ck0001023391-20220930
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PROSPECTUS |
January 31,
2023 |
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FMI
Large Cap Fund
Investor
Class (Ticker Symbol: FMIHX)
Institutional
Class (Ticker Symbol: FMIQX) |
FMI
International Fund
Investor
Class (Ticker Symbol: FMIJX) Institutional Class
(Ticker Symbol: FMIYX) |
FMI
Common Stock Fund
Investor
Class (Ticker Symbol: FMIMX)
Institutional
Class (Ticker Symbol: FMIUX) |
FMI
International Fund II – Currency Unhedged
Investor
Class (Not Available for Purchase)
Institutional
Class (Ticker Symbol: FMIFX) |
__________________
FMI
Large Cap Fund is a no-load mutual fund seeking long-term capital appreciation
by investing mainly in a limited number of large capitalization value
stocks.
FMI
Common Stock Fund is a no-load mutual fund seeking long-term capital
appreciation by investing mainly in small- to medium-capitalization value
stocks.
FMI
International Fund is a no-load mutual fund seeking long-term capital
appreciation by investing mainly in a limited number of large capitalization
value stocks of non‑U.S. companies.
FMI
International Fund II –
Currency Unhedged is a no-load mutual fund seeking long-term capital
appreciation by investing mainly in a limited number of large capitalization
value stocks of non‑U.S. companies.
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FMI
Funds, Inc. 100 East Wisconsin Avenue, Suite 2200 Milwaukee,
Wisconsin 53202 |
1-800-811-5311 www.fmifunds.com |
NO-LOAD
MUTUAL FUNDS
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The
Securities and Exchange Commission has not approved or disapproved these
securities or determined if this Prospectus is truthful or complete. Any
representation to the contrary is a criminal
offense. |
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FMI
Funds, Inc.
Advised
by Fiduciary Management, Inc.
www.fmifunds.com
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Investment Objective: FMI Large Cap Fund seeks
long-term capital appreciation.
Fees and Expenses of the
Fund:
The following table describes
the fees and expenses that you may pay if you buy, hold, and sell shares of the
Fund. You may pay other fees, such as brokerage commissions and other fees to
financial intermediaries, which are not reflected in the tables and examples
below.
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Shareholder
Fees
(fees
paid directly from your investment) |
Investor
Class |
Institutional
Class |
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Maximum
Sales Charge (Load) Imposed on Purchases |
No Sales
Charge |
No Sales
Charge |
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Maximum
Deferred Sales Charge (Load) |
No Deferred Sales Charge |
No Deferred Sales
Charge |
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Maximum
Sales Charge (Load) Imposed on Reinvested Dividends and
Distributions |
No Sales
Charge |
No Sales
Charge |
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Redemption
Fee (transfer agent charge of $15 for each wire
redemption) |
None |
None |
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Exchange
Fee |
None |
None |
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Annual
Fund Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment) |
Management
Fees(1) |
| 0.65% |
| 0.65% |
Distribution
and/or Service (12b-1) Fees |
| None |
| None |
Other
Expenses |
| 0.19% |
| 0.05% |
Shareholder
Servicing Fees |
0.14% |
| None |
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Remaining
Other Expenses |
0.05% |
| 0.05% |
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Total
Annual Fund Operating Expenses(1) |
| 0.84% |
| 0.70% |
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(1)
Management Fees have been restated to
reflect the Fund’s current assets in accordance with its breakpoint schedule.
Accordingly, the Total Annual Fund Operating Expenses do not correlate to the
ratio of expenses to average net assets presented in the Fund’s most recent
annual report which does not include the restatement of the Management
Fees.
Example
This Example is
intended to help you compare the cost of investing in the Fund with the cost of
investing in other mutual funds. The Example assumes that you invest $10,000 in
the Fund for the time periods indicated and then redeem all of your shares at
the end of those periods. The Example also assumes that your investment has a 5%
return each year and that the Fund’s operating expenses remain the
same. Although your actual costs may be higher
or lower, based on these assumptions, your costs would be:
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| 1
Year |
3
Years |
5
Years |
10
Years |
Investor
Class |
$86 |
$268 |
$466 |
$1,037 |
Institutional
Class |
$72 |
$224 |
$390 |
$871 |
Portfolio Turnover
The Fund pays transaction
costs, such as commissions, when it buys and sells securities (or “turns over”
its portfolio). A higher portfolio turnover may indicate higher transaction
costs and may result in higher taxes when Fund shares are held in a taxable
account. These costs, which are not reflected in annual fund operating expenses
or in the Example, affect the Fund’s performance. During the most recent fiscal
year, the Fund’s portfolio turnover rate was 25% of the average value of its
portfolio.
Principal Investment
Strategies:
The Fund invests mainly in a
limited number of large capitalization (namely, companies with more than $5
billion market capitalization at the time of initial purchase) value stocks of
companies listed or traded on a national securities exchange or on a national
securities association, including foreign securities traded on a national
securities exchange or on a national securities association. Under normal market
conditions, the Fund invests 80% of its net assets in large capitalization
companies, including for purposes of this limitation common stocks of foreign
companies, which the Fund principally invests in through American Depositary
Receipts (“ADRs”) or American Depositary Shares (“ADSs”). ADRs and ADSs are
dollar-denominated securities of foreign issuers traded in the U.S. The Fund may
also invest in medium capitalization companies.
The
Fund may invest in ADRs through both sponsored and unsponsored arrangements.
Issuers of the securities underlying sponsored ADRs, but not unsponsored ADRs,
are contractually obligated to disclose material information in the United
States. Therefore, the market value of unsponsored ADRs is less likely to
reflect the effect of such information.
The
Fund uses fundamental analysis to look for stocks of good businesses that are
selling at value prices in an effort to achieve above average performance with
below average risk. The Fund believes good businesses have some or all of the
following characteristics:
•A
strong, defendable market niche or products and services niche that is difficult
to replicate
•A
high degree of relative recurring revenue
•Modestly
priced products or services
•Attractive
return on investment economics (namely, where return on investment exceeds a
company’s cost of capital over a three to five year period)
•Above
average growth or improving profitability prospects
The
Fund considers valuation:
•On
both an absolute and relative to the market basis
•Utilizing
both historical and prospective analysis
In
reviewing companies, the Fund applies the characteristics identified above on a
case-by-case basis as the order of importance varies depending on the type of
business or industry and the company being reviewed.
The
Fund’s portfolio managers will generally sell a portfolio security when they
believe:
•The
security has achieved its value potential
•Such
sale is necessary for portfolio diversification
•Changing
fundamentals signal a deteriorating value potential
•Other securities have a better value
potential
Principal Risks: There is a risk that you could lose all or a portion of
your money on your investment in the Fund. This risk may
increase during times of significant market volatility. The risks below could
affect the value of your investment, and because of these risks the Fund is a
suitable investment only for those investors who have long-term investment
goals:
•Stock
Market Risk:
The prices of the securities in which the Fund invests may decline in response
to adverse issuer, political, regulatory, market, economic or other developments
that may cause broad changes in market value, public perceptions concerning
these developments, and adverse investor sentiment or publicity. Similarly, the
impact of any epidemic, pandemic or natural disaster, such as COVID-19, or
widespread fear that such events may occur, could negatively affect the global
economy, as well as the economies of individual countries, the financial
performance of individual companies and sectors, and the markets in general in
significant and unforeseen ways. The price declines of common stocks, in
particular, may be steep, sudden and/or prolonged. Price and liquidity changes
may occur in the market as a whole, or they may occur in only a particular
company, industry, sector, or geographical region of the market. These effects
could negatively impact the Fund’s performance.
•Medium
Capitalization Companies Risk:
Medium capitalization companies tend to be more susceptible to adverse business
or economic events than large capitalization companies, and there is a risk that
the securities of medium capitalization companies may have limited liquidity and
greater price volatility than securities of large capitalization companies.
•Large
Capitalization Companies Risk: Large
capitalization companies may grow more slowly than the overall economy and tend
to go in and out of favor based on market and economic conditions, and the Fund
may underperform investments that focus on small or medium capitalization
companies.
•Value
Investing Risk: The
Fund’s portfolio managers may be wrong in their assessment of a company’s value
and the stocks the Fund holds may not reach what the portfolio managers believe
are their full values. From time to time “value” investing falls out of favor
with investors. During these periods, the Fund’s relative performance may
suffer.
•Foreign
Securities Risk:
Stocks of non-U.S. companies (whether held directly or in ADRs or ADSs) as an
asset class may underperform stocks of U.S. companies, and such stocks may be
less liquid and more volatile than stocks of U.S. companies. The costs
associated with securities transactions are often higher in foreign countries
than in the U.S. The U.S. dollar value of foreign securities traded in foreign
currencies (and any dividends and interest earned) held by the Fund or by
exchange-traded funds (“ETFs”) in which the Fund invests may be affected
unfavorably by changes in foreign currency exchange rates. An increase in the
U.S. dollar relative to these other currencies will adversely affect the Fund,
if the positions are not fully hedged. Additionally, investments in foreign
securities, whether or not publicly traded in the United States, may involve
risks which are in addition to those inherent in domestic investments. Foreign
companies may be subject to significantly higher levels of taxation than U.S.
companies, including potentially confiscatory levels of taxation, thereby
reducing the earnings potential of such foreign companies. Substantial
withholding taxes may apply to distributions from foreign companies. Foreign
companies may not be subject to the same regulatory requirements as those of
U.S. companies and, as a consequence, there may be less publicly available
information about such companies. Also, foreign companies may not be subject to
uniform accounting, auditing and financial reporting standards and requirements
comparable to those applicable to U.S. companies. Policy and legislative changes
in foreign countries and other events affecting global markets, such as the
institution of tariffs by the U.S. or the United Kingdom’s exit from the
European Union, may contribute to decreased liquidity and increased volatility
in the financial markets. Foreign governments and foreign economies often are
less stable than the U.S. Government and the U.S. economy.
•Liquidity
Risk: Liquidity
risk is the risk, due to certain investments trading in lower volumes or to
market and economic conditions, that the Fund may be unable to find a buyer for
its investments when it seeks to sell them or to receive the price it expects
based on the Fund’s valuation of the investments. Events that may lead to
increased redemptions, such as market disruptions, may also negatively impact
the liquidity of the Fund’s investments when it needs to dispose of them. If the
Fund is forced to sell its investments at an unfavorable time and/or under
adverse conditions in order to meet redemption requests, such sales could
negatively affect the Fund. Liquidity issues may also make it difficult to value
the Fund’s investments.
•Changes
in Tax Laws.
All statements contained in this Prospectus regarding the U.S. federal income
tax consequences of an investment in the Fund are based on current law, which is
subject to change at any time, potentially with retroactive effect. For example,
tax legislation enacted in 2017 (the Tax Cuts and Jobs Act) resulted in
fundamental changes to the Code (some of which are set to expire in the next few
years). More recently, the Inflation Reduction Act of 2022 will add a 15%
alternative minimum tax on large corporations and a 1% excise tax on repurchases
of stock by publicly traded corporations and certain affiliates. The excise tax
on repurchases of stock may cause some corporations in which the Fund invests to
reduce liquidity opportunities for its investors, which could potentially reduce
the value of your investment in the Fund. Such legislation, as well as possible
future U.S. tax legislation and administrative guidance, could materially affect
the tax consequences of your investment in the Fund and the Fund’s investments
or holding structures.
Performance:
The following bar chart and
table provide some indication of the risks of investing in the Fund by showing
changes in the performance of the Fund’s Investor Class shares from year to year
and how the average annual returns of the Fund’s Investor Class shares over time
compare to the performance of the Standard & Poor’s
Composite®
Index of 500 Stocks (“S&P 500®”)
and the iShares® Russell 1000 Value ETF.
The performance of the Fund’s Institutional Shares will differ from those shown
to the extent that the classes of shares do not have the same expenses or
inception date. For additional information on the benchmarks, please see
“Benchmark Descriptions” in the Prospectus. The Fund’s past performance
(before and after taxes) is not necessarily an indication of future
performance. Performance may be higher or lower in the future.
Updated performance information is available on the Fund’s website at
www.fmifunds.com/current-performance/.
FMI
Large Cap Fund – Investor Class
(Annual total return as of
12/31)
During the ten year period
shown on the bar chart, the highest total return for
the Fund’s Investor Class shares for a quarter was 15.81% (quarter ended December 31, 2020)
and the lowest total return for a
quarter was -23.43% (quarter ended March 31,
2020).
After-tax returns are
calculated using the historical highest individual federal marginal income tax
rates and do not reflect the impact of state and local taxes.
Actual after-tax returns
depend on an investor’s individual tax situation and may differ from those
shown. The after-tax returns shown are not relevant to investors who hold their
shares through tax-deferred arrangements such as 401(k) plans or individual
retirement accounts (“IRAs”). After-tax returns are shown
for Investor Class shares only and after-tax returns for Institutional Class
shares will vary. The Fund’s return after
taxes on distributions and sale of Fund shares may be higher than the other
return figures for the same period due to a tax benefit of realizing a capital
loss upon the sale of Fund shares. The Fund has changed its
secondary benchmark from the Russell 1000®
Value Index to the iShares®
Russell 1000 Value ETF, an exchanged-traded fund that seeks to track the
investment results of an index composed of large- and mid-capitalization U.S.
equities that exhibit value characteristics. The Fund’s investment adviser
believes the iShares®
Russell 1000 Value ETF provides a more appropriate comparison for evaluating the
Fund’s performance. For the period ended December 31, 2022, the Russell
1000® Value Index had average annual total
returns of -7.54% for the one year period, 6.67% for the five year period,
10.29% for the ten year period, and 8.99% since inception of the Institutional
Class on October 31, 2016 (these returns do not reflect deductions for fees,
expenses or taxes).
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Average
Annual Total Returns
(for
the periods ended December 31, 2022) |
One Year |
Five Years |
Ten
Years |
Since
Institutional
Class
Inception
(October 31,
2016) |
FMI
Large Cap Fund ‑ Investor Class |
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Return before
taxes |
-14.56% |
5.84% |
9.93% |
N/A |
Return after taxes on
distributions |
-18.35% |
2.40% |
7.05% |
N/A |
Return after taxes on distributions and
sale of Fund shares |
-5.97% |
4.40% |
7.75% |
N/A |
FMI
Large Cap Fund – Institutional Class |
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Return before
taxes |
-14.45% |
5.99% |
N/A |
9.11% |
S&P
500®
Index (reflects no deduction for
fees, expenses or taxes) |
-18.11% |
9.42% |
12.56% |
12.09% |
iShares®
Russell 1000 Value ETF (reflects no deduction for fees, expenses or
taxes) |
-7.74% |
6.47% |
10.08% |
8.80% |
Investment
Adviser:
Fiduciary
Management, Inc. is the investment adviser for the Fund.
Portfolio
Managers: The
Fund’s investment decisions are made by a Portfolio Management Committee (“PMC”)
that is jointly and primarily responsible for the day-to-day management of the
Fund’s portfolio, which is comprised of the following individuals:
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PMC
Member |
Title
with Adviser |
Years
with Adviser |
Patrick
J. English, CFA® |
Executive
Chairman and Co-Chief Investment Officer |
36 |
John
S. Brandser |
President
and Chief Executive Officer |
28 |
Jonathan
T. Bloom, CFA® |
Co-Chief
Investment Officer |
13 |
Robert
M. Helf, CFA® |
Research
Analyst |
25 |
Julia
L. Ramon, CFA® |
Research
Analyst |
2 |
Benjamin
D. Karek, CFA® |
Research
Analyst |
6 |
Daniel
G. Sievers, CFA® |
Research
Analyst |
14 |
Matthew
T. Sullivan, CFA® |
Research
Analyst |
10 |
Jordan
S. Teschendorf, CFA® |
Research
Analyst |
8 |
Dain
C. Tofson, CFA® |
Research
Analyst |
3 |
Purchase
and Sale of Fund Shares: The
minimum initial investment amount for all new accounts is $1,000 for Investor
Class shares and $100,000 for Institutional Class shares. Subsequent investments
in the Fund for existing accounts may be made with a minimum investment of $50
if purchased through the Automatic Investment Plan and $100 for all other
accounts.
Institutional
Class shares are available to shareholders who invest directly in Fund shares or
who invest through certain broker-dealers or financial institutions that have
entered into appropriate arrangements with the Fund.
