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LORD ABBETTANNUAL REPORT

Lord AbbettMid Cap Stock Fund

For the fiscal year ended December 31, 2019

Important Information on Paperless DeliveryBeginning in February 2021, as permitted by regulations adopted by the Securitiesand Exchange Commission, paper copies of the Fund’s shareholder reports like thisone will no longer be sent by mail, unless you specifically request paper copies ofthe reports from the Fund or from your financial intermediary, such as a broker- dealer, investment advisor or bank. Instead, the reports will be made available onLord Abbett’s website and you will be notified by mail each time a report is postedand provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not beaffected by this change and you need not take any action. Shareholders who holdaccounts directly with the Fund may elect to receive shareholder reports and othercommunications from the Fund electronically by signing into your Lord Abbettonline account at lordabbett.com and selecting “Log In.” For further information,you may also contact the Fund at (800) 821-5129. Shareholders who holdaccounts through a financial intermediary should contact them directly.

You may elect to receive all future reports in paper free of charge by contactingthe Fund at (800) 821-5129. Your election to receive reports in paper will apply toall funds held with Lord Abbett. If your fund shares are held through a financialintermediary please contact them directly. Your election applies to all funds heldwith that intermediary.

94961_01_Lord Abbett AR.qxp_01 2/26/20 5:41 PM Page FC1

Table of Contents1 A Letter to Shareholders

4 Investment Comparison

5 Information About Your Fund’s Expenses and Holdings Presented by Sector

8 Schedule of Investments

11 Statement of Assets and Liabilities

13 Statement of Operations

14 Statements of Changes in Net Assets

16 Financial Highlights

20 Notes to Financial Statements

32 Report of Independent Registered Public Accounting Firm

33 Supplemental Information to Shareholders

94961_01_Lord Abbett AR.qxp_01 2/26/20 5:41 PM Page IFC3

1

Lord Abbett Mid Cap Stock FundAnnual ReportFor the fiscal year ended December 31, 2019

Dear Shareholders: We are pleased to provide youwith this overview of the performance of Lord Abbett MidCap Stock Fund for the fiscal year ended December 31,2019. On this page and the following pages, we discussthe major factors that influenced fiscal year performance.For additional information about the Fund, please visitour website at www.lordabbett.com, where you also canaccess quarterly commentaries that provide updates onthe Fund’s performance and other portfolio relatedupdates.

Thank you for investing in Lord Abbett mutualfunds. We value the trust that you place in us and lookforward to serving your investment needs in the yearsto come.

Best regards,

Douglas B. SiegDirector, President, and Chief Executive Officer

For the fiscal year ended December 31,2019, the Fund returned 22.91%, reflectingperformance at the net asset value (NAV)of Class A shares with all distributionsreinvested, compared to its benchmark, theRussell Midcap® Value Index1, whichreturned 27.06% over the same period.

Domestic equity returns were positiveover the past year, with large cap stocks, asrepresented by the S&P 500® Index,2 rising31.49% during the period, while small capstocks, as represented by the Russell 2000®Index,3 were up 25.52%. Following atumultuous fourth quarter of 2018, wheretrade tensions and monetary policy

uncertainty sent many investors towardsafety, the market staged a strong recovery.After the worst December since 1931, theS&P 500 posted its best Januaryperformance since 1987. Trade tensionscontinued to dominate headlines, as tradenegotiations between the U.S. and Chinaremained volatile throughout the period.Since the beginning of 2019, both the U.S.and China have imposed tariffs of roughly$550 billion and $185 billion on eachcountry’s products, respectively. One of themore notable shifts over the year was theU.S. Federal Reserve’s (the “Fed”) transitionto a more dovish policy stance, with

From left to right: James L.L. Tullis,Independent Chairman of the Lord AbbettFunds and Douglas B. Sieg, Director,President, and Chief Executive Officer of theLord Abbett Funds.

94961_01_Lord Abbett AR.qxp_01 2/26/20 5:41 PM Page 1

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Chairman Jerome Powell stating that theFed would act appropriately to sustaineconomic growth. Given an uncertainmarket outlook and muted inflationpressures, the Fed announced its decisionto cut interest rates by 25 basis points onJuly 31, 2019 to a range of 2.00-2.25%.This was the first time that the Fed had cutinterest rates since December 2008. TheFed followed that decision with two more25 basis point rate cuts in September andOctober, citing “implications of globaldevelopments for the economic outlook aswell as muted inflation pressures”. Afterthe October rate cut, Fed Chairman Powellsignaled a likely pause on future rate cuts.The combination of a dovish Fed, tradepressures, and slowing economic growthresulted in falling rates across the U.S.Treasury yield curve. In fact, in July, theyield on the 10-year U.S. Treasury fell to itslowest level since 2016. Bond yieldscontinued to fall, and in August, the spreadbetween the U.S. 10-year Treasury and the2-year Treasury temporarily inverted. InSeptember, a large rotation from growthstocks into value took place and continuedthrough November. Geopolitics alsocontributed to market volatility. Followinga coordinated drone strike on Saudi Arabiain the third quarter, Brent crude oil pricesincreased 20% in one trading session.Despite the record increase, oil pricesretracted their gains within weeks. Investorsentiment was buoyed in November as themarket grew optimistic about thepossibility of a “Phase One” trade dealbetween the U.S. and China, which was

ultimately reached in December. Theagreement included structural reforms toChina’s trade regime in areas such asintellectual property and agriculture, aswell as a commitment from China to makeadditional purchases of U.S. goods andservices moving forward. In return, the U.S.would not proceed with tariffs that werescheduled to go into effect in December onnearly $160 billion worth of Chinese goodsand would cut the tariff rate imposed onSeptember 1, 2019 on $120 billion worthof Chinese goods from 15% to 7.5%.

Over the period, the Fund’s holding ofConduent, Inc., a business process servicesprovider, was the largest detractor fromrelative performance. The firm’s stock pricedropped precipitously after CEO AshokVemuri announced his intention to stepdown. The announcement came afterlitigation issues with the state of Texas.Foot Locker, Inc., an athletic shoes andapparel retailer, also detracted fromrelative performance. Shares of Foot Lockertraded down 16% following the company’sfirst quarter earnings release. Both revenueand earnings came in lower than themarket expected and managementlowered fiscal year guidance. PG&E Corp.,an electricity and natural gas company,also detracted from relative performance.PG&E’s stock price fell as the companyprepared to file for bankruptcy in anattempt to dismiss the liability chargesstemming from wildfires in 2017 and 2018.

Over the period, the Fund’s holding ofOneok, Inc., a company that processes,transports, and stores natural gas,


3

contributed most to relative performance.Shares of Oneok rose after the companyannounced the completion of the Elk CreekPipeline project, which investors anticipatewill strengthen the company’s position inthe high production Montana to Kansasregion. Graphic Packaging Holding Corp., apaper-based packaging solutions provider,also contributed to relative performance.Shares of Graphic Packaging increased asthe firm continued to exhibit strongexecution on productivity and coststrategies throughout the year. Morespecifically, the firm reported third quarterearnings per share that topped market

expectations. The Western Union Companyalso contributed to relative performance.Shares of the payment services companyincreased following a positive Investors’Day, where the company announced athree-year outlook as well as a newplatform strategy, which investorsanticipate will increase the company’s totaladdressable market.

The Fund’s portfolio is activelymanaged and, therefore, its holdings andthe weightings of a particular issuer orparticular sector as a percentage ofportfolio assets are subject to change.Sectors may include many industries.

1 The Russell Midcap® Value Index measures theperformance of those Russell Midcap companies withlower price-to-book ratios and lower forecastedgrowth values. The stocks are also members of theRussell 1000® Value index.

2 The S&P 500® Index is widely regarded as thestandard for measuring large cap U.S. stock marketperformance and includes a representative sample ofleading companies in leading industries.

3 The Russell 2000® Index measures theperformance of the 2,000 smallest companies in theRussell 3000® Index, which represents approximately10% of the total market capitalization of the Russell3000® Index.

Unless otherwise specified, indexes reflect totalreturn, with all dividends reinvested. Indexes areunmanaged, do not reflect the deduction of fees orexpenses, and are not available for direct investment.

Important Performance and Other InformationPerformance data quoted in the following pagesreflect past performance and are no guarantee offuture results. Current performance may behigher or lower than the performance quoted.The investment return and principal value of aninvestment in the Fund will fluctuate so that

shares, on any given day or when redeemed, maybe worth more or less than their original cost.You can obtain performance data current to themost recent month end by calling Lord Abbett at888-522-2388 or referring to www.lordabbett.com.

The annual commentary above discusses the views ofthe Fund’s management and various portfolioholdings of the Fund as of December 31, 2019. Theseviews and portfolio holdings may have changed afterthis date. Information provided in the commentary isnot a recommendation to buy or sell securities.Because the Fund’s portfolio is actively managed andmay change significantly, the Fund may no longerown the securities described above or may haveotherwise changed its position in the securities. Formore recent information about the Fund’s portfolioholdings, please visit www.lordabbett.com.

A Note about Risk: See Notes to FinancialStatements for a discussion of investment risks. For amore detailed discussion of the risks associated withthe Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are notdeposits or other obligations of, or guaranteed by,banks, and are subject to investment risks includingpossible loss of principal amount invested.


Investment ComparisonBelow is a comparison of a $10,000 investment in Class A shares with the sameinvestment in the Russell Midcap® Value Index and the S&P MidCap 400® Value Index,assuming reinvestment of all dividends and distributions. The performance of the otherclasses will be greater than or less than the performance shown in the graph below dueto different sales loads and expenses applicable to such classes. The graph andperformance table below do not reflect the deduction of taxes that a shareholder wouldpay on Fund distributions or the redemption of Fund shares. Past performance is noguarantee of future results.

$25,390$23,933

$32,226$31,498

Dec 31, 09 14 16 19181715131210 110

10,000

20,000

30,000

$40,000 The Fund (Class A shares) at net asset valueThe Fund (Class A shares) at maximum offering price1

Russell Midcap® Value Index2

S&P MidCap 400® Value Index2

4

1 Reflects the deduction of the maximum initial sales chargeof 5.75%.2 Performance of each unmanaged index does not reflectany fees or expenses. The performance of each index is notnecessarily representative of the Fund’s performance.3 Total return, which is the percentage change in net assetvalue, after deduction of the maximum initial sales charge of5.75% applicable to Class A shares, with all dividends anddistributions reinvested for the periods shown endedDecember 31, 2019, is calculated using the SEC-requireduniform method to compute such return.

4 The 1% CDSC for Class C shares normally applies before thefirst anniversary of the purchase date. Performance for otherperiods is at net asset value.5 Performance is at net asset value.6 Commenced operations and performance for the Classbegan on April 4, 2017. Performance is at net asset value.7 Commenced operations and performance for the Classbegan on June 30, 2015. Performance is at net asset value.

Average Annual Total Returns at Maximum ApplicableSales Charge for the Periods Ended December 31, 2019 1 Year 5 Years 10 Years Life of ClassClass A3 15.86% 3.57% 9.12% –Class C4 21.04% 4.02% 9.00% –Class F5 23.14% 4.97% 9.99% –Class F36 23.36% – – 3.88%Class I5 23.26% 5.07% 10.09% –Class P5 22.69% 4.61% 9.65% –Class R25 22.46% 4.43% 9.43% –Class R35 22.65% 4.57% 9.56% –Class R47 22.96% – – 4.86%Class R57 23.22% – – 5.10%Class R67 23.32% – – 5.21%


Expense ExampleAs a shareholder of the Fund, you incur two types of costs: (1) transaction costs,

including sales charges (loads) on purchase payments (these charges vary among theshare classes); and (2) ongoing costs, including management fees; distribution and service(12b-1) fees (these charges vary among the share classes); and other Fund expenses. ThisExample is intended to help you understand your ongoing costs (in dollars) of investing inthe Fund and to compare these costs with the ongoing costs of investing in other mutualfunds.

