,440,671

132,580,396

Real Estate (3.35%)

Specialized REITs (3.35%)

2,500,000

Americold Realty Trust⁵

51,727,682

72,625,000

320,000

SBA Communications Corp.

1,289,008

105,782,400

Total Real Estate

53,016,690

178,407,400

Total Common Stocks

2,003,080,159

5,312,715,985

Principal Amount

Short Term Investments (0.06%)

$2,983,303

Repurchase Agreement with Fixed Income Clearing Corp., dated 9/30/2021, 0.00% due 10/1/2021; Proceeds at maturity - $2,983,303; (Fully collateralized by $2,904,600 U.S. Treasury Bond, 2.25% due 5/15/2041 Market value - $3,043,023)⁶

2,983,303

Total Investments (99.99%)

2,006,063,462

5,315,699,288

Cash and Other Assets Less Liabilities (0.01%)

757,259

Net Assets

5,316,456,547

Retail Shares (Equivalent to $40.67 per share
based on 44,983,254 shares outstanding)

1,829,446,479

Institutional Shares (Equivalent to $43.12 per share
based on 74,547,365 shares outstanding)

3,214,212,037

R6 Shares (Equivalent to $43.10 per share
based on 6,329,204 shares outstanding)

272,798,031

%	Represents percentage of net assets.

¹	Non-income producing securities.

²	Foreign corporation.

³	At September 30, 2021, the market value of restricted and fair valued securities amounted to $20,547,165 or 0.39% of net assets. This security is not deemed liquid. See Note 6 regarding Restricted Securities.

⁴	See Note 10 regarding “Affiliated” companies.

⁵	The Adviser has reclassified/classified certain securities in or out of this sub-industry. Such reclassifications/classifications are not supported by S&P or MSCI (unaudited).

⁶	Level 2 security. See Note 7 regarding Fair Value Measurements.

⁷	Level 3 security. See Note 7 regarding Fair Value Measurements.

^ADR	American Depositary Receipt.

^144A

Security is exempt from registration pursuant to Rule 144A under the Securities Act of 1933. This security may be resold in transactions that are exempt from registration, normally to qualified institutional buyers. At September 30, 2021, the market value of Rule 144A securities amounted to $86,640,000 or 1.63% of net assets.

All securities are Level 1, unless otherwise noted.


See Notes to Financial Statements.		21


Baron Opportunity Fund		September 30, 2021

STATEMENT OF NET ASSETS

SEPTEMBER 30, 2021


Shares			Cost		Value
Common Stocks (95.00%)
Communication Services (18.54%)
		Interactive Home Entertainment (1.45%)
	114,000	Electronic Arts, Inc.	$	13,119,491	$	16,216,500
	47,500	Take-Two Interactive Software, Inc.¹		5,288,028		7,318,325

				18,407,519		23,534,825

		Interactive Media & Services (15.01%)
	39,550	Alphabet, Inc., Cl C^1,5		53,222,693		105,413,011
	321,000	Pinterest, Inc., Cl A¹		8,876,431		16,354,950
	428,000	Snap, Inc., Cl A¹		6,424,269		31,616,360
	699,406	Tripadvisor, Inc.¹		23,476,136		23,674,893
	199,303	Zillow Group, Inc., Cl C¹		12,604,492		17,566,566
	778,369	ZoomInfo Technologies Inc., Cl A¹		25,572,629		47,628,399

				130,176,650		242,254,179

		Movies & Entertainment (2.08%)
	650,000	Endeavor Group Holdings, Inc., Cl A¹		15,600,000		18,635,500
	24,425	Netflix, Inc.¹		3,966,732		14,907,555

				19,566,732		33,543,055

	Total Communication Services			168,150,901		299,332,059

Consumer Discretionary (11.57%)
		Automobile Manufacturers (3.26%)
	67,900	Tesla, Inc.¹		2,677,714		52,655,092

		Education Services (0.84%)
	1,350,000	Nerdy, Inc.^1,4		15,485,331		13,486,500

		Internet & Direct Marketing Retail (7.47%)
	35,000	Alibaba Group Holding Ltd. ADR^1,2		2,433,089		5,181,750
	24,275	Amazon.com, Inc.¹		29,742,115		79,744,346
	8,529	MercadoLibre, Inc.¹		4,838,488		14,323,603
	533,000	Stitch Fix, Inc., Cl A¹		28,973,389		21,293,350

				65,987,081		120,543,049

	Total Consumer Discretionary			84,150,126		186,684,641

Financials (1.33%)
		Consumer Finance (0.97%)
	990,099	SoFi Technologies, Inc.¹		9,900,990		15,722,772

		Financial Exchanges & Data (0.36%)
	13,600	MarketAxess Holdings, Inc.		2,665,441		5,721,384

	Total Financials			12,566,431		21,444,156

Health Care (15.39%)
		Biotechnology (7.82%)
	265,779	Acceleron Pharma, Inc.¹		22,137,670		45,740,566
	113,639	argenx SE, ADR^1,2		13,172,425		34,318,978
	487,600	Arrowhead Pharmaceuticals, Inc.¹		22,064,385		30,440,868
	141,086	Natera, Inc.^1,4		16,131,117		15,722,624

				73,505,597		126,223,036

		Health Care Equipment (4.04%)
	525,000	Butterfly Network, Inc.¹		5,250,000		5,481,000
	131,100	Edwards Lifesciences Corp.¹		7,561,453		14,841,831
	17,235	Intuitive Surgical, Inc.¹		7,296,036		17,134,175
	134,500	Shockwave Medical, Inc.¹		6,674,952		27,690,860

				26,782,441		65,147,866

		Health Care Supplies (0.38%)
	165,779	Figs, Inc., Cl A¹		5,156,730		6,157,032

		Health Care Technology (0.39%)
	116,374	Schrödinger, Inc.¹		2,485,556		6,363,330


Shares			Cost		Value
Common Stocks (continued)
Health Care (continued)

		Life Sciences Tools & Services (2.76%)
	50,419	10X Genomics, Inc., Cl A¹	$	3,006,785	$	7,339,998
	235,096	CareDx, Inc.^1,4		7,719,306		14,898,034
	98,637	Guardant Health, Inc.^1,4		10,366,504		12,330,611
	24,415	Illumina, Inc.¹		3,703,768		9,902,968

				24,796,363		44,471,611

	Total Health Care			132,726,687		248,362,875

Industrials (3.18%)
		Aerospace & Defense (0.94%)
	682,969	Kratos Defense & Security Solutions, Inc.¹		11,162,207		15,237,038

		Industrial Machinery (0.56%)
	836,708	Markforged Holding Corp.¹		7,237,382		5,488,805
	425,000	Velo3D, Inc.^1,4		4,238,907		3,557,250

				11,476,289		9,046,055

		Research & Consulting Services (1.68%)
	315,330	CoStar Group, Inc. ¹		12,772,623		27,137,300

	Total Industrials			35,411,119		51,420,393

Information Technology (42.78%)
		Application Software (14.14%)
	34,900	Adobe, Inc.¹		8,174,023		20,092,628
	49,000	Atlassian Corp. PLC, Cl A^1,2		11,935,490		19,179,580
	75,000	Avalara, Inc.¹		10,855,775		13,107,750
	383,070	Ceridian HCM Holding, Inc.¹		28,971,891		43,141,344
	69,346	Clearwater Analytics Holdings, Inc., Cl A¹		1,248,228		1,775,951
	232,100	Guidewire Software, Inc.¹		11,878,404		27,589,727
	25,000	HubSpot, Inc.¹		13,504,652		16,902,250
	108,100	RingCentral, Inc., Cl A¹		20,153,567		23,511,750
	39,500	ServiceNow, Inc.^1,4		9,588,431		24,579,665
	333,283	SimilarWeb Ltd.^1,2		7,167,469		6,975,613
	116,910	The Trade Desk, Inc., Cl A¹		278,394		8,218,773
	92,900	Workday, Inc., Cl A¹		22,587,105		23,214,781

				146,343,429		228,289,812

		Data Processing & Outsourced Services (7.37%)
	3,000	Adyen N.V., (Netherlands), 144A^1,2,7		2,422,754		8,386,085
	72,300	MasterCard Incorporated, Cl A		16,486,273		25,137,264
	115,200	PayPal Holdings, Inc.¹		16,572,834		29,976,192
	54,500	Square, Inc., Cl A¹		10,459,131		13,071,280
	184,054	Toast, Inc., Cl A¹		7,362,160		9,193,497
	149,300	Visa, Inc., Cl A		25,109,011		33,256,575

				78,412,163		119,020,893

		Electronic Equipment & Instruments (1.32%)
	345,133	PAR Technology Corp.¹		14,931,208		21,229,131

		Internet Services & Infrastructure (1.59%)
	220,677	GDS Holdings Limited, ADR^1,2		11,246,223		12,492,525
	67,043	Wix.com Ltd.^1,2		3,803,923		13,138,417

				15,050,146		25,630,942

		IT Consulting & Other Services (4.18%)
	202,368	Endava plc, ADR^1,2		6,819,469		27,491,693
	131,587	Gartner, Inc.¹		6,742,678		39,986,657

				13,562,147		67,478,350

		Semiconductors (4.00%)
	1,770,000	indie Semiconductor, Inc., Cl A¹		17,169,776		21,788,700
	206,400	NVIDIA Corp.		18,021,140		42,757,824

				35,190,916		64,546,524


22		See Notes to Financial Statements.


September 30, 2021		Baron Opportunity Fund

STATEMENT OF NET ASSETS (Continued)

SEPTEMBER 30, 2021

Shares

Cost

Value

Common Stocks (continued)

Information Technology (continued)

Systems Software (10.18%)

61,723

Crowdstrike Holdings, Inc., Cl A¹

3,067,061

15,170,279

493,900

Microsoft Corporation

78,400,719

139,240,288

32,508

Snowflake, Inc., Cl A^1,4

3,900,960

9,831,394

85,368,740

164,241,961

Total Information Technology

388,858,749

690,437,613

Real Estate (2.06%)

Real Estate Services (1.36%)

1,073,230

Opendoor Technologies, Inc.¹

10,732,300

22,033,412

Specialized REITs (0.70%)

14,225

Equinix, Inc.

2,122,124

11,239,599

Total Real Estate

12,854,424

33,273,011

Special Purpose Acquisition Company (0.15%)

231,800

Khosla Ventures Acquisition Co. II, Cl A¹

2,455,228

2,359,724

Total Common Stocks

837,173,665

1,533,314,472

Private Common Stocks (0.30%)

Industrials (0.30%)

9,099

Space Exploration Technologies Corp., Cl A^1,3,4,8

3,821,489

3,777,541

2,806

Space Exploration Technologies Corp., Cl C^1,3,4,8

1,178,492

1,164,939

Total Private Common Stocks

4,999,981

4,942,480

Private Convertible Preferred Stocks (2.15%)

Consumer Discretionary (1.35%)

Automobile Manufacturers (1.35%)

484,183

Rivian Automotive, Inc., Series E^1,3,4,8

7,499,995

17,425,746

122,117

Rivian Automotive, Inc., Series F^1,3,4,8

4,500,011

4,440,174

Total Consumer Discretionary

12,000,006

21,865,920

Materials (0.80%)

Fertilizers & Agricultural Chemicals (0.80%)

219,321

Farmers Business Network, Inc., Series F^1,3,4,8

7,250,007

12,869,756

Total Private Convertible Preferred Stocks

19,250,013

34,735,676

Private Preferred Stocks (0.88%)

Industrials (0.88%)

Aerospace & Defense (0.48%)

18,519

Space Exploration Technologies Corp., Cl N^1,3,4,8

5,000,130

7,688,348

Trucking (0.40%)

266,956

GM Cruise Holdings, Cl G^1,3,4,8

7,034,290

6,479,022

Total Private Preferred Stocks

12,034,420

14,167,370

Shares

Cost

Value

Warrants (0.01%)

Communication Services (0.01%)

Interactive Media & Services (0.01%)

106,682

Taboola.com Ltd., 6/29/2026^1,2

192,759

197,362

Principal Amount

Short Term Investments (1.86%)

$29,940,909

Repurchase Agreement with
Fixed Income Clearing Corp., dated 9/30/2021, 0.00%
due 10/1/2021; Proceeds at maturity - $29,940,909;
(Fully collateralized by $14,645,800 U.S. Treasury Note, 1.25% due 9/30/2028 Market value - $14,570,286 and $17,082,500 U.S. Treasury Note, 0.625% due 5/15/2030 Market value - $15,969,468)⁷

29,940,909

Total Investments (100.20%)

903,591,747

1,617,298,269

Liabilities Less Cash and Other Assets (-0.20%)⁶

(3,262,186

)

Net Assets

1,614,036,083

Retail Shares (Equivalent to $43.49 per share
based on 19,922,040 shares outstanding)

866,473,654

Institutional Shares (Equivalent to $45.85 per share
based on 15,516,269 shares outstanding)

711,422,767

R6 Shares (Equivalent to $45.90 per share
based on 787,311 shares outstanding)

36,139,662

%	Represents percentage of net assets.

¹	Non-income producing securities.

²	Foreign corporation.

³	At September 30, 2021, the market value of restricted and fair valued securities amounted to $53,845,526 or 3.34% of net assets. These securities are not deemed liquid. See Note 6 regarding Restricted Securities.

⁴	The Adviser has reclassified/classified certain securities in or out of this sub-industry. Such reclassifications/classifications are not supported by S&P or MSCI (unaudited).

⁵	All or a portion of these securities are segregated for unfunded commitments. Total value of securities segregated is $13,326,550.

⁶	Includes net unrealized depreciation of $299,342 on unfunded commitments with special purpose acquisition companies to purchase when-issued private investments in public entities.

⁷	Level 2 security. See Note 7 regarding Fair Value Measurements.

⁸	Level 3 security. See Note 7 regarding Fair Value Measurements.

^ADR	American Depositary Receipt.

^144A

All securities are Level 1, unless otherwise noted.


See Notes to Financial Statements.		23


Baron Fifth Avenue Growth Fund		September 30, 2021

STATEMENT OF NET ASSETS

SEPTEMBER 30, 2021


Shares			Cost		Value
Common Stocks (98.09%)
Communication Services (14.83%)
		Interactive Home Entertainment (0.97%)
	25,415	Sea Ltd., ADR^1,2	$	8,094,524	$	8,100,523

		Interactive Media & Services (13.86%)
	11,490	Alphabet, Inc., Cl A¹		17,696,238		30,718,745
	10,283	Alphabet, Inc., Cl C¹		4,420,382		27,407,383
	116,389	Facebook, Inc., Cl A¹		16,229,480		39,501,262
	301,416	ZoomInfo Technologies Inc., Cl A¹		9,285,584		18,443,645

				47,631,684		116,071,035

	Total Communication Services			55,726,208		124,171,558


Consumer Discretionary (9.99%)
		Internet & Direct Marketing Retail (9.99%)
	19,267	Amazon.com, Inc.¹		8,804,069		63,292,866
	12,138	MercadoLibre, Inc.¹		7,661,536		20,384,557

	Total Consumer Discretionary			16,465,605		83,677,423


Financials (2.30%)
		Financial Exchanges & Data (2.30%)
	45,219	S&P Global, Inc.		10,911,824		19,213,101


Health Care (15.02%)
		Biotechnology (3.86%)
	112,455	Acceleron Pharma, Inc.¹		11,815,692		19,353,505
	42,879	argenx SE, ADR^1,2		12,945,859		12,949,458

				24,761,551		32,302,963

		Health Care Equipment (3.72%)
	31,366	Intuitive Surgical, Inc.¹		13,622,943		31,182,509

		Health Care Technology (3.46%)
	100,453	Veeva Systems, Inc., Cl A¹		7,493,348		28,947,541

		Life Sciences Tools & Services (3.98%)
	90,959	10X Genomics, Inc., Cl A¹		9,317,474		13,241,811
	49,489	Illumina, Inc.¹		7,204,506		20,073,234

				16,521,980		33,315,045

	Total Health Care			62,399,822		125,748,058


Information Technology (53.92%)
		Application Software (12.96%)
	54,742	Adobe, Inc.¹		27,393,137		31,516,064
	84,251	RingCentral, Inc., Cl A¹		18,380,517		18,324,593
	64,177	ServiceNow, Inc.^1,3		26,333,590		39,935,422
	78,303	Splunk, Inc.¹		9,872,185		11,331,227
	28,394	Zoom Video Communications, Inc., Cl A¹		10,484,592		7,425,031

				92,464,021		108,532,337

		Data Processing & Outsourced Services (14.24%)
	6,218	Adyen N.V., 144A (Netherlands)^1,2,5		4,711,862		17,381,559
	77,774	MasterCard Incorporated, Cl A		7,508,689		27,040,464
	86,502	PayPal Holdings, Inc.¹		18,667,515		22,508,685
	103,821	Square, Inc., Cl A¹		23,693,250		24,900,429
	98,916	Toast, Inc., Cl A¹		3,956,640		4,940,854
	100,918	Visa, Inc., Cl A		6,191,852		22,479,485

				64,729,808		119,251,476


Shares			Cost		Value
Common Stocks (continued)

Information Technology (continued)

		Internet Services & Infrastructure (4.69%)
	18,649	Shopify, Inc., Cl A^1,2	$	23,830,050	$	25,283,941
	71,087	Wix.com Ltd.^1,2		10,110,189		13,930,919

				33,940,239		39,214,860

		IT Consulting & Other Services (4.33%)
	63,602	EPAM Systems, Inc.¹		9,148,341		36,283,669

		Semiconductor Equipment (3.28%)
	36,842	ASML Holding N.V.²		3,568,785		27,451,343

		Semiconductors (2.98%)
	120,401	NVIDIA Corp.		18,553,380		24,942,271

		Systems Software (11.44%)
	93,792	Crowdstrike Holdings, Inc., Cl A¹		5,972,732		23,052,198
	83,835	Datadog, Inc., Cl A^1,3		2,263,545		11,850,077
	256,769	Dynatrace, Inc.^1,3		11,122,881		18,222,896
	49,773	Snowflake, Inc., Cl A^1,3		6,209,275		15,052,848
	81,789	Twilio, Inc., Cl A^1,3		11,034,337		26,094,781
	28,607	UiPath, Inc., Cl A¹		1,601,992		1,505,014

				38,204,762		95,777,814

	Total Information Technology			260,609,336		451,453,770


Real Estate (2.03%)
		Specialized REITs (2.03%)
	21,508	Equinix, Inc.		4,587,574		16,994,116

	Total Common Stocks			410,700,369		821,258,026


Private Common Stocks (0.18%)
Industrials (0.18%)
	2,730	Space Exploration Technologies Corp., Cl A^1,3,4,6		1,146,573		1,133,387
	841	Space Exploration Technologies Corp., Cl C^1,3,4,6		353,211		349,149

	Total Private Common Stocks			1,499,784		1,482,536


Private Convertible Preferred Stocks (0.35%)
Consumer Discretionary (0.35%)
		Automobile Manufacturers (0.35%)
	81,411	Rivian Automotive, Inc., Series F^1,3,4,6		2,999,995		2,960,104


Private Preferred Stocks (0.39%)
Industrials (0.39%)
		Trucking (0.39%)
	133,288	GM Cruise Holdings, Cl G^1,3,4,6		3,512,139		3,234,900


24		See Notes to Financial Statements.


September 30, 2021		Baron Fifth Avenue Growth Fund

STATEMENT OF NET ASSETS (Continued)

SEPTEMBER 30, 2021

Principal Amount

Cost

Value

Short Term Investments (1.00%)

$8,370,965

Repurchase Agreement with Fixed Income Clearing Corp., dated 9/30/2021, 0.00% due 10/1/2021; Proceeds at maturity - $8,370,965; (Fully collateralized by $9,133,500 U.S. Treasury Note, 0.625% due 5/15/2030
Market value - $8,538,395)⁵

8,370,965

Total Investments (100.01%)

427,083,252

837,306,531

Liabilities Less Cash and Other Assets (-0.01%)

(96,211

)

Net Assets

837,210,320

Retail Shares (Equivalent to $55.33 per share
based on 3,395,464 shares outstanding)

187,861,080

Institutional Shares (Equivalent to $56.82 per share
based on 10,732,044 shares outstanding)

609,786,466

R6 Shares (Equivalent to $56.84 per share
based on 696,059 shares outstanding)

39,562,774

%	Represents percentage of net assets.

¹	Non-income producing securities.

²	Foreign corporation.

³	The Adviser has reclassified/classified certain securities in or out of this sub-industry. Such reclassifications/classifications are not supported by S&P or MSCI (unaudited).

⁴	At September 30, 2021, the market value of restricted and fair valued securities amounted to $7,677,540 or 0.92% of net assets. These securities are not deemed liquid. See Note 6 regarding Restricted Securities.

⁵	Level 2 security. See Note 7 regarding Fair Value Measurements.

⁶	Level 3 security. See Note 7 regarding Fair Value Measurements.

^ADR	American Depositary Receipt.

^144A

All securities are Level 1, unless otherwise noted.