You
may purchase, redeem and exchange Investor Class and/or Institutional Class
shares of the Fund each day the New York Stock Exchange is open. You may
purchase, redeem or exchange Fund Investor Class and/or Institutional Class
shares: through the mail (FMI Large Cap Fund, c/o U.S. Bank Global Fund
Services, P.O. Box 701, Milwaukee, WI 53201-0701); by wire transfer; by
telephone at 1-800-811-5311; or through a financial intermediary. Investors who
wish to purchase, redeem or exchange Investor Class and/or Institutional Class
shares through a broker-dealer or other financial intermediary should contact
the intermediary regarding the hours during which orders may be placed.
Tax
Information:
The Fund’s distributions generally will be taxable to you, whether they are paid
in cash or reinvested in Fund shares, unless you invest through a tax-deferred
arrangement, such as a 401(k) plan or an IRA, in which case such distributions
may be taxable at a later date.
Payments
to Broker-Dealers and Other Financial Intermediaries:
If you purchase Fund Investor Class and/or Institutional Class shares through a
broker-dealer or other financial intermediary (such as a bank), the Fund and its
related companies may pay the intermediary for the sale of Fund shares and
related services. If made, these payments may create conflicts of interest by
influencing the broker-dealer or other intermediary and your salesperson to
recommend the Fund over another investment. Ask your salesperson or visit your
financial intermediary’s website for more information.
Investment Objective: FMI Common Stock Fund seeks
long-term capital appreciation.
Fees and Expenses of the
Fund:
The following table describes
the fees and expenses that you may pay if you buy, hold, and sell shares of the
Fund. You may pay other fees, such as brokerage commissions and other fees to
financial intermediaries, which are not reflected in the tables and examples
below.
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Shareholder
Fees
(fees
paid directly from your investment) |
Investor
Class |
Institutional
Class |
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Maximum
Sales Charge (Load) Imposed on Purchases |
No Sales
Charge |
No Sales
Charge |
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Maximum
Deferred Sales Charge (Load) |
No Deferred Sales Charge |
No Deferred Sales
Charge |
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Maximum
Sales Charge (Load) Imposed on Reinvested Dividends and
Distributions |
No Sales
Charge |
No Sales
Charge |
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Redemption
Fee (transfer agent charge of $15 for each wire
redemption) |
None |
None |
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Exchange
Fee |
None |
None |
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Annual
Fund Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment) |
Management
Fees
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| 0.82% |
| 0.82% |
Distribution
and/or Service (12b-1) Fees |
| None |
| None |
Other
Expenses |
| 0.18% |
| 0.07% |
Shareholder
Servicing Fees |
0.11% |
| None |
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Remaining
Other Expenses |
0.07% |
| 0.07% |
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Total
Annual Fund Operating Expenses |
| 1.00% |
| 0.89% |
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Example
This Example is
intended to help you compare the cost of investing in the Fund with the cost of
investing in other mutual funds. The Example assumes that you invest $10,000 in
the Fund for the time periods indicated and then redeem all of your shares at
the end of these periods. The Example also assumes that your investment has a 5%
return each year and that the Fund’s operating expenses remain the
same. Although your actual costs may be higher
or lower, based on these assumptions, your costs would be:
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| 1
Year |
3
Years |
5
Years |
10
Years |
Investor
Class |
$102 |
$318 |
$552 |
$1,225 |
Institutional
Class |
$91 |
$284 |
$493 |
$1,096 |
Portfolio Turnover
The Fund pays transaction
costs, such as commissions, when it buys and sells securities (or “turns over”
its portfolio). A higher portfolio turnover may indicate higher transaction
costs and may result in higher taxes when Fund shares are held in a taxable
account. These costs, which are not reflected in annual fund operating expenses
or in the Example, affect the Fund’s performance. During the most recent fiscal
year, the Fund’s portfolio turnover rate was 36% of the average value of its
portfolio.
Principal Investment Strategies:
The
Fund invests mainly in small- to medium-capitalization companies (namely,
companies with less than $7 billion market capitalization at the time of initial
purchase) listed or traded on a national securities exchange or on a national
securities association. Under normal market conditions, the Fund invests 80% of
its net assets in common stocks, including for purposes of this limitation
common stocks of foreign companies, which the Fund principally invests in
through American Depositary Receipts (“ADRs”) or American Depositary Shares
(“ADSs”). ADRs and ADSs are dollar-denominated securities of foreign issuers
traded in the U.S.
The
Fund may invest in ADRs through both sponsored and unsponsored arrangements.
Issuers of the securities underlying sponsored ADRs, but not unsponsored ADRs,
are contractually obligated to disclose material information in the United
States. Therefore, the market value of unsponsored ADRs is less likely to
reflect the effect of such information.
The
Fund uses fundamental analysis to look for stocks of good businesses that are
selling at value prices in an effort to achieve above average performance with
below average risk. The Fund believes good businesses have some or all of the
following characteristics:
•A
strong, defendable market niche or products and services niche that is difficult
to replicate
•A
high degree of relative recurring revenue
•Modestly
priced products or services
•Attractive
return on investment economics (namely, where return on investment exceeds a
company’s cost of capital over a three to five year period)
•Above
average growth or improving profitability prospects
The
Fund considers valuation:
•On
both an absolute and relative to the market basis
•Utilizing
both historical and prospective analysis
In
reviewing companies, the Fund applies the characteristics identified above on a
case-by-case basis as the order of importance varies depending on the type of
business or industry and the company being reviewed.
The
Fund’s portfolio managers will generally sell a portfolio security when they
believe:
•The
security has achieved its value potential
•Such
sale is necessary for portfolio diversification
•Changing
fundamentals signal a deteriorating value potential
•Other securities have a better value
potential
Principal Risks: There is a risk that you could lose all or a portion of
your money on your investment in the Fund. This risk may
increase during times of significant market volatility. The risks below could
affect the value of your investment, and because of these risks the Fund is a
suitable investment only for those investors who have long-term investment
goals:
•Stock
Market Risk:
The prices of the securities in which the Fund invests may decline in response
to adverse issuer, political, regulatory, market, economic or other developments
that may cause broad changes in market value, public perceptions concerning
these developments, and adverse investor sentiment or publicity. Similarly, the
impact of any epidemic, pandemic or natural disaster, such as COVID-19, or
widespread fear that such events may occur, could negatively affect the global
economy, as well as the economies of individual countries, the financial
performance of individual companies and sectors, and the markets in general in
significant and unforeseen ways. The price declines of common stocks, in
particular, may be steep, sudden and/or prolonged. Price and liquidity changes
may occur in the market as a whole, or they may occur in only a particular
company, industry, sector, or geographical region of the market. These effects
could negatively impact the Fund’s performance.
•Medium
Capitalization Companies Risk:
Medium capitalization companies tend to be more susceptible to adverse business
or economic events than large capitalization companies, and there is a risk that
the securities of medium capitalization companies may have limited liquidity and
greater price volatility than securities of large capitalization companies.
•Small
Capitalization Companies Risk:
Small capitalization companies typically have relatively lower revenues, limited
product lines and lack of management depth, and may have a smaller share of the
market for their products or services, than large and medium capitalization
companies. There is a risk that the securities of small capitalization companies
may have limited liquidity and greater price volatility than securities of large
and medium capitalization companies, which can negatively affect the Fund’s
ability to sell these securities at quoted market prices. Finally, there are
periods when investing in small capitalization company stocks falls out of favor
with investors and these stocks may underperform.
•Value
Investing Risk: The
Fund’s portfolio managers may be wrong in their assessment of a company’s value
and the stocks the Fund holds may not reach what the portfolio managers believe
are their full values. From time to time “value” investing falls out of favor
with investors. During these periods, the Fund’s relative performance may
suffer.
•Foreign
Securities Risk:
Stocks of non-U.S. companies (whether held directly or in ADRs or ADSs) as an
asset class may underperform stocks of U.S. companies, and such stocks may be
less liquid and more volatile than stocks of U.S. companies. The costs
associated with securities transactions are often higher in foreign countries
than in the U.S. The U.S. dollar value of foreign securities traded in foreign
currencies (and any dividends and interest earned) held by the Fund or by
exchange-traded funds (“ETFs”) in which the Fund invests may be affected
unfavorably by changes in foreign currency exchange rates. An increase in the
U.S. dollar relative to these other currencies will adversely affect the Fund,
if the positions are not fully hedged. Additionally, investments in foreign
securities, whether or not publicly traded in the United States, may involve
risks which are in addition to those inherent in domestic investments. Foreign
companies may be subject to significantly higher levels of taxation than U.S.
companies, including potentially confiscatory levels of taxation, thereby
reducing the earnings potential of such foreign companies. Substantial
withholding taxes may apply to distributions from foreign companies. Foreign
companies may not be subject to the same regulatory requirements as those of
U.S. companies and, as a consequence, there may be less publicly available
information about such companies. Also, foreign companies may not be subject to
uniform accounting, auditing and financial reporting standards and requirements
comparable to those applicable to U.S. companies. Policy and legislative changes
in foreign countries and other events affecting global markets, such as the
institution of tariffs by the U.S. or the United Kingdom’s exit from the
European Union, may contribute to decreased liquidity and increased volatility
in the financial markets. Foreign governments and foreign economies often are
less stable than the U.S. Government and the U.S. economy.
•Liquidity
Risk: Liquidity
risk is the risk, due to certain investments trading in lower volumes or to
market and economic conditions, that the Fund may be unable to find a buyer for
its
investments
when it seeks to sell them or to receive the price it expects based on the
Fund’s valuation of the investments. Events that may lead to increased
redemptions, such as market disruptions, may also negatively impact the
liquidity of the Fund’s investments when it needs to dispose of them. If the
Fund is forced to sell its investments at an unfavorable time and/or under
adverse conditions in order to meet redemption requests, such sales could
negatively affect the Fund. Liquidity issues may also make it difficult to value
the Fund’s investments.
•Changes
in Tax Laws.
All statements contained in this Prospectus regarding the U.S. federal income
tax consequences of an investment in the Fund are based on current law, which is
subject to change at any time, potentially with retroactive effect. For example,
tax legislation enacted in 2017 (the Tax Cuts and Jobs Act) resulted in
fundamental changes to the Code (some of which are set to expire in the next few
years). More recently, the Inflation Reduction Act of 2022 will add a 15%
alternative minimum tax on large corporations and a 1% excise tax on repurchases
of stock by publicly traded corporations and certain affiliates. The excise tax
on repurchases of stock may cause some corporations in which the Fund invests to
reduce liquidity opportunities for its investors, which could potentially reduce
the value of your investment in the Fund. Such legislation, as well as possible
future U.S. tax legislation and administrative guidance, could materially affect
the tax consequences of your investment in the Fund and the Fund’s investments
or holding structures.
Performance:
The
following bar chart and table provide some indication of the risks of investing
in the Fund by showing changes in the performance of the Fund’s Investor Class
shares from year to year and how the average annual returns of the Fund’s
Investor Class shares over time compare to the performance of the Russell
2000®
Index and the Russell 2000® Value Index. The
performance of the Fund’s Institutional Shares will differ from those shown to
the extent that the classes of shares do not have the same expenses or inception
date. For additional information on the benchmarks, please see “Benchmark
Descriptions” in the Prospectus. The Fund is the successor to the FMI Common
Stock Fund, the sole series of FMI Common Stock Fund, Inc. (the “Predecessor
Fund”). The Predecessor Fund commenced operations on December 18, 1981. The
reorganization was effective as of January 31, 2014, and the Fund is the
accounting survivor of the reorganization. Accordingly, the performance
information shown below for periods on or prior to January 31, 2014 is that of
the Predecessor Fund. The Predecessor Fund was also advised by the Adviser and
had the same investment objective and strategies as the Fund. The past performance of the Fund
and the Predecessor Fund (before and after taxes) are not necessarily an
indication of future performance. Performance may be higher or
lower in the future. Updated performance information is available on the Fund’s
website at www.fmifunds.com/current-performance/.
FMI
Common Stock Fund – Investor Class
(Annual total return as of
12/31)
During the ten year period
shown on the bar chart, the highest total return for
the Fund’s Investor Class shares for a quarter was 24.90% (quarter ended December 31, 2020)
and the lowest total return for a
quarter was -27.14% (quarter ended March 31,
2020).
After-tax returns are
calculated using the historical highest individual federal marginal income tax
rates and do not reflect the impact of state and local taxes.
Actual after-tax returns
depend on an investor’s tax situation and may differ from those shown. The
after-tax returns shown are not relevant to investors who hold their shares
through tax-deferred arrangements such as 401(k) plans or IRAs.
After-tax returns are shown
for Investor Class shares only and after-tax returns for Institutional Class
shares will vary. The Fund’s return after
taxes on distributions and sale of Fund shares may be higher than the other
return figures for the same period due to a tax benefit of realizing a capital
loss upon the sale of Fund shares.
|
|
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|
|
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|
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|
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| |
Average
Annual Total Returns
(for
the periods ended December 31, 2022) |
One Year |
Five Years |
Ten
Years |
Since
Institutional
Class
Inception
(October 31,
2016) |
FMI
Common Stock Fund – Investor Class |
|
|
| |
Return before
taxes |
-5.91% |
8.19% |
10.26% |
N/A |
Return after taxes on
distributions |
-7.31% |
6.53% |
8.21% |
N/A |
Return after taxes on distributions and
sale of Fund shares |
-2.51% |
6.28% |
7.94% |
N/A |
FMI
Common Stock Fund – Institutional Class |
|
|
| |
Return before
taxes |
-5.79% |
8.32% |
N/A |
10.81% |
Russell
2000®
Index (reflects no deduction for
fees, expenses or taxes) |
-20.44% |
4.13% |
9.01% |
7.96% |
Russell
2000®
Value Index (reflects no deduction for fees, expenses or
taxes) |
-14.48% |
4.13% |
8.48% |
7.44% |
Investment
Adviser: Fiduciary
Management, Inc. is the investment adviser for the Fund.
Portfolio
Managers:
The
Fund’s investment decisions are made by a Portfolio Management Committee (“PMC”)
that is jointly and primarily responsible for the day-to-day management of the
Fund’s portfolio, which is comprised of the following individuals:
|
|
|
|
|
|
|
| |
PMC
Member |
Title
with Adviser |
Years
with Adviser |
Patrick
J. English, CFA® |
Executive
Chairman and Co-Chief Investment Officer |
36 |
John
S. Brandser |
President
and Chief Executive Officer |
28 |
Jonathan
T. Bloom, CFA® |
Co-Chief
Investment Officer |
13 |
Robert
M. Helf, CFA® |
Research
Analyst |
25 |
Julia
L. Ramon, CFA® |
Research
Analyst |
2 |
Benjamin
D. Karek, CFA® |
Research
Analyst |
6 |
Daniel
G. Sievers, CFA® |
Research
Analyst |
14 |
Matthew
T. Sullivan, CFA® |
Research
Analyst |
10 |
Jordan
S. Teschendorf, CFA® |
Research
Analyst |
8 |
Dain
C. Tofson, CFA® |
Research
Analyst |
3 |
Purchase
and Sale of Fund Shares: The
minimum initial investment amount for all new accounts is $1,000 for Investor
Class shares and $100,000 for Institutional Class shares. Subsequent investments
in the Fund for existing accounts may be made with a minimum investment of $50
if purchased through the Automatic Investment Plan and $100 for all other
accounts.
Institutional
Class shares are available to shareholders who invest directly in Fund shares or
who invest through certain broker-dealers or financial institutions that have
entered into appropriate arrangements with the Fund.
You
may purchase, redeem, and exchange Investor Class and/or Institutional Class
shares of the Fund each day the New York Stock Exchange is open. You may
purchase, redeem, or exchange Fund Investor Class and/or Institutional Class
shares: through the mail (FMI Common Stock Fund, c/o U.S. Bank Global Fund
Services, P.O. Box 701, Milwaukee, WI 53201-0701); by wire transfer; by
telephone at 1-800-811-5311; or through a financial intermediary. Investors who
wish to purchase, redeem or exchange Investor Class and/or Institutional Class
shares through a broker-dealer or other financial intermediary should contact
the intermediary regarding the hours during which orders may be placed.
Tax
Information:
The Fund’s distributions generally will be taxable to you, whether they are paid
in cash or reinvested in Fund shares, unless you invest through a tax-deferred
arrangement, such as a 401(k) plan or an IRA, in which case such distributions
may be taxable at a later date.
Payments
to Broker-Dealers and Other Financial Intermediaries:
If you purchase Fund Investor Class and/or Institutional Class shares through a
broker-dealer or other financial intermediary (such as a bank), the Fund and its
related companies may pay the intermediary for the sale of Fund shares and
related services. If made, these payments may create conflicts of interest by
influencing the broker-dealer or other intermediary and your salesperson to
recommend the Fund over another investment. Ask your salesperson or visit your
financial intermediary’s website for more information.