The Example is based on an investment of $1,000 invested at the beginning of theperiod and held for the entire period (July 1, 2019 through December 31, 2019).

Actual ExpensesFor each class of the Fund, the first line of the table on the following page provides

information about actual account values and actual expenses. You may use theinformation in this line, together with the amount you invested, to estimate the expensesthat you paid over the period. Simply divide your account value by $1,000 (for example,an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the numberin the first line under the heading titled “Expenses Paid During Period 7/1/19 – 12/31/19”to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison PurposesFor each class of the Fund, the second line of the table on the following page provides

information about hypothetical account values and hypothetical expenses based on theFund’s actual expense ratio and an assumed rate of return of 5% per year before expenses,which is not the Fund’s actual return. The hypothetical account values and expenses maynot be used to estimate the actual ending account balance or expenses you paid for theperiod. You may use this information to compare the ongoing costs of investing in theFund and other funds. To do so, compare this 5% hypothetical example with the 5%hypothetical examples that appear in the shareholder reports of the other funds.

5

T

P C

C


Please note that the expenses shown in the table are meant to highlight your ongoingcosts only and do not reflect any transactional costs, such as sales charges (loads).Therefore, the second line of the table is useful in comparing ongoing costs only, and willnot help you determine the relative total costs of owning different funds. In addition, ifthese transactional costs were included, your costs would have been higher. Beginning Ending Expenses Account Account Paid During Value Value Period† _________ __________ __________ 7/1/19 - 7/1/19 12/31/19 12/31/19 ________ __________ __________Class AActual $1,000.00 $1,068.80 $5.21Hypothetical (5% Return Before Expenses) $1,000.00 $1,020.16 $5.09Class CActual $1,000.00 $1,064.70 $9.11Hypothetical (5% Return Before Expenses) $1,000.00 $1,016.38 $8.89Class FActual $1,000.00 $1,069.60 $4.43Hypothetical (5% Return Before Expenses) $1,000.00 $1,020.92 $4.33Class F3Actual $1,000.00 $1,070.40 $3.50Hypothetical (5% Return Before Expenses) $1,000.00 $1,021.83 $3.41Class IActual $1,000.00 $1,070.20 $3.91Hypothetical (5% Return Before Expenses) $1,000.00 $1,021.42 $3.82Class PActual $1,000.00 $1,068.00 $6.25Hypothetical (5% Return Before Expenses) $1,000.00 $1,019.16 $6.11Class R2Actual $1,000.00 $1,066.90 $7.03Hypothetical (5% Return Before Expenses) $1,000.00 $1,018.40 $6.87Class R3Actual $1,000.00 $1,067.60 $6.51Hypothetical (5% Return Before Expenses) $1,000.00 $1,018.90 $6.36Class R4Actual $1,000.00 $1,068.80 $5.21Hypothetical (5% Return Before Expenses) $1,000.00 $1,020.16 $5.09Class R5Actual $1,000.00 $1,070.30 $3.91Hypothetical (5% Return Before Expenses) $1,000.00 $1,021.42 $3.82Class R6Actual $1,000.00 $1,070.50 $3.50Hypothetical (5% Return Before Expenses) $1,000.00 $1,021.83 $3.41† For each class of the Fund, net expenses are equal to the annualized expense ratio for such class (1.00% for Class A, 1.75%

for Class C, 0.85% for Class F, 0.67% for Class F3, 0.75 % for Class I, 1.20% for Class P, 1.35% for Class R2, 1.25% for ClassR3, 1.00% for Class R4, 0.75% for Class R5 and 0.67% for Class R6 ) multiplied by the average account value over the period,multiplied by 184/365 (to reflect one- half year period).

6


Portfolio Holdings Presented by SectorDecember 31, 2019

7

Sector* %**Communication Services 2.02%Consumer Discretionary 9.87%Consumer Staples 4.01%Energy 6.35%Financials 18.24%Health Care 8.03%Industrials 13.88%Information Technology 9.16%Materials 6.95%Real Estate 9.85%Utilities 11.25%Repurchase Agreement 0.39%Total 100.00%

** A sector may comprise several industries.** Represents percent of total investments.

B E E A A P V V P _ _ _ 7 7 1 1 _ _ _

$ $ $

$ $ $ $ $ $

$ $ $ $ $

$ $ $ $ $ $

$ $ $ $ $ $

$ $ $ $ $ $

$ $ $ $ $

$ $ $ $ $

$ $ $ $ $

$ $ $ $ $ $

$ $ $ $ $ $

$ $ $ F


8 See Notes to Financial Statements.

Fair ValueInvestments Shares (000)


LONG- TERM INVESTMENTS 99.70%

COMMON STOCKS 98.71%

Auto Components 1.57%Lear Corp. 197,600 $ 27,111

Banks 6.57%BankUnited, Inc. 697,618 25,505

CIT Group, Inc. 415,284 18,949

Citizens Financial Group, Inc. 583,100 23,680

East West Bancorp, Inc. 486,900 23,712

Sterling Bancorp 1,017,336 21,446

Total 113,292

Building Products 1.54%A.O. Smith Corp. 557,834 26,575

Capital Markets 3.66%Ares Capital Corp. 1,306,100 24,359

Brightsphere Investment Group, Inc.* 803,164 8,208

E*TRADE Financial Corp. 675,000 30,625

Total 63,192

Chemicals 3.18%Axalta Coating Systems Ltd.* 422,831 12,854

Corteva, Inc.* 831,206 24,571

PPG Industries, Inc. 130,003 17,354

Total 54,779

Communications Equipment 0.74%F5 Networks, Inc.* 91,455 12,772

Construction & Engineering 1.45%EMCOR Group, Inc. 290,883 25,103

Containers & Packaging 1.56%Graphic Packaging Holding Co. 1,620,864 26,987

Electric: Utilities 7.13%Edison International 353,900 26,688

Entergy Corp. 202,574 24,268

Evergy, Inc. 460,216 29,955

FirstEnergy Corp. 617,059 $ 29,989

Portland General Electric Co. 215,267 12,010

Total 122,910

Electrical Equipment 2.75%Acuity Brands, Inc. 157,931 21,794

Hubbell, Inc. 173,298 25,617

Total 47,411

Electronic Equipment, Instruments &Components 1.51%Avnet, Inc. 612,839 26,009

Energy Equipment & Services 1.14%National Oilwell Varco, Inc. 783,300 19,622

Equity Real Estate Investment Trusts 9.86%Alexandria Real Estate Equities, Inc. 190,411 30,767

Camden Property Trust 237,200 25,167

Duke Realty Corp. 837,599 29,039

Healthcare Trust of America, Inc. Class A 750,234 22,717

Highwoods Properties, Inc. 372,300 18,209

UDR, Inc. 544,368 25,422

Weingarten Realty Investors 599,700 18,735

Total 170,056

Food & Staples Retailing 1.00%Sprouts Farmers Market, Inc.* 890,700 17,235

Food Products 2.04%General Mills, Inc. 375,600 20,117

J.M. Smucker Co. (The) 145,300 15,130

Total 35,247

Health Care Equipment & Supplies 1.31%Zimmer Biomet Holdings, Inc. 151,200 22,632

Health Care Providers & Services 6.73%AmerisourceBergen Corp. 196,300 16,689

Centene Corp.* 477,168 29,999

Humana, Inc. 44,000 16,127

Schedule of Investments December 31, 2019


See Notes to Financial Statements. 9

Schedule of Investments (continued)December 31, 2019



Health Care Providers & Services (continued)Laboratory Corp. of America Holdings* 74,000 $ 12,519

Quest Diagnostics, Inc. 121,100 12,932

Universal Health Services, Inc. Class B 193,849 27,810

Total 116,076

Household Products 0.97%Clorox Co. (The) 109,300 16,782

Industrial Conglomerates 1.26%Carlisle Cos., Inc. 134,152 21,711

Information Technology Services 2.68%Amdocs Ltd. 243,042 17,545

Western Union Co. (The) 1,071,322 28,690

Total 46,235

Insurance 8.03%Argo Group International Holdings Ltd. 242,156 15,922

Axis Capital Holdings Ltd. 429,100 25,505

Everest Re Group Ltd. 77,800 21,538

Hanover Insurance Group, Inc. (The) 120,047 16,407

Hartford Financial Services Group, Inc. (The) 541,532 32,909

RenaissanceRe Holdings Ltd. 133,471 26,163

Total 138,444

Internet & Direct Marketing Retail 1.52%eBay, Inc. 726,400 26,230

Leisure Products 1.50%Brunswick Corp. 430,400 25,815

Machinery 5.16%Cummins, Inc. 162,400 29,063

Stanley Black & Decker, Inc. 192,783 31,952

Westinghouse Air Brake Technologies Corp. 360,754 28,067

Total 89,082

Media 2.02%Interpublic Group of Cos., Inc. (The) 390,443 $ 9,020

Nexstar Media Group, Inc. Class A 84,888 9,953

Omnicom Group, Inc. 196,300 15,904

Total 34,877

Metals & Mining 2.22%Lundin Mining Corp.(a) CAD 4,183,743 25,001

Nucor Corp. 235,000 13,226

Total 38,227

Multi- Utilities 3.15%CMS Energy Corp. 480,191 30,175

Consolidated Edison, Inc. 266,387 24,100

Total 54,275

Oil, Gas & Consumable Fuels 5.22%Marathon Petroleum Corp. 255,773 15,410

Noble Energy, Inc. 1,206,804 29,977

ONEOK, Inc. 305,085 23,086

Parsley Energy, Inc. Class A 1,137,500 21,510

Total 89,983

Road & Rail 1.72%Landstar System, Inc. 261,100 29,732

Semiconductors & Semiconductor Equipment 2.76%Marvell Technology Group Ltd. 634,494 16,852

Teradyne, Inc. 451,501 30,788

Total 47,640

Software 1.47%Cadence Design Systems, Inc.* 124,476 8,634

Synopsys, Inc.* 120,475 16,770

Total 25,404

F V

S (




Principal Fair Amount ValueInvestments (000) (000)

Specialty Retail 3.69%Foot Locker, Inc. 582,585 $ 22,715

Ross Stores, Inc. 220,556 25,677

Urban Outfitters, Inc.* 552,773 15,351

Total 63,743

Textiles, Apparel & Luxury Goods 1.60%Columbia Sportswear Co. 274,700 27,522

Total Common Stocks(cost $1,545,090,140) $1,702,711

Principal Amount (000)

CORPORATE BONDS 0.99%

Electric: UtilitiesPacific Gas & Electric Co.(b)(c)

(cost $17,657,991) $16,215 17,015

Total Long- Term Investments(cost $1,562,748,131) $1,719,726

SHORT- TERM INVESTMENT 0.39%

Repurchase AgreementRepurchase Agreement dated 12/31/2019, 0.85% due 1/2/2020 with Fixed Income Clearing Corp. collateralized by $6,640,000 of U.S. Treasury Note at 2.75% due 8/15/2021; value: $6,829,260; proceeds: $6,690,862(cost $6,690,546) $6,691 $ 6,691

Total Investments in Securities 100.09%(cost $1,569,438,677) 1,726,417

Liabilities in Excess of Cash, and Other Assets (0.09)% (1,499)

Net Assets 100.00% $1,724,918CAD Canadian dollar. * Non- income producing security. (a) Investment in non- U.S. dollar denominated securities. (b) Defaulted (non- income producing security). (c) The security has an interest rate of 6.05% with a

maturity of 03/01/2034.