See Notes to Financial Statements.		25


Baron Discovery Fund		September 30, 2021

STATEMENT OF NET ASSETS

SEPTEMBER 30, 2021


Shares			Cost		Value
Common Stocks (93.12%)
Communication Services (5.93%)
		Advertising (2.17%)
	3,875,000	S4 Capital PLC (United Kingdom)^1,2	$	12,841,181	$	44,118,935

		Interactive Media & Services (1.00%)
	600,000	Tripadvisor, Inc.¹		20,442,129		20,310,000

		Movies & Entertainment (0.43%)
	185,000	Liberty Media Corporation-Liberty Formula One, Cl A¹		5,634,811		8,704,250

		Publishing (2.33%)
	950,000	Future PLC (United Kingdom)²		18,404,637		47,233,114

	Total Communication Services			57,322,758		120,366,299

Consumer Discretionary (8.34%)
		Casinos & Gaming (2.46%)
	2,673,000	Melco International Development Ltd. (Hong Kong)^1,2,7		5,107,059		3,148,780
	150,371	Penn National Gaming, Inc.¹		2,663,946		10,895,883
	700,000	Red Rock Resorts, Inc., Cl A¹		17,350,047		35,854,000

				25,121,052		49,898,663

		Home Improvement Retail (2.08%)
	350,000	Floor & Decor Holdings, Inc., Cl A¹		11,227,099		42,276,500

		Hotels, Resorts & Cruise Lines (0.92%)
	1,500,000	Membership Collective Group, Inc.¹		20,762,901		18,660,000

		Internet & Direct Marketing Retail (0.47%)
	350,000	MYT Netherlands Parent BV, ADR^1,2,4		9,100,000		9,415,000

		Restaurants (1.06%)
	425,000	The Cheesecake Factory, Inc.¹		14,758,560		19,975,000
	9,266	Wingstop, Inc.		766,969		1,518,975

				15,525,529		21,493,975

		Specialty Stores (1.35%)
	1,300,000	Petco Health & Wellness Co., Inc.¹		27,164,882		27,430,000

	Total Consumer Discretionary			108,901,463		169,174,138

Consumer Staples (4.64%)
		Packaged Foods & Meats (0.73%)
	100,000	Laird Superfood, Inc.¹		2,547,796		1,908,000
	750,000	UTZ Brands, Inc.		12,255,000		12,847,500

				14,802,796		14,755,500

		Personal Products (2.56%)
	2,000,000	The Beauty Health Co.¹		21,322,653		51,940,000

		Soft Drinks (1.35%)
	875,000	Fevertree Drinks PLC (United Kingdom)²		26,629,565		27,458,332

	Total Consumer Staples			62,755,014		94,153,832

Financials (3.22%)
		Insurance Brokers (1.23%)
	750,007	BRP Group, Inc., Cl A¹		15,155,098		24,967,733

		Property & Casualty Insurance (1.99%)
	250,000	Kinsale Capital Group, Inc.		20,250,978		40,425,000

	Total Financials			35,406,076		65,392,733


Shares			Cost		Value
Common Stocks (continued)
Health Care (21.60%)
		Biotechnology (1.43%)
	106,000	Biohaven Pharmaceutical Holding Co. Ltd.^1,2	$	4,582,203	$	14,724,460
	620,143	Recursion Pharmaceuticals, Inc., Cl A¹		12,216,506		14,269,490

				16,798,709		28,993,950

		Health Care Equipment (9.32%)
	1,135,000	Acutus Medical, Inc.¹		21,335,786		10,033,400
	580,084	AxoGen, Inc.¹		9,919,925		9,165,327
	637,982	Axonics, Inc.¹		28,878,670		41,526,249
	202,500	CryoPort, Inc.¹		5,127,704		13,468,275
	114,823	Inari Medical, Inc.¹		4,216,755		9,312,145
	682,985	Inogen, Inc.¹		31,469,030		29,429,824
	50,000	Inspire Medical Systems, Inc.^1,4		2,923,748		11,644,000
	640,208	Silk Road Medical, Inc.^1,4		27,145,351		35,230,646
	4,060,000	ViewRay, Inc.¹		20,943,586		29,272,600

				151,960,555		189,082,466

		Health Care Services (0.67%)
	323,963	Accolade, Inc.¹		9,020,518		13,661,520

		Health Care Supplies (1.46%)
	2,629,967	Cerus Corp.¹		14,027,651		16,016,499
	2,365,363	Sientra, Inc.¹		17,781,625		13,553,530

				31,809,276		29,570,029

		Health Care Technology (0.88%)
	418,543	Definitive Healthcare Corp.¹		11,300,661		17,926,197

		Life Sciences Tools & Services (3.98%)
	547,558	CareDx, Inc.^1,4		13,105,658		34,698,751
	150,000	Olink Holding AB, ADR^1,2		5,649,156		3,637,500
	68,980	Seer, Inc.¹		1,310,620		2,381,879
	861,926	Veracyte, Inc.^1,4		25,343,693		40,036,463

				45,409,127		80,754,593

		Managed Health Care (2.09%)
	758,279	Progyny, Inc.¹		19,842,501		42,463,624

		Pharmaceuticals (1.77%)
	1,291,732	Revance Therapeutics, Inc.¹		28,479,368		35,987,653

	Total Health Care			314,620,715		438,440,032

Industrials (14.96%)
		Aerospace & Defense (3.45%)
	1,102,370	Kratos Defense & Security Solutions, Inc.¹		19,500,520		24,593,875
	957,680	Mercury Systems, Inc.¹		52,325,093		45,413,185

				71,825,613		70,007,060

		Building Products (1.11%)
	220,000	Trex Company, Inc.¹		7,416,878		22,424,600

		Diversified Support Services (0.88%)
	1,000,000	ACV Auctions, Inc., Cl A¹		28,687,917		17,890,000

		Environmental & Facilities Services (1.82%)
	599,642	Montrose Environmental Group, Inc.¹		10,554,326		37,021,897

		Heavy Electrical Equipment (0.88%)
	528,900	TPI Composites, Inc.¹		10,257,577		17,850,375


26		See Notes to Financial Statements.


September 30, 2021		Baron Discovery Fund

STATEMENT OF NET ASSETS (Continued)

SEPTEMBER 30, 2021


Shares			Cost		Value
Common Stocks (continued)

Industrials (continued)

		Industrial Machinery (4.17%)
	86,600	ESCO Technologies, Inc.	$	4,658,023	$	6,668,200
	200,000	Helios Technologies, Inc.		7,717,454		16,422,000
	253,105	Kornit Digital Ltd.^1,2		8,856,307		36,634,418
	1,705,185	Markforged Holding Corp.¹		14,565,524		11,186,013
	1,040,000	Velo3D, Inc.^1,4		10,641,845		8,704,800
	618,272	Velo3D, Inc., (formerly, Jaws Spitfire Acquisition Corp.)^3,4,8		6,182,720		5,057,465

				52,621,873		84,672,896

		Trading Companies & Distributors (2.65%)
	500,000	Hydrofarm Holdings Group, Inc.^1,4		25,269,555		18,925,000
	175,000	SiteOne Landscape Supply, Inc.^1,5		9,431,317		34,907,250

				34,700,872		53,832,250

	Total Industrials			216,065,056		303,699,078

Information Technology (29.68%)
		Application Software (6.41%)
	1,000,000	Alkami Technology, Inc.¹		30,552,625		24,680,000
	625,663	Clearwater Analytics Holdings, Inc., Cl A¹		14,626,090		16,023,230
	600,000	DoubleVerify Holdings, Inc.¹		18,527,343		20,496,000
	200,000	Everbridge, Inc.¹		22,401,606		30,208,000
	2,500,000	SmartRent, Inc. (formerly, Fifth Wall Acquisition Corp. I)^1,4		31,046,952		32,550,000
	500,000	Viant Technology, Inc., Cl A¹		13,515,462		6,110,000

				130,670,078		130,067,230

		Data Processing & Outsourced Services (0.76%)
	200,000	Shift4 Payments, Inc., Cl A¹		7,218,579		15,504,000

		Electronic Equipment & Instruments (3.81%)
	460,321	Advanced Energy Industries, Inc.		34,345,774		40,393,168
	10,431	Novanta, Inc.^1,2		272,590		1,611,589
	575,000	PAR Technology Corp.¹		21,254,484		35,368,250

				55,872,848		77,373,007

		IT Consulting & Other Services (2.68%)
	400,000	Endava plc, ADR^1,2		10,717,821		54,340,000

		Semiconductor Equipment (3.05%)
	115,000	Brooks Automation, Inc.		12,170,966		11,770,250
	585,800	Ichor Holdings Ltd.^1,2		16,144,595		24,070,522
	255,000	Nova Ltd., (formerly, Nova Measuring Instruments Ltd.)^1,2		8,116,967		26,083,950

				36,432,528		61,924,722

		Semiconductors (2.91%)
	725,000	Allegro MicroSystems, Inc.¹		10,150,000		23,171,000
	2,910,000	indie Semiconductor, Inc., Cl A¹		27,712,225		35,822,100

				37,862,225		58,993,100

		Systems Software (10.06%)
	997,500	Couchbase, Inc.^1,4		29,191,929		31,032,225
	333,775	Dynatrace, Inc.^1,4		6,243,606		23,688,012
	578,460	ForgeRock, Inc., Cl A^1,4		17,534,310		22,519,448
	1,234,531	Ping Identity Holding Corp.¹		25,203,528		30,332,426
	215,000	Qualys, Inc.¹		18,211,240		23,927,350
	815,000	Sailpoint Technologies Holdings, Inc.¹		42,481,737		34,947,200
	621,000	Varonis Systems, Inc.¹		19,427,813		37,787,850

				158,294,163		204,234,511

	Total Information Technology			437,068,242		602,436,570

Shares

Cost

Value

Common Stocks (continued)

Real Estate (3.65%)

Industrial REITs (1.19%)

425,000

Rexford Industrial Realty, Inc.

17,240,450

24,118,750

Office REITs (1.46%)

1,000,000

JBG SMITH Properties

33,666,311

29,610,000

Specialized REITs (1.00%)

700,000

Americold Realty Trust⁴

19,240,492

20,335,000

Total Real Estate

70,147,253

74,063,750

Special Purpose Acquisition Company (1.10%)

1,200,000

Khosla Ventures
Acquisition Co. II, Cl A¹

12,706,516

12,216,000

1,000,000

Live Oak Acquisition
Corp. II, Cl A¹

9,986,703

9,980,000

Total Special Purpose Acquisition Company

22,693,219

22,196,000

Total Common Stocks

1,324,979,796

1,889,922,432

Principal Amount

Short Term Investments (6.68%)

$135,649,363

Repurchase Agreement with Fixed Income Clearing Corp., dated 9/30/2021, 0.00% due 10/1/2021; Proceeds at maturity - $135,649,363; (Fully collateralized by $139,079,500 U.S. Treasury Note, 1.25% due 9/30/2028 Market value - $138,362,406)⁷

135,649,363

Total Investments (99.80%)

1,460,629,159

2,025,571,795

Cash and Other Assets Less Liabilities⁶ (0.20%)

4,027,589

Net Assets

2,029,599,384

Retail Shares (Equivalent to $36.93 per share
based on 7,319,989 shares outstanding)

270,330,428

Institutional Shares (Equivalent to $37.68 per share
based on 45,684,460 shares outstanding)

1,721,197,181

R6 Shares (Equivalent to $37.68 per share
based on 1,010,404 shares outstanding)

38,071,775

%	Represents percentage of net assets.

¹	Non-income producing securities.

²	Foreign corporation.

³	At September 30, 2021, the market value of restricted and fair valued securities amounted to $5,057,465 or 0.25% of net assets. This security is not deemed liquid. See Note 6 regarding Restricted Securities.

⁴	The Adviser has reclassified/classified certain securities in or out of this sub-industry. Such reclassifications/classifications are not supported by S&P or MSCI (unaudited).

⁵	All or a portion of these securities are segregated for an unfunded commitment. Total value of securities segregated is $7,579,860.

⁶	Includes unrealized depreciation of $170,095 on an unfunded commitment with a special purpose acquisition company to purchase a when-issued private investment in a public entity.

⁷	Level 2 security. See Note 7 regarding Fair Value Measurements.

⁸	Level 3 security. See Note 7 regarding Fair Value Measurements.

^ADR	American Depositary Receipt.

All securities are Level 1, unless otherwise noted.


See Notes to Financial Statements.		27


Baron Durable Advantage Fund		September 30, 2021

STATEMENT OF NET ASSETS

SEPTEMBER 30, 2021


Shares			Cost		Value
Common Stocks (97.70%)
Communication Services (12.58%)
		Interactive Media & Services (12.58%)
	172	Alphabet, Inc., Cl A¹	$	488,101	$	459,845
	975	Alphabet, Inc., Cl C¹		1,659,810		2,598,677
	6,248	Facebook, Inc., Cl A¹		1,667,340		2,120,509

	Total Communication Services			3,815,251		5,179,031

Consumer Staples (5.41%)
		Distillers & Vintners (1.97%)
	3,835	Constellation Brands, Inc., Cl A		811,065		807,996

		Hypermarkets & Super Centers (2.29%)
	2,099	Costco Wholesale Corp.		740,504		943,186

		Personal Products (1.15%)
	1,582	The Estée Lauder Companies, Inc., Cl A		394,728		474,489

	Total Consumer Staples			1,946,297		2,225,671

Financials (16.03%)
		Asset Management & Custody Banks (3.35%)
	1,644	BlackRock, Inc.		1,256,580		1,378,757

		Financial Exchanges & Data (10.61%)
	5,074	CME Group, Inc.		958,043		981,210
	3,568	Moody’s Corp.		881,776		1,267,032
	2,100	MSCI, Inc.		884,036		1,277,514
	1,977	S&P Global, Inc.		462,402		840,008

				3,186,257		4,365,764

		Property & Casualty Insurance (2.07%)
	22,364	Arch Capital Group Ltd.^1,2		850,759		853,858

	Total Financials			5,293,596		6,598,379

Health Care (19.95%)
		Health Care Equipment (4.31%)
	5,823	Danaher Corp.		1,151,417		1,772,754

		Life Sciences Tools & Services (11.48%)
	6,441	Agilent Technologies, Inc.		881,659		1,014,651
	4,774	Iqvia Holdings, Inc.¹		882,665		1,143,564
	442	Mettler-Toledo International, Inc.¹		472,779		608,793
	25,382	Stevanato Group SpA^1,2		533,022		642,419
	2,301	Thermo Fisher Scientific, Inc.		926,009		1,314,630

				3,696,134		4,724,057

		Managed Health Care (4.16%)
	4,383	UnitedHealth Group, Incorporated		1,543,857		1,712,613

	Total Health Care			6,391,408		8,209,424

Industrials (5.52%)
		Aerospace & Defense (2.04%)
	7,092	HEICO Corp., Cl A		784,515		839,906

		Research & Consulting Services (3.48%)
	12,275	IHS Markit Ltd.²		1,116,317		1,431,510

	Total Industrials			1,900,832		2,271,416

Information Technology (36.03%)
		Application Software (9.61%)
	2,925	Adobe, Inc.¹		1,278,820		1,683,981
	763	Fair Isaac Corp.¹		312,482		303,620
	2,488	Intuit, Inc.		1,108,372		1,342,301
	8,987	SS&C Technologies Holdings, Inc.		562,339		623,698

				3,262,013		3,953,600


Shares			Cost		Value
Common Stocks (continued)

Information Technology (continued)

		Data Processing & Outsourced Services (7.37%)
	3,978	MasterCard Incorporated, Cl A	$	1,238,614	$	1,383,071
	7,419	Visa, Inc., Cl A		1,639,604		1,652,582

				2,878,218		3,035,653

		Electronic Manufacturing Services (1.98%)
	5,942	TE Connectivity Ltd.²		743,041		815,361

		IT Consulting & Other Services (3.35%)
	4,315	Accenture plc, Cl A²		1,064,673		1,380,455

		Semiconductors (4.81%)
	1,969	Monolithic Power Systems, Inc.		750,581		954,335
	5,330	Texas Instruments, Inc.		896,539		1,024,479

				1,647,120		1,978,814

		Systems Software (8.91%)
	13,007	Microsoft Corporation		2,918,283		3,666,934

	Total Information Technology			12,513,348		14,830,817


Materials (0.70%)
		Specialty Chemicals (0.70%)
	1,388	Ecolab, Inc.		285,843		289,565


Real Estate (1.48%)
		Specialized REITs (1.48%)
	1,697	Alexandria Real Estate Equities, Inc.³		261,495		324,246
	359	Equinix, Inc.		178,765		283,656

	Total Real Estate			440,260		607,902

	Total Common Stocks			32,586,835		40,212,205



Principal Amount
Short Term Investments (8.23%)

	$3,386,820	Repurchase Agreement with Fixed Income Clearing Corp., dated 9/30/2021, 0.00% due 10/1/2021; Proceeds at maturity - $3,386,820; (Fully collateralized by $3,472,500 U.S. Treasury Note, 1.25% due 9/30/2028 Market value - $3,454,596)⁴		3,386,820		3,386,820

	Total Investments (105.93%)		$	35,973,655		43,599,025

	Liabilities Less Cash and Other Assets (-5.93%)					(2,441,111	)

	Net Assets				$	41,157,914

	Retail Shares (Equivalent to $18.47 per share based on 527,742 shares outstanding)				$	9,746,212

	Institutional Shares (Equivalent to $18.63 per share based on 1,456,740 shares outstanding)				$	27,135,571

	R6 Shares (Equivalent to $18.63 per share based on 229,572 shares outstanding)				$	4,276,131

%	Represents percentage of net assets.

¹	Non-income producing securities.

²	Foreign corporation.

³	The Adviser has reclassified/classified certain securities in or out of this sub-industry. Such reclassifications/classifications are not supported by S&P or MSCI (unaudited).

⁴	Level 2 security. See Note 7 regarding Fair Value Measurements.

All securities are Level 1, unless otherwise noted.


28		See Notes to Financial Statements.


September 30, 2021		Baron Funds

STATEMENTS OF ASSETS AND LIABILITIES

SEPTEMBER 30, 2021


	Baron Asset Fund		Baron Growth Fund		Baron Small Cap Fund		Baron Opportunity Fund
Assets:
Investments in securities, at value*
Unaffiliated investments	$	6,171,947,895	$	8,506,972,972	$	5,154,974,288	$	1,617,298,269
“Affiliated” investments		—		693,925,000		160,725,000		—

Total investments, at value		6,171,947,895		9,200,897,972		5,315,699,288		1,617,298,269
Receivable for securities sold		2,117,495		—		2,242,089		2,535,429
Receivable for shares sold		1,844,146		5,758,504		3,045,724		1,431,643
Dividends and interest receivable		609,786		3,835,071		1,084,547		—
Prepaid expenses		20,514		28,920		16,708		6,563

		6,176,539,836		9,210,520,467		5,322,088,356		1,621,271,904

Liabilities:
Payable for securities purchased		7,617,722		—		—		4,397,820
Payable for shares redeemed		1,524,488		6,275,890		2,338,227		495,948
Due to custodian bank		618,000		649,000		2,635,204		1,805,541
Trustee fees payable (Note 4)		75,440		110,400		65,190		19,190
Distribution fees payable (Note 4)		699		313		974		722
Investment advisory fees payable (Note 4)		337		83		257		625
Net unrealized depreciation on unfunded commitments		346,731		746,100		—		299,342
Accrued expenses and other payables		685,210		767,257		591,957		216,633

		10,868,627		8,549,043		5,631,809		7,235,821

Net Assets	$	6,165,671,209	$	9,201,971,424	$	5,316,456,547	$	1,614,036,083

Net Assets consist of:
Paid-in capital	$	1,486,731,296	$	778,469,579	$	1,422,060,856	$	771,071,236
Distributable earnings/(losses)		4,678,939,913		8,423,501,845		3,894,395,691		842,964,847

Net Assets	$	6,165,671,209	$	9,201,971,424	$	5,316,456,547	$	1,614,036,083

Retail Shares:
Net Assets	$	2,871,697,681	$	3,041,361,238	$	1,829,446,479	$	866,473,654
Shares Outstanding ($0.01 par value; indefinite shares authorized)		23,812,800		25,852,465		44,983,254		19,922,040

Net Asset Value and Offering Price Per Share	$	120.59	$	117.64	$	40.67	$	43.49

Institutional Shares:
Net Assets	$	3,108,205,976	$	5,934,832,087	$	3,214,212,037	$	711,422,767
Shares Outstanding ($0.01 par value; indefinite shares authorized)		24,576,421		48,355,821		74,547,365		15,516,269

Net Asset Value and Offering Price Per Share	$	126.47	$	122.73	$	43.12	$	45.85

R6 Shares:
Net Assets	$	185,767,552	$	225,778,099	$	272,798,031	$	36,139,662
Shares Outstanding ($0.01 par value; indefinite shares authorized)		1,469,128		1,839,378		6,329,204		787,311

Net Asset Value and Offering Price Per Share	$	126.45	$	122.75	$	43.10	$	45.90


*Investments in securities, at cost:
Unaffiliated investments	$	1,905,661,422	$	1,277,513,072	$	1,923,010,939	$	903,591,747
“Affiliated” investments		—		121,485,106		83,052,523		—

Total investments, at cost	$	1,905,661,422	$	1,398,998,178	$	2,006,063,462	$	903,591,747


See Notes to Financial Statements.		29


Baron Funds		September 30, 2021

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

SEPTEMBER 30, 2021


	Baron Fifth Avenue Growth Fund		Baron Discovery Fund		Baron Durable Advantage Fund
Assets:
Investments in securities, at value*
Unaffiliated investments	$	837,306,531	$	2,025,571,795	$	43,599,025
“Affiliated” investments		—		—		—

Total investments, at value		837,306,531		2,025,571,795		43,599,025
Receivable for securities sold		—		5,312,323		—
Receivable for shares sold		285,068		5,735,271		326,813
Dividends and interest receivable		—		384,882		5,358
Prepaid expenses		2,940		5,979		76

		837,594,539		2,037,010,250		43,931,272

Liabilities:
Payable for securities purchased		—		5,536,481		2,696,048
Payable for shares redeemed		237,724		1,404,008		—
Due to custodian bank		—		57,066		—
Trustee fees payable (Note 4)		9,700		20,030		426
Distribution fees payable (Note 4)		114		859		902
Investment advisory fees payable (Note 4)		861		996		365
Net unrealized depreciation on unfunded commitments		—		170,095		—
Accrued expenses and other payables		135,820		221,331		75,617

		384,219		7,410,866		2,773,358

Net Assets	$	837,210,320	$	2,029,599,384	$	41,157,914

Net Assets consist of:
Paid-in capital	$	406,009,872	$	1,400,788,110	$	33,404,110
Distributable earnings/(losses)		431,200,448		628,811,274		7,753,804

Net Assets	$	837,210,320	$	2,029,599,384	$	41,157,914

Retail Shares:
Net Assets	$	187,861,080	$	270,330,428	$	9,746,212
Shares Outstanding ($0.01 par value; indefinite shares authorized)		3,395,464		7,319,989		527,742

Net Asset Value and Offering Price Per Share	$	55.33	$	36.93	$	18.47

Institutional Shares:
Net Assets	$	609,786,466	$	1,721,197,181	$	27,135,571
Shares Outstanding ($0.01 par value; indefinite shares authorized)		10,732,044		45,684,460		1,456,740

Net Asset Value and Offering Price Per Share	$	56.82	$	37.68	$	18.63

R6 Shares:
Net Assets	$	39,562,774	$	38,071,775	$	4,276,131
Shares Outstanding ($0.01 par value; indefinite shares authorized)		696,059		1,010,404		229,572

Net Asset Value and Offering Price Per Share	$	56.84	$	37.68	$	18.63


*Investments in securities, at cost:
Unaffiliated investments	$	427,083,252	$	1,460,629,159	$	35,973,655
“Affiliated” investments		—		—		—

Total investments, at cost	$	427,083,252	$	1,460,629,159	$	35,973,655


30		See Notes to Financial Statements.


September 30, 2021		Baron Funds

STATEMENTS OF OPERATIONS

FOR THE YEAR ENDED SEPTEMBER 30, 2021


	Baron Asset Fund			Baron Growth Fund			Baron Small Cap Fund			Baron Opportunity Fund
Investment income:
Income:
Dividends — Unaffiliated investments	$	16,541,431		$	45,634,546		$	43,985,799		$	1,807,851
Dividends — “Affiliated” investments		—			1,350,000			2,165,988			—
Interest		29			—			—			12
Securities lending income, net		—			—			—			—
Foreign taxes withheld on dividends		—			(61,103	)		(83,522	)		—

Total income		16,541,460			46,923,443			46,068,265			1,807,863

Expenses:
Investment advisory fees (Note 4)		59,622,517			87,408,966			51,842,467			14,909,820
Distribution fees — Retail Shares (Note 4)		7,012,901			7,259,067			4,351,478			2,109,557
Shareholder servicing agent fees and expenses — Retail Shares		326,820			252,495			187,265			107,110
Shareholder servicing agent fees and expenses — Institutional Shares		106,265			190,440			102,075			29,354
Shareholder servicing agent fees and expenses — R6 Shares		7,933			9,370			11,664			1,486
Reports to shareholders		882,870			879,200			795,900			188,910
Trustee fees and expenses (Note 4)		278,683			404,170			242,045			74,861
Custodian and fund accounting fees		226,025			285,164			194,589			125,159
Registration and filing fees		144,850			172,580			148,350			163,560
Professional fees		132,940			198,350			81,600			69,845
Line of credit fees		65,132			93,780			56,244			17,117
Insurance expense		63,888			98,773			57,284			12,171
Administration fees		55,739			60,511			54,024			47,883
Miscellaneous expenses		2,125			2,500			2,125			2,158

Total operating expenses		68,928,688			97,315,366			58,127,110			17,858,991
Interest expense on borrowings		863			303,501			—			5,469

Total expenses		68,929,551			97,618,867			58,127,110			17,864,460
Reimbursement of expenses by Adviser — Retail Shares (Note 4)		—			—			—			—
Reimbursement of expenses by Adviser — Institutional Shares (Note 4)		—			—			—			—
Reimbursement of expenses by Adviser — R6 Shares (Note 4)		—			—			—			—

Net expenses		68,929,551			97,618,867			58,127,110			17,864,460

Net investment loss		(52,388,091	)		(50,695,424	)		(12,058,845	)		(16,056,597	)

Realized and unrealized gain (loss) on investments:
Net realized gain (loss) on investments sold — Unaffiliated investments		521,599,222			627,630,041			598,416,987			146,600,460
Net realized gain (loss) on investments sold — “Affiliated” investments		—			37,015,079			21,903,612			—
Net realized gain (loss) on foreign currency transactions		—			372			(25,646	)		(2,468	)
Change in net unrealized appreciation (depreciation) of:
Investments — Unaffiliated investments		811,330,864			1,530,595,259			694,321,044			242,329,550
Investments — “Affiliated” investments		—			450,512,120			(1,701,776	)		—
Unfunded commitments		(346,731	)		(746,100	)		—			(299,342	)
Foreign currency translations		—			—			32			—

Net gain (loss) on investments		1,332,583,355			2,645,006,771			1,312,914,253			388,628,200

Voluntary payment from Adviser¹		—			739,525			—			—

Net increase (decrease) in net assets resulting from operations	$	1,280,195,264		$	2,595,050,872		$	1,300,855,408		$	372,571,603

¹	See Note 4f.