Investment Objective: FMI International Fund seeks
long-term capital appreciation.
Fees and Expenses of the
Fund:
The following table describes
the fees and expenses that you may pay if you buy, hold, and sell shares of the
Fund. You may pay other fees, such as brokerage commissions and other fees to
financial intermediaries, which are not reflected in the tables and examples
below.
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|
|
|
|
|
| |
Shareholder
Fees
(fees
paid directly from your investment) |
Investor
Class |
Institutional
Class |
|
|
|
| |
Maximum
Sales Charge (Load) Imposed on Purchases |
No Sales
Charge |
No Sales
Charge |
|
|
|
| |
Maximum
Deferred Sales Charge (Load) |
No Deferred Sales Charge |
No Deferred Sales
Charge |
|
|
|
| |
Maximum
Sales Charge (Load) Imposed on Reinvested Dividends and
Distributions |
No Sales
Charge |
No Sales
Charge |
|
|
|
| |
Redemption
Fee (transfer agent charge of $15 for each wire
redemption) |
None |
None |
|
| |
Exchange
Fee |
None |
None |
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Annual
Fund Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment) |
Management
Fees |
| 0.74% |
| 0.74% |
Distribution
and/or Service (12b-1) Fees |
| None |
| None |
Other
Expenses |
| 0.20% |
| 0.07% |
Shareholder
Servicing Fees |
0.14% |
| None |
|
Remaining
Other Expenses |
0.06% |
| 0.07% |
|
Total
Annual Fund Operating Expenses |
| 0.94% |
| 0.81% |
|
|
|
| |
Example
This Example is
intended to help you compare the cost of investing in the Fund with the cost of
investing in other mutual funds. The Example assumes that you invest $10,000 in
the Fund for the time periods indicated and then redeem all of your shares at
the end of these periods. The Example also assumes that your investment has a 5%
return each year and that the Fund’s operating expenses remain the
same. Although your actual costs may be higher
or lower, based on these assumptions, your costs would be:
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| 1
Year |
3
Years |
5
Years |
10
Years |
Investor
Class |
$96 |
$300 |
$520 |
$1,155 |
Institutional
Class |
$83 |
$259 |
$450 |
$1,002 |
Portfolio Turnover
The Fund pays transaction
costs, such as commissions, when it buys and sells securities (or “turns over”
its portfolio). A higher portfolio turnover may indicate higher transaction
costs and may result in higher taxes when Fund shares are held in a taxable
account. These costs, which are not reflected in annual fund operating expenses
or in the Example, affect the Fund’s performance. During the most recent fiscal
year, the Fund’s portfolio turnover rate was 20% of the average value of its
portfolio.
Principal Investment
Strategies:
The Fund invests mainly in a
limited number of large capitalization (namely, companies with more than $5
billion market capitalization at the time of initial purchase) value stocks of
foreign companies (also referred to as non-U.S. companies). The Fund normally
invests at least 65% of its total assets in the equity securities of non-U.S.
companies. Non-U.S. companies are companies domiciled or headquartered outside
of the United States, or whose primary business activities or principal trading
markets are located outside of the United States. Sometimes these non-U.S.
companies are traded in the U.S. on a national securities exchange, or through
American Depositary Receipts (“ADRs”) or American Depositary Shares (“ADSs”).
The Fund invests in common stocks and other equity securities, including
preferred stocks, convertible preferred stocks, warrants, ADRs, ADSs and
exchange-traded funds (“ETFs”) based on an international equity index. The Fund
may seek to protect itself against the adverse effects of currency exchange rate
fluctuations by entering into currency hedging transactions.
The
Fund may invest in ADRs through both sponsored and unsponsored arrangements.
Issuers of the securities underlying sponsored ADRs, but not unsponsored ADRs,
are contractually obligated to disclose material information in the United
States. Therefore, the market value of unsponsored ADRs is less likely to
reflect the effect of such information.
Unlike
many international funds, the majority of the Fund’s investments will be in
companies that have global operations rather than in companies whose business is
limited to a particular country or geographic region. Because the Fund’s
investments will be limited in number and investing in emerging market
securities will not be a principal investment strategy, a substantial amount of
the Fund’s assets (namely, more than 25% of its assets) may be in issuers
located in a limited number of countries, and it is likely that the geographical
and industry weightings of the Fund will differ significantly from popular
international benchmarks. When determining whether an investment is in emerging
market securities, the Fund views an investment in the securities of a company
domiciled or headquartered in an emerging market, or whose primary business
activities or principal trading markets are located in an emerging market as an
investment in an emerging market.
The
Fund uses fundamental analysis to look for stocks of good businesses that are
selling at value prices in an effort to achieve above average performance with
below average risk. The Fund believes good businesses have some or all of the
following characteristics:
•A
strong, defendable market niche or products and services niche that is difficult
to replicate
•A
high degree of relative recurring revenue
•Modestly
priced products or services
•Attractive
return on investment economics (namely, where return on investment exceeds a
company’s cost of capital over a three to five year period)
•Above
average growth or improving profitability prospects
The
Fund considers valuation:
•On
both an absolute and relative to the market basis
•Utilizing
both historical and prospective analysis
In
reviewing companies, the Fund applies the characteristics identified above on a
case-by-case basis as the order of importance varies depending on the type of
business or industry and the company being reviewed.
The
Fund’s portfolio managers will generally sell a portfolio security when they
believe:
•The
security has achieved its value potential
•Such
sale is necessary for portfolio diversification
•Changing
fundamentals signal a deteriorating value potential
•Other securities have a better value
potential
Principal Risks:
There is a risk that you could lose all or a portion of
your money on your investment in the Fund. This risk may
increase during times of significant market volatility. The risks below could
affect the value of your investment, and because of these risks the Fund is a
suitable investment only for those investors who have long-term investment
goals:
•Stock
Market Risk:
The prices of the securities in which the Fund invests may decline in response
to adverse issuer, political, regulatory, market, economic or other developments
that may cause broad changes in market value, public perceptions concerning
these developments, and adverse investor sentiment or publicity. Similarly, the
impact of any epidemic, pandemic or natural disaster, such as COVID-19, or
widespread fear that such events may occur, could negatively affect the global
economy, as well as the economies of individual countries, the financial
performance of individual companies and sectors, and the markets in general in
significant and unforeseen ways. The risk of trade disputes with other
countries, the possibility of changes to some international trade agreements,
and government or regulatory actions, including the imposition of tariffs or
other protectionist actions, could affect the economies of many nations,
including the United States, in ways that cannot necessarily be foreseen at the
present time. The price declines of common stocks, in particular, may be steep,
sudden and/or prolonged. Price and liquidity changes may occur in the market as
a whole, or they may occur in only a particular company, industry, sector, or
geographical region of the market. These effects could negatively impact the
Fund’s performance.
•Value
Investing Risk:
The Fund’s portfolio managers may be wrong in their assessment of a company’s
value and the stocks the Fund holds may not reach what the portfolio managers
believe are their full values. From time to time “value” investing falls out of
favor with investors. During these periods, the Fund’s relative performance may
suffer.
•Foreign
Securities Risk:
Stocks of non-U.S. companies (whether held directly or in ADRs or ADSs) as an
asset class may underperform stocks of U.S. companies, and such stocks may be
less liquid and more volatile than stocks of U.S. companies. The costs
associated with securities transactions are often higher in foreign countries
than in the U.S. The U.S. dollar value of foreign securities traded in foreign
currencies (and any dividends and interest earned) held by the Fund or by ETFs
in which the Fund invests may be affected unfavorably by changes in foreign
currency exchange rates. An increase in the U.S. dollar relative to these other
currencies will adversely affect the Fund, if the positions are not fully
hedged. Additionally, investments in foreign securities, whether or not publicly
traded in the United States, may involve risks which are in addition to those
inherent in domestic investments, including foreign political and economic risk
not associated with domestic investments, meaning that political events, social
and economic events and natural disasters occurring in a country where the Fund
invests could cause the Fund’s investments in that country to experience gains
or losses. Foreign companies may be subject to significantly higher levels of
taxation than U.S. companies, including potentially confiscatory levels of
taxation, thereby reducing the earnings potential of such foreign companies.
Substantial withholding taxes may apply to distributions from foreign companies.
Foreign companies may not be subject to the same regulatory requirements as
those of U.S. companies and, as a
consequence,
there may be less publicly available information about such companies. Also,
foreign companies may not be subject to uniform accounting, auditing and
financial reporting standards and requirements comparable to those applicable to
U.S. companies. Policy and legislative changes in foreign countries and other
events affecting global markets, such as the institution of tariffs by the U.S.
or the United Kingdom’s exit from the European Union, may contribute to
decreased liquidity and increased volatility in the financial markets. Foreign
governments and foreign economies often are less stable than the U.S. Government
and the U.S. economy.
•Geographic
Concentration Risk:
Concentrating investments in a limited number of countries or particular
geographic regions makes the Fund more susceptible to adverse economic,
political, social, regulatory and other developments in that country, countries
or region. Additionally, the Fund’s performance may be more volatile when the
Fund’s investments are less diversified across countries.
•Currency
Hedging Risk:
The Fund generally hedges a significant portion of its foreign stock investments
against foreign currency changes in an effort to have its returns more closely
reflect the market performance of its investments, rather than the value of the
currency. To the extent the Fund hedges portions of its portfolio, its relative
performance may differ from that of unhedged portfolios or indices. There is no
guarantee the hedges will fully protect against adverse currency movements.
•Large
Capitalization Companies Risk: Large
capitalization companies may grow more slowly than the overall economy and tend
to go in and out of favor based on market and economic conditions, and the Fund
may underperform investments that focus on small or medium capitalization
companies.
•Liquidity
Risk: Liquidity
risk is the risk, due to certain investments trading in lower volumes or to
market and economic conditions, that the Fund may be unable to find a buyer for
its investments when it seeks to sell them or to receive the price it expects
based on the Fund’s valuation of the investments. Events that may lead to
increased redemptions, such as market disruptions, may also negatively impact
the liquidity of the Fund’s investments when it needs to dispose of them. If the
Fund is forced to sell its investments at an unfavorable time and/or under
adverse conditions in order to meet redemption requests, such sales could
negatively affect the Fund. Liquidity issues may also make it difficult to value
the Fund’s investments.
•Changes
in Tax Laws.
All statements contained in this Prospectus regarding the U.S. federal income
tax consequences of an investment in the Fund are based on current law, which is
subject to change at any time, potentially with retroactive effect. For example,
tax legislation enacted in 2017 (the Tax Cuts and Jobs Act) resulted in
fundamental changes to the Code (some of which are set to expire in the next few
years). More recently, the Inflation Reduction Act of 2022 will add a 15%
alternative minimum tax on large corporations and a 1% excise tax on repurchases
of stock by publicly traded corporations and certain affiliates. The excise tax
on repurchases of stock may cause some corporations in which the Fund invests to
reduce liquidity opportunities for its investors, which could potentially reduce
the value of your investment in the Fund. Such legislation, as well as possible
future U.S. tax legislation and administrative guidance, could materially affect
the tax consequences of your investment in the Fund and the Fund’s investments
or holding structures.
Performance:
The
following bar chart and table provide some indication of the risks of investing
in the Fund by showing changes in the performance of the Fund’s Investor Class
from year to year and how the average annual returns of the Fund’s Investor
Class over time compare to the performance of the Morgan Stanley Capital
International Europe, Australasia and Far East®
Index (“MSCI EAFE®”)
and the MSCI EAFE®
Value Index. The
performance of the Fund’s Institutional Shares will differ from those shown to
the extent that the classes of shares do not have the same expenses or inception
date. For
additional information on the benchmarks,
please see “Benchmark Descriptions” in the Prospectus. The Fund’s past performance
(before and after taxes) is not necessarily an indication of future
performance. Performance may be higher or lower in the future.
Updated performance information is available on the Fund’s website at
www.fmifunds.com/current-performance/.
FMI
International Fund – Investor Class
(Annual total return as of
12/31)
During the ten year period
shown on the bar chart, the highest total return for
the Fund’s Investor Class shares for a quarter was 16.94% (quarter ended December 31, 2020)
and the lowest total return for a
quarter was -28.24% (quarter ended March 31,
2020).
After-tax returns are
calculated using the historical highest individual federal marginal income tax
rates and do not reflect the impact of state and local taxes.
Actual after-tax returns
depend on an investor’s tax situation and may differ from those shown. The
after-tax returns shown are not relevant to investors who hold their shares
through tax-deferred arrangements such as 401(k) plans or individual retirement
accounts IRAs. After-tax returns are shown
for Investor Class shares only and after-tax returns for Institutional Class
shares will vary. The Fund’s return after
taxes on distributions and sale of Fund shares may be higher than the other
return figures for the same period due to a tax benefit of realizing a capital
loss upon the sale of Fund shares.
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Average
Annual Total Returns
(for
the periods ended December 31, 2022) |
|
|
|
Since
Institutional
Class
Inception
(October 31,
2016) |
| One
Year |
Five
Years |
Ten
Years |
FMI
International Fund – Investor Class |
|
|
| |
Return before
taxes |
-9.86% |
1.71% |
6.40% |
N/A |
Return after taxes on
distributions |
-14.36% |
-0.01% |
5.11% |
N/A |
Return after taxes on distributions and
sale of Fund shares |
-5.47% |
0.89% |
4.80% |
N/A |
FMI
International Fund – Institutional Class |
|
|
| |
Return before taxes
|
-9.71% |
1.85% |
N/A |
4.27% |
MSCI
EAFE®
(LOC) (reflects no deduction for
fees, expenses or taxes) |
-7.00% |
3.81% |
7.56% |
6.45% |
MSCI
EAFE®(LOC)
Value (reflects no deduction for fees, expenses or
taxes) |
3.02% |
2.47% |
6.44% |
5.21% |
MSCI
EAFE®
(USD) (reflects no deduction for fees, expenses or
taxes) |
-14.45% |
1.54% |
4.67% |
5.21% |
MSCI
EAFE®
(USD) Value (reflects no deduction for fees, expenses or
taxes) |
-5.58% |
0.17% |
3.51% |
3.99% |
Investment
Adviser: Fiduciary
Management, Inc. is the investment adviser for the Fund.
Portfolio
Managers:
The
Fund’s investment decisions are made by a Portfolio Management Committee (“PMC”)
that is jointly and primarily responsible for the day-to-day management of the
Fund’s portfolio, which is comprised of the following individuals:
|
|
|
|
|
|
|
| |
PMC
Member |
Title
with Adviser |
Years
with Adviser |
Patrick
J. English, CFA® |
Executive
Chairman and Co-Chief Investment Officer |
36 |
John
S. Brandser |
President
and Chief Executive Officer |
28 |
Jonathan
T. Bloom, CFA® |
Co-Chief
Investment Officer |
13 |
Robert
M. Helf, CFA® |
Research
Analyst |
25 |
Julia
L. Ramon, CFA® |
Research
Analyst |
2 |
Benjamin
D. Karek, CFA® |
Research
Analyst |
6 |
Daniel
G. Sievers, CFA® |
Research
Analyst |
14 |
Matthew
T. Sullivan, CFA® |
Research
Analyst |
10 |
Jordan
S. Teschendorf, CFA® |
Research
Analyst |
8 |
Dain
C. Tofson, CFA® |
Research
Analyst |
3 |
Purchase
and Sale of Fund Shares:
The minimum initial investment amount for all new accounts is $2,500 for
Investor Class shares and $100,000 for Institutional Class shares. Subsequent
investments in the Fund for existing accounts may be made with a minimum
investment of $50 if purchased through the Automatic Investment Plan and $100
for all other accounts.
Institutional
Class shares are available to shareholders who invest directly in Fund shares or
who invest through certain broker-dealers or financial institutions that have
entered into appropriate arrangements with the Fund.
You
may redeem and purchase Investor Class and/or Institutional Class shares of the
Fund each day the New York Stock Exchange is open. You may redeem or purchase
Fund Investor Class and/or Institutional Class shares: through the mail (FMI
International Fund, c/o U.S. Bank Global Fund Services, P.O. Box 701, Milwaukee,
WI 53201-0701); by wire transfer; by telephone at 1-800-811-5311; or through a
financial intermediary. Investors who wish to redeem or purchase Investor Class
and/or Institutional Class shares through a broker-dealer or other financial
intermediary should contact the intermediary regarding the hours during which
orders may be placed.