Schedule of Investments (concluded)December 31, 2019

The following is a summary of the inputs used as of December 31, 2019 in valuing the Fund’s investmentscarried at fair value(1):

Level 1 Level 2 Level 3 TotalInvestment Type(2) (000) (000) (000) (000)Long- Term InvestmentsCommon Stocks $ 1,702,711 $ – $ – $1,702,711Corporate Bonds – 17,015 – 17,015

Short- Term InvestmentRepurchase Agreement – 6,691 – 6,691

Total $ 1,702,711 $23,706 $ – $1,726,417

(1) Refer to Note 2(h) for a description of fair value measurements and the three- tier hierarchy of inputs. (2) See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography.



Statement of Assets and LiabilitiesDecember 31, 2019

ASSETS:Investments in securities, at fair value (cost $1,569,438,677) $1,726,416,700Cash 27Receivables:Investment securities sold 2,306,429Interest and dividends 1,783,376Capital shares sold 756,299

Prepaid expenses and other assets 10,816Total assets 1,731,273,647

LIABILITIES:Payables:Capital shares reacquired 2,744,46412b-1 distribution plan 910,794Investment securities purchased 811,238Management fee 808,904Directors’ fees 646,347Fund administration 58,258

Accrued expenses 375,518Total liabilities 6,355,523Commitments and contingent liabilities

NET ASSETS $1,724,918,124

COMPOSITION OF NET ASSETS:Paid- in capital $1,594,941,275Total distributable earnings (loss) 129,976,849Net Assets $1,724,918,124

P F A V

( (

* N I D T

L L L T (

$ $ – $ – $ – 1 – 1

– 6 – 6

$ $ $ – $

( R ( S



Statement of Assets and Liabilities (concluded)December 31, 2019

Net assets by class:Class A Shares $978,196,606Class C Shares $ 54,897,205Class F Shares $146,125,045Class F3 Shares $ 23,827,740Class I Shares $407,722,967Class P Shares $ 39,511,471Class R2 Shares $ 2,509,660Class R3 Shares $ 26,023,987Class R4 Shares $ 18,203,490Class R5 Shares $ 3,951,203Class R6 Shares $ 23,948,750Outstanding shares by class:Class A Shares (1.18 billion shares of common stock authorized, $.001 par value) 34,209,622Class C Shares (200 million shares of common stock authorized, $.001 par value) 2,073,686Class F Shares (472.5 million shares of common stock authorized, $.001 par value) 5,156,225Class F3 Shares (472.5 million shares of common stock authorized, $.001 par value) 837,139Class I Shares (472.5 million shares of common stock authorized, $.001 par value) 14,390,496Class P Shares (200 million shares of common stock authorized, $.001 par value) 1,428,100Class R2 Shares (200 million shares of common stock authorized, $.001 par value) 89,109Class R3 Shares (381.6 million shares of common stock authorized, $.001 par value) 918,910Class R4 Shares (381.6 million shares of common stock authorized, $.001 par value) 638,779Class R5 Shares (381.6 million shares of common stock authorized, $.001 par value) 139,507Class R6 Shares (381.6 million shares of common stock authorized, $.001 par value) 841,676Net asset value, offering and redemption price per share (Net assets divided by outstanding shares):Class A Shares- Net asset value $28.59Class A Shares- Maximum offering price (Net asset value plus sales charge of 5.75%) $30.33Class C Shares- Net asset value $26.47Class F Shares- Net asset value $28.34Class F3 Shares- Net asset value $28.46Class I Shares- Net asset value $28.33Class P Shares- Net asset value $27.67Class R2 Shares- Net asset value $28.16Class R3 Shares- Net asset value $28.32Class R4 Shares- Net asset value $28.50Class R5 Shares- Net asset value $28.32Class R6 Shares- Net asset value $28.45



Statement of OperationsFor the Year Ended December 31, 2019

Investment income:Dividends (net of foreign withholding taxes of $108,430) $ 36,995,150Interest 163,819Total investment income 37,158,969

Expenses:Management fee 9,893,16812b-1 distribution plan- Class A 2,455,29712b-1 distribution plan- Class C 559,83512b-1 distribution plan- Class F 144,78312b-1 distribution plan- Class P 194,01012b-1 distribution plan- Class R2 45,71812b-1 distribution plan- Class R3 131,04112b-1 distribution plan- Class R4 43,376Shareholder servicing 1,594,685Fund administration 715,453Registration 226,086Professional 98,199Reports to shareholders 71,718Directors’ fees 53,680Other 481,594Gross expenses 16,708,643Expense reductions (See Note 8) (43,989)

Net expenses 16,664,654

Net investment income 20,494,315

Net realized and unrealized gain:Net realized gain on investments 63,417,842Net realized gain on foreign currency related transactions 238Net change in unrealized appreciation/depreciation on investments 229,777,226Net realized and unrealized gain 293,195,306

Net Increase in Net Assets Resulting From Operations $313,689,621



Statements of Changes in Net AssetsFor the Year Ended For the Year Ended

INCREASE (DECREASE) IN NET ASSETS December 31, 2019 December 31, 2018Operations:Net investment income $ 20,494,315 $ 14,537,711Net realized gain on investments and foreign currency related transactions 63,418,080 65,768,990Net change in unrealized appreciation/depreciation on investments 229,777,226 (314,849,569)

Net increase (decrease) in net assets resulting from operations 313,689,621 (234,542,868)

Distributions to shareholders:Class A (30,486,342) (54,545,424)Class C (1,477,383) (1,628,142)Class F (4,846,408) (6,222,664)Class F3 (803,694) (1,255,112)Class I (13,985,736) (16,222,251)Class P (1,198,874) (2,642,091)Class R2 (59,699) (712,298)Class R3 (750,772) (1,238,468)Class R4 (565,397) (774,992)Class R5 (132,960) (27,410)Class R6 (826,820) (1,057,104)

Total distributions to shareholders (55,134,085) (86,325,956)

Capital share transactions (Net of share conversions) (See Note 14):Net proceeds from sales of shares 86,792,867 108,334,448Net proceeds from reorganizations (See Note 15) 646,764,945 –Reinvestment of distributions 50,479,551 77,406,047Cost of shares reacquired (689,172,319) (493,016,502)Net increase (decrease) in net assets resulting from capital share transactions 94,865,044 (307,276,007)

Net increase (decrease) in net assets 353,420,580 (628,144,831)

NET ASSETS:Beginning of year $1,371,497,544 $1,999,642,375

End of year $1,724,918,124 $1,371,497,544


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15



Financial HighlightsPer Share Operating Performance: _______________________________________________________

Distributions to Investment operations: shareholders from:__________________________ __________________________

TotalNet Net from

Net asset invest- realized invest- value, ment and ment Net Net Total beginning income unrealized oper- investment realized distri- of period (loss)(a) gain (loss) ations income gain butions_________________________________________________________________

Class A12/31/2019 $24.01 $0.30 $5.19 $5.49 $(0.25) $(0.66) $(0.91) $ 2 0 1 $ 612/31/2018 29.90 0.25 (4.56) (4.31) (0.26) (1.32) (1.58) 2 ( 0 0 8 412/31/2017 28.69 0.23 1.78 2.01 (0.27) (0.53) (0.80) 2 7 0 0 1 612/31/2016 24.75 0.18 3.93 4.11 (0.17) – (0.17) 2 1 1 0 1 612/31/2015 25.87 0.19 (1.11) (0.92) (0.20) – (0.20) 2 ( 1 0 1 6

Class C12/31/2019 22.29 0.09 4.81 4.90 (0.06) (0.66) (0.72) 2 2 1 0 5 612/31/2018 27.80 (0.03) (4.16) (4.19) –(c) (1.32) (1.32) 2 ( 1 ( 2 412/31/2017 26.69 –(c) 1.66 1.66 (0.02) (0.53) (0.55) 2 6 1 –( 1 612/31/2016 23.07 (0.01) 3.63 3.62 –(c) – – 2 1 1 ( 1 612/31/2015 24.11 –(c) (1.03) (1.03) (0.01) – (0.01) 2 ( 1 ( 1 6

Class F12/31/2019 23.80 0.34 5.16 5.50 (0.30) (0.66) (0.96) 2 2 0 1 1 612/31/2018 29.65 0.29 (4.52) (4.23) (0.30) (1.32) (1.62) 2 ( 0 0 9 412/31/2017 28.45 0.27 1.77 2.04 (0.31) (0.53) (0.84) 2 7 0 0 1 612/31/2016 24.55 0.22 3.90 4.12 (0.22) – (0.22) 2 1 0 0 1 612/31/2015 25.67 0.23 (1.11) (0.88) (0.24) – (0.24) 2 ( 0 0 1 6

Class F312/31/2019 23.88 0.39 5.18 5.57 (0.33) (0.66) (0.99) 2 2 0 1 2 612/31/2018 29.74 0.35 (4.55) (4.20) (0.34) (1.32) (1.66) 2 ( 0 1 1 44/4/2017 to 12/31/2017(d) 29.19 0.30 1.13 1.43 (0.35) (0.53) (0.88) 2 4 0 1 2 6

Class I12/31/2019 23.79 0.37 5.16 5.53 (0.33) (0.66) (0.99) 2 2 0 1 4 612/31/2018 29.66 0.30 (4.52) (4.22) (0.33) (1.32) (1.65) 2 ( 0 1 2 412/31/2017 28.47 0.30 1.77 2.07 (0.35) (0.53) (0.88) 2 7 0 1 4 612/31/2016 24.57 0.24 3.90 4.14 (0.24) – (0.24) 12/31/2015 25.68 0.26 (1.11) (0.85) (0.26) – (0.26)

Class P12/31/2019 23.25 0.23 5.04 5.27 (0.19) (0.66) (0.85) 12/31/2018 28.99 0.18 (4.41) (4.23) (0.19) (1.32) (1.51) 12/31/2017 27.83 0.16 1.74 1.90 (0.21) (0.53) (0.74) 12/31/2016 24.02 0.12 3.81 3.93 (0.12) – (0.12) 12/31/2015 25.10 0.14 (1.07) (0.93) (0.15) – (0.15) 2

Class R212/31/2019 23.54 0.18 5.10 5.28 –(c) (0.66) (0.66) 2 2 1 0 2 612/31/2018 29.40 0.15 (4.48) (4.33) (0.21) (1.32) (1.53) 12/31/2017 28.29 0.15 1.73 1.88 (0.24) (0.53) (0.77) 12/31/2016 24.44 0.09 3.86 3.95 (0.10) – (0.10) 12/31/2015 25.49 0.09 (1.08) (0.99) (0.06) – (0.06)



Ratios to Average Net Assets: Supplemental Data:_________________________ ______________________

Net Net asset investment Net Portfolio

value, Total Total income assets, end turnover end of return(b) expenses (loss) of period rate

period (%) (%) (%) (000) (%)__________________________________________________________________

$ $ $28.59 22.91 0.98 1.08 $ 978,197 69 ( ( 24.01 (14.54) 0.98 0.85 872,864 47 ( 29.90 7.03 0.95 0.77 1,091,071 67 4 – ( 28.69 16.61 1.01 0.69 1,157,503 69 ( – ( 24.75 (3.55) 1.01 0.74 1,138,632 63

( 26.47 22.04 1.73 0.36 54,897 69 –( ( ( 22.29 (15.20) 1.73 (0.11) 28,694 47 –( 1 1 ( ( ( 27.80 6.25 1.69 –(c) 142,724 67 2 ( 3 3 –( – – 26.69 15.70 1.75 (0.06) 196,441 69 2 –( ( ( ( – ( 23.07 (4.27) 1.75 (0.01) 199,956 63

( 28.34 23.14 0.83 1.25 146,125 69 ( 23.80 (14.38) 0.83 0.99 96,500 47 ( ( 29.65 7.20 0.80 0.91 123,997 67 – ( 28.45 16.77 0.86 0.85 144,220 69 ( – ( 24.55 (3.41) 0.86 0.90 116,935 63