See Notes to Financial Statements.		31


Baron Funds		September 30, 2021

STATEMENTS OF OPERATIONS (Continued)

FOR THE YEAR ENDED SEPTEMBER 30, 2021


	Baron Fifth Avenue Growth Fund			Baron Discovery Fund			Baron Durable Advantage Fund
Investment income:
Income:
Dividends — Unaffiliated investments	$	851,424		$	1,721,507		$	154,011
Dividends — “Affiliated” investments		—			—			—
Interest		—			—			—
Securities lending income, net		75,955			—			—
Foreign taxes withheld on dividends		(19,180	)		—			(109	)

Total income		908,199			1,721,507			153,902

Expenses:
Investment advisory fees (Note 4)		5,287,943			16,234,330			152,910
Distribution fees — Retail Shares (Note 4)		470,915			629,082			14,832
Shareholder servicing agent fees and expenses — Retail Shares		40,923			41,460			14,394
Shareholder servicing agent fees and expenses — Institutional Shares		27,082			62,495			10,636
Shareholder servicing agent fees and expenses — R6 Shares		1,680			1,367			146
Reports to shareholders		64,335			258,580			2,731
Trustee fees and expenses (Note 4)		35,626			70,982			1,129
Custodian and fund accounting fees		46,611			81,487			7,663
Registration and filing fees		110,080			169,900			64,524
Professional fees		44,803			53,070			56,292
Line of credit fees		8,577			19,013			277
Insurance expense		6,573			12,861			171
Administration fees		46,061			48,048			44,374
Miscellaneous expenses		2,126			2,156			2,891

Total operating expenses		6,193,335			17,684,831			372,970
Interest expense on borrowings		—			—			—

Total expenses		6,193,335			17,684,831			372,970
Reimbursement of expenses by Adviser — Retail Shares (Note 4)		(35,737	)		—			(57,118	)
Reimbursement of expenses by Adviser — Institutional Shares (Note 4)		(20,237	)		—			(111,534	)
Reimbursement of expenses by Adviser — R6 Shares (Note 4)		(793	)		—			(24,814	)

Net expenses		6,136,568			17,684,831			179,504

Net investment loss		(5,228,369	)		(15,963,324	)		(25,602	)

Realized and unrealized gain (loss) on investments:
Net realized gain (loss) on investments sold — Unaffiliated investments		25,183,060			91,796,346			249,372
Net realized gain (loss) on investments sold — “Affiliated” investments		—			—			—
Net realized gain (loss) on foreign currency transactions		(3,938	)		11,655			9
Change in net unrealized appreciation (depreciation) of:
Investments — Unaffiliated investments		106,431,535			276,524,882			4,673,988
Investments — “Affiliated” investments		—			—			—
Unfunded commitments		—			(170,095	)		—
Foreign currency translations		—			(33	)		(5	)

Net gain (loss) on investments		131,610,657			368,162,755			4,923,364

Net increase (decrease) in net assets resulting from operations	$	126,382,288		$	352,199,431		$	4,897,762


32		See Notes to Financial Statements.


September 30, 2021		Baron Funds

STATEMENTS OF CHANGES IN NET ASSETS


	Baron Asset Fund						Baron Growth Fund						Baron Small Cap Fund
	For the Year Ended September 30, 2021			For the Year Ended September 30, 2020			For the Year Ended September 30, 2021			For the Year Ended September 30, 2020			For the Year Ended September 30, 2021			For the Year Ended September 30, 2020
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	(52,388,091	)	$	(31,884,054	)	$	(50,695,424	)	$	(19,420,956	)	$	(12,058,845	)	$	(32,421,633	)
Net realized gain (loss)		521,599,222			173,965,572			664,645,492			394,007,115			620,294,953			509,963,898
Change in net unrealized appreciation (depreciation)		810,984,133			841,541,313			1,980,361,279			846,921,993			692,619,300			605,788,312
Voluntary payment from Adviser¹		—			—			739,525			—			—			—

Increase (decrease) in net assets resulting from operations		1,280,195,264			983,622,831			2,595,050,872			1,221,508,152			1,300,855,408			1,083,330,577

Distributions to shareholders from:
Distributable earnings — Retail Shares		(83,393,943	)		(40,552,872	)		(129,694,548	)		(94,740,238	)		(172,031,316	)		(135,343,515	)
Distributable earnings — Institutional Shares		(82,971,616	)		(35,026,357	)		(238,672,050	)		(154,792,579	)		(301,283,099	)		(205,916,210	)
Distributable earnings — R6 Shares		(4,853,119	)		(1,921,115	)		(8,726,380	)		(5,468,144	)		(23,695,921	)		(14,741,046	)

Decrease in net assets from distributions to shareholders		(171,218,678	)		(77,500,344	)		(377,092,978	)		(255,000,961	)		(497,010,336	)		(356,000,771	)

Capital share transactions:
Proceeds from the sale of shares — Retail Shares		117,901,509			139,669,263			143,409,884			175,592,079			205,450,106			87,292,783
Proceeds from the sale of shares — Institutional Shares		521,269,301			564,707,309			748,201,621			729,983,269			736,976,454			460,566,456
Proceeds from the sale of shares — R6 Shares		18,911,470			25,089,988			28,050,223			45,272,784			51,146,197			55,606,956
Net asset value of shares issued in reinvestment of distributions — Retail Shares		80,591,772			39,326,659			126,441,145			92,664,059			167,569,328			132,348,628
Net asset value of shares issued in reinvestment of distributions — Institutional Shares		79,896,649			33,774,344			229,865,089			148,813,744			283,821,699			194,127,046
Net asset value of shares issues in reinvestment of distribution — R6 Shares		4,853,119			1,921,116			8,726,380			5,468,144			23,695,921			14,741,046
Cost of shares redeemed — Retail Shares		(345,577,646	)		(361,027,993	)		(495,912,634	)		(559,417,252	)		(312,878,639	)		(394,679,950	)
Cost of shares redeemed — Institutional Shares		(554,212,105	)		(514,445,516	)		(1,085,044,504	)		(1,046,419,927	)		(1,036,493,218	)		(656,020,912	)
Cost of shares redeemed — R6 Shares		(18,242,712	)		(14,512,092	)		(31,188,227	)		(36,505,282	)		(61,101,320	)		(48,024,639	)

Increase (decrease) in net assets derived from capital share transactions		(94,608,643	)		(85,496,922	)		(327,451,023	)		(444,548,382	)		58,186,528			(154,042,586	)

Net increase (decrease) in net assets		1,014,367,943			820,625,565			1,890,506,871			521,958,809			862,031,600			573,287,220

Net Assets:
Beginning of year		5,151,303,266			4,330,677,701			7,311,464,553			6,789,505,744			4,454,424,947			3,881,137,727

End of year	$	6,165,671,209		$	5,151,303,266		$	9,201,971,424		$	7,311,464,553		$	5,316,456,547		$	4,454,424,947

Capital share transactions — Retail Shares
Shares sold		1,048,197			1,642,554			1,329,997			2,212,166			5,246,358			3,030,099
Shares issued in reinvestment of distributions		772,248			458,513			1,288,172			1,128,681			4,833,266			4,538,705
Shares redeemed		(3,083,230	)		(4,273,435	)		(4,734,275	)		(7,125,863	)		(8,200,073	)		(13,787,523	)

Net increase (decrease)		(1,262,785	)		(2,172,368	)		(2,116,106	)		(3,785,016	)		1,879,551			(6,218,719	)

Capital share transactions — Institutional Shares
Shares sold		4,448,129			6,359,953			6,802,398			9,162,426			17,916,951			15,418,261
Shares issued in reinvestment of distributions		731,587			377,789			2,249,676			1,748,898			7,737,778			6,346,095
Shares redeemed		(4,674,173	)		(5,776,850	)		(9,642,068	)		(12,778,153	)		(25,023,899	)		(21,608,710	)

Net increase (decrease)		505,543			960,892			(589,994	)		(1,866,829	)		630,830			155,646

Capital share transactions — R6 Shares
Shares sold		163,468			283,023			250,257			550,626			1,255,551			1,807,365
Shares issued in reinvestment of distributions		44,447			21,494			85,387			64,255			646,194			482,049
Shares redeemed		(153,961	)		(161,503	)		(278,643	)		(443,847	)		(1,502,914	)		(1,628,737	)

Net increase (decrease)		53,954			143,014			57,001			171,034			398,831			660,677

¹	See Note 4f.


See Notes to Financial Statements.		33


Baron Funds		September 30, 2021

STATEMENTS OF CHANGES IN NET ASSETS (Continued)


	Baron Opportunity Fund						Baron Fifth Avenue Growth Fund
	For the Year Ended September 30, 2021			For the Year Ended September 30, 2020			For the Year Ended September 30, 2021			For the Year Ended September 30, 2020
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	(16,056,597	)	$	(6,575,772	)	$	(5,228,369	)	$	(2,018,503	)
Net realized gain (loss)		146,597,992			101,370,176			25,179,122			2,634,924
Change in net unrealized appreciation (depreciation)		242,030,208			289,129,611			106,431,535			155,505,076

Increase (decrease) in net assets resulting from operations		372,571,603			383,924,015			126,382,288			156,121,497

Distributions to shareholders from:
Distributable earnings — Retail Shares		(52,365,778	)		(21,327,179	)		(689,834	)		(3,490,662	)
Distributable earnings — Institutional Shares		(32,020,901	)		(7,094,221	)		(1,548,437	)		(5,396,461	)
Distributable earnings — R6 Shares		(1,947,521	)		(1,079,435	)		(124,992	)		(703,371	)

Decrease in net assets from distributions to shareholders		(86,334,200	)		(29,500,835	)		(2,363,263	)		(9,590,494	)

Capital share transactions:
Proceeds from the sale of shares — Retail Shares		281,790,567			260,053,140			40,552,091			43,462,691
Proceeds from the sale of shares — Institutional Shares		436,910,712			280,583,112			279,779,017			131,761,478
Proceeds from the sale of shares — R6 Shares		2,145,302			354,601			434,811			79,881
Net asset value of shares issued in reinvestment of distributions — Retail Shares		50,408,936			20,703,884			664,220			3,365,849
Net asset value of shares issued in reinvestment of distributions — Institutional Shares		31,726,872			6,811,664			1,456,269			5,225,784
Net asset value of shares issues in reinvestment of distribution — R6 Shares		1,942,787			1,079,435			124,992			703,371
Cost of shares redeemed — Retail Shares		(278,264,972	)		(160,438,528	)		(61,114,480	)		(36,475,724	)
Cost of shares redeemed — Institutional Shares		(278,557,907	)		(94,846,299	)		(108,821,753	)		(41,814,866	)
Cost of shares redeemed — R6 Shares		(434,249	)		(107,949	)		(382,769	)		(694,165	)

Increase (decrease) in net assets derived from capital share transactions		247,668,048			314,193,060			152,692,398			105,614,299

Net increase (decrease) in net assets		533,905,451			668,616,240			276,711,423			252,145,302

Net Assets:
Beginning of year		1,080,130,632			411,514,392			560,498,897			308,353,595

End of year	$	1,614,036,083		$	1,080,130,632		$	837,210,320		$	560,498,897

Capital share transactions — Retail Shares
Shares sold		6,929,242			9,635,838			791,323			1,112,952
Shares issued in reinvestment of distributions		1,418,771			922,633			14,013			101,381
Shares redeemed		(6,795,284	)		(6,246,974	)		(1,204,230	)		(1,017,802	)

Net increase (decrease)		1,552,729			4,311,497			(398,894	)		196,531

Capital share transactions — Institutional Shares
Shares sold		9,947,143			9,983,852			5,405,985			3,119,515
Shares issued in reinvestment of distributions		848,766			290,352			29,983			152,282
Shares redeemed		(6,411,277	)		(3,355,186	)		(2,044,977	)		(1,124,759	)

Net increase (decrease)		4,384,632			6,919,018			3,390,991			2,147,038

Capital share transactions — R6 Shares
Shares sold		46,717			12,697			7,771			2,041
Shares issued in reinvestment of distributions		51,918			45,953			2,572			20,514
Shares redeemed		(9,648	)		(4,380	)		(7,020	)		(16,337	)

Net increase (decrease)		88,987			54,270			3,323			6,218


34		See Notes to Financial Statements.


September 30, 2021		Baron Funds

STATEMENTS OF CHANGES IN NET ASSETS (Continued)


	Baron Discovery Fund						Baron Durable Advantage Fund
	For the Year Ended September 30, 2021			For the Year Ended September 30, 2020			For the Year Ended September 30, 2021			For the Year Ended September 30, 2020
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	(15,963,324	)	$	(5,660,071	)	$	(25,602	)	$	14,722
Net realized gain (loss)		91,808,001			38,501,502			249,381			38,112
Change in net unrealized appreciation (depreciation)		276,354,754			231,660,000			4,673,983			2,203,020

Increase (decrease) in net assets resulting from operations		352,199,431			264,501,431			4,897,762			2,255,854

Distributions to shareholders from:
Distributable earnings — Retail Shares		(6,337,567	)		(171,734	)		(4,063	)		(5,349	)
Distributable earnings — Institutional Shares		(29,923,673	)		(593,926	)		(7,750	)		(8,806	)
Distributable earnings — R6 Shares		(741,937	)		(10,037	)		(1,663	)		(3,041	)

Decrease in net assets from distributions to shareholders		(37,003,177	)		(775,697	)		(13,476	)		(17,196	)

Capital share transactions:
Proceeds from the sale of shares — Retail Shares		139,737,935			48,067,529			9,806,360			4,199,326
Proceeds from the sale of shares — Institutional Shares		920,664,644			286,987,230			18,222,606			4,452,049
Proceeds from the sale of shares — R6 Shares		24,318,756			6,223,324			1,038,549			1,713,710
Net asset value of shares issued in reinvestment of distributions — Retail Shares		6,287,081			170,515			4,026			5,215
Net asset value of shares issued in reinvestment of distributions — Institutional Shares		28,249,535			560,845			7,750			8,806
Net asset value of shares issues in reinvestment of distribution — R6 Shares		741,937			10,037			1,663			3,041
Cost of shares redeemed — Retail Shares		(94,280,977	)		(54,092,453	)		(5,279,107	)		(2,753,121	)
Cost of shares redeemed — Institutional Shares		(242,852,333	)		(149,219,982	)		(2,007,425	)		(2,381,959	)
Cost of shares redeemed — R6 Shares		(8,132,869	)		(1,671,275	)		(16,324	)		(55,567	)

Increase (decrease) in net assets derived from capital share transactions		774,733,709			137,035,770			21,778,098			5,191,500

Net increase (decrease) in net assets		1,089,929,963			400,761,504			26,662,384			7,430,158

Net Assets:
Beginning of year		939,669,421			538,907,917			14,495,530			7,065,372

End of year	$	2,029,599,384		$	939,669,421		$	41,157,914		$	14,495,530

Capital share transactions — Retail Shares
Shares sold		3,870,281			2,148,215			564,903			326,160
Shares issued in reinvestment of distributions		203,927			8,077			212			372
Shares redeemed		(2,619,489	)		(2,615,815	)		(311,407	)		(215,823	)

Net increase (decrease)		1,454,719			(459,523	)		253,708			110,709

Capital share transactions — Institutional Shares
Shares sold		24,844,227			12,803,664			1,011,124			338,023
Shares issued in reinvestment of distributions		900,240			26,183			405			624
Shares redeemed		(6,561,498	)		(7,127,814	)		(108,630	)		(177,007	)

Net increase (decrease)		19,182,969			5,702,033			902,899			161,640

Capital share transactions — R6 Shares
Shares sold		678,416			262,178			60,974			130,606
Shares issued in reinvestment of distributions		23,636			469			87			216
Shares redeemed		(223,403	)		(74,529	)		(970	)		(4,279	)

Net increase (decrease)		478,649			188,118			60,091			126,543


See Notes to Financial Statements.		35


Baron Funds		September 30, 2021

NOTES TO FINANCIAL STATEMENTS

1. ORGANIZATION

Baron Investment Funds Trust (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company established as a Massachusetts business trust on February 19, 1987, and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 Financial Services – Investment Companies. The Trust currently offers seven series (individually, a “Fund” and collectively, the “Funds”): Baron Asset Fund, Baron Growth Fund, Baron Small Cap Fund, Baron Opportunity Fund, Baron Fifth Avenue Growth Fund, Baron Discovery Fund, and Baron Durable Advantage Fund.

Each Fund offers Retail Shares, Institutional Shares, and R6 Shares. Each class of shares differs only in its ongoing fees, expenses and eligibility requirements. Retail Shares are offered to all investors. Institutional Shares are for investments in the amount of $1 million or more per Fund. Institutional Shares are intended for certain financial intermediaries that offer shares of Baron Funds through fee-based platforms, retirement platforms, or other platforms. R6 Shares are for investments in the amount of $5 million or more per Fund. R6 Shares are available only to qualified 401(a) plans (including 401(k) plans, Keogh plans, profit sharing plans, money purchase pension plans, target benefit plans, defined benefit pension plans, and Taft-Hartley multi-employer pension plans), endowment funds and foundations, any state, county or city, or its instrumentality, department, authority, or agency, 457 plans, including 457(a) governmental entity plans and tax-exempt plans, accounts registered to insurance companies, trust companies and bank trust departments, investment companies, both affiliated and not affiliated with BAMCO, Inc. (the “Adviser”), and any entity that is considered a corporation for tax purposes, including corporate non-qualified deferred compensation plans of such corporations. Each class of shares has equal rights to earnings and assets, except that each class bears different expenses for distribution and shareholder servicing. Each Fund’s investment income, realized and unrealized gains or losses on investments and foreign currency, and expenses other than those attributable to a specific class are allocated to each class based on its relative net assets. Each class of shares has exclusive voting rights with respect to matters that affect just that class. The investment goals of the Funds are as follows:

Baron Asset Fund seeks capital appreciation through long-term investments primarily in securities of medium-sized companies with undervalued assets or favorable growth prospects.

Baron Growth Fund seeks capital appreciation through long-term investments primarily in securities of small-sized growth companies.

Baron Small Cap Fund seeks capital appreciation through investments primarily in securities of small-sized growth companies.

Baron Opportunity Fund seeks capital appreciation through investments primarily in growth companies that benefit from technology advances.

Baron Fifth Avenue Growth Fund seeks capital appreciation through investments primarily in securities of large-sized growth companies.

Baron Discovery Fund seeks capital appreciation through investments primarily in securities of small-sized growth companies.

Baron Durable Advantage Fund seeks capital appreciation through long-term investments primarily in securities of large-sized companies.

2. SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies followed by the Funds. The policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the amounts of income and expenses during the period. Actual results could differ from those estimates. Events occurring subsequent to the date of the Statements of Assets and Liabilities and through the date of issuance of the financial statements have been evaluated for adjustment to or disclosure in the financial statements.

a) Security Valuation. The Funds’ share prices or net asset values (“NAV”) are calculated as of the scheduled close of the regular trading session (usually 4 p.m. E.T. or such other time as of which the Funds’ NAVs are calculated (the “NAV Calculation Time”)) on the New York Stock Exchange (the “Exchange”) on any day the Exchange is scheduled to be open. Portfolio securities traded on any national stock exchange are valued based on the last sale price on the exchange where such shares are principally traded. For securities traded on NASDAQ, the Funds use the NASDAQ Official Closing Price. If there are no sales on a given day, the value of the security may be the average of the most recent bid and asked quotations on such exchange or the last sale price from a prior day. Where market quotations are not readily available, or, if in the Adviser’s judgment, they do not accurately reflect the fair value of a security, or an event occurs after the market close but before the Funds are priced that materially affects the value of a security, the security will be valued by the Adviser using policies and procedures approved by the Board of Trustees (the “Board”). Some of the more common reasons that may necessitate that a security be valued using “fair value” pricing may include, but are not limited to: trading of the security has been halted or suspended; or the security has not been traded for an extended period of time. The Adviser has a Fair Valuation Committee (the “Committee”) comprised of senior management representatives and the Committee reports to the Board every quarter. Factors the Committee may consider when valuing a security include whether a current price is stale, there is recent news, the security is thinly traded, transactions are infrequent or quotations are genuine. There can be no guarantee, however, that a fair valuation used by the Funds on any given day will more accurately reflect the market value of an investment than the closing price of such investment in its market.