Tax
Information:
The Fund’s distributions generally will be taxable to you, whether they are paid
in cash or reinvested in Fund shares, unless you invest through a tax-deferred
arrangement, such as a 401(k) plan or an IRA, in which case such distributions
may be taxable at a later date.
Payments
to Broker-Dealers and Other Financial Intermediaries:
If you purchase Fund shares through a broker-dealer or other financial
intermediary (such as a bank), the Fund and its related companies may pay the
intermediary for the sale of Fund shares and related services. If made, these
payments may create conflicts of interest by influencing the broker-dealer or
other intermediary and your salesperson to recommend the Fund over another
investment. Ask your salesperson or visit your financial intermediary’s website
for more information.
Investment Objective: FMI International Fund II –
Currency Unhedged seeks long-term capital appreciation.
Fees and Expenses of the
Fund:
The following table describes
the fees and expenses that you may pay if you buy, hold, and sell shares of the
Fund. You may pay other fees, such as brokerage commissions and other fees to
financial intermediaries, which are not reflected in the tables and examples
below.
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Shareholder
Fees
(fees
paid directly from your investment) |
Investor
Class |
Institutional
Class |
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Maximum
Sales Charge (Load) Imposed on Purchases |
No Sales
Charge |
No Sales
Charge |
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Maximum
Deferred Sales Charge (Load) |
No Deferred Sales
Charge |
No Deferred Sales
Charge |
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Maximum
Sales Charge (Load) Imposed on Reinvested Dividends and
Distributions |
No Sales
Charge |
No Sales
Charge |
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Redemption
Fee (transfer agent charge of $15 for each wire
redemption) |
None |
None |
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Exchange
Fee |
None |
None |
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Annual
Fund Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment) |
Management
Fees |
| 0.75% |
| 0.75% |
Distribution
and/or Service (12b-1) Fees |
| None |
| None |
Other
Expenses(1) |
| 0.55% |
| 0.40% |
Shareholder
Servicing Fees |
0.15% |
| None |
|
Remaining
Other Expenses |
0.40% |
| 0.40% |
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Total
Annual Fund Operating Expenses |
| 1.30% |
| 1.15% |
Fee
Waiver and/or Expense Reimbursement(2) |
| -0.30% |
| -0.25% |
Net
Annual Fund Operating Expenses |
| 1.00% |
| 0.90% |
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(1)Other Expenses for the
Investor Class are estimated as the Investor Class had not launched as of the
date of this Prospectus.
(2)The
Fund’s investment adviser has contractually agreed in the investment advisory
agreement and operating expenses limitation agreement to waive its advisory fee
to the extent necessary to ensure that net expenses (excluding federal, state
and local taxes, interest, brokerage commissions and extraordinary items) do not
exceed 1.75% of the average daily net assets of the Investor Class shares of the
Fund and 1.65% of the average daily net assets of the Institutional Class shares
of the Fund. The investment advisory agreement may be terminated by the
Fund or the Fund’s investment adviser for any reason upon sixty days prior
written notice, but is expected to continue indefinitely, and the operating
expenses limitation agreement may only be terminated by the Fund’s Board of
Directors. In addition to the reimbursement required under the investment
advisory agreement, the investment adviser has voluntarily agreed to reimburse
the Fund to the extent necessary to ensure that total annual fund operating
expenses do not exceed 1.00% of the Investor Class shares (currently not
available for purchase) and 0.90% of the Institutional Class shares at least
through January 31,
2024.
Example
This Example is
intended to help you compare the cost of investing in the Fund with the cost of
investing in other mutual funds. The Example assumes that you invest $10,000 in
the Fund for the time periods indicated and then redeem all of your shares at
the end of these periods. The Example also assumes that your investment has a 5%
return each year and that the Fund’s expenses are equal to net annual fund
operating expenses for the first year and total annual fund operating expenses
for the remaining years. Although your actual costs may be higher
or lower, based on these assumptions, your costs would be:
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| 1
Year |
3
Years |
5
Years |
10
Years |
Investor
Class |
$102 |
$382 |
$684 |
$1,541 |
Institutional
Class |
$92 |
$341 |
$609 |
$1,375 |
Portfolio Turnover
The Fund pays transaction
costs, such as commissions, when it buys and sells securities (or “turns over”
its portfolio). A higher portfolio turnover may indicate higher transaction
costs and may result in higher taxes when Fund shares are held in a taxable
account. These costs, which are not reflected in annual fund operating expenses
or in the Example, affect the Fund’s performance. During the most recent fiscal
year, the Fund’s portfolio turnover rate was 27% of the average value of its
portfolio.
Principal Investment
Strategies:
The Fund invests mainly in a
limited number of large capitalization (namely, companies with more than $5
billion market capitalization at the time of initial purchase) value stocks of
foreign companies (also referred to as non-U.S. companies). The Fund normally
invests at least 65% of its total assets in the equity securities of non-U.S.
companies. Non-U.S. companies are companies domiciled or headquartered outside
of the United States, or whose primary business activities or principal trading
markets are located outside of the United States. Sometimes these non-U.S.
companies are traded in the U.S. on a national securities exchange, or through
American Depositary Receipts (“ADRs”) or American Depositary Shares (“ADSs”).
The Fund invests in common stocks and other equity securities, including
preferred stocks, convertible preferred stocks, warrants, ADRs, ADSs and
exchange-traded funds (“ETFs”) based on an international equity index. The Fund
will generally not hedge its perceived foreign currency exposure back into the
U.S. dollar and will be exposed to currency fluctuations.
The
Fund may invest in ADRs through both sponsored and unsponsored arrangements.
Issuers of the securities underlying sponsored ADRs, but not unsponsored ADRs,
are contractually obligated to disclose material information in the United
States. Therefore, the market value of unsponsored ADRs is less likely to
reflect the effect of such information.
Unlike
many international funds, the majority of the Fund’s investments will be in
companies that have global operations rather than in companies whose business is
limited to a particular country or geographic region. Because the Fund’s
investments will be limited in number and investing in emerging market
securities will not be a principal investment strategy, a substantial amount of
the Fund’s assets (namely, more than 25% of its assets) may be in issuers
located in a limited number of countries, and it is likely that the geographical
and industry weightings of the Fund will differ significantly from popular
international benchmarks. When determining whether an investment is in emerging
market securities, the Fund views an investment in the securities of a company
domiciled or headquartered in an emerging
market,
or whose primary business activities or principal trading markets are located in
an emerging market as an investment in an emerging market.
The
Fund uses fundamental analysis to look for stocks of good businesses that are
selling at value prices in an effort to achieve above average performance with
below average risk. The Fund believes good businesses have some or all of the
following characteristics:
•A
strong, defendable market niche or products and services niche that is difficult
to replicate
•A
high degree of relative recurring revenue
•Modestly
priced products or services
•Attractive
return on investment economics (namely, where return on investment exceeds a
company’s cost of capital over a three to five year period)
•Above
average growth or improving profitability prospects
The
Fund considers valuation:
•On
both an absolute and relative to the market basis
•Utilizing
both historical and prospective analysis
In
reviewing companies, the Fund applies the characteristics identified above on a
case-by-case basis as the order of importance varies depending on the type of
business or industry and the company being reviewed.
The
Fund’s portfolio managers will generally sell a portfolio security when they
believe:
•The
security has achieved its value potential
•Such
sale is necessary for portfolio diversification
•Changing
fundamentals signal a deteriorating value potential
•Other securities have a better value
potential
Principal Risks:
There is a risk that you could lose all or a portion of
your money on your investment in the Fund. This risk may
increase during times of significant market volatility. The risks below could
affect the value of your investment, and because of these risks the Fund is a
suitable investment only for those investors who have long-term investment
goals:
•Stock
Market Risk:
The prices of the securities in which the Fund invests may decline in response
to adverse issuer, political, regulatory, market, economic or other developments
that may cause broad changes in market value, public perceptions concerning
these developments, and adverse investor sentiment or publicity. Similarly, the
impact of any epidemic, pandemic or natural disaster, such as COVID-19, or
widespread fear that such events may occur, could negatively affect the global
economy, as well as the economies of individual countries, the financial
performance of individual companies and sectors, and the markets in general in
significant and unforeseen ways. The risk of trade disputes with other
countries, the possibility of changes to some international trade agreements,
and government or regulatory actions, including the imposition of tariffs or
other protectionist actions, could affect the economies of many nations,
including the United States, in ways that cannot necessarily be foreseen at the
present time. The price declines of common stocks, in particular, may be steep,
sudden and/or prolonged. Price and liquidity changes may occur in the market as
a whole, or they may occur in only a particular company, industry, sector, or
geographical region of the market. These effects could negatively impact the
Fund’s performance.
•Value
Investing Risk:
The Fund’s portfolio managers may be wrong in their assessment of a company’s
value and the stocks the Fund holds may not reach what the portfolio managers
believe are their full values. From time to time “value” investing falls out of
favor with investors. During these periods, the Fund’s relative performance may
suffer.
•Foreign
Securities Risk:
Stocks of non-U.S. companies (whether held directly or in ADRs or ADSs) as an
asset class may underperform stocks of U.S. companies, and such stocks may be
less liquid and more volatile than stocks of U.S. companies. The costs
associated with securities transactions are often higher in foreign countries
than in the U.S. The U.S. dollar value of foreign securities traded in foreign
currencies (and any dividends and interest earned) held by the Fund or by ETFs
in which the Fund invests may be affected unfavorably by changes in foreign
currency exchange rates. An increase in the U.S. dollar relative to these other
currencies will adversely affect the Fund, as the positions are not hedged.
Additionally, investments in foreign securities, whether or not publicly traded
in the United States, may involve risks which are in addition to those inherent
in domestic investments, including foreign political and economic risk not
associated with domestic investments, meaning that political events, social and
economic events and natural disasters occurring in a country where the Fund
invests could cause the Fund’s investments in that country to experience gains
or losses. Foreign companies may be subject to significantly higher levels of
taxation than U.S. companies, including potentially confiscatory levels of
taxation, thereby reducing the earnings potential of such foreign companies.
Substantial withholding taxes may apply to distributions from foreign companies.
Foreign companies may not be subject to the same regulatory requirements as
those of U.S. companies and, as a consequence, there may be less publicly
available information about such companies. Also, foreign companies may not be
subject to uniform accounting, auditing and financial reporting standards and
requirements comparable to those applicable to U.S. companies. Policy and
legislative changes in foreign countries and other events affecting global
markets, such as the institution of tariffs by the U.S. or the United Kingdom’s
exit from the European Union, may contribute to decreased liquidity and
increased volatility in the financial markets. Foreign governments and foreign
economies often are less stable than the U.S. Government and the U.S. economy.
The Fund generally will not hedge its perceived foreign currency exposure back
into the U.S. dollar and therefore the Fund is considered to be “currency
unhedged.”
•Geographic
Concentration Risk:
Concentrating investments in a limited number of countries or particular
geographic regions makes the Fund more susceptible to adverse economic,
political, social, regulatory and other developments in that country, countries
or region. Additionally, the Fund’s performance may be more volatile when the
Fund’s investments are less diversified across countries.
•Large
Capitalization Companies Risk: Large
capitalization companies may grow more slowly than the overall economy and tend
to go in and out of favor based on market and economic conditions, and the Fund
may underperform investments that focus on small or medium capitalization
companies.
•Liquidity
Risk: Liquidity
risk is the risk, due to certain investments trading in lower volumes or to
market and economic conditions, that the Fund may be unable to find a buyer for
its investments when it seeks to sell them or to receive the price it expects
based on the Fund’s valuation of the investments. Events that may lead to
increased redemptions, such as market disruptions, may also negatively impact
the liquidity of the Fund’s investments when it needs to dispose of them. If the
Fund is forced to sell its investments at an unfavorable time and/or under
adverse conditions in order to meet redemption requests, such sales could
negatively affect the Fund. Liquidity issues may also make it difficult to value
the Fund’s investments.
•Changes
in Tax Laws.
All statements contained in this Prospectus regarding the U.S. federal income
tax consequences of an investment in the Fund are based on current law, which is
subject to change at any time, potentially with retroactive effect. For example,
tax legislation enacted in 2017 (the Tax Cuts and Jobs Act) resulted in
fundamental changes to the Code (some of which
are set to expire in the next few years).
More recently, the Inflation Reduction Act of 2022 will add a 15% alternative
minimum tax on large corporations and a 1% excise tax on repurchases of stock by
publicly traded corporations and certain affiliates. The excise tax on
repurchases of stock may cause some corporations in which the Fund invests to
reduce liquidity opportunities for its investors, which could potentially reduce
the value of your investment in the Fund. Such legislation, as well as possible
future U.S. tax legislation and administrative guidance, could materially affect
the tax consequences of your investment in the Fund and the Fund’s investments
or holding structures.
Performance:
The
following bar chart and table provide some indication of the risks of investing
in the Fund by showing changes in the performance of the Fund’s Institutional
Class from year to year and how the average annual returns of the Fund’s
Institutional Class from year to year compared to the performance of the Morgan
Stanley Capital International Europe, Australasia and Far East®
Index (“MSCI EAFE®”)
and the MSCI EAFE®
Value Index.
No performance information is available for
the Investor Class shares since that class is currently not available for
purchase. For additional information on the benchmarks, please
see “Benchmark Descriptions” in the Prospectus. The Fund’s past performance
(before and after taxes) is not necessarily an indication of future
performance. Performance may be higher or lower in the future.
Updated performance information is available on the Fund’s website at
www.fmifunds.com/current-performance/.
FMI
International Fund II – Currency Unhedged – Institutional Class
(Annual total return as of
12/31)
During the three year period
shown on the bar chart, the highest total return for
the Fund’s Institutional Class shares for a quarter was 20.58% (quarter ended December 31, 2020)
and the lowest total return for a
quarter was -29.25% (quarter ended March 31, 2020). The
inception date of the Fund was December 31, 2019.
After-tax returns are
calculated using the historical highest individual federal marginal income tax
rates and do not reflect the impact of state and local taxes.
Actual after-tax returns
depend on an investor’s tax situation and may differ from those shown. The
after-tax returns shown are not relevant to investors who hold their shares
through tax-deferred arrangements such as 401(k) plans or individual retirement
accounts IRAs. After-tax returns are shown
for Institutional Class shares only and there are no after-tax returns for
Investor Class shares since the Class is currently not available for
purchase. The
Fund’s return after taxes on distributions
and sale of Fund shares may be higher than the other return figures for the same
period due to a tax benefit of realizing a capital loss upon the sale of Fund
shares.
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Average
Annual Total Returns
(for
the period ended December 31, 2022) |
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Since
Institutional
Class
Inception
(December 31,
2019) |
| One
Year |
FMI
International Fund II – Currency Unhedged – Institutional Class |
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Return before
taxes |
-17.34% |
-2.10% |
Return after taxes on
distributions |
-17.49% |
-2.39% |
Return after taxes on distributions and
sale of Fund shares |
-9.95% |
-1.32% |
MSCI
EAFE®
(USD) (reflects no deduction for
fees, expenses or taxes) |
-14.45% |
0.87% |
MSCI
EAFE®
(USD) Value (reflects no deduction for fees, expenses or
taxes) |
-5.58% |
0.65% |
Investment
Adviser: Fiduciary
Management, Inc. is the investment adviser for the Fund.
Portfolio
Managers:
The
Fund’s investment decisions are made by a Portfolio Management Committee (“PMC”)
that is jointly and primarily responsible for the day-to-day management of the
Fund’s portfolio, which is comprised of the following individuals:
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PMC
Member |
Title
with Adviser |
Years
with Adviser |
Patrick
J. English, CFA® |
Executive
Chairman and Co-Chief Investment Officer |
36 |
John
S. Brandser |
President
and Chief Executive Officer |
28 |
Jonathan
T. Bloom, CFA® |
Co-Chief
Investment Officer |
13 |
Robert
M. Helf, CFA® |
Research
Analyst |
25 |
Julia
L. Ramon, CFA® |
Research
Analyst |
2 |
Benjamin
D. Karek, CFA® |
Research
Analyst |
6 |
Daniel
G. Sievers, CFA® |
Research
Analyst |
14 |
Matthew
T. Sullivan, CFA® |
Research
Analyst |
10 |
Jordan
S. Teschendorf, CFA® |
Research
Analyst |
8 |
Dain
C. Tofson, CFA® |
Research
Analyst |
3 |
Purchase
and Sale of Fund Shares:
The minimum initial investment amount for all new accounts is $2,500 for
Investor Class shares (when offered) and $100,000 for Institutional Class
shares. Subsequent investments in the Fund for existing accounts may be made
with a minimum investment of $50 if purchased through the Automatic Investment
Plan and $100 for all other accounts.