( 28.46 23.36 0.66 1.42 23,828 69 ( 23.88 (14.25) 0.64 1.19 19,137 47

( 29.74 4.94(e) 0.63(f) 1.35(f) 21,007 67

( 28.33 23.26 0.73 1.36 407,723 69 ( 23.79 (14.34) 0.73 1.04 249,326 47 2 ( 29.66 7.29 0.70 1.01 484,925 67 – ( 28.47 16.90 0.76 0.95 687,856 69 ( – ( 24.57 (3.31) 0.76 1.00 604,278 63

( 27.67 22.69 1.19 0.88 39,511 69 ( 23.25 (14.71) 1.18 0.63 43,079 47 ( ( 28.99 6.84 1.15 0.56 63,371 67 2 – ( 27.83 16.35 1.21 0.48 73,204 69 2 ( ( ( – ( 24.02 (3.68) 1.15 0.57 78,293 63

–( 28.16 22.46 1.33 0.70 2,510 69 ( ( 23.54 (14.84) 1.33 0.51 11,616 47 ( 29.40 6.68 1.29 0.50 8,068 67 ( – ( 28.29 16.20 1.35 0.35 1,097 69 – ( 24.44 (3.92) 1.36 0.35 966 63



Financial Highlights (concluded)Per Share Operating Performance: _______________________________________________________

Distributions to Investment operations: shareholders from:__________________________ __________________________

TotalNet Net from

Net asset invest- realized invest- value, ment and ment Net Net Total beginning income unrealized oper- investment realized distri- of period (loss)(a) gain (loss) ations income gain butions_________________________________________________________________

Class R312/31/2019 $23.78 $0.23 $ 5.15 $ 5.38 $(0.18) $(0.66) $(0.84) $ 2 1 0 $ 612/31/2018 29.58 0.17 (4.47) (4.30) (0.18) (1.32) (1.50) 2 ( 1 0 2 412/31/2017 28.39 0.16 1.75 1.91 (0.19) (0.53) (0.72) 2 6 1 0 3 612/31/2016 24.51 0.11 3.88 3.99 (0.11) – (0.11) 2 1 1 0 3 612/31/2015 25.61 0.13 (1.10) (0.97) (0.13) – (0.13) 2 ( 1 0 3 6

Class R412/31/2019 23.93 0.30 5.19 5.49 (0.26) (0.66) (0.92) 2 2 0 1 1 612/31/2018 29.79 0.24 (4.54) (4.30) (0.24) (1.32) (1.56) 2 ( 0 0 1 412/31/2017 28.59 0.23 1.78 2.01 (0.28) (0.53) (0.81) 2 7 0 0 2 612/31/2016 24.72 0.37 3.74 4.11 (0.24) – (0.24) 2 1 0 1 9 66/30/2015 to 12/31/2015(g) 26.44 0.15 (1.64) (1.49) (0.23) – (0.23) 2 ( 1 1 9 6

Class R512/31/2019 23.79 0.38 5.14 5.52 (0.33) (0.66) (0.99) 2 2 0 1 3 612/31/2018 29.66 0.34 (4.56) (4.22) (0.33) (1.32) (1.65) 2 ( 0 1 4 412/31/2017 28.47 0.31 1.76 2.07 (0.35) (0.53) (0.88) 2 7 0 1 1 612/31/2016 24.57 0.28 3.86 4.14 (0.24) – (0.24) 2 1 0 1 6 66/30/2015 to 12/31/2015(g) 26.28 0.18 (1.63) (1.45) (0.26) – (0.26) 2 ( 0 1 9 6

Class R612/31/2019 23.88 0.39 5.17 5.56 (0.33) (0.66) (0.99) 2 2 0 1 2 612/31/2018 29.74 0.36 (4.56) (4.20) (0.34) (1.32) (1.66) 2 ( 0 1 1 412/31/2017 28.52 0.36 1.74 2.10 (0.35) (0.53) (0.88) 2 7 0 1 1 612/31/2016 24.58 0.28 3.91 4.19 (0.25) – (0.25) 2 1 0 1 8 66/30/2015 to 12/31/2015(g) 26.28 0.20 (1.63) (1.43) (0.27) – (0.27) 2 ( 0 1 2 6

(a) Calculated using average shares outstanding during the period.(b) Total return for Classes A and C does not consider the effects of sales loads and assumes the reinvestment of all

distributions. Total return for all other classes assumes the reinvestment of all distributions.(c) Amount less than $0.01.(d) Commenced on April 4, 2017.(e) Not annualized.(f) Annualized.(g) Commenced on June 30, 2015.



Ratios to Average Net Assets: Supplemental Data:_________________________ ______________________

Net Net asset investment Net Portfolio

value, Total Total income assets, end turnover end of return(b) expenses (loss) of period rate

period (%) (%) (%) (000) (%)__________________________________________________________________

$ $ $ $ $ $ $ $28.32 22.65 1.23 0.84 $26,024 69 ( 23.78 (14.66) 1.23 0.59 20,815 47 ( 29.58 6.76 1.18 0.53 30,343 67 2 0 3 ( – ( 28.39 16.29 1.25 0.45 37,228 69 2 ( ( ( – ( 24.51 (3.77) 1.24 0.51 30,030 63

( 28.50 22.96 0.98 1.09 18,203 69 ( 23.93 (14.54) 0.98 0.83 12,678 47 ( 29.79 7.04 0.95 0.78 21,071 67 4 – ( 28.59 16.61 0.97 1.30 9,430 69

0 ( ( ( – ( 24.72 (5.61)(e) 1.01(f) 1.17(f) 9 63

( 28.32 23.22 0.73 1.38 3,951 69 ( 23.79 (14.33) 0.73 1.17 424 47 2 ( 29.66 7.30 0.70 1.05 100 67 – ( 28.47 16.86 0.74 1.05 69 69

0 ( ( ( – ( 24.57 (5.48)(e) 0.76(f) 1.42(f) 9 63

( 28.45 23.32 0.66 1.42 23,949 69 ( 23.88 (14.25) 0.64 1.22 16,363 47 ( 29.74 7.40 0.62 1.21 11,878 67 – ( 28.52 17.03 0.63 1.06 895 69

2 0 ( ( ( – ( 24.58 (5.43)(e) 0.63(f) 1.56(f) 26 63


1. ORGANIZATION

Lord Abbett Mid Cap Stock Fund, Inc. (the “Fund”) is registered under the Investment Company Actof 1940, as amended (the “Act”), as a diversified, open- end management investment company andwas incorporated under Maryland law on March 14, 1983.

The Fund’s investment objective is to seek capital appreciation through investments, primarily inequity securities, which are believed to be undervalued in the marketplace. The Fund has elevenactive classes of shares: Class A, C, F, F3, I, P, R2, R3, R4, R5 and R6, each with different expenses anddividends. A front- end sales charge is normally added to the net asset value (“NAV”) for Class Ashares. There is no front- end sales charge in the case of Class C, F, F3, I, P, R2, R3, R4, R5 and R6shares, although there may be a contingent deferred sales charge (“CDSC”) in certain cases asfollows: Class A shares purchased without a sales charge and redeemed before the first day of themonth in which the one- year anniversary of the purchase falls (subject to certain exceptions as setforth in the Fund’s prospectus); and Class C shares redeemed before the first anniversary of purchase.Class C shares will convert automatically into Class A shares on the 25th day of the month (or, if the25th day is not a business day, the next business day thereafter) following the tenth anniversary ofthe month on which the purchase order was accepted. The Fund’s Class P shares are closed tosubstantially all new investors, with certain exceptions as set forth in the Fund’s prospectus. OnFebruary 22, 2019, the Fund acquired the net assets of Lord Abbett Calibrated Mid Cap Value Fund(“Calibrated Mid Cap Value Fund”). Refer to Note 15 Reorganization for additional information.

The preparation of the financial statements in conformity with accounting principles generallyaccepted in the United States of America (“U.S. GAAP”) requires management to make certainestimates and assumptions that affect the reported amounts of assets and liabilities and disclosureof contingent assets and liabilities at the date of the financial statements and the reported amountsof increases and decreases in net assets from operations during the reporting period. Actual resultscould differ from those estimates. The Fund is considered an investment company under U.S. GAAPand follows the accounting and reporting guidance applicable to investment companies.

2. SIGNIFICANT ACCOUNTING POLICIES

(a) Investment Valuation– Under procedures approved by the Fund’s Board of Directors (the“Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed aPricing Committee to administer the pricing and valuation of portfolio investments and toensure that prices utilized reasonably reflect fair value. Among other things, these proceduresallow the Fund to utilize independent pricing services, quotations from securities and financialinstrument dealers and other market sources to determine fair value.

Securities actively traded on any recognized U.S. or non- U.S. exchange or on The NASDAQStock Market LLC are valued at the last sale price or official closing price on the exchange orsystem on which they are principally traded. Events occurring after the close of trading on non- U.S. exchanges may result in adjustments to the valuation of foreign securities to reflecttheir fair value as of the close of regular trading on the New York Stock Exchange. The Fundmay utilize an independent fair valuation service in adjusting the valuations of foreignsecurities. Unlisted equity securities are valued at the last quoted sale price or, if no sale priceis available, at the mean between the most recently quoted bid and asked prices. Fixed incomesecurities are valued based on evaluated prices supplied by independent pricing services, whichreflect broker/dealer supplied valuations and the independent pricing services’ own electronicdata processing techniques.

20

Notes to Financial Statements

94961_02_Lord Abbett AR_Notes.qxp_01 2/26/20 5:40 PM Page 20

Securities for which prices are not readily available are valued at fair value as determined bythe Pricing Committee. The Pricing Committee considers a number of factors, includingobservable and unobservable inputs, when arriving at fair value. The Pricing Committee mayuse related or comparable assets or liabilities, recent transactions, market multiples, bookvalues and other relevant information to determine the fair value of portfolio investments. TheBoard or a designated committee thereof regularly reviews fair value determinations made bythe Pricing Committee and may employ techniques such as reviewing related market activity,reviewing inputs and assumptions, and retrospectively comparing prices of subsequentpurchases and sales transactions to fair value determinations made by the Pricing Committee.

Short- term securities with 60 days or less remaining to maturity are valued using theamortized cost method, which approximates fair value.

(b) Security Transactions– Security transactions are recorded as of the date that the securitiesare purchased or sold (trade date). Realized gains and losses on sales of portfolio securities arecalculated using the identified- cost method. Realized and unrealized gains (losses) areallocated to each class of shares based upon the relative proportion of net assets at thebeginning of the day.

(c) Investment Income– Dividend income is recorded on the ex- dividend date. Interest income isrecorded on the accrual basis as earned. Discounts are accreted and premiums are amortizedusing the effective interest method and are included in Interest on the Statement of Operations.Withholding taxes on foreign dividends have been provided for in accordance with theapplicable country’s tax rules and rates. Investment income is allocated to each class of sharesbased upon the relative proportion of net assets at the beginning of the day.

(d) Income Taxes– It is the policy of the Fund to meet the requirements of Subchapter M of theInternal Revenue Code applicable to regulated investment companies and to distributesubstantially all taxable income and capital gains to its shareholders. Therefore, no income taxprovision is required.

The Fund files U.S. federal and various state and local tax returns. No income tax returns arecurrently under examination. The statute of limitations on the Fund’s filed U.S. federal taxreturns remains open for the fiscal years ended December 31, 2016 through December 31,2019. The statutes of limitations on the Fund’s state and local tax returns may remain open foran additional year depending upon the jurisdiction.

(e) Expenses–Expenses, excluding class- specific expenses, are allocated to each class of sharesbased upon the relative proportion of net assets at the beginning of the day. Class A, C, F, P, R2,R3, and R4 shares bear their class- specific share of all expenses and fees relating to the Fund’s12b-1 Distribution Plan.