U.S. Government obligations, money market instruments, and other debt instruments held by the Funds with a remaining maturity of 60 days or less are generally valued at amortized cost, which approximates fair value. Debt instruments having a greater remaining maturity will be valued on the basis of prices obtained from a pricing service approved by the Board or at the mean of the bid and ask prices from the dealer maintaining an active market in that security. The value of the Funds’ investments in convertible bonds/convertible preferred stocks is determined primarily by obtaining valuations from independent pricing services based on readily available bid quotations or, if quotations are not available, by methods which include various considerations such as yields or prices of securities of comparable quality, coupon, maturity and type; indications as to values from dealers; and general market conditions. Other inputs used by an independent pricing service to value convertible bonds/convertible preferred stocks generally include underlying stock data, conversion premiums, listed bond and preferred stock prices and other market information which may include benchmark curves, trade execution data, sensitivity analysis, when available, or an estimated value calculated based on the price of the underlying common share on the valuation date adjusted for accrued and unpaid dividends. Open-end investment companies, including securities lending collateral invested in registered investment company money market funds, are valued at their NAV each day.


September 30, 2021		Baron Funds

NOTES TO FINANCIAL STATEMENTS (Continued)

2. SIGNIFICANT ACCOUNTING POLICIES (Continued)

Non-U.S. equity securities traded on foreign securities exchanges are generally valued using an independent pricing vendor that provides daily fair value adjustment factors based on information such as local closing price, relevant general and sector indexes, currency fluctuations, and depositary receipts, as applicable. Securities valued using such adjustment factors are classified as Level 2 in the fair value hierarchy. The models of the independent pricing vendor generate an adjustment factor for each security, which is applied to the local closing price to adjust it for post-closing market movements up to the time the Funds are valued and translated into U.S. dollars. If the vendor does not provide an adjustment factor for a security, the security is valued based on its most recent local closing price and translated into U. S. dollars. The Adviser may also fair value securities in other situations, for example, when a particular foreign market is closed but the Funds are open. Other mutual funds may adjust the prices of their securities by different amounts.

b) Securities Transactions, Investment Income and Expense Allocation. Securities transactions are recorded on a trade date basis. Realized gain and loss from securities transactions are recorded on an identified cost basis for financial reporting and federal income tax purposes. Dividend income is recognized on the ex-dividend date and interest income is recognized on an accrual basis, which includes the accretion of discounts and amortization of premiums. Non-cash dividends received in the form of stock, if any, are recognized on the ex-dividend date and recorded as non-cash dividend income at fair value. Certain dividends from foreign securities will be recorded as soon as the Funds are informed of the dividend if such information is obtained subsequent to the ex-dividend date. Distributions received from certain investments held by the Funds may be comprised of dividends, realized gains and returns of capital. The Funds originally estimate the expected classification of such payments. The amounts may subsequently be reclassified upon receipt of information from the issuer. The Funds are charged for those expenses of the Trust that are directly attributable to each Fund, such as advisory and custodian fees. Expenses that are not directly attributable to a Fund are typically allocated among the Funds in proportion to their respective net assets.

c) Foreign Currency Translations. Values of assets and liabilities denominated in foreign currencies are translated into U.S. dollars using the price of such currencies at the NAV Calculation Time. Purchases and sales of investments and dividend income are converted at the prevailing rate of exchange on the respective dates of such transactions. Net realized gain (loss) on foreign currency transactions includes gain (loss) arising from the fluctuation in the exchange rates between trade and settlement dates on security transactions and currency gain (loss) between the accrual and payment dates on dividends and foreign withholding taxes. The Funds do not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments and foreign currency transactions on the Statements of Operations. The Funds may invest in foreign securities and foreign currency transactions that may involve risks not associated with domestic investments as a result of the level of governmental supervision and regulation of foreign securities markets and the possibility of political or economic instability, among others.

Pursuant to U.S. federal income tax regulations, gains and losses from certain foreign currency transactions and the foreign currency portion of gains and losses realized on sales and maturities of foreign denominated debt securities are generally treated as ordinary income for U.S. federal income tax purposes.

d) Securities Lending. The Funds may lend securities to certain brokers under the terms of a master netting agreement. Upon such loans, the Funds receive collateral which is maintained by the custodian. The Funds may pay fees to the custodian for administering the securities lending program. The Funds earn interest on such collateral and earn income in the form of negotiated lenders’ fees, both of which are included in securities lending income in the Statements of Operations. Securities loaned are required to be secured at all times by collateral equal to at least 102% of the market value of the securities loaned. Risks may arise upon entering into securities lending to the extent that the value of the collateral is less than the value of the securities loaned due to the changes in the value of collateral or the loaned securities. The collateral is marked-to-market daily and settled on the next business day. The Funds may receive collateral in the form of cash or other eligible securities, such as a letter of credit issued by a U.S. bank or securities issued or guaranteed by the U.S. government. Securities purchased with cash collateral are subject to the risks inherent in investing in these securities.

Baron Fifth Avenue Growth Fund participated in securities lending activities during the year ended September 30, 2021. There were no securities on loan at September 30, 2021.

e) Repurchase Agreements. The Funds may invest in repurchase agreements, which are short term investments whereby the Funds acquire ownership of a debt security and the seller agrees to repurchase the security at a future date at a specified price. When entering into repurchase agreements, it is the Funds’ policy that their custodian take possession of the underlying collateral securities, the market value of which, at all times, equals at least 102% of the principal amount of the repurchase transaction. To the extent that any repurchase transaction exceeds one business day, the value of the collateral is marked-to-market to ensure the adequacy of the collateral. If the seller defaults and the market value of the collateral declines or if bankruptcy proceedings are commenced with respect to the seller of the security, realization of the collateral by the Funds may be delayed or limited. The information required to be disclosed by FASB Accounting Standards Update No. 2011-11 for the Funds’ investments in repurchase agreements at September 30, 2021, including the fair value of the repurchase agreement and the amount of collateral, can be found in each respective Fund’s Statement of Net Assets.

f) Master Limited Partnerships. The Funds may invest in master limited partnerships (“MLPs”). MLPs are limited partnerships or limited liability companies, whose partnership units or limited liability interests are listed and traded on a U.S. securities exchange, and are treated as publicly traded partnerships for federal income tax purposes. To qualify to be treated as a partnership for tax purposes, an MLP must receive at least 90% of its income from qualifying sources as set forth in Section 7704(d) of the Internal Revenue Code of 1986, as amended. These qualifying sources include interest, dividend, real property rent, gain from sale or other disposition of real property and income from activities such as the exploration, development, mining, production, processing, refining, transportation, storage and marketing of mineral or natural resources.


Baron Funds		September 30, 2021

NOTES TO FINANCIAL STATEMENTS (Continued)

2. SIGNIFICANT ACCOUNTING POLICIES (Continued)

g) Special Purpose Acquisition Company. The Funds may acquire an interest in a special purpose acquisition company (“SPAC”) in an initial public offering (“IPO”), via a private placement or a secondary market transaction. A SPAC is typically a publicly traded company that raises investment capital via an IPO for the purpose of acquiring the equity securities of one or more existing companies via merger, combination, acquisition or other similar transactions. To the extent the SPAC is invested in cash or similar securities, this may negatively affect a Fund’s performance if the Fund is invested in the SPAC during such period. There is no guarantee that the SPACs will complete an acquisition or that any acquisitions that are completed will be profitable. Some SPACs may pursue acquisitions only within certain industries or regions, which may increase the volatility of their prices. These transactions will require the approval of the respective shareholders and are subject to other customary closing conditions, including the receipt of certain regulatory approvals. If these conditions are not met, the SPAC’s acquisition may not close and, to the extent a Fund had committed to participate in a private placement (i.e., PIPE transaction, defined below) the Fund will no longer be obligated to fulfill its commitment.

h) Private Investment in Public Equity. The Funds may acquire equity securities of an issuer that are issued through a private investment in public equity (“PIPE”) transaction, including through commitments to purchase securities on a when-issued basis. A Fund will generally earmark an amount of cash or high quality securities equal to the amount of its commitment to purchase the when-issued securities. PIPE transactions typically involve the purchase of securities directly from a publicly traded company in a private placement transaction, including securities issued by a SPAC, typically at a discount to the market price of the company’s securities. There is a risk that if the market price of the securities drops below a set threshold, the company may have to issue additional stock at a significantly reduced price, which may dilute the value of a Fund’s investment. Shares in PIPEs generally are not registered with the SEC until after a certain time period from the date the private sale is completed. This restriction can last an uncertain amount of time and may be many months. Until the public registration process is completed, securities acquired via a PIPE are restricted as to resale and a Fund cannot freely trade the securities. Generally, such restrictions cause these securities to be illiquid during this time. PIPEs may contain provisions that the issuer will pay specified financial penalties to the holder if the issuer does not publicly register the restricted equity securities within a specified period of time, but there is no assurance that the restricted equity securities will be publicly registered, or that the registration will remain in effect.

Publicly traded securities acquired via a PIPE transaction are typically valued at a discount to the market price of an issuer’s common stock and classified as Level 2 in the fair value hierarchy. Discounts are applied due to certain trading restrictions imposed or a lack of marketability preceding the conversion to publicly traded securities. The primary inputs used in determining the discount are the length of the lock-up time period and volatility of the underlying security.

As of September 30, 2021, certain Funds had commitments to purchase when-issued securities through PIPE transactions with SPACs. The commitments are contingent upon the SPACs acquiring the securities of the target companies. The Statements of Assets and Liabilities separately present unrealized appreciation (depreciation) on unfunded commitments, the Statements of Operations present the change in unrealized appreciation (depreciation) on unfunded commitments, and each Fund’s Statement of Net Assets contains a related footnote.

i) Federal and Foreign Income Taxes. The Trust treats each Fund as a separate entity for federal income tax purposes. Each Fund intends to meet the requirements of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies, and to distribute to its shareholders substantially all of its net investment income and any net realized capital gains at least annually. None of the Funds will be subject to federal or state income taxes to the extent that they qualify as regulated investment companies and substantially all of their income is distributed.

The Funds may be subject to foreign taxes on income and gains on investments that are accrued based upon the Funds’ understanding of the tax rules and regulations that exist in the countries in which the Funds invest. Foreign governments may also impose taxes or other payments on investments with respect to foreign securities. Such taxes are accrued as applicable.

j) Restricted Securities. The Funds may invest in securities that are restricted as to public sale in accordance with the Securities Act of 1933. Such assets are valued by the Adviser pursuant to policies and procedures approved by the Board.

k) Distributions to Shareholders. Income and capital gain distributions to shareholders are determined in accordance with income tax regulations which may differ from GAAP. These differences are primarily due to differing treatments for net investment loss, foreign currency gains and losses, non-deductible interest expense, reclassification of distributions, partnership basis adjustments, income from passive foreign investment companies, late-year loss deferral, post-October loss deferral, and wash sale loss deferral.

l) Commitments and Contingencies. In the normal course of business, the Funds may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnification. The maximum exposure to the Funds under these agreements is unknown, as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.

m) Cash and Cash Equivalents. The Funds consider all short term liquid investments with a maturity of three months or less when purchased to be cash equivalents.

3. PURCHASES AND SALES OF SECURITIES

Purchases and sales of securities, other than short term securities, for the year ended September 30, 2021 were as follows:



Fund	Purchases		Sales
Baron Asset Fund	$	559,103,412	$	905,725,571
Baron Growth Fund		118,363,081		853,234,191
Baron Small Cap Fund		793,431,493		1,144,379,200
Baron Opportunity Fund		749,966,345		560,346,364
Baron Fifth Avenue Growth Fund		309,385,227		114,774,503
Baron Discovery Fund		1,206,158,243		541,948,332
Baron Durable Advantage Fund		24,297,496		2,410,113


September 30, 2021		Baron Funds

NOTES TO FINANCIAL STATEMENTS (Continued)

4. INVESTMENT ADVISORY FEES AND OTHER TRANSACTIONS WITH AFFILIATES

a) Investment Advisory Fees. The Adviser, a wholly owned subsidiary of Baron Capital Group, Inc. (“BCG”), serves as investment adviser to the Funds. As compensation for services rendered, the Adviser receives a fee payable monthly from Baron Asset Fund, Baron Growth Fund, Baron Small Cap Fund, Baron Opportunity Fund, and Baron Discovery Fund equal to 1% per annum of the average daily net assets of the respective Funds. The Adviser receives a fee payable monthly equal to 0.70% per annum of Baron Fifth Avenue Growth Fund’s average daily net assets and 0.65% per annum of Baron Durable Advantage Fund’s average daily net assets.

For Baron Opportunity Fund, Baron Fifth Avenue Growth Fund, Baron Discovery Fund, and Baron Durable Advantage Fund, the Adviser has contractually agreed to reduce its fee or reimburse Fund expenses, to the extent required to limit the net annual operating expense ratio (excluding portfolio transaction costs, interest, dividend and extraordinary expenses), as follows:



	Annual Operating Expense Ratio Cap

Fund	Retail Shares			Institutional Shares			R6 Shares
Baron Opportunity Fund		1.50	%		1.25	%		1.24	%
Baron Fifth Avenue Growth Fund		1.00	%		0.75	%		0.75	%
Baron Discovery Fund		1.35	%		1.10	%		1.09	%
Baron Durable Advantage Fund		0.95	%		0.70	%		0.70	%

b) Distribution Fees. Baron Capital, Inc. (“BCI”), a wholly owned subsidiary of BCG, is a registered limited purpose broker-dealer and the distributor of the Funds’ shares. The Funds are authorized to pay BCI a distribution fee payable monthly pursuant to a distribution plan under Rule 12b-1 of the 1940 Act equal to 0.25% per annum of the Retail Shares’ average daily net assets of the respective Funds.

c) Trustee Fees. Certain Trustees of the Trust are interested persons (as defined by the 1940 Act) of the Trust. None of these Trustees received compensation for his or her services as a Trustee of the Trust. None of the Funds’ officers received compensation from the Funds for their services as an officer.

d) Fund Accounting and Administration Fees. The Funds have entered into an agreement with State Street Bank and Trust Company (“State Street”) to perform accounting and certain administrative services. State Street is compensated for fund accounting services based on a percentage of the Funds’ net assets, plus fixed annual fees for the administrative services.

e) Cross Trades. The Funds are permitted to purchase securities from, or sell securities to, other Funds within the Trust, the funds in Baron Select Funds, and other entities advised or subadvised by the Adviser, pursuant to “Cross-Trading Procedures” adopted by the Board. These procedures have been designed to ensure that any cross-trade of securities by the respective Baron Fund from or to another fund/other entity that is or could be considered an affiliate of a Fund under certain limited circumstances by virtue of having a common investment adviser, common officers, or common trustees complies with Rule 17a-7 under the 1940 Act. Further, as defined under these procedures, each cross-trade is effected at the current market price and with no commissions. Pursuant to these procedures, for the year ended September 30, 2021, the Funds engaged in the following cross-trades:



	Purchases		Sales		Net Realized Gains (Losses)
Baron Small Cap Fund	$	1,093,572	$	655,481	$	2,327
Baron Opportunity Fund		—		7,144,405		1,971,002

f) Voluntary Payment. The Adviser made a voluntary payment to Baron Growth Fund in the amount of $739,525 to compensate the Fund for a loss incurred due

to a pricing error. The impact of this payment increased the Fund’s total return by 0.01%.

5. LINE OF CREDIT

The Funds, together with other funds in Baron Select Funds (except Baron Partners Fund), participate in a committed line of credit agreement with State Street to be used for temporary purposes, primarily for financing redemptions. Each fund may borrow up to the lesser of $200 million or the maximum amount each fund may borrow under the 1940 Act, the limitations included in each fund’s prospectus, or any limit or restriction under any law or regulation to which each fund is subject or any agreement to which each fund is a party; provided that the aggregate outstanding principal amount of all loans to any of the funds may not exceed $200 million. Interest is charged to each fund, based on its borrowings, at a rate per annum equal to the higher of the Overnight Bank Funding Rate plus 0.10% or the Overnight Federal Funds Rate plus 0.10%; plus a margin of 1.00%. An upfront fee of 0.05% is incurred on the commitment amount and a commitment fee of 0.20% per annum is incurred on the unused portion of the line of credit. Both fees are allocated to the participating funds based on their relative net assets. During the year ended September 30, 2021, Baron Asset Fund, Baron Growth Fund and Baron Opportunity Fund had borrowings under the line of credit and incurred interest expense of $863, $303,501 and $5,469, respectively. For the 10 days during which there were borrowings, Baron Asset Fund had an average daily balance on the line of credit of $2.6 million at a weighted average interest rate of 1.20%. For the 241 days during which there were borrowings, Baron Growth Fund had an average daily balance on the line of credit of $38.5 million at a weighted average interest rate of 1.19%. For the 22 days during which there were borrowings, Baron Opportunity Fund had an average daily balance on the line of credit of $7.6 million at a weighted average interest rate of 1.20%.


Baron Funds		September 30, 2021

NOTES TO FINANCIAL STATEMENTS (Continued)

6. RESTRICTED SECURITIES

At September 30, 2021, investments in securities included securities that are restricted and/or illiquid. Restricted securities are often purchased in private placement transactions, are not registered under the Securities Act of 1933, may have contractual restrictions on resale and are valued pursuant to the policies and procedures for fair value pricing approved by the Board. An illiquid investment is any investment that the Funds reasonably expect cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment, as determined pursuant to the provisions of the Liquidity Rule governing classification of portfolio securities. The Funds may receive more or less than this valuation in an actual sale and that difference could be material. At September 30, 2021, the Funds held investments in restricted and/or illiquid securities that were valued pursuant to policies and procedures for fair value pricing as follows:



	Baron Asset Fund

Name of Issuer	Acquisition Date(s)		Value
Private Preferred Stocks
Space Exploration Technologies Corp.		8/4/2020	$	39,979,078

(Cost $26,000,460)(0.65% of Net Assets)

	Baron Growth Fund

Name of Issuer	Acquisition Date(s)		Value
Common Stocks
Velo3D, Inc.		4/30/2021	$	27,018,900
Zymergen, Inc.		7/29/2020		4,979,259

Private Convertible Preferred Stocks
Farmers Business Network, Inc.		7/31/2020-9/15/2021		24,842,016
Northvolt AB		9/21/2020		16,346,194


Total Restricted Securities			$	73,186,369

(Cost $68,055,430)^†(0.80% of Net Assets)

	Baron Small Cap Fund

Name of Issuer	Acquisition Date(s)		Value
Common Stocks
E2open Parent Holdings, Inc.		5/27/2021	$	20,547,165

(Cost $19,999,995)(0.39% of Net Assets)

	Baron Opportunity Fund

Name of Issuer	Acquisition Date(s)		Value
Private Common Stocks
Space Exploration Technologies Corp.		3/25/21	$	4,942,480

Private Convertible Preferred Stocks
Farmers Business Network, Inc.		7/31/2020		12,869,756
Rivian Automotive, Inc.		7/10/2020-1/19/2021		21,865,920

Private Preferred Stocks
GM Cruise Holdings		1/19/2021		6,479,022
Space Exploration Technologies Corp.		8/4/2020		7,688,348


Total Restricted Securities			$	53,845,526

(Cost $36,284,414)^† (3.34% of Net Assets)

^†	See Statements of Net Assets for cost of individual securities.


September 30, 2021		Baron Funds

NOTES TO FINANCIAL STATEMENTS (Continued)

6. RESTRICTED SECURITIES (Continued)



	Baron Fifth Avenue Growth Fund

Name of Issuer	Acquisition Date(s)		Value
Private Common Stocks
Space Exploration Technologies Corp.		3/25/2021-4/8/2021	$	1,482,536

Private Convertible Preferred Stocks
Rivian Automotive, Inc.		1/19/2021		2,960,104

Private Preferred Stocks
GM Cruise Holdings LLC		1/19/2021		3,234,900


Total Restricted Securities			$	7,677,540

(Cost $8,011,918)^†(0.92% of Net Assets)

	Baron Discovery Fund

Name of Issuer	Acquisition Date(s)		Value
Common Stocks
Velo3D, Inc.		4/30/2021	$	5,057,465

(Cost $6,182,720) (0.25% of Net Assets)

^†	See Statements of Net Assets for cost of individual securities.

7. FAIR VALUE MEASUREMENTS

Fair value is defined by GAAP as the price that the Funds would receive upon selling an investment in a timely transaction to an independent buyer in the principal or most advantageous market for the investment. GAAP provides a three-tier hierarchy to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability. Inputs may be observable or unobservable. Observable inputs are based on market data obtained from sources independent of the Funds. Unobservable inputs are inputs that reflect the Funds’ own assumptions based on the best information available in the circumstances. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below.

•

Level 1 — quoted prices in active markets for identical assets or liabilities;

•

Level 2 — prices determined using other inputs that are observable either directly or indirectly through corroboration with observable market data (which could include quoted prices for similar assets or liabilities, interest rates, credit risk, etc.);

•

Level 3 — prices determined using unobservable inputs when quoted prices or observable inputs are unavailable, such as when there is little or no market activity for an asset or liability (unobservable inputs reflect each Fund’s own assumptions in determining the fair value of assets or liabilities and would be based on the best information available).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk or liquidity associated with investing in those securities. For example, non-U.S. securities, with markets that close hours before the Funds value their holdings, may require revised valuations to more accurately reflect their fair value. Since these values obtained from quoted prices in an active market are adjusted, such securities are reflected as Level 2.

The Funds have procedures to determine the fair value of securities and other financial instruments for which market prices are not readily available or which may not be reliably priced. Under these procedures, the Funds primarily employ a market-based approach that may use related or comparable assets or liabilities, recent transactions, market multiples, book values, and other relevant information for the investment to determine its fair value. The Funds may also use an income-based valuation approach in which the anticipated future cash flows of the investment are discounted to calculate fair value. Discounts may also be applied due to the nature or duration of any restrictions on the disposition of the investments. Due to the inherent uncertainty of valuations of such investments, the fair values may differ significantly from the values that would have been used had an active market existed.


Baron Funds		September 30, 2021

NOTES TO FINANCIAL STATEMENTS (Continued)

7. FAIR VALUE MEASUREMENTS (Continued)

The following is a summary of the inputs used as of September 30, 2021 in valuing the Funds’ investments carried at fair value:



	Baron Asset Fund

Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)			Total
Common Stocks†	$	6,075,679,497	$	—	$	—		$	6,075,679,497
Private Preferred Stocks		—		—		39,979,078			39,979,078
Short Term Investments		—		56,289,320		—			56,289,320

Total Investments	$	6,075,679,497	$	56,289,320	$	39,979,078		$	6,171,947,895

Unrealized appreciation (depreciation) on unfunded commitments	$	—	$	—	$	(346,731	)	$	(346,731	)


	Baron Growth Fund

Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)			Total
Common Stocks†	$	9,118,573,681	$	—	$	31,998,159		$	9,150,571,840
Private Convertible Preferred Stocks†		—		—		41,188,210			41,188,210
Short Term Investments		—		8,848,377		—			8,848,377
Warrants		289,545		—		—			289,545

Total Investments	$	9,118,863,226	$	8,848,377	$	73,186,369		$	9,200,897,972

Unrealized appreciation (depreciation) on unfunded commitments	$	—	$	—	$	(746,100	)	$	(746,100	)


	Baron Small Cap Fund

Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)			Total
Common Stocks†	$	5,259,814,840	$	32,353,980	$	20,547,165		$	5,312,715,985
Short Term Investments		—		2,983,303		—			2,983,303

Total Investments	$	5,259,814,840	$	35,337,283	$	20,547,165		$	5,315,699,288


	Baron Opportunity Fund

Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)			Total
Common Stocks†	$	1,524,928,387	$	8,386,085	$	—		$	1,533,314,472
Private Common Stocks†		—		—		4,942,480			4,942,480
Private Convertible Preferred Stocks†		—		—		34,735,676			34,735,676
Private Preferred Stocks†		—		—		14,167,370			14,167,370
Warrants		197,362		—		—			197,362
Short Term Investments		—		29,940,909		—			29,940,909

Total Investments	$	1,525,125,749	$	38,326,994	$	53,845,526		$	1,617,298,269

Unrealized appreciation (depreciation) on unfunded commitments	$	—	$	—	$	(299,342	)	$	(299,342	)

†	See Statements of Net Assets for additional detailed categorizations.


