DUBLON DINA Form 4 Filed 2024-01-03

FORM 4

☐	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person ^*

DUBLON DINA

2. Issuer Name and Ticker or Trading Symbol
PRICE T ROWE GROUP INC [TROW]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	_____ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

100 E. PRATT STREET

3. Date of Earliest Transaction (Month/Day/Year)
12/29/2023

(Street)

BALTIMORE, MD 21202

(City)

(State)

(Zip)

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check applicable line)

__X__ Form Filed by One Reporting Person
_____ Form Filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/29/2023		A		96.225⁽¹⁾	A	$107.69	10,480.0071	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Explanation of Responses:

1.	This is pursuant to the T. Rowe Price Group, Inc. 2017 Non-Employee Director Equity Plan with respect to dividends declared by the issuer on it's Common Stock. These shares were credited as fully-vested dividend reinvestment shares.

	Signatures
	Cheryl L. Emory, Assistant Corporate Secretary, POA for Dublon, Dina	01/03/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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LIMITED POWER OF ATTORNEY


	THE UNDERSIGNED, Dina Dublon, hereby constitutes and appoints, with full power
of substitution, the Chief Executive Officer, the Chairman, the Vice Chairman,
the Chief Financial Officer, the Director of Corporate Services, the Secretary
or Assistant Secretary of the Corporation of T. Rowe Price Group, Inc.
(the "Corporation"), the true and lawful attorney-in-fact of the undersigned,
with full power and authority in the name of and for and on behalf of the
undersigned to execute and file:
1. any Form 3, Form 4 or Form 5, any amendments thereto and any other form or
report for the purpose of reporting securities transactions to the Securities
and Exchange Commission under Section 16 of the Securities Exchange Act of
1934, as amended;
2. one or more Forms 144, or amendments to Form 144, relating to any sales
orders, orally or electronically, of securities of the Corporation to the
public from time to time in accordance with Rule 144 under the Securities Act
of 1933, as amended; and
3. any and all instruments necessary or incidental to any action listed above,
including communications to the Securities and Exchange Commission, The Nasdaq
Stock Market and state securities law authorities.
	This Power of Attorney is made under, and shall be governed pursuant to, the
laws of the State of Maryland.



Date: 	5/29/2019	/s/___________________
			   Dina Dublon