(f) Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars andtransactions denominated in foreign currencies are recorded in the Fund’s records at the rateprevailing when earned or recorded. Asset and liability accounts that are denominated inforeign currencies are adjusted daily to reflect current exchange rates and any unrealized gain(loss), if applicable, is included in Net change in unrealized appreciation/depreciation ontranslation of assets and liabilities denominated in foreign currencies in the Fund’s Statementof Operations. The resultant exchange gains and losses upon settlement of such transactionsare included in Net realized gain (loss), if applicable, on foreign currency related transactionsin the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of

21

Notes to Financial Statements (continued)


operations arising as a result of changes in the foreign exchange rates from the changes inmarket prices of the securities.

The Fund uses foreign currency exchange contracts to facilitate transactions in foreigndenominated securities. Losses from these transactions may arise from changes in the value ofthe foreign currency or if the counterparties do not perform under the contracts’ terms.

(g) Repurchase Agreements– The Fund may enter into repurchase agreements with respect tosecurities. A repurchase agreement is a transaction in which a fund acquires a security andsimultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed- upon price on an agreed- upon date. The Fund requires at all times that the repurchaseagreement be collateralized by cash, or by securities of the U.S. Government, its agencies, itsinstrumentalities, or U.S. Government sponsored enterprises having a value equal to, or inexcess of, the value of the repurchase agreement (including accrued interest). If the seller ofthe agreement defaults on its obligation to repurchase the underlying securities at a time whenthe fair value of these securities has declined, the Fund may incur a loss upon disposition ofthe securities.

(h) Fair Value Measurements– Fair value is defined as the price that the Fund would receive uponselling an investment or transferring a liability in an orderly transaction to an independent buyerin the principal or most advantageous market of the investment. A three- tier hierarchy is usedto maximize the use of observable market data and minimize the use of unobservable inputs andto establish classification of fair value measurements for disclosure purposes. Inputs referbroadly to the assumptions that market participants would use in pricing the asset or liability,including assumptions about risk—for example, the risk inherent in a particular valuationtechnique used to measure fair value (such as a pricing model) and/or the risk inherent in theinputs to the valuation technique. Inputs may be observable or unobservable. Observable inputsreflect the assumptions market participants would use in pricing the asset or liability. Observableinputs are based on market data obtained from sources independent of the reporting entity.Unobservable inputs reflect the reporting entity’s own assumptions about the assumptionsmarket participants would use in pricing the asset or liability. Unobservable inputs are based onthe best information available in the circumstances. The three- tier hierarchy classification isdetermined based on the lowest level of inputs that is significant to the fair value measurement,and is summarized in the three broad Levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments;

• Level 2 – other significant observable inputs (including quoted prices for similarinvestments, interest rates, prepayment speeds, credit risk, etc.); and

• Level 3 – significant unobservable inputs (including the Fund’s own assumptions indetermining the fair value of investments).

A summary of inputs used in valuing the Fund’s investments as of December 31, 2019 and, ifapplicable, Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Scheduleof Investments.

Changes in valuation techniques may result in transfers into or out of an assigned level withinthe three- tier hierarchy. The inputs or methodology used for valuing securities are notnecessarily an indication of the risk associated with investing in those securities.

22



3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Management FeeThe Fund has a management agreement with Lord Abbett, pursuant to which Lord Abbett suppliesthe Fund with investment management services and executive and other personnel, provides officespace and pays for ordinary and necessary office and clerical expenses relating to research andstatistical work and supervision of the Fund’s investment portfolio.

The Fund has a management fee is based on the Fund’s average daily net assets at the followingannual rate:

First $200 million .75%Next $300 million .65%Over $500 million .50%

For the fiscal year ended December 31, 2019, the effective management fee was at an annualizedrate of .55% of the Fund’s average daily net assets.

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to anAdministrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’saverage daily net assets.

12b-1 Distribution PlanThe Fund has adopted a distribution plan with respect to Class A, C, F, P, R2, R3 and R4 sharespursuant to Rule 12b-1 under the Act, which provides for the payment of ongoing distribution andservice fees to Lord Abbett Distributor LLC (the “Distributor”), an affiliate of Lord Abbett. Thefollowing annual rates have been authorized by the Board pursuant to the plan:

Fees* Class A Class C Class F(1) Class P Class R2 Class R3 Class R4Service .25%(2) .25% – .25% .25% .25% .25%Distribution – .75% .10% .20% .35% .25% –

* The Fund may designate a portion of the aggregate fee as attributable to service activities for purposes of calculating FinancialIndustry Regulatory Authority, Inc. (“FINRA”) sales charge limitations.

(1) The Class F share Rule 12b-1 fee may be designated as a service fee in limited circumstances as described in the Fund’s prospectus.(2) Annual service fee on shares sold prior to June 1, 1990 is .15% of the average daily net assets attributable to Class A shares.

Class F3, Class I, Class R5 and Class R6 shares do not have a distribution plan.

CommissionsDistributor received the following commissions on sales of shares of the Fund, after concessionswere paid to authorized dealers, for the fiscal year ended December 31, 2019:

Distributor Dealers’Commissions Concessions $38,979 $214,657

Distributor received CDSCs of $1,655 and $3,391 for Class A and Class C shares, respectively, for thefiscal year ended December 31, 2019.

Other Related PartiesAs of December 31, 2019, the percentages of the Fund’s outstanding shares owned by Lord Abbett Multi- Asset Balanced Opportunity Fund and Lord Abbett Multi- Asset Income Fund, were 14.58%and 6.23%, respectively.

One Director and certain of the Fund’s officers have an interest in Lord Abbett.

23



4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS

Dividends from net investment income, if any, are declared and paid at least semi- annually. Taxablenet realized gains from investment transactions, reduced by allowable capital loss carryforwards, ifany, are declared and distributed to shareholders at least annually. The capital loss carryforwardamount, if any, is available to offset future net capital gains. Dividends and distributions toshareholders are recorded on the ex- dividend date. The amounts of dividends and distributions fromnet investment income and net realized capital gains are determined in accordance with federalincome tax regulations, which may differ from U.S. GAAP. These book/tax differences are eitherconsidered temporary or permanent in nature. To the extent these differences are permanent innature, such amounts are reclassified within the components of net assets based on their federal taxbasis treatment; temporary differences do not require reclassification. Dividends and distributionsthat exceed earnings and profits for tax purposes are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2019 andDecember 31, 2018 was as follows:

Year Ended Year Ended 12/31/2019 12/31/2018Distributions paid from:Ordinary income $15,903,350 $14,516,355Net long- term capital gains 39,230,735 71,809,601 Total distributions paid $55,134,085 $86,325,956

As of December 31, 2019, the components of accumulated gains (losses) on a taxbasis were as follows:

Undistributed ordinary income – net $ –Total undistributed earnings $ –Capital loss carryforwards* (21,034,819)Temporary differences (736,413)Unrealized gains – net 151,748,081 Total accumulated gains – net $129,976,849* The capital losses will carry forward indefinitely and are subject to merger limitations.

At the Fund’s election, certain losses incurred within the taxable year (Qualified Late- Year Losses)are deemed to arise on the first business day of the Fund’s next taxable year. The Fund incurred andwill elect to defer post- October capital losses of $90,066 during fiscal year 2019.

As of December 31, 2019, the aggregate unrealized security gains (losses) on investments and otherfinancial instruments, if any, based on cost for U.S. federal income tax purposes were as follows:

Tax cost $1,574,668,619Gross unrealized gain 180,605,985Gross unrealized loss (28,857,904) Net unrealized security gain $ 151,748,081

The difference between book- basis and tax basis unrealized gains (losses) is attributable to the taxtreatment of wash sales.

Permanent items identified during the fiscal year ended December 31, 2019 have been reclassifiedamong the components of net assets based on their tax basis treatment as follows: Total Distributable Paid- in Earnings (Loss) Capital $170,034 $(170,034)

24



The permanent differences are primarily attributable to certain distributions and certain expenses.

5. PORTFOLIO SECURITIES TRANSACTIONS

Purchases and sales of investment securities (excluding short- term investments) for the fiscal yearended December 31, 2019 were as follows:

Purchases Sales$1,227,534,463 $1,776,117,965

There were no purchases or sales of U.S. Government securities for the fiscal year endedDecember 31, 2019.

The Fund is permitted to purchase and sell securities ( “cross- trade”) from and to other Lord Abbettfunds or client accounts pursuant to procedures approved by the Board in compliance withRule 17a-7 under the Act (the “Rule”). Each cross- trade is executed at a fair market price incompliance with provisions of the Rule. For the fiscal year ended December 31, 2019, the Fundengaged in cross- trades purchases of $1,640,919 and sales of $10,911,959 which resulted in netrealized gains of $1,170,622.

6. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help betterassess the effect or potential effect of offsetting arrangements on a fund’s financial position. Thefollowing tables illustrate gross and net information about recognized assets and liabilities eligiblefor offset in the Statement of Assets and Liabilities; and disclose such amounts subject to anenforceable master netting agreement or similar agreement, by counterparty. A master nettingagreement is an agreement between the Fund and a counterparty which provides for the netsettlement of amounts owed under all contracts traded under that agreement, as well as cashcollateral, through a single payment by one party to the other in the event of default on ortermination of any one contract. The Fund’s accounting policy with respect to balance sheetoffsetting is that, absent an event of default by the counterparty or a termination of theagreement, the master netting agreement does not result in an offset of reported amounts offinancial assets and liabilities in the Statement of Assets and Liabilities across transactions betweenthe Fund and the applicable counterparty: Gross Amounts Net Amounts of Offset in the Assets Presented Gross Amounts of Statement of Assets in the Statement ofDescription Recognized Assets and Liabilities Assets and LiabilitiesRepurchase Agreement $6,690,546 $ – $6,690,546

Total $6,690,546 $ – $6,690,546

Net Amounts of Assets Amounts Not Offset in the Presented in Statement of Assets and Liabilities the Statement Cash Securities of Assets and Financial Collateral Collateral NetCounterparty Liabilities Instruments Received(a) Received(a) Amount(b)

Fixed Income Clearing Corp. $6,690,546 $ – $ – $(6,690,546) $ –

Total $6,690,546 $ – $ – $(6,690,546) $ –(a) Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets (liabilities) presented in the

Statement of Assets and Liabilities, for each respective counterparty.(b) Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2019.

25


Y Y 1 1

$1 $

–T $ –C (

( 1

$1

$1 1 (

$ 1

T E C


7. DIRECTORS’ REMUNERATION

The Fund’s officers and one Director, who are associated with Lord Abbett, do not receive anycompensation from the Fund for serving in such capacities. Independent Directors’ fees areallocated among all Lord Abbett- sponsored funds based on the net assets of each fund. There is an equity- based plan available to all Independent Directors under which Independent Directors mustdefer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’fees. The deferred amounts are treated as though equivalent dollar amounts had been invested inthe funds. Such amounts and earnings accrued thereon are included in Directors’ fees on theStatement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilitiesand are not deductible for U.S. federal income tax purposes until such amounts are paid.

8. EXPENSE REDUCTIONS

The Fund has entered into an arrangement with its transfer agent and custodian, whereby creditsrealized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

9. LINE OF CREDIT

For the period ended August 7, 2019, the Fund and certain other funds managed by Lord Abbett(collectively, the “Participating Funds”) entered into a Syndicated Facility with various lenders for$1.1 billion whereas State Street Bank and Trust Company (“SSB”) participated as a lender and asagent for the lenders. The Participating Funds are subject to graduated borrowing limits of one- third of Fund net assets (if Fund net assets are less than $750 million), $250 million, $300 million,$350 million, or $1 billion, based on past borrowings and likelihood of future borrowings, amongother factors.