September 30, 2021		Baron Funds

NOTES TO FINANCIAL STATEMENTS (Continued)

7. FAIR VALUE MEASUREMENTS (Continued)



	Baron Fifth Avenue Growth Fund

Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)			Total
Common Stocks†	$	803,876,467	$	17,381,559	$	—		$	821,258,026
Private Common Stocks†		—		—		1,482,536			1,482,536
Private Convertible Preferred Stocks		—		—		2,960,104			2,960,104
Private Preferred Stocks		—		—		3,234,900			3,234,900
Short Term Investments		—		8,370,965		—			8,370,965

Total Investments	$	803,876,467	$	25,752,524	$	7,677,540		$	837,306,531


	Baron Discovery Fund

Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)			Total
Common Stocks^†	$	1,881,716,187	$	3,148,780	$	5,057,465		$	1,889,922,432
Short Term Investments		—		135,649,363		—			135,649,363

Total Investments	$	1,881,716,187	$	138,798,143	$	5,057,465		$	2,025,571,795

Unrealized appreciation (depreciation) on unfunded commitments	$	—	$	—	$	(170,095	)	$	(170,095	)



	Baron Durable Advantage Fund

Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		Total
Common Stocks^†	$	40,212,205	$	—	$	—	$	40,212,205
Short Term Investments		—		3,386,820		—		3,386,820

Total Investments	$	40,212,205	$	3,386,820	$	—	$	43,599,025

†	See Statements of Net Assets for additional detailed categorizations.


Baron Funds		September 30, 2021

NOTES TO FINANCIAL STATEMENTS (Continued)

7. FAIR VALUE MEASUREMENTS (Continued)

The following is a reconciliation of investments in which unobservable inputs (Level 3) were used in determining fair value:



	Baron Asset Fund

Investments in Securities	Balance as of September 30, 2020		Accrued Premiums/ Discounts		Net Realized Gain (Loss)		Change in Net Unrealized Appreciation (Depreciation)			Purchases		Sales/ Distributions			Transfers Into Level 3		Transfers Out of Level 3		Balance as of September 30, 2021			Change in Net Unrealized Appreciation (Depreciation) from Investments still held at September 30, 2021
Private Preferred Stocks
Industrials	$	23,258,856	$	—	$	—	$	16,720,222		$	—	$	—		$	—	$	—	$	39,979,078		$	16,720,222

Private Partnerships
Financials		182,756		—		602,920		(182,756	)		—		(602,920	)		—		—		—			—

Total	$	23,441,612	$	—	$	602,920	$	16,537,466		$	—	$	(602,920	)	$	—	$	—	$	39,979,078		$	16,720,222

Unfunded Commitments	$	—	$	—	$	—	$	(346,731	)	$	—	$	—		$	—	$	—	$	(346,731	)	$	(346,731	)


	Baron Growth Fund

Investments in Securities	Balance as of September 30, 2020		Accrued Premiums/ Discounts		Net Realized Gain (Loss)		Change in Net Unrealized Appreciation (Depreciation)			Purchases		Sales/ Distributions			Transfers Into Level 3		Transfers Out of Level 3		Balance as of September 30, 2021			Change in Net Unrealized Appreciation (Depreciation) from Investments still held at September 30, 2021
Common Stock
Industrials	$	—	$	—	$	—	$	(6,011,540	)	$	33,030,440	$	—		$	—	$	—	$	27,018,900		$	(6,011,540	)
Materials		8,153,595		—		—		(3,174,336	)		—		—			—		—		4,979,259			(3,174,336	)

Private Convertible Preferred Stocks
Industrials		8,377,635		—		—		7,968,559			—		—			—		—		16,346,194			7,968,559
Materials		10,197,028		—		—		9,644,988			5,000,000		—			—		—		24,842,016			9,644,988

Private Partnerships
Financials		61,517		—		202,947		(61,517	)		—		(202,947	)		—		—		—			—

Total	$	26,789,775	$	—	$	202,947	$	8,366,154		$	38,030,440	$	(202,947	)	$	—	$	—	$	73,186,369		$	8,427,671

Unfunded Commitments	$	—	$	—	$	—	$	(746,100	)	$	—	$	—		$	—	$	—	$	(746,100	)	$	(746,100	)


	Baron Small Cap Fund

Investments in Securities	Balance as of September 30, 2020		Accrued Premiums/ Discounts		Net Realized Gain (Loss)		Change in Net Unrealized Appreciation (Depreciation)			Purchases		Sales/ Distributions			Transfers Into Level 3		Transfers Out of Level 3		Balance as of September 30, 2021			Change in Net Unrealized Appreciation (Depreciation) from Investments still held at September 30, 2021
Common Stocks
Information Technology	$	—	$	—	$	—	$	547,170		$	19,999,995	$	—		$	—	$	—	$	20,547,165		$	547,170


September 30, 2021		Baron Funds

NOTES TO FINANCIAL STATEMENTS (Continued)

7. FAIR VALUE MEASUREMENTS (Continued)



	Baron Opportunity Fund

Investments in Securities	Balance as of September 30, 2020		Accrued Premiums/ Discounts		Net Realized Gain (Loss)		Change in Net Unrealized Appreciation (Depreciation)			Purchases		Sales/ Distributions		Transfers Into Level 3		Transfers Out of Level 3		Balance as of September 30, 2021			Change in Net Unrealized Appreciation (Depreciation) from Investments still held at September 30, 2021
Private Common Stocks
Industrials	$	—	$	—	$	—	$	(57,501	)	$	4,999,981	$	—	$	—	$	—	$	4,942,480		$	(57,501	)

Private Convertible Preferred Stocks
Consumer Discretionary		7,892,183		—		—		9,473,726			4,500,011		—		—		—		21,865,920			9,473,726
Materials		6,542,346		—		—		6,327,410			—		—		—		—		12,869,756			6,327,410

Private Preferred Stocks
Industrials		4,472,894		—		—		2,660,186			7,034,290		—		—		—		14,167,370			2,660,186

Total	$	18,907,423	$	—	$	—	$	18,403,821		$	16,534,282	$	—	$	—	$	—	$	53,845,526		$	18,403,821

Unfunded Commitments	$	—	$	—	$	—	$	(299,342	)	$	—	$	—	$	—	$	—	$	(299,342	)	$	(299,342	)


	Baron Fifth Avenue Growth Fund

Investments in Securities	Balance as of September 30, 2020		Accrued Premiums/ Discounts		Net Realized Gain (Loss)		Change in Net Unrealized Appreciation (Depreciation)			Purchases		Sales/ Distributions		Transfers Into Level 3		Transfers Out of Level 3		Balance as of September 30, 2021			Change in Net Unrealized Appreciation (Depreciation) from Investments still held at September 30, 2021
Private Common Stocks
Industrials	$	—	$	—	$	—	$	(17,248	)	$	1,499,784	$	—	$	—	$	—	$	1,482,536		$	(17,248	)

Private Convertible Preferred Stocks
Consumer Discretionary		—		—		—		(39,891	)		2,999,995		—		—		—		2,960,104			(39,891	)

Private Preferred Stocks
Industrials		—		—		—		(277,239	)		3,512,139		—		—		—		3,234,900			(277,239	)

Total	$	—	$	—	$	—	$	(334,378	)	$	8,011,918	$	—	$	—	$	—	$	7,677,540		$	(334,378	)


Baron Funds		September 30, 2021

NOTES TO FINANCIAL STATEMENTS (Continued)

7. FAIR VALUE MEASUREMENTS (Continued)

Baron Discovery Fund

Investments in
Securities

Balance as of
September 30,
2020

Accrued
Premiums/
Discounts

Net
Realized
Gain
(Loss)

Change in Net
Unrealized
Appreciation
(Depreciation)

Purchases

Sales/

Distributions

Transfers
Into
Level 3

Transfers
Out of
Level 3

Balance as of
September 30,
2021

Change in Net
Unrealized
Appreciation
(Depreciation)
from Investments
still held at
September 30,
2021

Common Stocks

Industrials

—

(1,125,255

)

6,182,720

—

5,057,465

(1,125,255

)

Unfunded Commitments

—

(170,095

)

—

(170,095

)

(170,095

)

Unobservable valuation inputs developed by the Adviser for significant (greater than 1% of net assets) Level 3 investments as of September 30, 2021 were as follows:

Baron Opportunity Fund

Sector

Company

Fair Value as of
September 30, 2021

Valuation Technique

Unobservable Input

Weighted Average

used on

September 30, 2021

Range used on

September 30, 2021

Private Convertible

Preferred Stocks:

Consumer Discretionary

Rivian Automotive

Inc.

$21,865,920

Combination of recent transaction, current value via comparable companies, option-pricing, and scenario analysis methods

Change in the composite equity index of comparable companies

-0.76%

(3.23)% - 1.34%

Discount for lack of

marketability

8.01%

Estimated volatility of the returns of equity¹

40.11%

22.75% - 54.25%

Scenario Probabilities: Scenario A / Scenario B²

90% / 10%

10% - 90%

¹	The volatility was calculated as a weighted average of the volatilities of the individual comparable companies. Some companies have a higher weight in the calculation than others.

²	Scenario A represents an IPO Event, while Scenario B represents a Liquidation/M&A Event.

8. INCOME TAXES AND DISTRIBUTIONS TO SHAREHOLDERS

Federal income tax regulations differ from GAAP. Therefore, distributions determined in accordance with tax regulations may differ in amount or character from net investment income and net realized gain for financial reporting purposes. Net investment income (loss) and net realized and unrealized gain (loss) differ for financial statement and tax purposes due to differing treatments of net investment loss, foreign currency gains and losses, non-deductible interest expense, reclassification of distributions, partnership basis adjustments, income from passive foreign investment companies, late year loss deferral, post-October loss deferral and wash sale loss deferral. Financial reporting records are adjusted for permanent book/tax differences to reflect tax character. Financial records are not adjusted for temporary differences.

For the year ended September 30, 2021, the Funds recorded the following permanent reclassifications to reflect tax character. Reclassifications between income, gains and paid-in capital relate primarily to the tax treatment of net investment loss, foreign currency gains and losses, passive foreign investment companies, REITs, and partnership basis adjustments. Results of operations and net assets were not affected by these reclassifications.



Fund	Distributable Earnings/ (Losses)		Paid-In Capital
Baron Asset Fund	$	—	$	—
Baron Growth Fund		32,587,521		(32,587,521	)
Baron Small Cap Fund		17,505,681		(17,505,681	)
Baron Opportunity Fund		—		—
Baron Fifth Avenue Growth Fund		2,779,081		(2,779,081	)
Baron Discovery Fund		—		—
Baron Durable Advantage Fund		—		—


September 30, 2021		Baron Funds

NOTES TO FINANCIAL STATEMENTS (Continued)

8. INCOME TAXES AND DISTRIBUTIONS TO SHAREHOLDERS (Continued)

As of September 30, 2021, the components of net assets on a tax basis were as follows:



	Baron Asset Fund			Baron Growth Fund			Baron Small Cap Fund			Baron Opportunity Fund
Cost of investments	$	1,906,175,801		$	1,406,122,035		$	2,006,099,561		$	905,219,286

Gross tax unrealized appreciation		4,294,945,608			7,815,066,555			3,317,385,773			727,483,428
Gross tax unrealized depreciation		(29,173,514	)		(20,290,618	)		(7,786,046	)		(15,404,445	)

Net tax unrealized appreciation (depreciation)		4,265,772,094			7,794,775,937			3,309,599,727			712,078,983
Net tax unrealized currency appreciation (depreciation)		—			—			33			—
Net tax unrealized appreciation (depreciation) on unfunded commitments		(346,731	)		(746,100	)		—			(299,342	)
Undistributed (accumulated) net investment income (loss)		—			—			—			73,083,401
Undistributed (accumulated) net realized gain (loss)		444,713,095			664,172,520			586,208,162			58,101,805
Qualified late year loss deferral		(31,198,545	)		(34,700,512	)		(1,412,231	)		—
Capital loss carryforwards		—			—			—			—
Paid-in capital		1,486,731,296			778,469,579			1,422,060,856			771,071,236

Net Assets	$	6,165,671,209		$	9,201,971,424		$	5,316,456,547		$	1,614,036,083



	Baron Fifth Avenue Growth Fund			Baron Discovery Fund			Baron Durable Advantage Fund
Cost of investments	$	427,095,692		$	1,467,720,881		$	35,973,655

Gross tax unrealized appreciation		413,770,120			646,544,835			7,665,557
Gross tax unrealized depreciation		(3,559,281	)		(88,693,921	)		(40,187	)

Net tax unrealized appreciation (depreciation)		410,210,839			557,850,914			7,625,370
Net tax unrealized currency appreciation (depreciation)		—			684			—
Net tax unrealized appreciation (depreciation) on unfunded commitments		—			(170,095	)		—
Undistributed (accumulated) net investment income (loss)		—			42,827,655			—
Undistributed (accumulated) net realized gain (loss)		25,182,764			28,302,116			152,404
Qualified late year loss deferral		(4,193,155	)		—			(23,970	)
Capital loss carryforwards		—			—			—
Paid-in capital		406,009,872			1,400,788,110			33,404,110

Net Assets	$	837,210,320		$	2,029,599,384		$	41,157,914

As of September 30, 2021, the Funds had no capital loss carryforwards. During the year ended September 30, 2021, Baron Durable Advantage Fund utilized capital loss carryforwards of $95,946.

The tax character of distributions paid during the years ended September 30, 2021 and September 30, 2020 was as follows:



	Year Ended September 30, 2021				Year Ended September 30, 2020

Fund	Ordinary¹		Long Term Capital Gain		Ordinary¹		Long Term Capital Gain
Baron Asset Fund	$	—	$	171,218,678	$	—	$	77,500,344
Baron Growth Fund		—		377,092,978		—		255,000,961
Baron Small Cap Fund		—		497,010,336		—		356,000,771
Baron Opportunity Fund		5,801,202		80,532,998		—		29,500,835
Baron Fifth Avenue Growth Fund		—		2,363,263		239,510		9,350,984
Baron Discovery Fund		—		37,003,177		—		775,697
Baron Durable Advantage Fund		13,454		22		17,196		—

¹	For tax purposes, short-term capital gains are considered ordinary income distributions.

The Funds follow the provisions of FASB Codification Section 740 (“ASC Section 740”) “Accounting for Uncertainty in Income Taxes” which clarifies the accounting for uncertainty in tax positions taken or expected to be taken on a tax return. ASC Section 740 sets forth a threshold for financial statement recognition, measurement and disclosure of tax positions taken or expected to be taken on a tax return. The Funds are required to recognize the tax effects of certain tax positions under a “more likely than not” standard, that based on their technical merits, have more than 50% likelihood of being sustained upon examination. Management has analyzed the tax positions taken on the Funds’ federal income tax returns for all open years (current and prior three years), and has concluded that no provision for federal income tax is required in the Funds’ financial statements. At September 30, 2021. the Funds did not have any uncertain tax benefits that require recognition, de-recognition or disclosure. The Funds’ federal, state and local income and federal excise tax returns for which the applicable statutes of limitations have not expired (current and prior three years) are subject to examination by the Internal Revenue Service and state departments of revenue.


Baron Funds		September 30, 2021

NOTES TO FINANCIAL STATEMENTS (Continued)

9. OWNERSHIP CONCENTRATION

As of September 30, 2021, the officers, trustees, and portfolio managers owned, directly or indirectly, 16.63% of Baron Durable Advantage Fund. As a result of their ownership, these investors may be able to materially affect the outcome of matters presented to Baron Durable Advantage Fund shareholders.

10. TRANSACTIONS IN “AFFILIATED” COMPANIES¹

BARON GROWTH FUND



Name of Issuer	Value at September 30, 2020		Purchase Cost		Sales Proceeds/ Return of Capital		Change in Net Unrealized Appreciation (Depreciation)		Realized Gains/ (Losses)		Dividend Income		Shares Held at September 30, 2021		Value at September 30, 2021		% of Net Assets at September 30, 2021
“Affiliated” Company as of September 30, 2021:
Choice Hotels International, Inc.	$	257,880,000	$	—	$	—	$	121,230,000	$	—	$	1,350,000		3,000,000	$	379,110,000		4.12	%
Iridium Communications, Inc.		226,383,000		—		36,122,869		95,411,082		29,143,787		—		7,900,000		314,815,000		3.42	%

	$	484,263,000	$	—	$	36,122,869	$	216,641,082	$	29,143,787	$	1,350,000			$	693,925,000


No longer an “Affiliated” Company as of September 30, 2021:
Vail Resorts, Inc.	$	436,498,800	$	—	$	10,141,130	$	233,871,038	$	7,871,292	$	—		2,000,000	$	668,100,000		7.26	%

BARON SMALL CAP FUND



Name of Issuer	Value at September 30, 2020		Purchase Cost		Sales Proceeds/ Return of Capital		Change in Net Unrealized Appreciation (Depreciation)			Realized Gains/ (Losses)			Dividend Income		Shares Held at September 30, 2021		Value at September 30, 2021		% of Net Assets at September 30, 2021
“Affiliated” Company as of September 30, 2021:
Installed Building Products, Inc.	$	170,431,250	$	—	$	22,953,566	$	4,037,350		$	9,209,966		$	1,425,000		1,500,000	$	160,725,000		3.02	%


No longer an “Affiliated” Company as of September 30, 2021:
Paya Holdings, Inc. (formerly, FinTech Acquisition Corp. III)²	$	25,775,000	$	10,583,654	$	—	$	1,686,346		$	—		$	—		3,500,000	$	38,045,000		0.72	%
Repay Holdings Corporation		88,762,203		—		6,711,771		(5,386,052	)		3,940,621			—		3,500,000		80,605,001		1.52	%
UTZ Brands, Inc.		73,390,000		—		27,425,952		(4,026,000	)		9,451,952			740,988		3,000,000		51,390,000		0.97	%
Whole Earth Brands, Inc.		16,680,000		—		16,757,891		3,320,000			(3,242,109	)		—		—		—		0.00	%
Whole Earth Brands, Inc., Warrants Exp 6/25/2025		1,333,420		—		2,543,182		(1,333,420	)		2,543,182			—		—		—		0.00	%

	$	205,940,623	$	10,583,654	$	53,438,796	$	(5,739,126	)	$	12,693,646		$	740,988			$	170,040,001

¹	An “Affiliated” company (“affiliated person” as defined in the 1940 Act), is a company in which a Fund held 5% or more of the company’s outstanding voting securities at any time during the year ended September 30, 2021.

²	No longer an “Affiliated” company due to merger with Paya Holdings, Inc. on October 19, 2020.


September 30, 2021		Baron Funds

FINANCIAL HIGHLIGHTS

BARON ASSET FUND

Selected data for a share outstanding throughout each year:



			Income (loss) from investment operations:							Less distributions to shareholders from:													Ratios to Average Net Assets:						Supplemental Data:

	Net asset value, beginning of year ($)		Net investment income (loss) ($)			Net realized and unrealized gain on investments ($)		Total from investment operations ($)		Net investment income ($)		Net realized gain on investments ($)			Total distributions ($)			Net asset value, end of year ($)		Total return (%)			Operating expenses (%)			Net investment income (loss) (%)			Net assets (in millions), end of year ($)		Portfolio turnover rate (%)

RETAIL SHARES

Year Ended September 30,

2021		99.64		(1.16	)¹		25.50		24.34		0.00		(3.39	)		(3.39	)		120.59		24.96			1.29	⁵		(1.02	)		2,871.7		9.54

2020		82.28		(0.72	)¹		19.58		18.86		0.00		(1.50	)		(1.50	)		99.64		23.22			1.31			(0.82	)		2,498.6		9.28

2019		81.43		(0.56	)¹		6.17		5.61		0.00		(4.76	)		(4.76	)		82.28		7.82			1.30			(0.73	)		2,242.0		11.83

2018		70.87		(0.59	)¹		16.09		15.50		0.00		(4.94	)		(4.94	)		81.43		23.11			1.30			(0.79	)		2,259.7		9.87

2017		60.67		(0.48	)¹		13.48		13.00		0.00		(2.80	)		(2.80	)		70.87		22.41			1.31			(0.75	)		1,979.1		10.35

2016		60.88		(0.25	)¹		6.63		6.38		0.00		(6.59	)		(6.59	)		60.67		11.14			1.31			(0.43	)		1,802.6		12.54

2015		63.75		(0.41	)¹		1.71		1.30		0.00		(4.17	)		(4.17	)		60.88		1.81			1.31			(0.62	)		1,804.3		13.53

2014		61.37		(0.44	)¹		8.42		7.98		0.00		(5.60	)		(5.60	)		63.75		13.59			1.31			(0.70	)		2,000.5		11.26

2013		52.03		(0.34	)¹		13.44		13.10		0.00		(3.76	)		(3.76	)		61.37		27.17			1.32			(0.62	)		2,024.2		12.04

2012		49.00		(0.14	)¹		10.94		10.80		0.00		(7.77	)		(7.77	)		52.03		24.65			1.33			(0.28	)		1,845.6		13.11

INSTITUTIONAL SHARES

Year Ended September 30,

2021		104.08		(0.91	)¹		26.69		25.78		0.00		(3.39	)		(3.39	)		126.47		25.29			1.03	⁵		(0.76	)		3,108.2		9.54

2020		85.67		(0.52	)¹		20.43		19.91		0.00		(1.50	)		(1.50	)		104.08		23.53			1.05			(0.57	)		2,505.4		9.28

2019		84.36		(0.38	)¹		6.45		6.07		0.00		(4.76	)		(4.76	)		85.67		8.11			1.05			(0.48	)		1,979.7		11.83

2018		73.07		(0.41	)¹		16.64		16.23		0.00		(4.94	)		(4.94	)		84.36		23.43			1.04			(0.53	)		1,315.7		9.87

2017		62.30		(0.33	)¹		13.90		13.57		0.00		(2.80	)		(2.80	)		73.07		22.76			1.04			(0.50	)		1,021.0		10.35

2016		62.19		(0.10	)¹		6.80		6.70		0.00		(6.59	)		(6.59	)		62.30		11.44			1.04			(0.17	)		723.3		12.54

2015		64.87		(0.24	)¹		1.73		1.49		0.00		(4.17	)		(4.17	)		62.19		2.09			1.04			(0.36	)		719.1		13.53

2014		62.20		(0.28	)¹		8.55		8.27		0.00		(5.60	)		(5.60	)		64.87		13.90			1.04			(0.43	)		689.8		11.26

2013		52.55		(0.21	)¹		13.62		13.41		0.00		(3.76	)		(3.76	)		62.20		27.51			1.05			(0.38	)		506.1		12.04

2012		49.30		0.01	¹		11.01		11.02		0.00		(7.77	)		(7.77	)		52.55		24.99			1.06			0.02			386.7		13.11

R6 SHARES

Year Ended September 30,

2021		104.07		(0.91	)¹		26.68		25.77		0.00		(3.39	)		(3.39	)		126.45		25.28			1.04	⁵		(0.76	)		185.8		9.54

2020		85.65		(0.52	)¹		20.44		19.92		0.00		(1.50	)		(1.50	)		104.07		23.55			1.05			(0.57	)		147.3		9.28

2019		84.35		(0.38	)¹		6.44		6.06		0.00		(4.76	)		(4.76	)		85.65		8.09			1.05			(0.47	)		109.0		11.83

2018		73.06		(0.41	)¹		16.64		16.23		0.00		(4.94	)		(4.94	)		84.35		23.43			1.04			(0.54	)		73.5		9.87

2017		62.30		(0.34	)¹		13.90		13.56		0.00		(2.80	)		(2.80	)		73.06		22.74			1.04			(0.51	)		22.5		10.35

2016⁴		53.85		(0.21	)¹		8.68		8.47		0.00		(0.02	)		(0.02	)		62.30		15.73	²		1.04	³		(0.52	)³		7.8		12.54

¹	Based on average shares outstanding.