Institutional
Class shares are available to shareholders who invest directly in Fund shares or
who invest through certain broker-dealers or financial institutions that have
entered into appropriate arrangements with the Fund.
You
may redeem and purchase Investor Class (when offered) and/or Institutional Class
shares of the Fund each day the New York Stock Exchange is open. You may redeem
or purchase Fund Investor Class (when offered) and/or Institutional Class
shares: through the mail (FMI International Fund II – Currency Unhedged, c/o
U.S. Bank Global Fund Services, P.O. Box 701, Milwaukee, WI 53201-0701); by wire
transfer; by telephone at 1-800-811-5311; or through a financial intermediary.
Investors who wish to redeem or purchase Investor Class (when offered) and/or
Institutional Class shares through a broker-dealer or other financial
intermediary should contact the intermediary regarding the hours during which
orders may be placed.
Tax
Information:
The Fund’s distributions generally will be taxable to you, whether they are paid
in cash or reinvested in Fund shares, unless you invest through a tax-deferred
arrangement, such as a 401(k) plan or an IRA, in which case such distributions
may be taxable at a later date.
Payments
to Broker-Dealers and Other Financial Intermediaries:
If you purchase Fund shares through a broker-dealer or other financial
intermediary (such as a bank), the Fund and its related companies may pay the
intermediary for the sale of Fund shares and related services. If made, these
payments may create conflicts of interest by influencing the broker-dealer or
other intermediary and your salesperson to recommend the Fund over another
investment. Ask your salesperson or visit your financial intermediary’s website
for more information.
INVESTMENT
OBJECTIVES AND PRINCIPAL INVESTMENT STRATEGIES AND RISKS
Investment
Objectives:
The FMI Large Cap Fund (“Large Cap Fund”) seeks long-term capital appreciation.
Although the Fund has no intention of doing so, the Fund may change its
investment objective without obtaining shareholder approval.
The
FMI Common Stock Fund (“Common Stock Fund”) seeks long-term capital
appreciation. Although the Fund has no intention of doing so, the Fund may
change its investment objective without obtaining shareholder
approval.
The
FMI International Fund (“International Fund”) seeks long-term capital
appreciation. Although the Fund has no intention of doing so, the Fund may
change its investment objective without obtaining shareholder approval. The Fund
normally invests at least 65% of its total assets in the equity securities of
non-U.S. companies.
The
FMI International Fund II – Currency Unhedged (“International Currency Unhedged
Fund”) seeks long-term capital appreciation. Although the Fund has no intention
of doing so, the Fund may change its investment objective without obtaining
shareholder approval. The Fund normally invests at least 65% of its total assets
in the equity securities of non-U.S. companies.
In
accordance with the requirements of Rule 35d-1 under the Investment Company Act,
it is a non-fundamental policy of each of the Large Cap Fund and the Common
Stock Fund to normally invest at least 80% of the value of its net assets in the
particular type of investment suggested by the Fund’s name. If the Board of
Directors determines to change this non-fundamental policy for either Fund, the
Fund will provide 60 days’ prior written notice to the shareholders before
implementing the change of policy.
Each
of the Fund’s portfolio managers are patient investors. The Funds do not attempt
to achieve their investment objectives by active and frequent trading of common
stocks.
Principal
Investment Strategies:
The Large Cap Fund invests mainly in a limited number of large capitalization
(namely, companies with more than $5 billion market capitalization at the time
of initial purchase) value stocks of companies listed or traded on a national
securities exchange or on a national securities association, including foreign
securities traded on a national securities exchange or on a national securities
association. Under normal market conditions, the Fund invests 80% of its
net assets in large capitalization companies, including for purposes of this
limitation common stocks of foreign companies, whether invested in directly or
through ADRs or ADSs, which are dollar-denominated securities of foreign issuers
traded in the U.S. The Fund may also invest in medium capitalization
companies.
The
Common Stock Fund invests mainly in small- to medium-capitalization companies
(namely, companies with less than $7 billion market capitalization at the time
of initial purchase) listed or traded on a national securities exchange or on a
national securities association. Under normal market conditions, the Fund
invests 80% of its net assets in common stocks, including for purposes of this
limitation common stocks of foreign companies, whether invested in directly or
through ADRs or ADSs, which are dollar-denominated securities of foreign issuers
traded in the U.S.
The
International Fund invests mainly in a limited number of large capitalization
(namely, companies with more than $5 billion market capitalization at the time
of initial purchase) value stocks of foreign companies (also referred to as
non-U.S. companies). The Fund normally invests at least 65% of its total
assets
in the equity securities of non-U.S. companies. Non-U.S. companies are companies
domiciled or headquartered outside of the United States, or whose primary
business activities or principal trading markets are located outside of the
United States. Sometimes these non-U.S. companies are traded in the U.S. on a
national securities exchange, or through ADRs or ADSs. The Fund invests in
common stocks and other equity securities, including preferred stocks,
convertible preferred stocks, warrants, ADRs, ADSs and ETFs based on an
international equity index. The Fund may seek to protect itself against the
adverse effects of currency exchange rate fluctuations by entering into currency
hedging transactions.
Unlike
many international funds, the majority of the International Fund’s investments
will be in companies that have global operations rather than in companies whose
business is limited to a particular country or geographic region. Because the
Fund’s investments will be limited in number investing in emerging market
securities will not be a principal investment strategy, a substantial amount of
the Fund’s assets (namely, more than 25% of its assets) may be in issuers
located in a limited number of countries, and it is likely that the geographical
and industry weightings of the Fund will differ significantly from popular
international benchmarks. When determining whether an investment is in emerging
market securities, the Fund views an investment in the securities of a company
domiciled or headquartered in an emerging market, or whose primary business
activities or principal trading markets are located in an emerging market as an
investment in an emerging market.
The
International Currency Unhedged Fund invests mainly in a limited number of large
capitalization (namely, companies with more than $5 billion market
capitalization at the time of initial purchase) value stocks of foreign
companies (also referred to as non-U.S. companies). The Fund normally invests at
least 65% of its total assets in the equity securities of non-U.S. companies.
Non-U.S. companies are companies domiciled or headquartered outside of the
United States, or whose primary business activities or principal trading markets
are located outside of the United States. Sometimes these non-U.S. companies are
traded in the U.S. on a national securities exchange, or through ADRs or ADSs.
The Fund invests in common stocks and other equity securities, including
preferred stocks, convertible preferred stocks, warrants, ADRs, ADSs and ETFs
based on an international equity index. The Fund will generally not hedge its
perceived foreign currency exposure back into the U.S. dollar and will be
exposed to currency fluctuations.
Unlike
many international funds, the majority of the International Currency Unhedged
Fund’s investments will be in companies that have global operations rather than
in companies whose business is limited to a particular country or geographic
region. Because the Fund’s investments will be limited in number and investing
in emerging market securities will not be a principal investment strategy, a
substantial amount of the Fund’s assets (namely, more than 25% of its assets)
may be in issuers located in a limited number of countries, and it is likely
that the geographical and industry weightings of the Fund will differ
significantly from popular international benchmarks. When determining whether an
investment is in emerging market securities, the Fund views an investment in the
securities of a company domiciled or headquartered in an emerging market, or
whose primary business activities or principal trading markets are located in an
emerging market as an investment in an emerging market.
Additional
Investment Strategy Information All Funds:
Each Fund may invest in ADRs through both sponsored and unsponsored
arrangements. Issuers of the securities underlying sponsored ADRs, but not
unsponsored ADRs, are contractually obligated to disclose material information
in the United States. Therefore, the market value of unsponsored ADRs is less
likely to reflect the effect of such information.
Each
Fund uses fundamental analysis to look for stocks of good businesses that are
selling at value prices in an effort to achieve above average performance with
below average risk. The Funds believe good businesses have some or all of the
following characteristics:
•A
strong, defendable market niche or products and services niche that is difficult
to replicate
•A
high degree of relative recurring revenue
•Modestly
priced products or services
•Attractive
return on investment economics (namely, where return on investment exceeds a
company’s cost of capital over a three to five year period)
•Above
average growth or improving profitability prospects
The
Funds consider valuation:
•On
both an absolute and relative to the market basis
•Utilizing
both historical and prospective analysis
In
reviewing companies, a Fund applies the characteristics identified above on a
case-by-case basis as the order of importance varies depending on the type of
business or industry and the company being reviewed.
A
Fund’s portfolio managers will generally sell a portfolio security when they
believe:
•The
security has achieved its value potential
•Such
sale is necessary for portfolio diversification
•Changing
fundamentals signal a deteriorating value potential
•Other
securities have a better value potential
Principal
Risks:
There is a risk that you could lose all or a portion of your money on your
investment in a Fund. This risk may increase during times of significant market
volatility. The risks below could affect the value of your investment, and
because of these risks the Funds are a suitable investment only for those
investors who have long-term investment goals:
Stock
Market Risk (all Funds):
The prices of the securities in which a Fund invests may decline in response to
adverse issuer, political, regulatory, market, economic or other developments
that may cause broad changes in market value, public perceptions concerning
these developments, and adverse investor sentiment or publicity. Similarly, the
impact of any epidemic, pandemic or natural disaster, such as COVID-19, or
widespread fear that such events may occur, could negatively affect the global
economy, as well as the economies of individual countries, the financial
performance of individual companies and sectors, and the markets in general in
significant and unforeseen ways. The risk of trade disputes with other
countries, the possibility of changes to some international trade agreements,
and government or regulatory actions, including the imposition of tariffs or
other protectionist actions, could affect the economies of many nations,
including the United States, in ways that cannot necessarily be foreseen at the
present time. The price declines of common stocks, in particular, may be steep,
sudden and/or prolonged. Price and liquidity changes may occur in the market as
a whole, or they may occur in only a particular company, industry, sector, or
geographical region of the market. These effects could negatively impact the
Fund’s performance.
If
an investor holds common stock, or common stock equivalents, of any given
issuer, the investor would generally be exposed to greater risk than if the
investor held preferred stocks and debt obligations of the issuer because common
stockholders, or holders of equivalent interests, generally have inferior rights
to receive payments from issuers in comparison with the rights of preferred
stockholders, bondholders, and other creditors of such issuers.
As
shown with COVID-19, market events (including public health crises and concerns)
can have a profound economic and business effect that results in cancellations
and disruptions to supply chains and customer activity, disruption and
displacement of one or more sectors or industries, closing of borders and
imposition of travel restrictions and quarantines, general public concern and
uncertainty and, in extreme cases, exchange trading halts due to rapidly falling
prices. Further, the impact of COVID-19 has caused significant volatility and
declines in global financial markets, including the U.S. financial markets.
Further, COVID-19 has led to production cutbacks for many companies and coupled
with changes in consumer spending fueled by government stimulus, created a
supply/demand imbalance and resulted in higher prices and inflation, the result
of which can affect a company’s financial condition and ability to manufacture
and sell its products. The duration and lasting impact of the COVID-19 outbreak
remains unclear and may not be fully known for some time.
Market
events such as these and other types of market events may cause significant
declines in the values and liquidity of many securities and other instruments,
and significant disruptions to global business activity and financial markets.
Turbulence in financial markets, and reduced liquidity in equity, credit and
fixed income markets may negatively affect many issuers both domestically and
around the world, and can result in trading halts, any of which could have an
adverse impact on the Funds. During periods of market volatility, security
prices (including securities held by the Funds) could change drastically and
with rapidity and therefore adversely affect the Funds.
The
risk environment remains elevated, and the Adviser will monitor developments and
seek to manage the Funds in a manner consistent with achieving each Fund’s
investment objective, but there can be no assurance that it will be successful
in doing so.
Value
Investing Risk (all Funds):
A
Fund’s portfolio managers may be wrong in their assessment of a company’s value
and the stocks the Fund holds may not reach what the portfolio managers believe
are their full values. From time to time “value” investing falls out of favor
with investors. During these periods, the Fund’s relative performance may
suffer.
Foreign
Securities Risk (all Funds):
Stocks
of non-U.S. companies (whether directly or in ADRs or ADSs) as an asset class
may underperform stocks of U.S. companies, and such stocks may be less liquid
and more volatile than stocks of U.S. companies. The costs associated with
securities transactions are often higher in foreign countries than in the U.S.
The U.S. dollar value of foreign securities traded in foreign currencies (and
any dividends and interest earned) held by a Fund or by ETFs in which the Fund
invests may be affected unfavorably by changes in foreign currency exchange
rates. An increase in the U.S. dollar relative to these other currencies will
adversely affect the Fund, if the positions are not hedged. Additionally,
investments in foreign securities, whether or not publicly traded in the United
States, may involve risks which are in addition to those inherent in domestic
investments, including foreign political and economic risk not associated with
domestic investments, meaning that political events, social and economic events
and natural disasters occurring in a country where the Fund invests could cause
the Fund’s investments in that country to experience gains or losses. Foreign
companies may be subject to significantly higher levels of taxation than U.S.
companies, including potentially confiscatory levels of taxation, thereby
reducing the earnings potential of such foreign companies. Substantial
withholding taxes may apply to distributions from foreign companies. Foreign
companies may not be subject to the same regulatory requirements as those of
U.S. companies and, as a consequence, there may be less publicly available
information about such companies. Also, foreign companies may not be subject to
uniform accounting, auditing and financial reporting standards and requirements
comparable to those applicable to U.S. companies. Policy and legislative changes
in foreign countries and other events affecting global markets, such as the
United Kingdom’s exit from the European Union, may contribute to decreased
liquidity and increased volatility in the financial markets. Foreign
governments
and foreign economies often are less stable than the U.S. Government and the
U.S. economy. The International Currency Unhedged Fund generally will not hedge
its perceived foreign currency exposure back into the U.S. dollar and therefore
the Fund is considered to be “currency unhedged.”
Economic
conditions, such as volatile currency exchange rates and interest rates,
political events, military action and other conditions may, without prior
warning, lead to government intervention (including intervention by the U.S.
government with respect to foreign governments, economic sectors, foreign
companies and related securities and interests) and the imposition of capital
controls and/or sanctions, which may also include retaliatory actions of one
government against another government, such as seizure of assets. Capital
controls and/or sanctions include the prohibition of, or restrictions on, the
ability to transfer currency, securities or other assets. Levies may be placed
on profits repatriated by foreign entities (such as the Fund). Capital controls
and/or sanctions may also impact the ability of the Fund to buy, sell or
otherwise transfer securities or currency, negatively impact the value and/or
liquidity of such instruments, adversely affect the trading market and price for
shares of the Fund, and cause the Fund to decline in value.
Geographic
Concentration Risk (International Fund and International Currency Unhedged
Fund):
Concentrating investments in a limited number of countries or particular
geographic regions makes the Fund more susceptible to adverse economic,
political, social, regulatory and other developments in that country, countries
or region. Some countries and regions in which the Fund may invest might have
experienced security concerns, war or threats of war and aggression, terrorism,
economic uncertainty, natural and environmental disasters and/or systemic market
dislocations that may lead to increased short-term market volatility and may
have adverse long-term effects on the U.S. and world economies and markets
generally. Additionally, the Fund’s performance may be more volatile when the
Fund’s investments are less diversified across countries.
Currency
Hedging Risk (International Fund):
The Fund generally hedges a significant portion of its foreign stock investments
against foreign currency changes in an effort to have its returns more closely
reflect the market performance of its investments, rather than the value of the
currency. To the extent the Fund hedges portions of its portfolio, its
relative performance may differ from that of unhedged portfolios or indices.
There is no guarantee the hedges will fully protect against adverse currency
movements.
Small
Capitalization Companies Risk (Common Stock Fund):
Small capitalization companies typically have relatively lower revenues, limited
product lines and lack of management depth, and may have a smaller share of the
market for their products or services, than large and medium capitalization
companies. There is a risk that the securities of small capitalization
companies may have limited liquidity and greater price volatility than
securities of large and medium capitalization companies, which can negatively
affect the Fund’s ability to sell these securities at quoted market
prices. Finally, there are periods when investing in small capitalization
company stocks falls out of favor with investors and these stocks may
underperform.
Medium
Capitalization Companies Risk (Large Cap Fund and Common Stock Fund):
Medium capitalization companies tend to be more susceptible to adverse business
or economic events than large capitalization companies, and there is a risk that
the securities of medium capitalization companies may have limited liquidity and
greater price volatility than securities of large capitalization
companies.
Large
Capitalization Companies Risk (Large Cap Fund, International Fund and
International Currency Unhedged Fund):
Large capitalization companies may grow more slowly than the overall economy and
tend to go in and out of favor based on market and economic conditions, and the
Fund may underperform investments that focus on small or medium capitalization
companies.