Effective August 8, 2019, the Participating Funds entered into a Syndicated Facility with variouslenders for $1.17 billion whereas SSB participates as a lender and as agent for the lenders. TheParticipating Funds are subject to graduated borrowing limits of one- third of Fund net assets (if netassets are less than $750 million), $250 million, $300 million, $500 million, or $1 billion, based onpast borrowings and likelihood of future borrowings, among other factors.

For the period ended August 7, 2019, the Participating Funds entered into an additional line ofcredit facility with SSB for $250 million (the “Bilateral Facility” and together with the SyndicatedFacility, the “Facilities”). Under the Bilateral Facility, each Participating Fund may borrow up to thelesser of $250 million or one- third of Fund net assets.

Effective August 8, 2019, the Participating Funds entered into a Bilateral Facility with SSB for$330 million ($250 million committed and $80 million uncommitted). Under the Bilateral Facility,the Participating Funds are subject to graduated borrowing limits of one- third of Fund net assets(if net assets are less than $750 million), $250 million, $300 million, or $330 million, based on pastborrowings and likelihood of future borrowings, among other factors.

The Facilities are to be used for temporary or emergency purposes as an additional source ofliquidity to satisfy redemptions.

For the fiscal year ended December 31, 2019, the Fund did not utilize the Facilities.

10. INTERFUND LENDING PROGRAM

Pursuant to an exemptive order issued by the U.S. Securities and Exchange Commission (“SECexemptive order”), certain registered open- end management investment companies managed by

26



Lord Abbett, including the Fund, participate in a joint lending and borrowing program (the “InterfundLending Program”). The SEC exemptive order allows the Funds to borrow money from and lendmoney to each other for temporary or emergency purposes subject to limitations and conditions.

For the fiscal year ended December 31, 2019, the Fund did not participate as a borrower or lenderin the Interfund Lending Program.

11. CUSTODIAN AND ACCOUNTING AGENT

SSB is the Fund’s custodian and accounting agent. SSB performs custodial, accounting andrecordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

12. SECURITIES LENDING AGREEMENT

The Fund has established a securities lending agreement with Citibank, N.A. for the lending ofsecurities to qualified brokers in exchange for securities or cash collateral equal to at least themarket value of securities loaned, plus interest, if applicable. Cash collateral is invested in anapproved money market fund. In accordance with the Fund’s securities lending agreement, themarket value of securities on loan is determined each day at the close of business and anyadditional collateral required to cover the value of securities on loan is delivered to the Fund on thenext business day. As with other extensions of credit, the Fund may experience a delay in therecovery of its securities or incur a loss should the borrower of the securities breach its agreementwith the Fund or become insolvent at a time when the collateral is insufficient to cover the cost ofrepurchasing securities on loan. Any income earned from lending securities will be noted on theStatement of Operations.

For the fiscal year ended December 31, 2019, the Fund did not loan any securities.

13. INVESTMENT RISKS

The Fund is subject to the general risks and considerations associated with equity investing, as wellas the particular risks associated with value and mid- sized company stocks. The value of aninvestment will fluctuate in response to movements in the equity securities market in general, andto the changing prospects of individual companies in which the Fund invests. The market may failto recognize for a long time the intrinsic value of particular value stocks the Fund may hold. Valueinvesting is also subject to the risk that a company judged to be undervalued may actually beappropriately priced or even overpriced. The mid- sized company stocks in which the Fund investsmay be less able to weather economic shifts or other adverse developments than those of larger,more established companies. Accordingly, mid- sized company securities tend to be more sensitiveto changing economic, market, and industry conditions and tend to be more volatile and less liquidthan equity securities of larger companies, especially over the short term. In addition, if the Fund’sassessment of a company’s value or prospects for exceeding earnings expectations or marketconditions is wrong, the Fund could suffer losses or produce poor performance relative to otherfunds, even in a favorable market.

Because the Fund invests in real estate investment trusts (“REITS”), it may be subject to the risksthat impact the value of the underlying properties or mortgages of the REITs in which it invests.These risks include loss to casualty or condemnation, and changes in supply and demand, interestrates, zoning laws, regulatory limitations on rents, property taxes, and operating expenses. Otherfactors that may adversely affect REITs include poor performance by management of the REIT,changes to the tax laws, or failure by the REIT to qualify for tax- free distribution of income, andchanges in local, regional, or general economic conditions.

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Due to the Fund’s investment exposure to foreign companies and American Depositary Receipts,the Fund may experience increased market, liquidity, currency, political, information, and otherrisks. As compared with companies organized and operated in the U.S., these companies may bemore vulnerable to economic, political and social instability and subject to less governmentsupervision, lack of transparency, inadequate regulatory and accounting standards, and foreigntaxes. The securities of foreign companies also may be subject to inadequate exchange controlregulations, the imposition of economic sanctions or other government restrictions, highertransaction and other costs, and delays in settlement to the extent they are traded on non- U.S.exchanges or markets.

These factors can affect the Fund’s performance.

14. SUMMARY OF CAPITAL TRANSACTIONS

Transactions in shares of capital stock were as follows:

Year Ended Year Ended December 31, 2019 December 31, 2018Class A Shares Shares Amount Shares AmountShares sold 936,724 $ 25,724,869 1,291,956 $ 36,605,855Converted from Class B* – – 29,117 875,749Converted from Class C** 158,454 4,363,468 3,041,220 91,283,998Reinvestment of distributions 965,757 27,388,263 1,968,587 48,188,593Shares reacquired (6,862,887) (188,683,867) (6,464,698) (189,187,135)Shares issued in reorganization (See Note 15) 2,653,151 73,439,211 – –Decrease (2,148,801) $ (57,768,056) (133,818) $ (12,232,940)

Class B SharesShares sold – $ – 214 $ 5,877Reinvestment of distributions – – – 5Shares reacquired – – (7,940) (220,630)Converted to Class A* – – (31,201) (875,749)Decrease – $ – (38,927) $ (1,090,497)

Class C SharesShares sold 123,873 $ 3,133,712 116,741 $ 3,054,489Reinvestment of distributions 52,901 1,389,109 66,504 1,511,640Shares reacquired (642,874) (16,400,668) (748,474) (20,505,917)Converted to Class A** (171,390) (4,363,468) (3,280,552) (91,283,998)Shares issued in reorganization (See Note 15) 1,423,606 36,543,958 – –Increase (decrease) 786,116 $ 20,302,643 (3,845,781) $ (107,223,786)

Class F SharesShares sold 663,952 $ 18,034,100 689,963 $ 19,857,195Reinvestment of distributions 141,066 3,965,253 203,229 4,932,038Shares reacquired (1,951,692) (53,205,476) (1,021,347) (29,749,648)Shares issued in reorganization (See Note 15) 2,248,677 61,726,178 – –Increase (decrease) 1,102,003 $ 30,520,055 (128,155) $ (4,960,415)

28



Year Ended Year Ended December 31, 2019 December 31, 2018Class F3 Shares Shares Amount Shares AmountShares sold 123,174 $ 3,360,990 253,852 $ 7,488,033Reinvestment of distributions 28,470 803,694 51,549 1,255,112Shares reacquired (221,134) (6,047,901) (210,631) (6,149,648)Shares issued in reorganization (See Note 15) 105,423 2,905,469 – –Increase 35,933 $ 1,022,252 94,770 $ 2,593,497

Class I SharesShares sold 751,057 $ 20,106,226 259,054 $ 7,646,635Reinvestment of distributions 496,921 13,963,152 667,767 16,198,940Shares reacquired (13,732,966) (373,518,951) (6,796,641) (203,302,001)Shares issued in reorganization (See Note 15) 16,396,802 450,092,202 – –Increase (decrease) 3,911,814 $ 110,642,629 (5,869,820) $ (179,456,426)

Class P SharesShares sold 78,920 $ 2,077,072 89,822 $ 2,583,528Reinvestment of distributions 43,641 1,197,459 111,371 2,639,417Shares reacquired (547,579) (14,463,081) (534,246) (15,219,914)Decrease (425,018) $ (11,188,550) (333,053) $ (9,996,969)

Class R2 SharesShares sold 47,671 $ 1,269,340 322,587 $ 9,559,142Reinvestment of distributions 1,240 34,645 3,518 84,436Shares reacquired (495,159) (13,215,618) (107,020) (3,094,951)Shares issued in reorganization (See Note 15) 41,830 1,134,851 – –Increase (decrease) (404,418) $ (10,776,782) 219,085 $ 6,548,627

Class R3 SharesShares sold 122,531 $ 3,357,654 131,320 $ 3,821,757Reinvestment of distributions 26,728 750,772 51,062 1,238,155Shares reacquired (313,683) (8,451,604) (332,818) (9,818,706)Shares issued in reorganization (See Note 15) 208,132 5,706,973 – –Increase (decrease) 43,708 $ 1,363,795 (150,436) $ (4,758,794)

Class R4 SharesShares sold 136,937 $ 3,769,522 164,292 $ 4,922,436Reinvestment of distributions 15,393 435,003 29,175 711,812Shares reacquired (195,223) (5,329,378) (370,940) (11,154,469)Shares issued in reorganization (See Note 15) 151,870 4,191,624 – –Increase (decrease) 108,977 $ 3,066,771 (177,473) $ (5,520,221)

Class R5 SharesShares sold 34,279 $ 938,042 19,828 $ 582,466Reinvestment of distributions 1,820 51,135 1,130 27,410Shares reacquired (66,912) (1,829,829) (6,504) (193,491)Shares issued in reorganization (See Note 15) 152,480 4,184,055 – –Increase 121,667 $ 3,343,403 14,454 $ 416,385

29


Y Y D D

S A S A 9

– – 2 8 1 4 3 9

( (

2 7 – – ( ( ( (

– $ – 2 5

– – – 5S – – ( (

– – ( ( – $ – ( (

1 1

5 1 ( (

( ( ( (

1 – – 7

6

1 3 ( ( (

2 – – 1


Year Ended Year Ended December 31, 2019 December 31, 2018Class R6 Shares Shares Amount Shares AmountShares sold 183,016 $ 5,021,340 409,539 $ 12,207,035Reinvestment of distributions 17,756 501,066 25,411 618,489Shares reacquired (292,687) (8,025,946) (149,037) (4,419,992)Shares issued in reorganization (See Note 15) 248,291 6,840,424 – –Increase 156,376 $ 4,336,884 285,913 $ 8,405,532

* Automatic conversion of Class B shares occurred on the 25th day of the month (or, if the 25th day was not a business day,the next business day thereafter) following the eighth anniversary of the day on which the purchase order was accepted. ClassB shares were closed on April 25, 2018.

** Automatic conversion of Class C shares occurs on the 25th day of the month (or, if the 25th day was not a business day, thenext business day thereafter) following the tenth anniversary of the day on which the purchase order was accepted.

15. REORGANIZATION

As of the close of business on February 22, 2019, Mid Cap Stock Fund acquired the net assets ofCalibrated Mid Cap Value Fund, pursuant to a plan of reorganization approved by Calibrated MidCap Value Fund’s shareholders on February 8, 2019. The reorganization permitted Calibrated MidCap Value Fund shareholders to pursue a substantially similar investment goal, but as a part of alarger fund with a lower expense ratio. The acquisition was accomplished by a tax- free exchangewhereby holders of shares of Calibrated Mid Cap Value Fund outstanding on February 22, 2019received shares valued at $646,764,945 of Mid Cap Stock Fund. Calibrated Mid Cap Value Fund’snet assets at the date of acquisition, including $8,845,860 of net unrealized appreciation,$(4,704,349) of undistributed net investment loss and $(33,066,869) of accumulated net realizedlosses, were combined with those of Mid Cap Stock Fund. The cost basis of securities received fromCalibrated Mid Cap Value Fund was carried forward.