²	Not Annualized.

³	Annualized.

⁴	For the period January 29, 2016 (initial offering of R6 Shares) to September 30, 2016.

⁵	Interest expense rounds to less than 0.01%


See Notes to Financial Statements.		49


Baron Funds		September 30, 2021

FINANCIAL HIGHLIGHTS (Continued)

BARON GROWTH FUND

Selected data for a share outstanding throughout each year:



			Income (loss) from investment operations:							Less distributions to shareholders from:														Ratios to Average Net Assets:						Supplemental Data:

	Net asset value, beginning of year ($)		Net investment income (loss) ($)			Net realized and unrealized gain (loss) on investments ($)		Total from investment operations ($)		Net investment income ($)			Net realized gain on investments ($)			Total distributions ($)			Net asset value, end of year ($)		Total return (%)			Operating expenses (%)			Net investment income (loss) (%)			Net assets (in millions), end of year ($)		Portfolio turnover rate (%)

RETAIL SHARES

Year Ended September 30,

2021		90.65		(0.81	)¹		32.65		31.84		0.00			(4.85	)		(4.85	)		117.64		36.19	⁸		1.29	²		(0.75	)		3,041.4		1.37

2020		78.95		(0.35	)¹		15.10		14.75		0.00			(3.05	)		(3.05	)		90.65		19.08			1.30	²		(0.44	)		2,535.3		1.63

2019		80.68		(0.16	)¹		3.56		3.40		0.00			(5.13	)		(5.13	)		78.95		5.09			1.29	²		(0.21	)		2,507.0		1.93

2018		71.77		(0.17	)¹		16.98		16.81		0.00			(7.90	)		(7.90	)		80.68		25.55			1.29	²		(0.24	)		2,747.8		2.92

2017		67.13		(0.16	)¹		12.44		12.28		0.00			(7.64	)		(7.64	)		71.77		20.47			1.30	²		(0.25	)		2,666.6		3.32

2016		68.25		0.08	¹		4.83		4.91		0.00			(6.03	)		(6.03	)		67.13		7.60			1.30	²		0.12			2,917.2		4.68

2015		70.46		(0.27	)¹		1.28		1.01		0.00			(3.22	)		(3.22	)		68.25		1.27			1.29	²		(0.37	)		3,511.2		6.95

2014		68.67		0.06	¹		3.45		3.51		(0.03	)		(1.69	)		(1.72	)		70.46		5.11			1.29	²		0.08			4,076.1		13.15

2013		58.19		(0.12	)¹		16.37		16.25		(0.18	)		(5.59	)		(5.77	)		68.67		30.76			1.30			(0.20	)		4,644.2		9.63

2012		46.18		0.20	¹		12.64		12.84		0.00			(0.83	)		(0.83	)		58.19		28.12			1.32			0.38			4,073.5		13.70

INSTITUTIONAL SHARES

Year Ended September 30,

2021		94.15		(0.56	)¹		33.99		33.43		0.00			(4.85	)		(4.85	)		122.73		36.55	⁸		1.03	²		(0.50	)		5.934.8		1.37

2020		81.69		(0.16	)¹		15.67		15.51		0.00			(3.05	)		(3.05	)		94.15		19.38			1.04	²		(0.20	)		4,608.4		1.63

2019		83.09		0.03	¹		3.70		3.73		0.00			(5.13	)		(5.13	)		81.69		5.36			1.04	²		0.03			4,150.9		1.93

2018		73.52		0.01	¹		17.46		17.47		0.00			(7.90	)		(7.90	)		83.09		25.86			1.03	²		0.01			4,134.2		2.92

2017		68.42		0.00	^1,5		12.74		12.74		0.00			(7.64	)		(7.64	)		73.52		20.79			1.04	²		0.00	⁶		3,433.5		3.32

2016		69.28		0.24	¹		4.93		5.17		0.00			(6.03	)		(6.03	)		68.42		7.88			1.05	²		0.37			3,043.3		4.68

2015		71.33		(0.09	)¹		1.28		1.19		(0.02	)		(3.22	)		(3.24	)		69.28		1.51			1.04	²		(0.12	)		3,440.4		6.95

2014		69.32		0.20	¹		3.53		3.73		(0.03	)		(1.69	)		(1.72	)		71.33		5.39			1.04	²		0.28			3,694.5		13.15

2013		58.70		0.02	¹		16.52		16.54		(0.33	)		(5.59	)		(5.92	)		69.32		31.10			1.05			0.04			2,976.7		9.63

2012		46.46		0.45	¹		12.62		13.07		0.00			(0.83	)		(0.83	)		58.70		28.45			1.06			0.83			1,747.3		13.70

R6 SHARES

Year Ended September 30,

2021		94.16		(0.56	)¹		34.00		33.44		0.00			(4.85	)		(4.85	)		122.75		36.56	⁸		1.03	²		(0.50	)		225.8		1.37

2020		81.70		(0.17	)¹		15.68		15.51		0.00			(3.05	)		(3.05	)		94.16		19.38			1.04	²		(0.20	)		167.8		1.63

2019		83.10		0.00	^1,5		3.73		3.73		0.00			(5.13	)		(5.13	)		81.70		5.36			1.04	²		0.00	⁶		131.6		1.93

2018		73.52		(0.00	)^1,5		17.48		17.48		0.00			(7.90	)		(7.90	)		83.10		25.88			1.04	²		(0.00	)⁶		107.4		2.92

2017		68.42		(0.11	)¹		12.85		12.74		0.00			(7.64	)		(7.64	)		73.52		20.79			1.05	²		(0.15	)		12.5		3.32

2016⁷		60.02		(0.15	)¹		8.55		8.40		0.00			0.00			0.00			68.42		14.00	³		1.05	^2,4		(0.33	)⁴		2.3		4.68

¹	Based on average shares outstanding.

²	Interest expense rounds to less than 0.01%.

³	Not Annualized.

⁴	Annualized.

⁵	Less than $0.01 per share.

⁶	Less than 0.01%.

⁷	For the period January 29, 2016 (initial offering of R6 Shares) to September 30, 2016.

⁸	The Adviser made a voluntary payment to the Fund in the amount of $739,525 to compensate the Fund for a loss incurred due to a valuation error. The impact of this payment increased the Fund’s total return by 0.01%.


50		See Notes to Financial Statements.


September 30, 2021		Baron Funds

FINANCIAL HIGHLIGHTS (Continued)

BARON SMALL CAP FUND

Selected data for a share outstanding throughout each year:



			Income (loss) from investment operations:									Less distributions to shareholders from:													Ratios to Average Net Assets:						Supplemental Data:

	Net asset value, beginning of year ($)		Net investment income (loss) ($)			Net realized and unrealized gain (loss) on Investment ($)			Total from investment operations ($)			Net investment income ($)		Net realized gain on investments ($)			Total distributions ($)			Net asset value, end of year ($)		Total return (%)			Operating expenses (%)			Net investment income (loss) (%)			Net assets (in millions), end of year ($)		Portfolio turnover rate (%)

RETAIL SHARES

Year Ended September 30,

2021		35.06		(0.16	)¹		9.89			9.73			0.00		(4.12	)		(4.12	)		40.67		29.77			1.29			(0.40	)		1,829.5		15.70

2020		29.44		(0.29	)¹		8.73			8.44			0.00		(2.82	)		(2.82	)		35.06		30.60			1.31			(0.98	)		1,511.3		16.93

2019		33.68		(0.27	)¹		(1.36	)		(1.63	)		0.00		(2.61	)		(2.61	)		29.44		(4.17	)		1.31			(0.95	)		1,451.9		13.44

2018		30.64		(0.32	)¹		7.21			6.89			0.00		(3.85	)		(3.85	)		33.68		25.00			1.30			(1.05	)		1,831.3		14.19

2017		30.59		(0.04	)¹		5.77			5.73			0.00		(5.68	)		(5.68	)		30.64		22.45			1.31	⁴		(0.15	)		1,730.3		28.95

2016		30.34		(0.18	)¹		3.84			3.66			0.00		(3.41	)		(3.41	)		30.59		12.89			1.32	⁴		(0.64	)		1,826.3		10.25

2015		33.68		(0.21	)¹		(1.10	)		(1.31	)		0.00		(2.03	)		(2.03	)		30.34		(4.32	)		1.30			(0.61	)		2,601.4		14.66

2014		32.83		(0.01	)¹		2.14			2.13			0.00		(1.28	)		(1.28	)		33.68		6.52			1.30			(0.04	)		3,192.8		16.41

2013		26.14		(0.12	)¹		7.61			7.49			0.00		(0.80	)		(0.80	)		32.83		29.51			1.31			(0.42	)		3,626.1		20.35

2012		20.84		(0.19	)¹		5.96			5.77			0.00		(0.47	)		(0.47	)		26.14		28.09			1.31			(0.76	)		3,081.8		28.02

INSTITUTIONAL SHARES

Year Ended September 30,

2021		36.86		(0.06	)¹		10.44			10.38			0.00		(4.12	)		(4.12	)		43.12		30.11			1.03			(0.15	)		3,214.2		15.70

2020		30.74		(0.23	)¹		9.17			8.94			0.00		(2.82	)		(2.82	)		36.86		30.96			1.05			(0.74	)		2,724.6		16.93

2019		34.95		(0.21	)¹		(1.39	)		(1.60	)		0.00		(2.61	)		(2.61	)		30.74		(3.91	)		1.05			(0.69	)		2,267.3		13.44

2018		31.58		(0.25	)¹		7.47			7.22			0.00		(3.85	)		(3.85	)		34.95		25.33			1.04			(0.79	)		2,696.7		14.19

2017		31.29		0.02	¹		5.95			5.97			0.00		(5.68	)		(5.68	)		31.58		22.76			1.05	⁴		0.06			2,404.6		28.95

2016		30.88		(0.12	)¹		3.94			3.82			0.00		(3.41	)		(3.41	)		31.29		13.21			1.06	⁴		(0.41	)		1,680.7		10.25

2015		34.16		(0.13	)¹		(1.12	)		(1.25	)		0.00		(2.03	)		(2.03	)		30.88		(4.08	)		1.04			(0.37	)		1,923.2		14.66

2014		33.20		0.06	¹		2.18			2.24			0.00		(1.28	)		(1.28	)		34.16		6.79			1.04			0.18			2,057.4		16.41

2013		26.36		(0.05	)¹		7.69			7.64			0.00		(0.80	)		(0.80	)		33.20		29.85			1.05			(0.16	)		1,775.7		20.35

2012		20.96		(0.13	)¹		6.00			5.87			0.00		(0.47	)		(0.47	)		26.36		28.41			1.05			(0.53	)		1,111.0		28.02

R6 SHARES

Year Ended September 30,

2021		36.85		(0.06	)¹		10.43			10.37			0.00		(4.12	)		(4.12	)		43.10		30.09			1.04			(0.16	)		272.8		15.70

2020		30.73		(0.23	)¹		9.17			8.94			0.00		(2.82	)		(2.82	)		36.85		30.97			1.05			(0.74	)		218.5		16.93

2019		34.94		(0.21	)¹		(1.39	)		(1.60	)		0.00		(2.61	)		(2.61	)		30.73		(3.91	)		1.05			(0.70	)		161.9		13.44

2018		31.57		(0.26	)¹		7.48			7.22			0.00		(3.85	)		(3.85	)		34.94		25.34			1.05			(0.82	)		155.2		14.19

2017		31.29		(0.08	)¹		6.04			5.96			0.00		(5.68	)		(5.68	)		31.57		22.72			1.06	⁴		(0.28	)		101.8		28.95

2016⁵		26.06		(0.17	)¹		5.40			5.23			0.00		0.00			0.00			31.29		20.07	²		1.06	^3,4		(0.85	)³		3.7		10.25

¹	Based on average shares outstanding.

²	Not Annualized.

³	Annualized.

⁴	Interest expense rounds to less than 0.01%.

⁵	For the period January 29, 2016 (initial offering of R6 Shares) to September 30, 2016.


See Notes to Financial Statements.		51


Baron Funds		September 30, 2021

FINANCIAL HIGHLIGHTS (Continued)

BARON OPPORTUNITY FUND

Selected data for a share outstanding throughout each year:



			Income (loss) from investment operations:									Less distributions to shareholders from:													Ratios to Average Net Assets:						Supplemental Data:

	Net asset value, beginning of year ($)		Net investment income (loss) ($)			Net realized and unrealized gain (loss) on investments ($)			Total from investment operations ($)			Net investment income ($)		Net realized gain on investments ($)			Total distributions ($)			Net asset value, end of year ($)		Total return (%)			Operating expenses (%)			Net investment income (loss) (%)			Net assets (in millions), end of year ($)		Portfolio turnover rate (%)

RETAIL SHARES

Year Ended September 30,

2021		35.11		(0.49	)¹		11.65			11.16			0.00		(2.78	)		(2.78	)		43.49		33.58			1.31	³		(1.19	)		866.5		38.74

2020		21.53		(0.30	)¹		15.56			15.26			0.00		(1.68	)		(1.68	)		35.11		75.25			1.34	³		(1.14	)		644.9		42.52

2019		22.02		(0.22	)¹		0.66			0.44			0.00		(0.93	)		(0.93	)		21.53		2.51			1.34	³		(1.07	)		302.6		37.10

2018		18.53		(0.22	)¹		6.36			6.14			0.00		(2.65	)		(2.65	)		22.02		37.41			1.37	³		(1.13	)		363.6		23.97

2017		16.87		(0.20	)¹		3.75			3.55			0.00		(1.89	)		(1.89	)		18.53		24.32			1.41	³		(1.18	)		201.4		32.62

2016		17.12		(0.13	)¹		1.70			1.57			0.00		(1.82	)		(1.82	)		16.87		9.19			1.41	³		(0.83	)		207.0		32.38

2015		18.61		(0.21	)¹		(0.25	)		(0.46	)		0.00		(1.03	)		(1.03	)		17.12		(2.70	)		1.38	³		(1.10	)		232.2		41.87

2014		19.26		(0.24	)¹		0.79			0.55			0.00		(1.20	)		(1.20	)		18.61		2.87	²		1.35			(1.24	)		331.2		63.40

2013		15.61		(0.17	)¹		4.06			3.89			0.00		(0.24	)		(0.24	)		19.26		25.39			1.37			(1.02	)		359.9		70.44

2012		12.83		(0.17	)¹		2.95			2.78			0.00		0.00			0.00			15.61		21.67			1.39			(1.16	)		332.4		88.56

INSTITUTIONAL SHARES

Year Ended September 30,

2021		36.79		(0.41	)¹		12.25			11.84			0.00		(2.78	)		(2.78	)		45.85		33.91			1.05	³		(0.93	)		711.4		38.74

2020		22.42		(0.25	)¹		16.30			16.05			0.00		(1.68	)		(1.68	)		36.79		75.82			1.08	³		(0.88	)		409.5		42.52

2019		22.83		(0.18	)¹		0.70			0.52			0.00		(0.93	)		(0.93	)		22.42		2.78			1.09	³		(0.82	)		94.4		37.10

2018		19.08		(0.18	)¹		6.58			6.40			0.00		(2.65	)		(2.65	)		22.83		37.73			1.11	³		(0.88	)		96.4		23.97

2017		17.27		(0.16	)¹		3.86			3.70			0.00		(1.89	)		(1.89	)		19.08		24.65			1.14	³		(0.92	)		51.7		32.62

2016		17.45		(0.08	)¹		1.72			1.64			0.00		(1.82	)		(1.82	)		17.27		9.44			1.13	³		(0.46	)		43.3		32.38

2015		18.89		(0.16	)¹		(0.25	)		(0.41	)		0.00		(1.03	)		(1.03	)		17.45		(2.38	)		1.10	³		(0.84	)		91.7		41.87

2014		19.49		(0.19	)¹		0.79			0.60			0.00		(1.20	)		(1.20	)		18.89		3.10	²		1.08			(0.97	)		109.4		63.40

2013		15.75		(0.13	)¹		4.11			3.98			0.00		(0.24	)		(0.24	)		19.49		25.74			1.11			(0.79	)		101.3		70.44

2012		12.91		(0.13	)¹		2.97			2.84			0.00		0.00			0.00			15.75		22.00			1.13			(0.90	)		62.5		88.56

R6 SHARES

Year Ended September 30,

2021		36.82		(0.41	)¹		12.27			11.86			0.00		(2.78	)		(2.78	)		45.90		33.94			1.05	³		(0.93	)		36.1		38.74

2020		22.45		(0.24	)¹		16.29			16.05			0.00		(1.68	)		(1.68	)		36.82		75.71			1.08	³		(0.87	)		25.7		42.52

2019		22.86		(0.18	)¹		0.70			0.52			0.00		(0.93	)		(0.93	)		22.45		2.78			1.08	³		(0.81	)		14.5		37.10

2018		19.09		(0.17	)¹		6.59			6.42			0.00		(2.65	)		(2.65	)		22.86		37.83			1.09	³		(0.82	)		14.0		23.97

2017		17.28		(0.16	)¹		3.86			3.70			0.00		(1.89	)		(1.89	)		19.09		24.64			1.12	³		(0.89	)		1.0		32.62

2016⁶		16.88		(0.02	)¹		0.42			0.40			0.00		0.00			0.00			17.28		2.37	⁴		1.12	^3,5		(1.25	)⁵		0.5		32.38

¹	Based on average shares outstanding .

²	The Adviser made a voluntary payment to the Fund in the amount of $140,762 to compensate the Fund for a loss incurred due to a trade processing error. The impact of this payment increased the Fund’s total return by 0.03%.

³	Interest expense rounds to less than 0.01%.

⁴	Not Annualized.

⁵	Annualized.

⁶	For the period August 31, 2016 (initial offering of R6 Shares) to September 30, 2016.


52		See Notes to Financial Statements.


September 30, 2021		Baron Funds

FINANCIAL HIGHLIGHTS (Continued)

BARON FIFTH AVENUE GROWTH FUND

Selected data for a share outstanding throughout each year:



			Income (loss) from investment operations:								Less distributions to shareholders from:														Ratios to Average Net Assets:												Supplemental Data:

	Net asset value, beginning of year ($)		Net investment income (loss) ($)			Net realized and unrealized gain on investments ($)			Total from investment operations ($)		Net investment income ($)			Net realized gain on investments ($)			Total distributions ($)			Net asset value, end of year ($)		Total return (%)			Operating expenses (%)			Less: Reimbursement of expenses by Adviser (%)			Net operating expenses (%)			Net investment income (loss) (%)			Net assets (in millions), end of year ($)		Portfolio turnover rate (%)

RETAIL SHARES

Year Ended September 30,

2021		46.62		(0.46	)¹		9.35			8.89		0.00			(0.18	)		(0.18	)		55.33		19.13	²		1.02			(0.02	)		1.00			(0.88	)		187.8		15.87

2020		32.10		(0.26	)¹		15.77			15.51		0.00			(0.99	)		(0.99	)		46.62		49.56	²		1.05			(0.05	)		1.00			(0.70	)		176.9		11.57

2019		31.02		0.07	¹		1.01			1.08		0.00			0.00			0.00			32.10		3.48	²		1.06			(0.06	)		1.00			0.23			115.5		21.24

2018		24.04		(0.17	)¹		7.15			6.98		0.00			0.00			0.00			31.02		29.03	²		1.09			(0.08	)		1.01			(0.61	)		132.2		8.81

2017		19.35		(0.11	)¹		4.80			4.69		0.00			0.00			0.00			24.04		24.24	²		1.12	³		(0.02	)		1.10			(0.50	)		87.5		13.94

2016		16.91		(0.08	)¹		2.52			2.44		0.00			0.00			0.00			19.35		14.43	²		1.26			(0.04	)		1.22			(0.43	)		73.5		19.30

2015		16.83		(0.09	)¹		0.17	⁷		0.08		0.00			0.00			0.00			16.91		0.48	²		1.32			(0.02	)		1.30			(0.49	)		71.5		14.54

2014		14.42		(0.05	)¹		2.46			2.41		0.00			0.00			0.00			16.83		16.71	²		1.37			(0.07	)		1.30			(0.29	)		53.2		16.84

2013		11.83		0.02	¹		2.57			2.59		0.00			0.00			0.00			14.42		21.89	²		1.47			(0.17	)		1.30			0.14			47.8		22.91

2012		8.98		(0.03	)¹		2.88			2.85		0.00			0.00			0.00			11.83		31.74	²		1.55			(0.25	)		1.30			(0.30	)		34.8		79.07

INSTITUTIONAL SHARES

Year Ended September 30,

2021		47.75		(0.34	)¹		9.59			9.25		0.00			(0.18	)		(0.18	)		56.82		19.44	²		0.75			(0.00	)⁶		0.75			(0.63	)		609.8		15.87

2020		32.80		(0.17	)¹		16.15			15.98		(0.04	)		(0.99	)		(1.03	)		47.75		49.93	²		0.78			(0.03	)		0.75			(0.45	)		350.5		11.57

2019		31.62		0.17	¹		1.01			1.18		0.00			0.00			0.00			32.80		3.73	²		0.80			(0.05	)		0.75			0.56			170.4		21.24

2018		24.44		(0.10	)¹		7.28			7.18		0.00			0.00			0.00			31.62		29.38	²		0.82			(0.06	)		0.76			(0.36	)		152.2		8.81

2017		19.62		(0.05	)¹		4.87			4.82		0.00			0.00			0.00			24.44		24.57			0.84	³		0.00			0.84			(0.24	)		89.5		13.94

2016		17.10		(0.03	)¹		2.55			2.52		0.00			0.00			0.00			19.62		14.74	²		0.98			(0.01	)		0.97			(0.19	)		81.9		19.30

2015		17.00		(0.04	)¹		0.16	⁷		0.12		(0.02	)		0.00			(0.02	)		17.10		0.72			1.04			0.00			1.04			(0.23	)		74.7		14.54

2014		14.53		(0.01	)¹		2.48			2.47		0.00			0.00			0.00			17.00		17.00	²		1.08			(0.03	)		1.05			(0.08	)		56.0		16.84

2013		11.89		0.05	¹		2.59			2.64		0.00			0.00			0.00			14.53		22.20	²		1.18			(0.13	)		1.05			0.36			33.8		22.91

2012		9.00		(0.01	)¹		2.90			2.89		0.00			0.00			0.00			11.89		32.11	²		1.26			(0.21	)		1.05			(0.05	)		18.9		79.07

R6 SHARES

Year Ended September 30,

2021		47.76		(0.34	)¹		9.60			9.26		0.00			(0.18	)		(0.18	)		56.84		19.45	²		0.75			(0.00	)⁶		0.75			(0.63	)		39.6		15.87

2020		32.81		(0.17	)¹		16.15			15.98		(0.04	)		(0.99	)		(1.03	)		47.76		49.92	²		0.78			(0.03	)		0.75			(0.45	)		33.1		11.57

2019		31.63		0.17	¹		1.01			1.18		0.00			0.00			0.00			32.81		3.73	²		0.79			(0.04	)		0.75			0.54			22.5		21.24

2018		24.45		(0.11	)¹		7.29			7.18		0.00			0.00			0.00			31.63		29.37	²		0.80			(0.05	)		0.75			(0.37	)		21.4		8.81

2017		19.63		(0.06	)¹		4.88			4.82		0.00			0.00			0.00			24.45		24.55			0.84	³		0.00			0.84			(0.27	)		4.7		13.94

2016⁸		17.03		(0.05	)¹		2.65			2.60		0.00			0.00			0.00			19.63		15.27	^2,4		0.85	⁵		(0.01	)⁵		0.84	⁵		(0.37	)⁵		1.4		19.30

¹	Based on average shares outstanding.