Liquidity
Risk (all Funds):
Liquidity
risk is the risk, due to certain investments trading in lower volumes or to
market and economic conditions, that a Fund may be unable to find a buyer for
its investments when it seeks to sell them or to receive the price it expects
based on the Fund’s valuation of the investments. Events that may lead to
increased redemptions, such as market disruptions, may also negatively impact
the liquidity of the Fund’s investments when it needs to dispose of them. If the
Fund is forced to sell its investments at an unfavorable time and/or under
adverse conditions in order to meet redemption requests, such sales could
negatively affect the Fund. Liquidity issues may also make it difficult to value
the Fund’s investments.
Changes
in Tax Laws (all Funds):
All statements contained in this Prospectus regarding the U.S. federal income
tax consequences of an investment in the Fund are based on current law, which is
subject to change at any time, potentially with retroactive effect. For example,
tax legislation enacted in 2017 (the Tax Cuts and Jobs Act) resulted in
fundamental changes to the Code (some of which are set to expire in the next few
years). More recently, the Inflation Reduction Act of 2022 will add a 15%
alternative minimum tax on large corporations and a 1% excise tax on repurchases
of stock by publicly traded corporations and certain affiliates. The excise tax
on repurchases of stock may cause some corporations in which the Fund invests to
reduce liquidity opportunities for its investors, which could potentially reduce
the value of your investment in the Fund. Such legislation, as well as possible
future U.S. tax legislation and administrative guidance, could materially affect
the tax consequences of your investment in the Fund and the Fund’s investments
or holding structures.
NON-PRINCIPAL
INVESTMENT STRATEGIES AND RISKS
Temporary
Investments (all Funds):
Each Fund may, in response to adverse market, economic, political or other
conditions, take temporary defensive positions. This means that a Fund will
invest some or all of its assets in money market instruments (like U.S. Treasury
Bills, commercial paper, deposit accounts or repurchase agreements). A Fund will
not be able to achieve its investment objective of long-term capital
appreciation to the extent that it invests in money market instruments since
these securities do not appreciate in value. When a Fund is not taking a
temporary defensive position, it still will hold some cash and money market
instruments so that it can pay its expenses, satisfy redemption requests or take
advantage of investment opportunities.
Temporary
Hedging (International Currency Unhedged Fund):
The Fund normally does not seek to reduce currency risk by hedging its perceived
foreign currency exposure back into the U.S. dollar and will be exposed to
currency fluctuations. However, the Adviser reserves the right, in response to
significant adverse market, economic, or political, to temporarily hedge all or
a portion of the currency exposure to the International Currency Unhedged
Fund.
ETF
Risk (all Funds):
In addition to risks generally associated with investments in investment company
securities, ETFs are subject to the following risks that do not apply to
non-exchange traded funds: (i) an ETF’s shares may trade at a market price that
is above or below their net asset value (as discussed more fully below); (ii) an
active trading market for an ETF’s shares may not develop or be maintained (as
discussed more fully below); (iii) the ETF may employ an investment strategy
that utilizes high leverage ratios; or (iv) trading of an ETF’s shares may be
halted if the listing exchange’s officials deem such action appropriate, the
shares are de-listed from the exchange, or the activation of market-wide
“circuit breakers” (which are tied to large decreases in stock prices) halts
stock trading generally (as discussed more fully below).
The
market prices of shares of ETFs fluctuate in response to changes in net asset
value (“NAV”) and supply and demand for such shares and include a bid-ask spread
charged by the exchange specialists, market makers or other participants and
trade the particular security. There may be times when the market price and the
NAV vary significantly. This means that shares of an ETF may trade at a discount
to NAV.
In
particular, the following circumstances may impact the market price of the
shares of ETFs: (1) in times of market stress, market makers may step away from
their role of market making in the shares of ETFs and in executing trades, which
can lead to differences between the market value of the shares and an ETF’s NAV;
(2) to the extent authorized participants (“APs”) exit the business or are
unable to process creations or redemptions and no other AP can step in to do so,
there may be a significantly reduced trading market in the shares, which can
lead to differences between the market price of the shares and an ETF’s NAV; (3)
the market price for the shares may deviate from an ETF’s NAV, particularly
during times of market stress, with the result that investors may pay
significantly more or significantly less for the shares than an ETF’s NAV, which
is reflected in the bid and ask price for shares or in the closing price; (4)
when all or a portion of an ETFs underlying securities trade in a market that is
closed when the market for the shares is open, there may be changes from the
last quote of the closed market and the quote from an ETF’s domestic trading
day, which could lead to differences between the market value of the shares and
an ETF’s NAV; and (5) in stressed market conditions, the market for the shares
may become less liquid in response to the deteriorating liquidity of an ETF’s
portfolio.
An
active trading market for the shares of ETFs may not be developed or maintained.
Trading in shares of ETFs on the stock exchange where they are listed for
trading (the “Exchange”) may be halted due to market conditions or for reasons
that in the view of the Exchange, make trading in shares inadvisable, such as
extraordinary market volatility. There can be no assurance that shares will
continue to meet the listing requirements of the Exchange. If the shares are
traded outside a collateralized settlement system, the number of financial
institutions that can act as APs that can post collateral on an agency basis is
limited, which may limit the market for the shares.
Cybersecurity
Risk (all Funds):
Cybersecurity incidents may allow an unauthorized party to gain access to Fund
assets, customer data (including private shareholder information), or
proprietary information, or cause a Fund, the Adviser and/or its service
providers (including, but not limited to, Fund accountants, custodians,
sub-custodians, transfer agents and financial intermediaries) to suffer data
breaches, data corruption or lose operational functionality.
DISCLOSURE
OF PORTFOLIO HOLDINGS
The
Funds’ Statement of Additional Information (“SAI”), which is incorporated by
reference into this Prospectus, contains a description of the Funds’ policies
and procedures regarding disclosure of their portfolio holdings.
Fiduciary
Management, Inc. (the “Adviser”) is the investment adviser to each Fund. The
Adviser’s address is:
100
East Wisconsin Avenue, Suite 2200
Milwaukee,
Wisconsin 53202
The
Adviser has been in business since 1980 and has been the Funds’ only investment
adviser. As the investment adviser to each Fund, the Adviser manages the
investment portfolio for such Fund. The Adviser makes the decisions to buy and
sell the investments of each Fund.
Pursuant
to current Investment Advisory Agreements, the Adviser is entitled to receive a
fee for managing the Funds. The fee is computed and payable at the end of each
month. The following annual percentages of the Fund’s average daily net assets
are used:
•FMI
Large Cap Fund: 0.65% of the assets from $0 - $2.5 billion; 0.60% of the assets
from $2.5 - $5.0 billion; and 0.55% of the assets over $5.0
billion.
•FMI
Common Stock Fund: 0.85% of the assets from $0 - $500 million; 0.80% of the
assets from $500 million - $1.0 billion; and 0.75% of the assets over $1.0
billion.
•FMI
International Fund: 0.75% of the assets from $0 - $2.5 billion; 0.70% of the
assets from $2.5 -
$5.0 billion; 0.65% of the assets from $5.0 - $10.0 billion; and 0.60% of the
assets over $10.0 billion.
•FMI
International Fund II – Currency Unhedged: 0.75% of the assets from $0 -
$2.5 billion; 0.70% of the assets from $2.5 - $5.0 billion; 0.65% of the
assets from $5.0 - $10.0 billion; and 0.60% of the assets over $10.0
billion.
The
Adviser may periodically waive all or a portion of its advisory fee with respect
to each Fund. Pursuant to an Operating Expenses Limitation Agreement between the
Adviser and FMI Funds, Inc., on behalf of each class of the Funds, the Adviser
has contractually agreed to waive its advisory fee to the extent necessary to
ensure that net expenses (excluding federal, state and local taxes, interest,
brokerage commissions and extraordinary items) do not exceed the average daily
net assets of each share class as set forth in the table below. The Operating
Expenses Limitation Agreement is indefinite in term and may only be terminated
by the Funds’ Board of Directors. In addition to the reimbursement required
under the Operating Expenses Limitation Agreement, the Adviser has voluntarily
agreed to reimburse the International Currency Unhedged Fund to the extent
necessary to ensure that total annual fund operating expenses do not exceed
1.00% of the Investor Class shares (currently not available for purchase) and
0.90% of the Institutional Class shares at least through January 31,
2024. The Adviser may periodically waive all or a portion of its
advisory fee with respect to the Large Cap Fund, Common Stock Fund, and
International Fund.
|
|
|
|
|
|
|
| |
Fund |
Investor
Class |
Institutional
Class |
FMI
Large Cap Fund |
1.20% |
1.10% |
FMI
Common Stock Fund |
1.30% |
1.20% |
FMI
International Fund |
1.75% |
1.65% |
FMI
International Fund II – Currency Unhedged |
1.75% |
1.65% |
As
a result of the Operating Expenses Limitation Agreement and the additional
voluntary Operating Expenses Agreement for International Currency Unhedged Fund,
the net fee paid to the Adviser for the most recent fiscal year as a percentage
of average net assets was 0.64% for the Large Cap Fund, 0.82% for the Common
Stock Fund, 0.74% for the International Fund, and 0.50% for the International
Currency Unhedged Fund.
A
discussion regarding the basis for the Board of Directors approving each Fund’s
investment advisory agreement with the Adviser is available in the Funds’
semi-annual report to shareholders for the most recent period ended March
31.
Each
Fund’s investment decisions are made by a Portfolio Management Committee
(“PMC”). The investment process employed by the PMC is team-based utilizing
primarily in-house, fundamental research, and the PMC as a whole, not any
individual PMC member, is primarily responsible for the day-to-day management of
each Fund’s portfolio.
Patrick
J. English, CFA®, has been employed by the Adviser in various capacities since
1986, currently serving as Executive Chairman and Co-Chief Investment Officer
and Treasurer. John S. Brandser has been employed by the Adviser in various
capacities since 1995, currently serving as Chief
Executive
Officer. Jonathan T. Bloom, CFA® has been employed by the Adviser in various
capacities since 2010 and is currently the Co-Chief Investment Officer. Robert
M. Helf, CFA®, has been employed by the Adviser since 1998 as a Research
Analyst. Julia L. Ramon, CFA®, has been employed by the Adviser since 2020 as a
Research Analyst, and previously was employed as a Research Intern during the
summer of 2019 while attending the University of Wisconsin-Madison. Benjamin D.
Karek, CFA®, has been employed by the Adviser since 2017 as a Research Analyst.
Daniel G. Sievers, CFA®, has been employed by the Adviser since 2009 as a
Research Analyst. Matthew T. Sullivan, CFA® has been employed by the Adviser
since 2013 as a Research Analyst. Jordan S. Teschendorf, CFA® has been employed
by the Adviser since 2015 as a Research Analyst. Dain C. Tofson, CFA®, has been
employed by the Adviser since 2019 as a Research Analyst and previously was as a
member of Artisan Partners Global Value Equity Team from 2017 - 2019. CFA® is a
registered trademark owned by the CFA Institute.
The
Funds’ SAI, which is incorporated by reference into this Prospectus, provides
additional information about the portfolio managers’ compensation, other
accounts managed by the portfolio managers and the portfolio managers’ ownership
of shares in each Fund.
FMI
Funds has adopted a multiple class plan that allows the Funds to offer one or
more classes of shares of the Funds. All Funds, other than the International
Currency Unhedged Fund, currently offer two classes of shares - Investor Class
shares and Institutional Class shares. The International Currency Unhedged Fund
currently only offers Institutional Class shares. The different classes of
shares represent investments in the same portfolio securities, but the classes
are subject to different expenses, including but not limited to the
following:
•The
Funds’ Investor Class shares are subject to shareholder servicing fees at an
annual rate of up to 0.15% of the average daily net assets, or at an annual per
account rate approved by the Board of Directors; and
•The
Funds’ Institutional Class shares are not subject to shareholder servicing
fees.
Foreside
Financial Services, LLC, Three Canal Plaza, 3rd Floor, Portland, Maine 04101,
serves as the distributor in connection with the continuous offering of the
Funds’ shares. The distributor and participating dealers with whom it has
entered into dealer agreements offer shares of the Funds as agents on a best
efforts basis and are not obligated to sell any specific amount of
shares.
The
price at which investors purchase shares of the Funds and at which shareholders
redeem shares of the Funds is called the net asset value. Each Fund normally
calculates its net asset value as of the close of regular trading on the New
York Stock Exchange (“NYSE”) (normally 4:00 p.m. Eastern Time) on each day the
NYSE is open for trading. If the NYSE is not open, then the Funds do not
determine their net asset values, and investors may not purchase or redeem
shares of the Funds. The NYSE is closed on most national holidays, on Good
Friday, and on the weekends. The NYSE also may be closed on national days of
mourning or due to natural disasters or other extraordinary events or
emergencies. If the NYSE closes early on a valuation day, the Fund shall
determine its net asset value as of that time. Each Fund calculates its net
asset value based on the market prices of the securities it holds. Debt
instruments including, but not limited to, U.S. Treasury Securities are
generally valued at the evaluated bid price provided by a Pricing Source, unless
its use would be inappropriate due to credit or other impairments of the issuer,
in which case the securities will be valued at a fair value price. The net asset
value is determined by adding the value of a Fund’s investments, cash and other
assets, subtracting the liabilities and then dividing the result by the total
number of shares outstanding. Due to the fact that different expenses
are charged to the
Institutional
Class and Investor Class shares of a Fund, the net asset value of the two
classes of a Fund may vary.
If
market quotations are not readily available, the Adviser will value securities
at their fair value under the Funds’ established valuation methodologies. The
Board of Directors has appointed the Adviser as the Funds’ valuation designee
under Rule 2a-5 (“Valuation Designee”) to perform all fair valuations of the
Fund’s portfolio investments, subject to the Board’s oversight. As the Valuation
Designee, the Adviser has established procedures for its fair valuation of the
Funds’ portfolio investments. These procedures, address, among other things,
determining when market quotations are not readily available or reliable and the
methodologies to be used for determining the fair value of investments, as well
as the use and oversight of third-party pricing services for fair valuation.
The
fair value of a security is the amount which the Fund might reasonably expect to
receive upon a current sale. In determining fair value, the Adviser considers
all relevant qualitative and quantitative information available including news
regarding significant market or security specific events. For securities that do
not trade during NYSE hours, or trade during a portion of the NYSE hours, fair
value determinations are based on analyses of market movements after the close
of those securities’ primary markets, and may include reviews of developments in
foreign markets, the performance of U.S. securities markets, and the performance
of instruments trading in U.S. markets that represent foreign securities and
baskets of foreign securities. The Adviser utilizes a service provided by an
independent third party to assist in fair valuation of certain
securities.
Attempts
to determine the fair value of securities introduce an element of subjectivity
to the pricing of securities. As a result, the fair value of a security may
differ from the last quoted price and the Funds may not be able to sell a
security at the fair value. Market quotations may not be available, for example,
if trading in particular securities was halted during the day and not resumed
prior to the close of trading on the NYSE. Other types of securities that the
Funds may hold for which fair value pricing might be required include, but are
not limited to: (a) illiquid securities; (b) securities of an issuer that has
entered into a restructuring; (c) securities whose trading has been halted or
suspended or primary market is closed; and (d) securities whose value has been
impacted by a significant event that occurred before the close of the NYSE but
after the close of the securities’ primary markets.
The
International Fund and International Currency Unhedged Fund may invest in
securities principally traded in markets outside the U.S. The foreign markets in
which the International Fund and International Currency Unhedged Fund may invest
are sometimes open on days when the NYSE is not open and the International Fund
and International Currency Unhedged Fund does not calculate its net asset value,
and sometimes are not open on days when the International Fund and International
Currency Unhedged Fund does calculate its net asset value. Even on days on which
both the foreign market and the NYSE are open, several hours may pass between
the time when trading in the foreign market closes and the time in which the
International Fund and International Currency Unhedged Fund calculates its net
asset value. As a result, the value of the International Fund’s and
International Currency Unhedged Fund’s portfolio may be affected on days when
the International Fund and International Currency Unhedged Fund does not
calculate its net asset value and you cannot purchase or redeem shares of the
International Fund and International Currency Unhedged Fund.