The total net assets of Calibrated Mid Cap Value Fund immediately before the transfer were$646,764,945. Total net assets of Mid Cap Stock Fund immediately before the transfer were$1,546,274,568. Total net assets of Mid Cap Stock Fund immediately after the transfer were$2,193,039,513.

The following table illustrates share conversion ratios and dollar amounts of the reorganization onFebruary 22, 2019: Calibrated Mid Cap Mid Cap Mid Cap Value Conversion Stock Fund Stock FundClass Fund Shares Ratio Shares AmountA 3,790,511 0.699946 2,653,151 $ 73,439,211C 1,925,263 0.739435 1,423,606 36,543,958F 3,177,195 0.707756 2,248,677 61,726,178F3 149,545 0.704960 105,423 2,905,469I 23,175,414 0.707508 16,396,802 450,092,202R2 58,294 0.717575 41,830 1,134,851R3 294,160 0.707546 208,132 5,706,973R4 217,154 0.699366 151,870 4,191,624R5 215,468 0.707668 152,480 4,184,055R6 352,058 0.705256 248,291 6,840,424

30



Had the acquisition been completed on January 1, 2019, the beginning of Mid Cap Stock Fund’s2019 fiscal year, the Fund’s condensed pro- forma results of operations for the fiscal year endedDecember 31, 2019 would be as follows:

Net investment income: $ 31,758,209Net realized and unrealized gain: $256,519,295Net increase in net assets resulting from operations: $288,277,504

The combined investment portfolios have been managed as a single integrated portfolio since theacquisition was completed. Revenue and earnings of Calibrated Mid Cap Value Fund’s portfolioholdings have been included in Mid Cap Stock Fund’s Statement of Operations since the date ofacquisition.

31

Notes to Financial Statements (concluded) Y Y D D

S A S A 1

1 2 6 ( (

2 – – 1 4 2 8

C M M M C S S

F R S A 3 0 2 $ 7 1 0 1 3

3 0 2 6 1 0 1 2

2 0 1 4 5 0 4 1 2 0 2 5 2 0 1 4 2 0 1 4 3 0 2 6


Report of Independent Registered Public Accounting FirmTo the shareholders and Board of Directors of Lord Abbett Mid Cap Stock Fund, Inc.

Opinion on the Financial Statements and Financial HighlightsWe have audited the accompanying statement of assets and liabilities of Lord Abbett Mid Cap StockFund, Inc. (the “Fund”), including the schedule of investments, as of December 31, 2019, the relatedstatement of operations for the year then ended, the statements of changes in net assets for eachof the two years in the period then ended, the financial highlights for each of the five years in theperiod then ended, and the related notes. In our opinion, the financial statements and financialhighlights present fairly, in all material respects, the financial position of the Fund as of December31, 2019, and the results of its operations for the year then ended, the changes in its net assets foreach of the two years in the period then ended, and the financial highlights for each of the fiveyears in the period then ended in conformity with accounting principles generally accepted in theUnited States of America.

Basis for OpinionThese financial statements and financial highlights are the responsibility of the Fund’smanagement. Our responsibility is to express an opinion on the Fund’s financial statements andfinancial highlights based on our audits. We are a public accounting firm registered with the PublicCompany Accounting Oversight Board (United States) (PCAOB) and are required to be independentwith respect to the Fund in accordance with the U.S. federal securities laws and the applicable rulesand regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards requirethat we plan and perform the audit to obtain reasonable assurance about whether the financialstatements and financial highlights are free of material misstatement, whether due to error orfraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internalcontrol over financial reporting. As part of our audits we are required to obtain an understandingof internal control over financial reporting but not for the purpose of expressing an opinion on theeffectiveness of the Fund’s internal control over financial reporting. Accordingly, we express nosuch opinion.

Our audits included performing procedures to assess the risks of material misstatement of thefinancial statements and financial highlights, whether due to error or fraud, and performingprocedures that respond to those risks. Such procedures included examining, on a test basis,evidence regarding the amounts and disclosures in the financial statements and financialhighlights. Our audits also included evaluating the accounting principles used and significantestimates made by management, as well as evaluating the overall presentation of the financialstatements and financial highlights. Our procedures included confirmation of securities owned asof December 31, 2019, by correspondence with the custodian and brokers; when replies were notreceived from brokers, we performed other auditing procedures. We believe that our audits providea reasonable basis for our opinion.

DELOITTE & TOUCHE LLPNew York, New YorkFebruary 26, 2020

We have served as the auditor of one or more Lord Abbett Family of Funds’ investment companiessince 1932.

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33

Supplemental Proxy Information (unaudited)A joint special meeting of shareholders of the Fund was held on August 26, 2019. The joint specialmeeting was held for the purpose of electing members of the Fund’s Board of Directors.Shareholders elected the following ten (10) Directors at the joint special meeting:

• Eric C. Fast• Evelyn E. Guernsey• Julie A. Hill• Kathleen M. Lutito• James M. McTaggart• Charles O. Prince• Karla M. Rabusch• Mark A. Schmid• Douglas B. Sieg• James L.L. Tullis

The results of the proxy solicitation on the preceding matter were as follows:

Lord Abbett Mid Cap Stock Fund, Inc.

Nominee Votes Votes For Votes WithheldEric C. Fast 52,772,946.649 1,521,748.584Evelyn E. Guernsey 52,708,738.680 1,585,956.553Julie A. Hill 52,707,660.559 1,587,034.674Kathleen M. Lutito 52,818,510.692 1,476,184.541James M. McTaggart 52,716,827.294 1,577,867.939Charles O. Prince 52,661,757.729 1,632,937.504Karla M. Rabusch 52,732,452.279 1,562,242.954Mark A. Schmid 52,772,710.018 1,521,985.215Douglas B. Sieg 52,840,579.891 1,454,115.342James L.L. Tullis 52,692,480.063 1,602,215.170


Basic Information About ManagementThe Board is responsible for the management of the business and affairs of the Fund in accordancewith the laws of the State of Maryland. The Board elects officers who are responsible for the day- to- day operations of the Fund and who execute policies authorized by the Board. The Board also approvesan investment adviser to the Fund and continues to monitor the cost and quality of the services theinvestment adviser provides, and annually considers whether to renew the contract with theinvestment adviser. Generally, each Director holds office until his/her successor is elected and qualifiedor until his/her earlier resignation or removal, as provided in the Fund’s organizational documents.

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated LordAbbett personnel are responsible for the day- to- day management of the Fund.

Interested DirectorMr. Sieg is affiliated with Lord Abbett and is an “interested person” of the Fund as defined in theAct. Mr. Sieg is director/trustee of each of the 12 investment companies in the Lord Abbett Familyof Funds, which consist of 57 investment portfolios. Mr. Sieg is an officer of the Lord Abbett Familyof Funds.

Current Position and Name, Address and Length of Service Principal Occupation and Other DirectorshipsYear of Birth with the Fund During the Past Five Years

Douglas B. Sieg Director since 2016; Principal Occupation: Managing Partner (since 2018)Lord, Abbett & Co. LLC President and Chief and was formerly Head of Client Services, joined Lord90 Hudson Street Executive Officer Abbett in 1994.Jersey City, NJ 07302 since 2018(1969) Other Directorships: None.

Independent DirectorsThe following Independent Directors also are directors/trustees of each of the 12 investmentcompanies in the Lord Abbett Family of Funds, which consist of 57 investment portfolios.


Evelyn E. Guernsey Director since 2011 Principal Occupation: None.Lord, Abbett & Co. LLCc/o Legal Dept. Other Directorships: None.90 Hudson StreetJersey City, NJ 07302(1955)

Julie A. Hill Director since 2004 Principal Occupation: Owner and CEO of The HillLord, Abbett & Co. LLC Company, a business consulting firm (since 1998).c/o Legal Dept. 90 Hudson Street Other Directorships: Currently serves as director ofJersey City, NJ 07302 Anthem, Inc., a health benefits company (since 1994).(1946)

Kathleen M. Lutito Director since 2017 Principal Occupation: President and Chief InvestmentLord, Abbett & Co. LLC Officer of CenturyLink Investment Managementc/o Legal Dept. Company (since 2006).90 Hudson StreetJersey City, NJ 07302 Other Directorships: None.(1963)

34



James M. McTaggart Director since 2012 Principal Occupation: Independent managementLord, Abbett & Co. LLC advisor and consultant (since 2012).c/o Legal Dept. 90 Hudson Street Other Directorships: Blyth, Inc., a home productsJersey City, NJ 07302 company (2004–2015).(1947)

Charles O. Prince Director since 2019 Principal Occupation: None. Formerly Chairman Lord, Abbett & Co. LLC and Chief Executive Officer, Citigroup, Inc.c/o Legal Dept. 90 Hudson Street Other Directorships: Currently serves as director ofJersey City, NJ 07302 Johnson & Johnson (2006–Present). Previously served (1950) as director of Xerox Corporation (2008–2018).

Karla M. Rabusch Director since 2017 Principal Occupation: President and Director of Lord, Abbett & Co. LLC Wells Fargo Funds Management, LLC (2003–2017);c/o Legal Dept. President of Wells Fargo Funds (2003–2016).90 Hudson StreetJersey City, NJ 07302 Other Directorships: None.(1959)

Mark A. Schmid Director/Trustee Principal Occupation: Vice President and ChiefLord, Abbett & Co. LLC since 2016 Investment Officer of the University of Chicagoc/o Legal Dept. (since 2009).90 Hudson StreetJersey City, NJ 07302 Other Directorships: None.(1959)

James L.L. Tullis Director since 2006; Principal Occupation: Chairman of Tullis HealthLord, Abbett & Co. LLC Chairman since 2017 Investors—FL LLC (since 2018); CEO of Tullis-c/o Legal Dept. Dickerson and Co. Inc., a venture capital management90 Hudson Street firm (1990–2016).Jersey City, NJ 07302(1947) Other Directorships: Currently serves as director of

Crane Co. (since 1998), Alphatec Spine, Inc. (since2018), and electroCore, Inc. (since 2018).

OfficersNone of the officers listed below have received compensation from the Fund. All of the officers ofthe Fund also may be officers of the other Lord Abbett Funds and maintain offices at 90 HudsonStreet, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the“Principal Occupation During the Past Five Years” column indicate each officer’s position(s) andtitle(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death,resignation, retirement, or removal).

Length of ServiceName and Current Position of Current Principal OccupationYear of Birth with the Fund Position During the Past Five Years

Douglas B. Sieg President and Chief Elected as President Managing Partner of Lord(1969) Executive Officer and Chief Executive Abbett (since 2018) and was Officer in 2018 formerly Head of Client

Services, joined LordAbbett in 1994.

35

C L P

w D

C L P

w D

Basic Information About Management (continued)

94961_02_Lord Abbett AR_Notes.qxp_01 2/27/20 9:26 AM Page 35

Length of ServiceName and Current Position of Current Principal OccupationYear of Birth with the Fund Position During the Past Five Years

Jackson C. Chan AML Compliance Officer Elected in 2018 Deputy Chief Compliance(1964) Officer and Director of

Regulatory Affairs, joinedLord Abbett in 2014.

Pamela P. Chen Vice President, Assistant Elected as Vice Associate General Counsel,(1978) Secretary and Privacy President and joined Lord Abbett in 2017 Officer Assistant Secretary and was formerly Special in 2018 and Privacy Counsel at Schulte, Roth Officer in 2019 & Zabel LLP (2005–2017).

John T. Fitzgerald Vice President and Elected in 2018 Deputy General Counsel,(1975) Assistant Secretary joined Lord Abbett in 2018

and was formerly DeputyHead of U.S. Funds Legal,Executive Director andAssistant General Counselat JPMorgan Chase(2005–2018).