²	The total returns would have been lower had certain expenses not been reduced during the period shown.

³	Interest expense rounds to less than 0.01%.

⁴	Not Annualized.

⁵	Annualized.

⁶	Less than 0.01%.

⁷	The amount shown for a share outstanding does not correspond with the aggregate realized and unrealized gain (loss) on investments for the period due to the timing of sales and redemptions of Fund shares in relation to fluctuating market values of investments of the Fund.

⁸	For the period January 29, 2016 (initial offering of R6 Shares) to September 30, 2016.


See Notes to Financial Statements.		53


Baron Funds		September 30, 2021

FINANCIAL HIGHLIGHTS (Continued)

BARON DISCOVERY FUND

Selected data for a share outstanding throughout each year:



			Income (loss) from investment operations:									Less distributions to shareholders from:														Ratios to Average Net Assets:												Supplemental Data:

	Net asset value, beginning of year ($)		Net investment income (loss) ($)			Net realized and unrealized gain (loss) on investments ($)			Total from investment operations ($)			Net investment income ($)			Net realized gain on investments ($)			Total distributions ($)			Net asset value, end of year ($)		Total return (%)			Operating expenses (%)			Less: Reimbursement of expenses by Adviser (%)			Net operating expenses (%)			Net investment income (loss) (%)			Net assets (in millions), end of year ($)		Portfolio turnover rate (%)

RETAIL SHARES

Year Ended September 30,

2021		28.17		(0.43	)¹		10.25			9.82			0.00			(1.06	)		(1.06	)		36.93		35.61			1.31			0.00			1.31			(1.20	)		270.3		36.52

2020		19.41		(0.24	)¹		9.03			8.79			0.00			(0.03	)		(0.03	)		28.17		45.33			1.35			0.00			1.35			(1.09	)		165.2		43.36

2019		23.77		(0.22	)¹		(2.64	)		(2.86	)		0.00			(1.50	)		(1.50	)		19.41		(11.93	)³		1.36			(0.01	)		1.35			(1.10	)		122.7		55.94

2018		17.56		0.09	¹		6.13			6.22			(0.01	)		0.00			(0.01	)		23.77		35.41	³		1.40	⁸		(0.05	)		1.35			0.45			108.2		72.25

2017		13.40		(0.17	)¹		4.33			4.16			0.00			0.00			0.00			17.56		31.04	³		1.47			(0.12	)		1.35			(1.11	)		131.2		40.97

2016		11.13		0.16	¹		2.38			2.54			0.00			(0.27	)		(0.27	)		13.40		23.24	³		1.88			(0.53	)		1.35			1.38			18.6		90.74

2015		11.68		(0.13	)¹		(0.42	)		(0.55	)		0.00			0.00			0.00			11.13		(4.71	)^3,4		1.57			(0.22	)		1.35			(0.97	)		19.9		114.82

2014		10.00		(0.10	)¹		1.78	²		1.68			0.00			0.00			0.00			11.68		16.80	³		2.16			(0.81	)		1.35			(0.85	)		16.6		109.40

INSTITUTIONAL SHARES

Year Ended September 30,

2021		28.65		(0.35	)¹		10.44			10.09			0.00			(1.06	)		(1.06	)		37.68		35.97			1.05			0.00			1.05			(0.94	)		1,721.2		36.52

2020		19.68		(0.19	)¹		9.19			9.00			0.00			(0.03	)		(0.03	)		28.65		45.77			1.08			0.00			1.08			(0.82	)		759.2		43.36

2019		24.03		(0.18	)¹		(2.67	)		(2.85	)		0.00			(1.50	)		(1.50	)		19.68		(11.75	)		1.10			0.00			1.10			(0.88	)		409.4		55.94

2018		17.74		0.01	¹		6.32			6.33			(0.04	)		0.00			(0.04	)		24.03		35.74	³		1.12	⁸		(0.02	)		1.10			0.05			280.2		72.25

2017		13.50		(0.13	)¹		4.37			4.24			0.00			0.00			0.00			17.74		31.41	³		1.23			(0.13	)		1.10			(0.85	)		113.6		40.97

2016		11.19		0.12	¹		2.46			2.58			0.00			(0.27	)		(0.27	)		13.50		23.47	³		1.49			(0.39	)		1.10			1.06			22.8		90.74

2015		11.71		(0.10	)¹		(0.42	)		(0.52	)		0.00			0.00			0.00			11.19		(4.44	)^3,4		1.25			(0.15	)		1.10			(0.72	)		53.9		114.82

2014		10.00		(0.08	)¹		1.79	²		1.71			0.00			0.00			0.00			11.71		17.10	³		1.91			(0.81	)		1.10			(0.64	)		48.7		109.40

R6 SHARES

Year Ended September 30,

2021		28.65		(0.35	)¹		10.44			10.09			0.00			(1.06	)		(1.06	)		37.68		35.97			1.05			0.00			1.05			(0.94	)		38.1		36.52

2020		19.68		(0.19	)¹		9.19			9.00			0.00			(0.03	)		(0.03	)		28.65		45.77			1.08			0.00			1.08			(0.83	)		15.3		43.36

2019		24.03		(0.18	)¹		(2.67	)		(2.85	)		0.00			(1.50	)		(1.50	)		19.68		(11.75	)		1.09			0.00			1.09			(0.88	)		6.8		55.94

2018		17.74		0.03	¹		6.30			6.33			(0.04	)		0.00			(0.04	)		24.03		35.75	³		1.10	⁸		(0.01	)		1.09			0.15			5.6		72.25

2017		13.50		(0.12	)¹		4.36			4.24			0.00			0.00			0.00			17.74		31.41	³		1.22			(0.13	)		1.09			(0.79	)		3.2		40.97

2016⁵		12.89		(0.01	)¹		0.62			0.61			0.00			0.00			0.00			13.50		4.73	^3,6		1.48	⁷		(0.39	)⁷		1.09	⁷		(0.66	)⁷		2.0		90.74

¹	Based on average shares outstanding.

²	The amount shown for a share outstanding does not correspond with the aggregate realized and unrealized gain (loss) on investments for the period due to the timing of sales and redemptions of Fund shares in relation to fluctuating market values of investments of the Fund.

³	The total returns would have been lower had certain expenses not been reduced during the period shown.

⁴	The Adviser made a voluntary payment to the Fund in the amount of $1,000 to compensate the Fund for a loss incurred due to a trade processing error. The impact of this payment increased the Fund’s total return by less than 0.01%.

⁵	For the period August 31, 2016 (initial offering of R6 Shares) to September 30, 2016.

⁶	Not Annualized.

⁷	Annualized.

⁸	Interest expense rounds to less than 0.01%.


54		See Notes to Financial Statements.


September 30, 2021		Baron Funds

FINANCIAL HIGHLIGHTS (Continued)

BARON DURABLE ADVANTAGE FUND

Selected data for a share outstanding throughout each year:



			Income (loss) from investment operations:							Less distributions to shareholders from:													Ratios to Average Net Assets:												Supplemental Data:

	Net asset value, beginning of year ($)		Net investment income (loss) ($)			Net realized and unrealized gain on investments ($)		Total from investment operations ($)		Net investment income ($)			Net realized gain on investments ($)		Total distributions ($)			Net asset value, end of year ($)		Total return (%)			Operating expenses (%)			Less: Reimbursement of expenses by Adviser (%)			Net operating expenses (%)			Net investment income (loss) (%)			Net assets (in millions), end of year ($)		Portfolio turnover rate (%)

RETAIL SHARES

Year Ended September 30,

2021		14.47		(0.05	)¹		4.06		4.01		(0.01	)		0.00		(0.01	)		18.47		27.70	³		1.91			(0.96	)		0.95			(0.29	)		9.8		10.58

2020		11.77		(0.00	)^1,2		2.72		2.72		(0.02	)		0.00		(0.02	)		14.47		23.10	³		2.80			(1.85	)		0.95			(0.01	)		4.0		16.55

2019		10.74		0.03	¹		1.03		1.06		(0.03	)		0.00		(0.03	)		11.77		9.97	³		6.22			(5.27	)		0.95			0.25			1.9		13.23

2018⁶		10.00		0.01	¹		0.73		0.74		0.00			0.00		0.00			10.74		7.40	^3,4		7.45	⁵		(6.50	)⁵		0.95	⁵		0.19	⁵		0.6		5.85	⁴

INSTITUTIONAL SHARES

Year Ended September 30,

2021		14.56		(0.01	)¹		4.09		4.08		(0.01	)		0.00		(0.01	)		18.63		28.01	³		1.48			(0.78	)		0.70			(0.05	)		27.1		10.58

2020		11.82		0.03	¹		2.73		2.76		(0.02	)		0.00		(0.02	)		14.56		23.34	³		2.40			(1.70	)		0.70			0.22			8.0		16.55

2019		10.76		0.06	¹		1.03		1.09		(0.03	)		0.00		(0.03	)		11.82		10.23	³		4.91			(4.21	)		0.70			0.52			4.7		13.23

2018⁶		10.00		0.04	¹		0.72		0.76		0.00			0.00		0.00			10.76		7.60	^3,4		5.71	⁵		(5.01	)⁵		0.70	⁵		0.46	⁵		3.0		5.85	⁴

R6 SHARES

Year Ended September 30,

2021		14.56		(0.01	)¹		4.09		4.08		(0.01	)		0.00		(0.01	)		18.63		28.01	³		1.47			(0.77	)		0.70			(0.04	)		4.3		10.58

2020		11.82		0.03	¹		2.73		2.76		(0.02	)		0.00		(0.02	)		14.56		23.34	³		1.93			(1.23	)		0.70			0.23			2.5		16.55

2019		10.75		0.06	¹		1.04		1.10		(0.03	)		0.00		(0.03	)		11.82		10.34	³		4.65			(3.95	)		0.70			0.53			0.5		13.23

2018⁶		10.00		0.04	¹		0.71		0.75		0.00			0.00		0.00			10.75		7.50	^3,4		5.24	⁵		(4.54	)⁵		0.70	⁵		0.46	⁵		0.4		5.85	⁴

¹	Based on average shares outstanding.

²	Less than $0.01 per share.

³	The total returns would have been lower had certain expenses not been reduced during the period shown.

⁴	Not Annualized.

⁵	Annualized.

⁶	For the period January 2, 2018 (commencement of operations) to September 30, 2018.


See Notes to Financial Statements.		55


Baron Funds		September 30, 2021

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Trustees of Baron Investment Funds Trust and Shareholders of Baron Asset Fund, Baron Growth Fund, Baron Small Cap Fund, Baron Opportunity Fund, Baron Fifth Avenue Growth Fund, Baron Discovery Fund and Baron Durable Advantage Fund

Opinions on the Financial Statements

We have audited the accompanying statements of assets and liabilities, including the statements of net assets, of Baron Asset Fund, Baron Growth Fund, Baron Small Cap Fund, Baron Opportunity Fund, Baron Fifth Avenue Growth Fund, Baron Discovery Fund and Baron Durable Advantage Fund (constituting the Baron Investment Funds Trust, hereafter collectively referred to as the “Funds”) as of September 30, 2021, the related statements of operations for the year ended September 30, 2021, the statements of changes in net assets for each of the two years in the period ended September 30, 2021, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of each of the Funds as of September 30, 2021, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period ended September 30, 2021 and each of the financial highlights for each of the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinions

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of September 30, 2021 by correspondence with the custodian, brokers, transfer agents and portfolio companies; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinions.

LOGO

PricewaterhouseCoopers LLP

New York, New York

November 23, 2021

We have served as the auditor of one or more investment companies in the Baron group of funds since 1987.


September 30, 2021		Baron Funds

STATEMENT REGARDING LIQUIDITY RISK MANAGEMENT PROGRAM

The Trust has adopted a liquidity risk management program (the “LRMP”) pursuant to the requirements of Rule 22e-4 under the 1940 Act, which requires registered open-end funds (other than money market funds) to adopt and implement a written liquidity risk management program that is reasonably designed to assess and manage fund liquidity risk. The rule is designed to promote effective liquidity risk management throughout the open-end fund industry, thereby reducing liquidity risk — i.e., the risk that a fund could not meet requests to redeem shares issued by the fund without significant dilution of remaining investors’ interests in the fund.

Pursuant to the requirements of Rule 22e-4, the LRMP is required to include policies and procedures reasonably designed to incorporate the following elements, and the LRMP complies with these requirements: (1) assessment, management and periodic review of liquidity risk; (2) classification of each Fund’s investments into one of the four liquidity categories in Rule 22e-4; (3) if the Fund does not primarily hold assets that are considered highly liquid investments (cash and other investments reasonably expected to be convertible into cash in current market conditions in three business days or less without the conversion into cash significantly changing the market value of the investment), determination of a “highly liquid investment minimum” (as defined in Rule 22e-4 and in the LRMP, the “HLIM”) and compliance with additional related requirements; (4) prohibition on the acquisition of any “illiquid investment” (as defined in Rule 22e-4) if immediately after the acquisition the Fund would have invested more than 15% of its net assets in illiquid investments; and (5) if the Funds reserve the right to engage in redemptions in-kind, establishment of policies and procedures regarding how and when the Funds will engage in such redemptions in-kind. There have been no material changes to the LRMP since it was initially approved by the Board.

The Board has approved the Adviser to administer the LRMP (the “Program Administrator”). The Program Administrator has delegated its responsibilities to a Liquidity Risk Management Committee (the “LRM Committee”), comprised of a cross-functional group of key representatives from various departments of the Program Administrator, including Operations; Accounting; Legal and Compliance; Trading; and Portfolio and Risk Analytics. In addition, the Trust has contracted with a third party liquidity assessment vendor to support the classification of Fund investments.

Pursuant to the requirements of Rule 22e-4, the Board must review, no less frequently than annually, a written report prepared by the Program Administrator that addresses the operation of the program and assesses its adequacy and effectiveness of implementation, including, if applicable, the operation of the HLIM, and any material changes to the program. The Board received a written report in May 2021 (the “Annual Report”).

The Annual Report states that the Adviser, as the Program Administrator, acting primarily through the LRM Committee, has assessed the operation of the LRMP and believes that the LRMP is adequate and effective in its implementation. The Program Administrator and the LRM Committee initially determined that each Fund primarily holds assets that are highly liquid investments, and the Annual Report states that this determination continues to be maintained so that no Fund needs to maintain a HLIM. In addition, the Annual Report states that, since the LRMP was implemented, no Fund has breached its limit on illiquid investments.


Baron Funds		September 30, 2021

TAX INFORMATION (Unaudited)

The federal tax status of distributions paid by the Funds during the year ended September 30, 2021 are listed below.

During the fiscal year ended September 30, 2021, the Funds’ distributions to shareholders included:



Fund	Ordinary Income^1,3		Long-Term Capital Gains^2,3

Baron Asset Fund	$	—	$	171,218,678

Baron Growth Fund		—		377,092,978

Baron Small Cap Fund		—		497,010,336

Baron Opportunity Fund		5,801,202		80,532,998

Baron Fifth Avenue Growth Fund		—		2,363,263

Baron Discovery Fund		—		37,003,177

Baron Durable Advantage Fund		13,454		22

¹	For tax purposes, short-term capital gains are considered ordinary income distributions.

²	Long-term capital gains are subject to a maximum allowable rate of 20% for individuals pursuant to The Tax Cuts and Jobs Act of 2017.

³	Under the Patient Protection and Affordable Care Act, higher income taxpayers must pay a 3.8% additional tax on net investment income.

Of the total ordinary income distributions paid by Baron Opportunity Fund and Baron Durable Advantage Fund, 12.84% and 100.00%, respectively, is qualified dividend income subject to a reduced tax rate and 12.02% and 100.00%, respectively, qualifies for the corporate dividends received deduction.

The information and distributions reported may differ from the information and distributions taxable to the shareholders for the calendar year ending December 31, 2021. The information necessary to complete your income tax return for the calendar year ending December 31, 2021 will be listed on the Form 1099-DIV, which will be mailed to you in January 2022.


September 30, 2021		Baron Funds

FUND EXPENSES (Unaudited)

As a shareholder of the Funds, you incur ongoing expenses. Ongoing expenses include advisory fees, distribution and service (12b-1) fees and other Fund expenses. The information on this page is intended to help you understand your ongoing costs of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds.

The information in the following table is based on an investment of $1,000 invested on April 1, 2021 and held for the six months ended September 30, 2021.

ACTUAL EXPENSES

The table below titled “Based on Actual Total Return” provides information about actual account values and actual expenses. You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading titled “Expenses Paid During the Period”.

BASED ON ACTUAL TOTAL RETURN FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2021¹



	Actual Total Return			Beginning Account Value April 1, 2021		Ending Account Value September 30, 2021			Annualized Expense Ratio			Expenses Paid During the Period²
Baron Asset Fund — Retail Shares		9.73	%	$	1,000.00	$	1,097.30			1.29	%	$	6.78
Baron Asset Fund — Institutional Shares		9.88	%	$	1,000.00	$	1,098.80			1.03	%	$	5.42
Baron Asset Fund — R6 Shares		9.88	%	$	1,000.00	$	1,098.80			1.03	%	$	5.42
Baron Growth Fund — Retail Shares		11.57	%	$	1,000.00	$	1,115.70			1.29	%	$	6.84
Baron Growth Fund — Institutional Shares		11.71	%	$	1,000.00	$	1,117.10			1.03	%	$	5.47
Baron Growth Fund — R6 Shares		11.71	%	$	1,000.00	$	1,117.10			1.03	%	$	5.47
Baron Small Cap Fund — Retail Shares		7.62	%	$	1,000.00	$	1,076.20			1.29	%	$	6.71
Baron Small Cap Fund — Institutional Shares		7.77	%	$	1,000.00	$	1,077.70			1.03	%	$	5.36
Baron Small Cap Fund — R6 Shares		7.75	%	$	1,000.00	$	1,077.50			1.03	%	$	5.36
Baron Opportunity Fund — Retail Shares		7.76	%	$	1,000.00	$	1,077.60			1.31	%	$	6.82
Baron Opportunity Fund — Institutional Shares		7.91	%	$	1,000.00	$	1,079.10			1.05	%	$	5.47
Baron Opportunity Fund — R6 Shares		7.90	%	$	1,000.00	$	1,079.00			1.06	%	$	5.52
Baron Fifth Avenue Growth Fund — Retail Shares		12.07	%	$	1,000.00	$	1,120.70	³		1.00	%⁴	$	5.32
Baron Fifth Avenue Growth Fund — Institutional Shares		12.20	%	$	1,000.00	$	1,122.00	³		0.75	%⁴	$	3.99
Baron Fifth Avenue Growth Fund — R6 Shares		12.22	%	$	1,000.00	$	1,122.20	³		0.75	%⁴	$	3.99
Baron Discovery Fund — Retail Shares		0.63	%	$	1,000.00	$	1,006.30			1.31	%	$	6.59
Baron Discovery Fund — Institutional Shares		0.78	%	$	1,000.00	$	1,007.80			1.05	%	$	5.28
Baron Discovery Fund — R6 Shares		0.75	%	$	1,000.00	$	1,007.50			1.05	%	$	5.28
Baron Durable Advantage Fund — Retail Shares		15.34	%	$	1,000.00	$	1,153.40	³		0.95	%⁴	$	5.13
Baron Durable Advantage Fund — Institutional Shares		15.48	%	$	1,000.00	$	1,154.80	³		0.70	%⁴	$	3.78
Baron Durable Advantage Fund — R6 Shares		15.48	%	$	1,000.00	$	1,154.80	³		0.70	%⁴	$	3.78

¹	Assumes reinvestment of all dividends and capital gain distributions, if any.

²	Expenses are equal to each share class’ respective annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year, then divided by 365.

³	Ending account value assumes the return earned after waiver and would have been lower if a portion of the expenses had not been waived.

⁴	Annualized expense ratios are adjusted to reflect fee waiver.


Baron Funds		September 30, 2021

FUND EXPENSES (Unaudited) (Continued)

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES

The table below titled “Based on Hypothetical Total Return” provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Funds’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account values and expenses you paid for the period. You may use the information provided in this table to compare the ongoing costs of investing in the Funds and other funds. To do so, compare the 5% hypothetical example relating to the Funds with the 5% hypothetical examples that appear in the shareholder reports of other funds.