With
regard to foreign equity securities, the Funds use a systematic fair valuation
methodology provided by an independent pricing service to value foreign equity
securities in order to capture events occurring between the time a foreign
exchange closes and the close of the NYSE that may affect the value of the
Funds’ securities traded on foreign exchanges. By fair valuing securities whose
prices may have been affected by events occurring between the time a foreign
exchange closes and the close of the NYSE,
the
Funds deter “arbitrage” market timers, who seek to exploit delays between the
change in the value of a Fund’s portfolio holdings and the net asset value of
the Fund’s shares, and seek to help ensure that the prices at which the Funds’
shares are purchased and redeemed are fair.
Each
Fund will process purchase orders and redemption orders that it receives in good
order prior to the close of regular trading on a day in which the NYSE is open
at the net asset value determined later that day. Each Fund will process
purchase orders and redemption orders that it receives in good order after the
close of regular trading at the net asset value determined at the close of
regular trading on the next day the NYSE is open.
In
December 2020, the SEC adopted Rule 2a-5 under the Investment Company Act (“Rule
2a-5”), which, among other things, establishes an updated regulatory framework
for registered investment company valuation practices. The Funds will not be
required to comply with Rule 2a-5 until September 2022. The Funds’ fair value
policies and procedures and valuation practices may be subject to change as a
result of new Rule 2a-5.
The
Funds consider a purchase, redemption or exchange request to be in “good order”
if it is timely submitted and contains the name of the Fund, the number of
shares or dollar amount to be purchased, redeemed or exchanged, your name and
(if applicable) your account number and your signature. Servicing agents are
responsible for timely transmitting any purchase, exchange and redemption orders
they receive to the Funds.
Choosing
a Share Class
The
Funds may offer two classes of shares: Investor Class shares and Institutional
Class shares. Currently, only International Currency Unhedged Fund does not
offer Investor Class shares. The two types of shares have the same portfolio of
investments and the same rights, and differ only in the expenses they are
subject to and their required minimum investments. Investor Class shares may be
subject to fees resulting from account servicing charged to a Fund and have a
minimum investment of $1,000 in the Large Cap Fund and Common Stock Fund, and
$2,500 in the International Fund. Institutional Class shares are available to
investors who invest directly in a Fund and have a minimum investment of
$100,000. Investor Class shares (when offered) and Institutional Class shares
are also available through certain financial intermediaries. The Funds may waive
the minimum investment requirement from time to time.
The
minimum initial investment may be waived at the discretion of the Funds for both
classes of shares purchased by any group retirement plan, including defined
benefit and defined contribution plans such as 401(k), 403(b) and 457(b) plans
that maintain an omnibus account, for which an intermediary or other entity
provides services and is not compensated by the Funds for those
services.
The
minimum initial investment may be waived at the discretion of the Funds for
shares purchased by individual accounts of a financial intermediary that charges
an ongoing fee to its customers for its services or offers shares through a
no-load network or platform, and for accounts invested through fee-based
advisory accounts and similar programs with approved
intermediaries.
Holdings
of related investor accounts may be aggregated for purposes of determining the
minimum investment amount. Related investor accounts are accounts registered in
the same name and include accounts held by the same investment or retirement
plan, financial institution, broker, dealer or other intermediary.
Accounts
that fall below the Institutional Class $100,000 minimum investment value, due
to shareholder action and not because of a change in market value, and that are
not subject to an exception to the minimum, may be converted to the Investor
Class shares (if offered) via a tax-free share class conversion, except with
regard to the International Currency Unhedged Fund, which does not currently
offer Investor Class shares. The Funds, except International Currency Unhedged
Fund, will give shareholders whose shares are subject to this conversion 60 days
prior written notice in which to purchase sufficient shares to avoid this
conversion.
How
to Purchase Shares from the Funds
1.Read
this Prospectus carefully.
2.Determine
how much you want to invest keeping in mind the following minimums:
The
minimum initial investment value for Investor Class shares is $1,000 ($2,500
with regard to the International Fund) (the International Currency Unhedged Fund
does not currently offer Investor Class shares). The subsequent investments in
the Funds for existing accounts may be made with a minimum investment of $50 if
purchased through the Automatic Investment Plan and $100 for all other accounts.
The Funds reserve the right to waive or reduce the minimum initial investment
value for any reason and for any account.* Investors generally may meet the
minimum initial investment value by aggregating multiple accounts with common
ownership within a single Fund.
The
minimum initial investment value for Institutional Class shares is $100,000. The
subsequent investments in the Funds for existing accounts may be made with a
minimum investment of $50 if purchased through the Automatic Investment Plan and
$100 for all other accounts. The Funds reserve the right to waive or reduce the
minimum initial investment value for any reason and for any account.* Investors
generally may meet the minimum initial investment value by aggregating multiple
accounts with common ownership within a single Fund.
The
following table shows the minimum amounts that apply to your purchase of
Investor Class shares and Institutional Class shares of a Fund:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| FMI
Large Cap Fund |
| FMI
Common Stock Fund |
| FMI
International Fund |
|
FMI
International Fund II –
Currency Unhedged |
New
Accounts |
|
|
|
|
|
| |
●
All Accounts |
|
|
|
|
|
| |
• Investor
Class |
$1,000 |
|
| $1,000 |
|
| $2,500 |
|
| N/A |
• Institutional
Class |
$100,000 |
|
| $100,000 |
|
| $100,000 |
|
| $100,000 |
|
Existing
Accounts (All Classes) |
|
|
|
|
|
| |
●
Dividend reinvestment |
No
Minimum |
| No
Minimum |
| No
Minimum |
| No
Minimum |
●
Automatic Investment Plan |
$50 |
|
| $50 |
|
| $50 |
|
| $50 |
|
●
Telephone Purchase |
$100 |
|
| $100 |
|
| $100 |
|
| $100 |
|
●
All other accounts |
$100 |
|
| $100 |
|
| $100 |
|
| $100 |
|
____________
*
Servicing Agents may impose different minimums.
3.Complete
the New Account Application available on our website (www.fmifunds.com),
carefully following the instructions. For additional investments, complete the
remittance form attached to your individual account statements. If you have any
questions, or, if you need additional
assistance
when completing your application, please call U.S. Bancorp Fund Services, LLC
(the “Transfer Agent”) at 1‑800‑811‑5311.
In
compliance with the Uniting and Strengthening America by Providing Appropriate
Tools Required to Intercept and Obstruct Terrorism Act of 2001 (the “USA PATRIOT
Act”), please note that the Transfer Agent will verify certain information on
your application as part of the Funds’ Anti-Money Laundering Program. As
requested on the application, you must supply your full name, date of birth,
social security number and permanent street address. The Funds may request
additional information about you (which may include certain documents, such as
articles of incorporation for companies) to help the Transfer Agent verify your
identity. If you are opening the account in the name of a legal entity (e.g.,
partnership, limited liability company, business trust, corporation, etc.), you
must also supply the identity of the beneficial owners. Such information will be
used only for compliance with the USA PATRIOT Act or other applicable laws,
regulations and rules in connection with money laundering, terrorism or economic
sanctions. Permanent addresses containing only a P.O. Box will not be accepted.
The Funds’ Anti-Money Laundering Program is supervised by the Funds’ Anti-Money
Laundering Officer, subject to the oversight of the Board of Directors. It is
the Funds’ policy to cooperate fully with appropriate regulators in any
investigations conducted with respect to potential money laundering, terrorism
or other illicit activities.
If
the Funds do not have a reasonable belief of the identity of a customer, the
account will be rejected or the customer will not be allowed to perform a
transaction on the account until such information is received. In the event that
the Transfer Agent is unable to verify your identity, the Funds reserve the
right to redeem your account at the day’s net asset value.
4.Make
your check payable to “FMI Large Cap Fund,” “FMI Common Stock Fund,” “FMI
International Fund,” or “FMI International Fund II – Currency Unhedged,” as
applicable. All checks must be in U.S. dollars drawn on a domestic financial
institution. The Funds will not accept payment in cash or money orders. To
prevent check fraud, the Funds will not accept third party checks, Treasury
checks, credit card checks, traveler’s checks or starter checks for the purchase
of shares. The Funds are unable to accept post-dated checks or any conditional
order or payment. The
Transfer Agent, will charge a $25 fee against a shareholder’s account for any
payment returned to the Transfer Agent. The shareholder will also be responsible
for any losses suffered by the Funds as a result.
5.Send
the application and check to:
BY
FIRST CLASS MAIL
FMI
Funds, Inc.
c/o
U.S. Bank Global Fund Services
P.O.
Box 701
Milwaukee,
WI 53201-0701
BY
OVERNIGHT DELIVERY SERVICE OR REGISTERED MAIL
FMI
Funds, Inc.
c/o
U.S. Bank Global Fund Services
615
East Michigan Street, 3rd Floor
Milwaukee,
WI 53202-5207
Please
do not mail letters by overnight delivery service or registered mail to the Post
Office Box address. The Funds do not consider the U.S. Postal Service or other
independent delivery services to be their agents. Therefore, deposit in the mail
or with such services, or
receipt
at the U.S. Bancorp Fund Services, LLC post office box of purchase orders or
redemption requests does not constitute receipt by the Transfer Agent or the
Funds. Receipt of purchase orders or redemption requests is based on when the
order is received at the Transfer Agent’s offices.
6.You
may purchase shares by wire transfer.
Initial
Investment by Wire – If you wish to open an account by wire, you must call
1‑800‑811-5311 or 1-414-765-4124 before you wire funds in order to make
arrangements with a telephone service representative to submit your completed
application via mail, overnight delivery, or facsimile. Upon receipt of your
completed application, your account will be established and a service
representative will contact you to provide your new account number and wiring
instructions. If you do not receive this information within one business day,
you may call the Transfer Agent. You may then contact your bank to initiate the
wire using the instructions you were given.
Subsequent
Investments by Wire – You must call 1-800-811-5311 or 1-414-765-4124 before you
wire funds in order to advise the Transfer Agent of your intent to wire funds.
This will ensure prompt and accurate credit upon receipt of your
wire.
Wire
Information:
You
should transmit funds by wire to:
U.S.
Bank, N.A.
777
East Wisconsin Avenue
Milwaukee,
WI 53202
ABA
#075000022
For
credit to:
U.S.
Bank Global Fund Services
Account
#112-952-137
For
further credit to:
(name
of FMI Fund)
(shareholder
registration)
(shareholder
account number)
Please
remember that U.S. Bank, N.A. must receive your wired funds prior to the close
of regular trading on the NYSE for you to receive same day pricing. The Funds
and U.S. Bank, N.A. are not responsible for the consequences of delays resulting
from the banking or Federal Reserve Wire system, or from incomplete wiring
instructions.
Purchasing
Shares from Broker-dealers, Financial Institutions and Others
Some
broker-dealers may sell shares of the Funds. These broker-dealers may charge
investors a fee either at the time of purchase or redemption. The fee, if
charged, is retained by the broker-dealer and not remitted to the Funds or the
Adviser. Some broker-dealers may purchase and redeem shares on a three-day
settlement basis.
The
Funds may enter into agreements with broker-dealers, financial institutions or
other service providers (“Servicing Agents”) that may include the Funds as an
investment alternative in the programs they offer or administer. Servicing
Agents may:
•Become
shareholders of record of the Funds. This means all requests to purchase
additional shares and all redemption requests must be sent through the Servicing
Agent. This also means that purchases made through Servicing Agents may not be
subject to the Funds’ minimum purchase requirements.
•Use
procedures and impose restrictions that may be in addition to, or different
from, those applicable to investors purchasing shares directly from the
Funds.
•Charge
fees to their customers for the services they provide them. Also, the Funds
and/or the Adviser may pay fees to Servicing Agents to compensate them for the
services they provide their customers.
•Be
allowed to purchase shares by telephone with payment to follow the next day. If
the telephone purchase is made prior to the close of regular trading on the
NYSE, it will receive same day pricing.
•Be
authorized to receive purchase orders on the Funds’ behalf (and designate other
Servicing Agents to accept purchase orders on the Funds’ behalf). If the Funds
have entered into an agreement with a Servicing Agent pursuant to which the
Servicing Agent (or its designee) has been authorized to accept purchase orders
on the Funds’ behalf, then all purchase orders received in good order by the
Servicing Agent (or its designee) before 4:00 p.m. Eastern Time will receive
that day’s net asset value, and all purchase orders received in good order by
the Servicing Agent (or its designee) after 4:00 p.m. Eastern Time will receive
the next day’s net asset value.
If
you decide to purchase shares through Servicing Agents, please carefully review
the program materials provided to you by the Servicing Agent because particular
Servicing Agents may adopt policies or procedures that are separate from those
described in this Prospectus. Investors purchasing or redeeming through a
Servicing Agent need to check with the Servicing Agent to determine whether the
Servicing Agent has entered into an agreement with such Fund. When you purchase
shares of the Funds through a Servicing Agent, it is the responsibility of the
Servicing Agent to place your order with the Funds on a timely basis. If the
Servicing Agent does not place the order on a timely basis, or if it does not
pay the purchase price to the Funds within the period specified in its agreement
with the Funds, the Servicing Agent may be held liable for any resulting fees or
losses.
Telephone
Purchases
Unless
you declined “telephone option” in the Telephone Options section on the account
application, you may make subsequent investments by telephone directly from a
bank checking or savings account. Only bank accounts held at domestic financial
institutions that are Automated Clearing House (“ACH”) members may be used for
telephone transactions. The telephone purchase option may not be used for
initial purchases of a Fund’s shares, but may be used for subsequent purchases,
including by IRA shareholders. Telephone purchases must be in amounts of $100 or
more, however, the Adviser reserves the right to waive the minimum telephone
purchase amount for certain accounts. To have Fund shares purchased at the net
asset value determined at the close of regular trading on a given date, the
Transfer Agent must receive your purchase order prior to the close of regular
trading on such date. Most transfers are completed within one business day.
Telephone purchases may be made by calling 1-800-811-5311. Once
a telephone transaction has been placed, it cannot be canceled or modified after
the close of regular trading on the NYSE (generally, 4:00 p.m. Eastern
Time).
If
you currently do not have the telephone purchase option, you may write to the
Transfer Agent requesting the telephone purchase option. This option will become
effective approximately 7 business days after the application form is received
by the Transfer Agent. The Telephone Option form is also available on our
website (www.fmifunds.com). You may be required to provide a signature(s)
guarantee
or
other acceptable signature verification. If an account has more than one owner
or authorized person, the Funds will accept telephone instructions from any one
owner or authorized person.
Automatic
Investment Plan
Once
your account has been opened with the initial minimum investment you may make
additional purchases at regular intervals through the Automatic Investment Plan
(the “Plan”). This Plan provides a convenient method to have monies deducted
from your bank account, for investment into a Fund, on a monthly or quarterly
basis. In order to participate in the Plan, each purchase must be in the amount
of $50 or more, and your financial institution must be a member of the Automated
Clearing House (ACH) network. If your bank rejects your payment, the Transfer
Agent will charge a $25 fee to your account. To begin participating in the Plan,
please complete the Automatic Investment Plan section on the account application
or call the Transfer Agent at 1-800-811-5311. Any request to change or terminate
your Automatic Investment Plan should be submitted to the Transfer Agent 5 days
prior to the effective date.
Other
Information about Purchasing Shares of the Funds
The
Funds may reject any New Account Application or any purchase for any reason. A
Fund will not accept initial purchase orders made by telephone, unless they are
from a Servicing Agent which has an agreement with the Fund.
Shares
of the Funds may be offered to only United States citizens and United States
resident aliens having a social security number or individual tax identification
number. This Prospectus should not be considered a solicitation or offering of
Fund shares to non-U.S. citizens or non-resident aliens. As noted, investors
generally must reside in the U.S. or its territories (which includes U.S.
military APO or FPO addresses) and have a U.S. tax identification
number.
The
Funds will not issue certificates evidencing shares purchased. The Funds will
send investors a written confirmation for all purchases of shares.
The
Funds offer an automatic investment plan allowing shareholders to make
subsequent purchases on a regular and convenient basis. The Funds also offer the
following retirement plans:
•Traditional
IRA
•Roth
IRA
•Coverdell
Education Savings Account
•SEP-IRA
•Simple
IRA
Investors
can obtain further information about the automatic investment plan and the
retirement plans by calling the Funds at 1-800-811-5311. The Funds recommend
that investors consult with a competent financial and tax advisor regarding the
retirement plans before investing through them.
Address
Changes
To
change the address on your account, call the Funds at 1‑800‑811‑5311. Any
written redemption requests received within 30 calendar days after an address
change must be accompanied by a signature guarantee.
No
telephone redemptions will be allowed within 30 days of an address
change.