Vito A. Fronda Treasurer Elected in 2018 Partner and Director of(1969) Fund Treasury and Tax,

joined Lord Abbett in 2003.

Bernard J. Grzelak Chief Financial Officer Elected in 2017 Partner and Chief Operating(1971) and Vice President Officer, Global Funds and

Risk, joined Lord Abbettin 2003.

Linda Y. Kim Vice President and Elected in 2016 Counsel, joined Lord Abbett(1980) Assistant Secretary in 2015.

Joseph M. McGill Chief Compliance Elected in 2014 Partner and Chief(1962) Officer Compliance Officer, joined

Lord Abbett in 2014.

Amanda S. Ryan Vice President and Elected in 2018 Counsel, joined Lord Abbett(1978) Assistant Secretary in 2016 and was formerly a

Director and CorporateCounsel at PGIMInvestments (2012–2016).

Lawrence B. Stoller Vice President, Secretary Elected as Vice Partner and General(1963) and Chief Legal Officer President and Counsel, joined Lord Secretary in 2007 Abbett in 2007. and Chief Legal

Officer in 2019

Please call 888-522-2388 for a copy of the statement of additional information, which containsfurther information about the Fund’s Directors. It is available free upon request.

36

Basic Information About Management (concluded)


Approval of Advisory ContractThe Board, including all of the Directors who are not “interested persons” of the Fund or of LordAbbett, as defined in the Investment Company Act of 1940, as amended (the “IndependentDirectors”), annually considers whether to approve the continuation of the existing managementagreement between the Fund and Lord Abbett (the “Agreement”). In connection with its mostrecent approval, the Board reviewed materials relating specifically to the Agreement, as well asnumerous materials received throughout the course of the year, including information about theFund’s investment performance compared to the performance of its benchmarks. Before makingits decision as to the Fund, the Board had the opportunity to ask questions and request furtherinformation, taking into account its knowledge of Lord Abbett gained through its meetings anddiscussions. These meetings and discussions included reviews of Fund performance conducted bymembers of the Contract Committee, the deliberations of the Contract Committee, and discussionsbetween the Contract Committee and Lord Abbett’s management. The Independent Directors alsomet with their independent legal counsel in various private sessions at which no representativesof management were present.

The materials received by the Board included, but were not limited to: (1) information provided byBroadridge Financial Solutions (“Broadridge”) regarding the investment performance of the Fundcompared to the investment performance of certain funds with similar investment styles asdetermined by Broadridge, based, in part, on the Fund’s Morningstar category (the “performancepeer group”), and the investment performance of two appropriate benchmarks; (2) informationprovided by Broadridge regarding the expense ratios, contractual and actual management feerates, and other expense components for the Fund and certain funds in the same Morningstarcategory, with generally the same or similar share classes and operational characteristics, includingasset size (the “expense peer group”); (3) certain supplemental investment performanceinformation provided by Lord Abbett; (4) information provided by Lord Abbett on the expenseratios, management fee rates, and other expense components for the Fund; (5) sales andredemption information for the Fund; (6) information regarding Lord Abbett’s financial condition;(7) an analysis of the relative profitability of the Agreement to Lord Abbett; and (8) informationregarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management and Related Services Generally. The Board considered the servicesprovided by Lord Abbett to the Fund, including investment research, portfolio management, andtrading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. TheBoard also observed that Lord Abbett was solely engaged in the investment management businessand accordingly did not experience the conflicts of interest that may result from being engaged inother lines of business. The Board considered the investment advisory services provided by LordAbbett to other clients, the fees charged for the services, and the differences in the nature of theservices provided to the Fund and other Lord Abbett Funds, on the one hand, and the servicesprovided to other clients, on the other. After reviewing these and related factors, the Boardconcluded that the Fund was likely to continue to benefit from the nature, extent and quality ofthe investment services provided by Lord Abbett under the Agreement.

Investment Performance. The Board reviewed the Fund’s investment performance in relation tothat of the performance peer group and two appropriate benchmarks as of various periods endedJune 30, 2019. The Board observed that the Fund’s investment performance was below the medianof the performance peer group for the one-, three-, five-, and ten- year periods and took intoaccount actions taken by Lord Abbett to attempt to improve equity fund performance. The Boardfurther considered Lord Abbett’s performance and reputation generally, the performance of other

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Approval of Advisory Contract (continued)Lord Abbett- managed funds overseen by the Board, and the willingness of Lord Abbett to takesteps intended to improve performance when appropriate. After reviewing these and relatedfactors, the Board concluded that the Fund’s Agreement should be continued.

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of thepersonnel providing investment management services to the Fund, in light of its investmentobjective and discipline, and other services provided to the Fund by Lord Abbett. Among otherthings, the Board considered the size, experience, and turnover of Lord Abbett’s staff, Lord Abbett’sinvestment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, andretaining personnel.

Nature and Quality of Other Services. The Board considered the nature, quality, and extent ofcompliance, administrative, and other services performed by Lord Abbett and the nature andextent of Lord Abbett’s supervision of third party service providers, including the Fund’s transferagent and custodian.

Expenses. The Board considered the expense level of the Fund, including the contractual andactual management fee rates, and the expense levels of the Fund’s expense peer group. It alsoconsidered how the expense level of the Fund related to those of the expense peer group and theamount and nature of the fees paid by shareholders. The Board observed that the net total expenseratio of the Fund was below the median of the expense peer group. After reviewing these andrelated factors, the Board concluded, within the context of its overall approval of the Agreement,that the management fees paid by, and expense level of, the Fund were reasonable in light of allof the factors it considered and supported the continuation of the Agreement.

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing theFund, including a review of Lord Abbett’s methodology for allocating its costs to its management ofthe Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the Fund’soperation, including the fee that Lord Abbett receives from the Fund for providing administrativeservices to the Fund. The Board also considered the profits realized from other business segments ofLord Abbett, which may benefit from or be related to the Fund’s business. The Board considered LordAbbett’s profit margins excluding Lord Abbett’s marketing and distribution expenses. The Board alsoconsidered Lord Abbett’s profit margins, without those exclusions, in comparison with availableindustry data and how those profit margins could affect Lord Abbett’s ability to recruit and retainpersonnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it toattract and retain qualified personnel to provide services to the Fund. After reviewing these andrelated factors, the Board concluded, within the context of its overall approval of the Agreement, thatLord Abbett’s profitability with respect to the Fund was not excessive.

Economies of Scale. The Board considered the extent to which there had been economies of scalein managing the Fund, whether the Fund’s shareholders had appropriately benefited from sucheconomies of scale, and whether there was potential for realization of any further economies ofscale. The Board concluded that the existing management fee schedule, with its breakpoints in thelevel of the management fee, adequately addressed any economies of scale in managing the Fund.

Other Benefits to Lord Abbett. The Board considered the amount and nature of the fees paidby the Fund and the Fund’s shareholders to Lord Abbett and the Distributor for services other thaninvestment advisory services, such as the fee that Lord Abbett receives from the Fund for providingadministrative services to the Fund. The Board also considered the revenues and profitability ofLord Abbett’s investment advisory business apart from its mutual fund business, and the intangible


39

benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed thatthe Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held inaccounts for which there is no other broker of record, may retain a portion of the 12b-1 fees itreceives, and receives a portion of the sales charges on sales and redemptions of some classes ofshares of the Lord Abbett Funds. In addition, the Board observed that Lord Abbett accrues certainbenefits for its business of providing investment advice to clients other than the Lord Abbett Funds,but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed inthe prospectus of the Fund, has entered into revenue sharing arrangements with certain entitiesthat distribute shares of the Lord Abbett Funds. The Board also took into consideration theinvestment research that Lord Abbett receives as a result of client brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation ofthe Agreement, it might be in the best interests of the Fund to implement one or more alternativearrangements, such as continuing to employ Lord Abbett, but on different terms. After consideringall of the relevant factors, the Board unanimously found that continuation of the Agreement wasin the best interests of the Fund and its shareholders and voted unanimously to approve thecontinuation of the Agreement. In considering whether to approve the continuation of theAgreement, the Board did not identify any single factor as paramount or controlling. IndividualDirectors may have evaluated the information presented differently from one another, givingdifferent weights to various factors. This summary does not discuss in detail all matters considered.

Approval of Advisory Contract (concluded)


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HouseholdingThe Fund has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxymaterial, annual report and semiannual report to certain shareholders residing at the same“household.” This reduces Fund expenses, which benefits you and other shareholders. If you needadditional copies or do not want your mailings to be “householded,” please call Lord Abbett at888-522-2388 or send a written request with your name, the name of your fund or funds and youraccount number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and RecordsA description of the policies and procedures that Lord Abbett uses to vote proxies related to theFund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies duringthe 12-month period ended December 31 are available without charge, upon request, (i) by calling888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities andExchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio DisclosureThe Fund is required to file its complete schedule of portfolio holdings with the SEC for its first andthird fiscal quarters as an attachment to Form N- PORT. Copies of the filings are available withoutcharge, upon request on the SEC’s Website at www.sec.gov and may be available by calling LordAbbett at 888-522-2388.

Tax Information100% of the ordinary income distributions paid by the Fund during the fiscal year endedDecember 31, 2019 is qualified dividend income. For corporate shareholders, 100% of theFund’s ordinary income distributions qualified for the dividend received deduction.

Additionally, of the distributions paid to the shareholders during the year endedDecember 31, 2019, $39,230,735 represent long- term capital gains.


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Lord Abbett Privacy PolicyYour privacy is important to us. We respect every individual’s right to privacy and security ofinformation that personally identifies you or your account with us. That is why we are committedto our Privacy Notice, which is outlined below.

We safeguard, according to strict standards of security and confidentiality, any nonpublic personalinformation our customers share with us. We do not sell personal information to anyone.

In order to properly execute your transactions, we may collect personal information, such as yourname, address and social security number, from the applications or other forms that you complete,through your use of our website, and from market research companies. We also may collectinformation about your transactions with us or others, such as your account balance andinvestment and transaction history.

We may share nonpublic personal information with companies that provide services to us, such astransfer agents, printers, technology vendors and others, for your benefit and for the administrationof our business. We require these companies to protect the confidentiality of your nonpublicpersonal information and to use it only for the purposes for which we disclosed the information.

We do not otherwise share nonpublic personal information we collect about you or any of ourcustomers with anyone, except as required or permitted by law.

Our website uses cookies, which are small files placed on a computer’s hard drive that allows ourwebsite to recognize that computer each time someone uses it to visit our website. The filecontains information about preferences for using our website that have been established bysomeone using that computer. Cookies may also be used to keep track of certain other informationregarding the use of our website, such as website traffic data, that we may use to make decisionsabout ways to improve our website.

We protect the integrity and privacy of your information in a number of ways. We restrict accessto nonpublic personal information about you to those employees who need to know thatinformation to provide products or services to our customers. We maintain physical, electronic andprocedural safeguards to guard your nonpublic personal information.

The accuracy of your personal information is important. If you need to correct or update yourpersonal or account information, please call us at 800-821-5129. We will be happy to review,correct or update your personal or account information.

Note: If you invest in the Lord Abbett Family of Funds through an account that is controlled byanother financial institution, such as a bank or broker- dealer, the other financial institution’sPrivacy Policy may apply to you.

To the extent you are covered under the EU General Data Protection Regulation, you can reviewour applicable GDPR Privacy Notice by clicking on the “GDPR Privacy Notice” link located on thePrivacy Notices portion of our website (www.lordabbett.com). If you would like a printed copy sentto you, please feel free to contact us at 1-888-522-2388 or +44 20 3937 9951.

This Privacy Notice is being provided on behalf of the following entities:Lord Abbett Family of FundsLord, Abbett & Co. LLC

Lord Abbett Distributor LLC

This page is not part of the Annual Report


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