BASED ON HYPOTHETICAL TOTAL RETURN FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2021



	Hypothetical Annualized Total Return			Beginning Account Value April 1, 2021		Ending Account Value September 30, 2021			Annualized Expense Ratio			Expenses Paid During the Period²
Baron Asset Fund — Retail Shares		5.00	%	$	1,000.00	$	1,018.60			1.29	%	$	6.53
Baron Asset Fund — Institutional Shares		5.00	%	$	1,000.00	$	1,019.90			1.03	%	$	5.22
Baron Asset Fund — R6 Shares		5.00	%	$	1,000.00	$	1,019.90			1.03	%	$	5.22
Baron Growth Fund — Retail Shares		5.00	%	$	1,000.00	$	1,018.60			1.29	%	$	6.53
Baron Growth Fund — Institutional Shares		5.00	%	$	1,000.00	$	1,019.90			1.03	%	$	5.22
Baron Growth Fund — R6 Shares		5.00	%	$	1,000.00	$	1,019.90			1.03	%	$	5.22
Baron Small Cap Fund — Retail Shares		5.00	%	$	1,000.00	$	1,018.60			1.29	%	$	6.53
Baron Small Cap Fund — Institutional Shares		5.00	%	$	1,000.00	$	1,019.90			1.03	%	$	5.22
Baron Small Cap Fund — R6 Shares		5.00	%	$	1,000.00	$	1,019.90			1.03	%	$	5.22
Baron Opportunity Fund — Retail Shares		5.00	%	$	1,000.00	$	1,018.50			1.31	%	$	6.63
Baron Opportunity Fund — Institutional Shares		5.00	%	$	1,000.00	$	1,019.80			1.05	%	$	5.32
Baron Opportunity Fund — R6 Shares		5.00	%	$	1,000.00	$	1,019.75			1.06	%	$	5.37
Baron Fifth Avenue Growth Fund — Retail Shares		5.00	%	$	1,000.00	$	1,020.05	³		1.00	%⁴	$	5.06
Baron Fifth Avenue Growth Fund — Institutional Shares		5.00	%	$	1,000.00	$	1,021.31	³		0.75	%⁴	$	3.80
Baron Fifth Avenue Growth Fund — R6 Shares		5.00	%	$	1,000.00	$	1,021.31	³		0.75	%⁴	$	3.80
Baron Discovery Fund — Retail Shares		5.00	%	$	1,000.00	$	1,018.50			1.31	%	$	6.63
Baron Discovery Fund — Institutional Shares		5.00	%	$	1,000.00	$	1,019.80			1.05	%	$	5.32
Baron Discovery Fund — R6 Shares		5.00	%	$	1,000.00	$	1,019.80			1.05	%	$	5.32
Baron Durable Advantage Fund — Retail Shares		5.00	%	$	1,000.00	$	1,020.31	³		0.95	%⁴	$	4.81
Baron Durable Advantage Fund — Institutional Shares		5.00	%	$	1,000.00	$	1,021.56	³		0.70	%⁴	$	3.55
Baron Durable Advantage Fund — R6 Shares		5.00	%	$	1,000.00	$	1,021.56	³		0.70	%⁴	$	3.55

¹	Assumes reinvestment of all dividends and capital gain distributions, if any.

²	Expenses are equal to each share class’ respective annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year, then divided by 365.

³	Ending account value assumes the return earned after waiver and would have been lower if a portion of the expenses had not been waived.

⁴	Annualized expense ratios are adjusted to reflect fee waiver.


September 30, 2021		Baron Funds

DISCLOSURE REGARDING THE APPROVAL OF THE INVESTMENT ADVISORY AGREEMENTS FOR THE FUNDS BY THE BOARD OF TRUSTEES (Unaudited)

The Board of Trustees (the “Board”) of Baron Investment Funds Trust (the “Trust”) met on May 5, 2021 to discuss the selection of BAMCO, Inc. (the “Adviser”) as the investment adviser and the approval of the investment advisory agreements for Baron Asset Fund, Baron Growth Fund, Baron Small Cap Fund, Baron Opportunity Fund, Baron Fifth Avenue Growth Fund, Baron Discovery Fund, and Baron Durable Advantage Fund (each, a “Fund” and collectively, the “Funds”). The members of the Board who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Trust (the “Independent Trustees”) met in a separate session to discuss and consider the renewal of the investment advisory agreements for the Funds. Representatives of Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data, provided reports to the Board and attended the Board meeting. The Trustees received a substantial amount of information from the Adviser and from Broadridge, and were advised by independent legal counsel. Based on its evaluation of this and other information, the Board, including a majority of the Independent Trustees, approved the continuation of the investment advisory agreements for the Funds for an additional one-year period.

In reaching its determination, the Board considered various factors that it deemed relevant, including the factors listed below.

1. NATURE, EXTENT AND QUALITY OF SERVICES

The Trustees considered the information provided, including, for many, their experience and knowledge gained from their service as Trustees and their experience generally, including the following, which they had considered in past years and remained, in their thinking, material to their consideration:

•

Their confidence in the senior personnel, portfolio management, the financial condition of the Adviser and its affiliates and the Adviser’s available resources;

•

The nature, extent and quality of the services provided by the Adviser, including: intensive devotion to research, selection of broker/dealers for Fund portfolio transactions, relationships with and supervision of third party service providers, such as the Funds’ custodian and transfer agent, the quality of shareholder reports, the ability to monitor adherence to investment guidelines and restrictions, the legal, accounting and compliance services provided to the Funds and the support services provided to the Board;

•

The Adviser’s investment principles and processes and the historical performance of the Funds as compared to similar funds managed by other advisers and other funds managed by the Adviser over comparable periods;

•

The advisory fees and total expense ratios of the Funds and comparisons to similar funds managed by other advisers over comparable periods. They observed that, for most of the Funds, while the advisory fee was comparatively higher, the net operating expenses paid by the Funds (total expense ratio) were within the range of those of the funds in their respective peer groups; and

•

Additional services provided by the Adviser.

The Board concluded that the nature, extent and quality of the services the Adviser provides to each Fund, including performance consistent with its investing principles, supported approval of the investment advisory agreement for each Fund.

2. INVESTMENT PERFORMANCE OF THE FUNDS AND THE ADVISER

As part of its consideration of the investment performance of the Funds and the Adviser, the Board took into account the analyses performed by and discussed with representatives of Broadridge. The Board considered for each Fund, among other information, Broadridge’s comparisons of the expense ratio and contractual advisory fee with those of peer group funds selected by Broadridge and Morningstar category medians. The Board also considered, among other performance information, Broadridge’s comparisons of each Fund’s annualized total return and related risk metrics over one-, three-, five- and ten-year periods, where applicable, against peer group funds and Morningstar category medians. After considering all the information, the Board concluded that the Adviser continued to invest in accordance with its long-standing principles and that each Fund’s performance remained consistent with expectations for the Adviser’s investment style, in light of recent market conditions.

3. COSTS OF SERVICES PROVIDED AND PROFITS TO BE REALIZED BY THE ADVISER

The Board considered comparisons of the advisory fees charged and services provided by the Adviser and its investment adviser affiliate to sub-advised accounts and separately managed accounts. The Board considered that, while the advisory fees for the other clients are the same as, or lower than, the fees for the Funds, the Adviser or its affiliate performs significantly fewer services for those clients compared with those provided by the Adviser to the Funds. The Board also considered a profitability analysis prepared by the Adviser and discussed with the representatives of the Adviser that the Adviser has continued to invest in quality personnel, systems and facilities, and otherwise continued to invest in its business, irrespective of fund flows.

The Board also considered benefits that accrue to the Adviser and its affiliates from their relationship with the Funds. The Board considered the costs of portfolio management, including the types of investments made for the Funds, the personnel and systems necessary for implementation of investment strategies, and the pre-tax profits realized by the Adviser and its affiliates from their relationship with the Funds.

4. ECONOMIES OF SCALE AND BENEFITS TO INVESTORS

The Board considered the extent to which each Fund’s advisory fee reflected economies of scale for the benefit of Fund shareholders, appreciating that the economies of scale analysis is predicated on generally predictable increasing assets and noting the small size of certain Funds and the significant fluctuation in assets in recent years. The Board considered that small- and mid-cap investment strategies require more attention by the Adviser than a strategy that involves other types of investing, particularly as asset size increases. The Board considered that the Adviser was continuing to grow and upgrade its staff and invest in its business. The Board members reiterated their intention to continue to consider the extent of economies of scale, asset growth and the Adviser’s plans to invest further to support the Funds.

The Board concluded that the advisory fee for each Fund was supported by the entirety of the presentation and particularly in light of the services provided as discussed at this meeting.

After due consideration of the above-enumerated factors and other factors it deemed relevant, the Board, including a majority of the Independent Trustees, approved the continuance of each Fund’s investment advisory agreement.


Baron Funds		September 30, 2021

MANAGEMENT OF THE FUNDS (Unaudited)

Board of Trustees and Officers.

Trustees of the Trust, together with information as to their positions with the Trust, principal occupations and other board memberships and affiliations for the past five years, are shown below. Each Trustee serves as Trustee of the Trust until its termination; until the Trustee’s retirement, resignation or death; or as otherwise specified in the Trust’s organizational documents. Unless otherwise noted, the address of each Officer and Trustee is Baron Investment Funds Trust, 767 Fifth Avenue, 49th Floor, New York, NY 10153. All Trustees listed below, whether Interested or Independent, serve as Trustees for the Trust. Additional information about the Trustees and Officers of the Trust can be found in the Trust’s Statement of Additional Information (the “SAI”) which may be obtained without charge by writing or calling 1-800-99BARON. The SAI is also available on the Baron Funds^® website, www.BaronFunds.com.



Name, Address & Age	Position(s) Held With the Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held by Trustee
Interested Trustees

Ronald Baron^(1),(2) 767 Fifth Avenue New York, NY 10153 Age: 78	Chief Executive Officer, Trustee and Portfolio Manager	34 years	Director, Chairman and CEO: the Firm* (1982-Present); Trustee: Baron Investment Funds Trust (1987-Present); Trustee: Baron Select Funds (2003-Present); Portfolio Manager: Baron USA Partners Fund, Ltd. (2003-Present).	18	None

Linda S. Martinson^(1),(2) 767 Fifth Avenue New York, NY 10153 Age: 66	Chairman, President, Chief Operating Officer and Trustee	34 years	Director: the Firm* (2003-Present); Secretary: the Firm* (1997-2008); President: the Firm* (2007-Present); Chief Operating Officer: the Firm (2006-Present); Chairman (2010-Present), President (2007-Present), Trustee (1987-Present): Baron Investment Funds Trust; Chairman (2010-Present), President (2007-Present), Trustee (2003-Present): Baron Select Funds; Director: Baron USA Partners Fund, Ltd. (2006-Present).	18	None
Independent Trustees

Thomas J. Folliard^(3),(4),(5) 767 Fifth Avenue New York, NY 10153 Age: 56	Trustee	3 years	Non-Executive Chair of the Board: CarMax, Inc. (2016-Present); President and Chief Executive Officer: CarMax, Inc. (2006-2016); Trustee: Baron Investment Funds Trust (2017-Present), Baron Select Funds (2017-Present).	18	Director: PulteGroup, Inc. (2012-Present).

Abraham (Avi) Nachmany^(4),(5) 767 Fifth Avenue New York, NY 10153 Age: 69	Trustee	2 years	Independent mutual fund industry consultant (2016-Present); Director of Research E.V.P., Co-Founder Strategic Insight (1986-2015); Advisory Board Member: Baron Investment Funds Trust and Baron Select Funds (5/2019-5/2020); Trustee: Baron Investment Funds Trust, Baron Select Funds (5/2020-Present).	18	None

Raymond Noveck^(3),(4),(5) 767 Fifth Avenue New York, NY 10153 Age: 78	Lead Trustee	34 years	Private Investor (1999-Present); Trustee: Baron Investment Funds Trust (1987-Present), Baron Select Funds (2003-Present); Founder and President of Strategic Systems, Inc., provider of “The Medical Information Line” (1989-1999); Executive Vice President, Lifetime Corporation (1987-1989).	18	None

Anita Rival^(4),(5) 767 Fifth Avenue New York, NY 10153 Age: 57	Trustee	6 years	Advisory Board Member: Impala Asset Management, LLC (2014-Present); Advisory Board Member: ValueAct Capital, LLC (2014-Present); Senior Advisor: Magnetar Capital (2011-2012); Trustee: Baron Investment Funds Trust, Baron Select Funds (2013-Present).	18	Director: Golub Capital BDC, Inc. (2011-Present).

David A. Silverman, MD^(4),(5) 767 Fifth Avenue New York, NY 10153 Age: 71	Trustee	34 years	Physician at NYU/ Langone Medical Center and Faculty at New York University School of Medicine (1976-Present); Trustee: Baron Investment Funds Trust (1987-Present), Baron Select Funds (2003-Present).	18	None


September 30, 2021		Baron Funds

MANAGEMENT OF THE FUNDS (Unaudited) (Continued)



Name, Address & Age	Position(s) Held With the Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held by Trustee
Independent Trustees (continued)

Marvelle Sullivan^(4),(5) 767 Fifth Avenue New York, NY 10153 Age: 42	Trustee	1 year	Founder and CEO: Marvelle Co. LLC (2019-Present); Managing Director: J.P. Morgan (2017-2019); Global Head of M&A: Novartis (2009-2017); Advisory Board Member: Baron Investment Funds Trust and Baron Select Funds (2/2020-5/2020); Trustee: Baron Investment Funds Trust and Baron Select Funds (5/2020-Present).	18	None

Alejandro (Alex) Yemenidjian^(3),(4),(5) 767 Fifth Avenue New York, NY 10153 Age: 65	Trustee	15 years	Chairman and CEO: Tropicana Las Vegas (gaming) (2009-2015); Chairman and CEO: Armenco Holdings, LLC (investment company) (2005-Present); Managing Partner: Armenco Capital LLC (investment company) (2013-Present); Chief Executive Officer: Oshidori International Holdings, Ltd. (2019-Present); Trustee: Baron Investment Funds Trust (2006-Present), Baron Select Funds (2006-Present).	18	Director: Guess?, Inc. (2005-Present)

Errol Taylor^(4),(5) 767 Fifth Avenue New York, NY 10153 Age: 65	Trustee	<1 year	Partner: Milbank LLP (2003-2020); Partner and Member Executive Committee (1987-2003); Senior Research Associate: Bristol-Myers Squibb Company (1977-1987). Trustee: Baron Investment Funds Trust and Baron Select Funds (12/2020-Present).		Trustee: New York Law School (2014-Present); Trustee: Clark Atlanta University (2017-Present).
Additional Officers of the Funds

Louis Beasley 767 Fifth Avenue New York, NY 10153 Age: 49	Vice President and Chief Compliance Officer	6 years	Chief Compliance Officer: Baron Capital Group, Inc., BAMCO, Inc., Baron Capital Management Inc., Baron Investment Funds Trust, Baron Select Funds, Baron USA Partners Fund, Ltd (2014-Present); Vice President: the Firm* (2014-Present); Principal and Director of Investment Management Compliance and Risk Management: Bessemer Trust (2006-2014).	N/A	N/A

Clifford Greenberg 767 Fifth Avenue New York, NY 10153 Age: 62	Senior Vice President and co-Chief Investment Officer	24 years	Director, Senior Vice President and Co-CIO: the Firm*; Senior Vice President: Baron Investment Funds Trust, Baron Select Funds; Portfolio Manager: Baron Small Cap Fund.	N/A	N/A

Patrick M. Patalino 767 Fifth Avenue New York, NY 10153 Age: 53	Vice President, General Counsel and Secretary	14 years	Vice President, General Counsel and Secretary: the Firm*, Baron Investment Funds Trust, Baron Select Funds; General Counsel: Baron USA Partners Fund, Ltd.	N/A	N/A

Andrew Peck 767 Fifth Avenue New York, NY 10153 Age: 52	Senior Vice President and co-Chief Investment Officer	18 years	Senior Vice President and Co-CIO: the Firm*, Baron Investment Funds Trust, Baron Select Funds; Portfolio Manager: Baron Asset Fund.	N/A	N/A

Peggy C. Wong 767 Fifth Avenue New York, NY 10153 Age: 60	Treasurer and Chief Financial Officer	34 years	Chief Financial Officer and Treasurer: the Firm*, Baron Investment Funds Trust, Baron Select Funds.	N/A	N/A

*	The “Firm” means BCG along with its subsidiaries BCI, Baron Capital Management, Inc. and BAMCO.

⁽¹⁾	Trustees deemed to be “Interested Trustees” by reason of their employment with the Adviser and BCI.

⁽²⁾	Members of the Executive Committee, which is empowered to exercise all of the powers, including the power to declare dividends, of the full Board when the full Board is not in session.

⁽³⁾	Members of the Audit Committee.

⁽⁴⁾	Members of the Nominating Committee.

⁽⁵⁾	Members of the Independent Trustees Committee.

Privacy Notice

The Funds collect nonpublic personal information about you from the following sources:

∎

Information we receive from you on applications or other forms;

∎

Information about your transactions with us, our Adviser or others; and

∎

Information we receive from third parties, such as credit reporting agencies.

“Nonpublic personal information” is private information about you that we obtain in connection with providing a financial product or service to you.

We may share your name and address with other Baron Funds and the Adviser and its affiliates for the purpose of sending you information about our products that we believe may be of interest to you and informing you of our upcoming Baron Investment Conference and for sending required information.

We do not disclose any nonpublic personal information about our customers to anyone, except as permitted or required by law. Examples of permitted disclosures under the law include sharing with companies that work for us to provide you services, such as the Transfer Agent or mailing house. All such companies that act on our behalf are contractually obligated to keep the information that we provide to them confidential and to use the information only to provide the services that we have asked them to perform for you and us.

We restrict access to nonpublic information about you to those employees who need to know that information to provide products or services to you. We maintain physical, electronic and procedural safeguards to guard your nonpublic personal information.

This privacy notice is also available at all times on the Baron Funds^® website, www.BaronFunds.com or by calling 1-800-99BARON.

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LOGO

767 Fifth Avenue, 49^th Fl.

New York, NY 10153

1.800.99.BARON

212-583-2000

www.BaronFunds.com

LOGO

SEPTEMBER 30

Item 2. Code of Ethics.

The Registrant has adopted a Code of Ethics for Principal Executive and Senior Financial Officers (the “Code”). Upon request, the Registrant will provide a copy of the Code to any person without charge. To obtain a copy of the Code, please send your request to [email protected] or call 1-800-99BARON (1-800-992-2766).

Item 3. Audit Committee Financial Expert.

The Registrant’s Board of Trustees has determined that the Registrant has three audit committee financial experts serving on its Audit Committee, Raymond Noveck, Alex Yemenidjian, and Thomas J. Folliard. Mr. Noveck, Mr. Yemenidjian, and Mr. Folliard are “independent” for purposes of Item 3(a)(2) of Form N-CSR.

Item 4. Principal Accountant Fees and Services.

The following table shows the fees paid to PricewaterhouseCoopers, LLP, the Registrant’s principal accounting firm during the fiscal years ended September 30, 2021 and September 30, 2020:

(a)	Audit Fees: for professional services rendered for the audit of the Registrant’s annual financial statements or services that are normally provided in connection with statutory and regulatory filings or engagements:


	2021		2020
Baron Investment Funds Trust	$	323,229	$	333,960

(b)	Audit-Related Fees: for assurance and related services that are reasonably related to the performance of the audit and are not included as Audit Fees:


	2021		2020
Baron Investment Funds Trust	$	0	$	0

(c)	Tax Fees: for professional services rendered for tax compliance, tax advice and tax planning:


	2021		2020
Baron Investment Funds Trust	$	93,978	$	103,973

The Tax Fees represent services provided in connection with the preparation of tax returns and year-end distribution review.

(d)	All Other Fees: for products and services provided by such accounting firm that are not included in (a), (b) or (c) above:


	2021		2020
Baron Investment Funds Trust	$	0	$	0

Audit Committee Pre-Approval Policies and Procedures: (i) Pursuant to paragraph (c)(7) of Rule 2-01 of Regulation S-X and to its charter, the Audit Committee shall pre-approve all audit and non-audit services provided by the independent auditors and in connection therewith to review and evaluate the qualifications, independence and performance of the Fund’s independent auditors; (ii) 100% of the services described in each of items 4(b) through 4(d) were approved by the Audit Committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f)	Not Applicable.

(g)

The aggregate non-audit fees billed by the registrant’s accountant for services rendered to the registrant, and rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for the last two fiscal years is as follows:

2021: $34,000

2020: $33,000

Item 5. Audit Committee of Listed Registrants.

The Registrant has a separately-designated standing Audit Committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934. The members of the Audit Committee are Raymond Noveck, Alex Yemenidjian, and Thomas J. Folliard.

Item 6. Schedule of Investments.

Included herein under Item 1.

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.

Not applicable.

Item 11. Controls and Procedures.

(a) The Registrant’s principal executive officer and principal financial officer have concluded that the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “1940 Act”)) are effective based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

(b) There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the Registrant’s second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

Item 12. Exhibits.

(a)(1) Not applicable.

(a) (2) Certification of each of the principal executive officers and principal financial officers of the Registrant as required by Rule 30a-2 under the Act (17 CFR 270.30a-2) is attached hereto as a part of EX-99.CERT.

(b) Certification of each of the principal executive officers and principal financial officers of the Registrant as required by Section 906 of the Sarbanes-Oxley Act of 2002 is attached hereto as a part of EX-99.906CERT.

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.


BARON INVESTMENT FUNDS TRUST

By:		/s/ Ronald Baron
		Ronald Baron
		Chief Executive Officer

Date: December 6, 2021

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/ Ronald Baron
		Ronald Baron
		Chief Executive Officer

Date: December 6, 2021

By:		/s/ Peggy Wong
		Peggy Wong
		Treasurer and Chief Financial Officer

Date: December 6, 2021

CERTIFICATION PURSUANT TO SECTION 302

THE SARBANES OXLEY ACT

I, Ronald Baron, certify that:

I have reviewed this report on Form N-CSR of Baron Investment Funds Trust;

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

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

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

(a)

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

(b)

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

(c)

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

(d)

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

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

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

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

Date: December 6, 2021

/s/ Ronald Baron

Ronald Baron

Chief Executive Officer

CERTIFICATION PURSUANT TO SECTION 302

THE SARBANES OXLEY ACT

I, Peggy Wong, certify that:

I have reviewed this report on Form N-CSR of Baron Investment Funds Trust;

(a)

(b)

(c)

(d)

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

Date: December 6, 2021

/s/ Peggy Wong

Peggy Wong

Treasurer and Chief Financial Officer

CERTIFICATION PURSUANT TO SECTION 906

THE SARBANES OXLEY ACT

The undersigned hereby certifies, to the best of his knowledge, that:

1. The Form N-CSR of BARON INVESTMENT FUNDS TRUST (the “Issuer”) and its separate series for the period ended September 30, 2021 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as applicable; and

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

By:

/s/ Ronald Baron

Date: December 6, 2021

Ronald Baron

Chief Executive Officer

CERTIFICATION PURSUANT TO SECTION 906

THE SARBANES OXLEY ACT

The undersigned hereby certifies, to the best of her knowledge, that:

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

By:

/s/ Peggy Wong

Date: December 6, 2021

Peggy Wong

Treasurer and Chief Financial Officer

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