Householding
To
reduce expenses, we generally mail only one copy of the Funds’ shareholder
documents, including prospectuses, shareholder reports, notices and proxy
statements, to those addresses shared by two or more accounts. If you wish to
receive individual copies of these documents, please call the Funds at
1-800-811-5311. Individual copies will be sent upon request.
You
may elect to receive shareholder reports and other communications from the Fund
electronically anytime by contacting your financial intermediary (such as a
broker-dealer or a bank) or, if you are a direct investor, by calling
1-800-811-5311.
How
to Redeem (Sell) Shares by Mail
1.Prepare
a letter of instruction containing:
•account
number(s) and name of the FMI Fund and Fund class
•the
amount of money or number of shares being redeemed
•the
name(s) on the account
•daytime
phone number
•additional
information that the Funds may require for redemptions by corporations,
executors, administrators, trustees, guardians, or others who hold shares in a
fiduciary or representative capacity. Please contact the Funds, in advance, at
1-800-811-5311 if you have any questions.
2.Sign
the letter of instruction exactly as the shares are registered. Joint ownership
accounts must be signed by all owners.
3.Have
the signatures guaranteed by a commercial bank or trust company in the United
States, a member firm of the NYSE or other eligible guarantor institution
(either a Medallion program member or a non-Medallion program member) in the
following situations:
•When
the redemption proceeds are payable or sent to any person, address or bank
account not on record.
•When
a redemption request is received by the Transfer Agent and the account address
has changed within the last 30 calendar days.
•If
ownership on an account is being changed.
In
addition to the situations described above, the Funds and/or the Transfer Agent
reserve the right to require a signature guarantee in other instances based on
the circumstances relative to the particular situation.
A
notarized signature is not an acceptable substitute for a signature
guarantee.
The
Funds may waive the signature guarantee requirement in certain
circumstances.
Non-financial
transactions, including establishing or modifying certain services on an
account, may require a signature guarantee, a signature verification from a
Signature Validation Program (“SVP”) member, or other acceptable form of
authentication from a financial institution source. You can get a signature
guarantee or SVP stamp from most banks, credit unions, federal savings and loan
associations, or securities dealers, but
not from a notary public.
4.Send
the letter of instruction to:
BY
FIRST CLASS MAIL
FMI
Funds, Inc.
c/o
U.S. Bank Global Fund Services
P.O.
Box 701
Milwaukee,
WI 53201-0701
BY
OVERNIGHT DELIVERY SERVICE OR REGISTERED MAIL
FMI
Funds, Inc.
c/o
U.S. Bank Global Fund Services
615
East Michigan Street, 3rd Floor
Milwaukee,
WI 53202-5207
Please
do not mail letters by overnight delivery service or registered mail to the Post
Office Box address. The Funds do not consider the U.S. Postal Service or other
independent delivery services to be their agent. Therefore, deposit in the mail
or with such services, or receipt at the U.S. Bancorp Fund Services, LLC post
office box of purchase orders or redemption requests does not constitute receipt
by the Transfer Agent or the Funds. Receipt of purchase orders or redemption
requests is based on when the order is received at the Transfer Agent’s
offices.
How
to Redeem (Sell) Shares by Telephone
1.The
telephone redemption option will automatically be established on your account
unless declined on the original account application. If you declined this option
and would like to add it at a later date, you should write to the Transfer Agent
requesting the telephone option. When you do so, please sign the request exactly
as your account is registered. You may be required to provide a signature(s)
guarantee or other acceptable signature verification. If an account has more
than one owner or authorized person, the Funds will accept telephone
instructions from any one owner or authorized person.
2.Shares
held in individual retirement accounts may be redeemed by telephone. You will be
asked whether or not to withhold taxes from any distribution.
3.Assemble
the same information that you would include in the letter of instruction for a
written redemption request.
4.Call
the Transfer Agent at 1-800-811-5311, provided your account has been open for at
least 15 calendar days. Please
do not call the Adviser.
Redemption requests received in good order before 4:00 p.m. Eastern Time will
receive that day’s net asset value, and redemption requests received after 4:00
p.m. Eastern Time will receive the next day’s net asset value. (The maximum
redemption allowed by telephone is $100,000, however, the Adviser reserves the
right to waive the maximum redemption amount for certain accounts, such as
omnibus or certain retirement plan accounts.) Once
a telephone transaction has been placed, it cannot be canceled or modified after
the close of regular trading on the NYSE (generally, 4:00 p.m. Eastern
Time).
During periods of high market activity, shareholders may encounter higher than
usual call wait times. Please allow sufficient time to place your telephone
transaction.
How
to Redeem (Sell) Shares through Servicing Agents
If
your shares are held by a Servicing Agent, you must redeem your shares through
the Servicing Agent. Contact the Servicing Agent for instructions on how to do
so. Servicing Agents may charge you a fee for this service.
Redemption
Price
The
redemption price per share you receive for redemption requests is the next
determined net asset value after:
•The
Transfer Agent
receives your written request in good order with all required information and
documents as necessary. Shareholders should contact the Transfer Agent for
further information concerning documentation required for redemption of Fund
shares for certain account types.
•The
Transfer Agent receives your authorized telephone request in good order with all
required information.
•If
a Fund has entered into an agreement with a Servicing Agent pursuant to which
the Servicing Agent (or its designee) has been authorized to receive redemption
requests on behalf of the Fund, then all redemption requests received in good
order by the Servicing Agent (or its designee) before 4:00 p.m. Eastern Time
will receive that day’s net asset value, and all redemption requests received in
good order by the Servicing Agent (or its designee) after 4:00 p.m. Eastern Time
will receive the next day’s net asset value.
Payment
of Redemption Proceeds
•The
Transfer Agent will normally send redemption proceeds via check to the address
of record on the account no later than the seventh day, after it receives the
request, along with all required information.
•If
you request in the letter of instruction, the Transfer Agent will transfer the
redemption proceeds to your designated bank account by either Electronic Funds
Transfer (“EFT”) or wire. Proceeds sent via an EFT generally take 2 to 3
business days to reach the shareholder’s account whereas the Transfer Agent
generally wires redemption proceeds on the business day following the
calculation of the redemption price. The Transfer Agent currently charges $15
for each wire redemption but does not charge a fee for EFTs.
•Those
shareholders who redeem shares through Servicing Agents will receive their
redemption proceeds in accordance with the procedures established by the
Servicing Agent.
Systematic
Withdrawal Plan (“SWP”)
As
another convenience, you may redeem your Fund shares through the SWP. Under the
SWP, you may choose to receive a specified dollar amount, generated from the
redemption of shares in your account, on a monthly, quarterly or annual basis.
In order to participate in the SWP, your account balance must be at least
$10,000 and each payment should be a minimum of $100. If you elect this method
of redemption, the Funds will send a check to your address of record, or will
send the payment via electronic funds transfer through the ACH network, directly
to your bank account. For payment through the ACH network, your bank must be an
ACH member and your bank account information must be maintained on your Fund
account. This Program may be terminated at any time by the Funds. You may also
elect to terminate your participation in the SWP at any time by contacting the
Transfer Agent at least five days prior to the next withdrawal.
A
withdrawal under the SWP involves a redemption of shares and may result in a
gain or loss for federal income tax purposes. In addition, if the amount
requested to be withdrawn exceeds the amount available in your account, which
includes any dividends credited to your account, the account will ultimately be
depleted.
Other
Redemption Considerations
When
redeeming shares of the Funds, shareholders should consider the
following:
•The
redemption may result in a taxable gain or loss.
•Shareholders
who redeem shares held in an IRA must indicate on their written redemption
request whether or not to withhold federal income taxes. If not so indicated,
these redemptions, as well as redemptions of other retirement plans not
involving a direct rollover to an eligible plan, will be subject to federal
income tax withholding.
•As
permitted by the Investment Company Act, the Funds may delay the payment of
redemption proceeds for up to seven days in all cases. In addition, the Funds
can suspend redemptions and/or postpone payments of redemption proceeds beyond
seven days at times when the NYSE is closed or during emergency circumstances as
determined by the Securities and Exchange Commission (the “SEC”).
•If
you purchased shares by check, or by EFT, the Funds may delay the payment of
redemption proceeds until they are reasonably satisfied the check and/or
transfer of funds has cleared (which may take up to 15 calendar days from the
date of purchase). Shareholders can avoid this delay by utilizing the wire
purchase option.
•Unless
previously authorized on the account, the Transfer Agent will transfer the
redemption proceeds by EFT or by wire only if the shareholder has sent in a
written request with signatures guaranteed.
•Redemption
proceeds will be sent to the Transfer Agent address of record. The Transfer
Agent will send the proceeds of a redemption to an address or account other than
that shown on its records only if the shareholder has sent in a written request
with signatures guaranteed.
•The
Funds reserve the right to refuse a telephone redemption request if they believe
it is advisable to do so. Both the Funds and the Transfer Agent may modify or
terminate their procedures for telephone redemptions at any time. Neither the
Funds nor the Transfer Agent will be liable for following instructions for
telephone redemption transactions that they reasonably believe to be genuine,
provided they use reasonable procedures to confirm the genuineness of the
telephone instructions. They may be liable for unauthorized transactions if they
fail to follow such procedures. These procedures include requiring some form of
personal identification prior to acting upon the telephone instructions and
recording all telephone calls. During periods of substantial economic or market
change, you may find telephone redemptions difficult to implement and may
encounter higher than usual call waits. Telephone trades must be received by or
prior to market close. Please allow sufficient time to place your telephone
transaction. If a Servicing Agent or shareholder cannot contact the Transfer
Agent by telephone, they should make a redemption request in writing in the
manner described earlier.
•The
Funds may involuntarily redeem a shareholder’s shares upon certain conditions as
may be determined by the Directors, including, for example and not limited to:
(1) if the shareholder fails to provide the Funds with identification required
by law; (2) if the Funds are unable to verify the
information
received from the shareholder; or (3) to reimburse a Fund for any loss sustained
by reason of the failure of the shareholder to make full payment for shares
purchased by the shareholder. Additionally, as discussed below, shares may be
redeemed in connection with the closing of small accounts.
•Accounts
that fall below the $1,000 minimum investment value ($2,500 with regard to the
FMI International Fund and the First American Retail Prime Obligations Fund) for
Investor Class shares, due to shareholder action and not because of a change in
market value, that are not subject to an exception to the minimum, and because
you redeem or exchange shares, the Funds reserve the right to notify you to make
additional investments within 60 days so that your account balance is $1,000 or
more. If you do not, the Funds may close your account and mail the redemption
proceeds to you.
•Accounts
that fall below the $100,000 minimum investment value for Institutional Class
shares, due to shareholder action and not because of a change in market value,
and that are not subject to an exception to the minimum, may be converted to the
Investor Class shares (if offered) via a tax-free share class conversion. The
Funds will give shareholders whose shares are subject to this conversion 60 days
prior written notice in which to purchase sufficient shares to avoid this
conversion.
•The
Funds will typically expect that a Fund will hold cash or cash equivalents to
meet redemption requests. The Funds may also use the proceeds from the sale of
portfolio securities to meet redemption requests if consistent with the
management of the Fund. These redemption methods will be used regularly and may
also be used in stressed market conditions.
•While
the Funds generally pay redemption requests in cash, the Funds reserve the right
to pay redemption requests “in kind” as permitted. This means that the Funds may
pay redemption requests entirely or partially with liquid securities rather than
cash. Redemption in-kind may be used in stressed market conditions or as deemed
advisable pursuant to the Funds’ policies and procedures. In-kind redemptions
may be in the form of pro-rata slices of a Fund’s portfolio, individual
securities or a representative basket of securities. A shareholder will be
exposed to market risk until the readily marketable securities are converted to
cash and may incur transaction expenses in converting these securities to cash.
Shareholders who receive a redemption “in kind” may incur costs upon the
subsequent disposition of such securities. The Funds have in place a line of
credit that may be used to meet redemption requests during regular or stressed
market conditions.
The
Funds discourage frequent purchases and redemptions of Fund shares by reserving
the right to reject any purchase order for any reason or no reason, including
purchase orders from potential investors that the Funds believe might engage in
frequent purchases and redemptions of Fund shares. Frequent purchases and
redemptions of Fund shares by a shareholder may harm other Fund shareholders by
interfering with the efficient management of the applicable Fund’s portfolio,
increasing brokerage and administrative costs, and potentially diluting the
value of their shares. Notwithstanding the foregoing, the Funds’ Board of
Directors has determined not to adopt policies and procedures that discourage
frequent purchases and redemptions of Fund shares because the Funds have not
experienced frequent purchases and redemptions of Fund shares that have been
disruptive to the Funds.
The
officers of the Funds receive reports on a regular basis as to purchases and
redemptions of Fund shares and review these reports to determine if there is any
unusual trading in Fund shares. The officers of the Funds will report to the
Board of Directors any such unusual trading in Fund shares that is disruptive to
the Funds. In such event, the Funds’ Board of Directors may reconsider their
decision not to adopt policies and procedures.
Shares
of a Fund may be exchanged for shares of the same class of any other Fund listed
below or for the First American Retail Prime Obligations Fund at the relative
net asset values, subject to minimum purchase requirements:
•FMI
Large Cap Fund
•FMI
Common Stock Fund
•FMI
International Fund
•FMI
International Fund II – Currency Unhedged
An
affiliate of U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global
Fund Services (“Fund Services”) advises the First American Retail Prime
Obligations Fund. This is a money market mutual fund offered to respond to
changes in your goals or market conditions. Neither Fund Services nor First
American Retail Prime Obligations Fund is affiliated with the Funds nor the
Adviser. You may have a taxable gain or loss as a result of an exchange because
an exchange is treated as a sale of shares for federal income tax purposes. The
registration of both the account from which the exchange is being made and the
account to which the exchange is being made must be identical. Exchanges may be
authorized by telephone unless the option was declined on the account
application.
How
to Exchange Shares
1.Read
this Prospectus (and the current prospectus for the fund for which shares are to
be exchanged) carefully.
2.Determine
the number of shares you want to exchange keeping in mind that exchanges to open
a new account are subject to a $1,000 minimum ($2,500 with regard to the FMI
International Fund and the First American Retail Prime Obligations Fund) for
Investor Class shares and a $100,000 minimum for all Funds Institutional Class
shares.
3.Call
the Transfer Agent at 1-800-811-5311 or write to FMI Funds, Inc., c/o U.S. Bank
Global Fund Services, P.O. Box 701, Milwaukee, Wisconsin
53201-0701.
Once
a telephone transaction has been placed, it cannot be canceled or modified after
the close of regular trading on the NYSE (generally, 4:00 p.m. Eastern
Time).
Call
the Transfer Agent at 1-800-811-5311 to obtain the necessary exchange
authorization forms and the First American Retail Prime Obligations Fund
Prospectus. This exchange privilege does not constitute an offering or
recommendation on the part of the FMI Funds or the Adviser of an investment in
any of the foregoing mutual funds.
Each
of the Funds may offer two classes of shares: Investor Class shares and
Institutional Class shares. The two types of shares have the same portfolio of
investments and the same rights, and differ
only
in the expenses they are subject to and their required minimum investments.
Investor Class shares may be subject to fees resulting from account servicing
charged to a Fund. Investor Class shares of a Fund may be converted into
Institutional Class shares of such Fund if your account balance is at least
$100,000. The transaction will be based on the respective net asset value of
each class on the trade date for the conversion. Such a conversion is not a
taxable event.
If
an investor’s account balance in Institutional Class shares falls below
$100,000, due to shareholder action and not because of a change in market value,
and the account is not subject to an exception to the minimum, the Funds may
convert the shares into Investor Class shares (if offered). The Funds will
notify the investor in writing before the mandatory conversion. The Funds will
give shareholders whose shares are being converted 60 days prior written notice
in which to purchase sufficient shares to avoid such conversion.
The
Investor Class shares (if offered) of each Fund may pay brokers, dealers, or
other financial intermediaries (“financial intermediaries”) for sub-transfer
agent and shareholder services including, but not limited to: (1) aggregating
and processing purchase and redemption requests and transmitting such orders to
the Funds’ Transfer Agent; (2) providing shareholders with a service that
invests the assets of their accounts in shares pursuant to specific or
pre-authorized instructions; (3) processing dividend and distribution payments
from the Funds on behalf of shareholders; (4) providing information periodically
to shareholders showing their positions; (5) arranging for bank wires; (6)
responding to shareholder inquiries concerning their investment; (7) providing
sub-accounting with respect to shares beneficially owned by shareholders or the
information necessary for sub-accounting; (8) if required by law, forwarding
shareholder communications (such as proxies, shareholder reports, annual and
semi-annual financial statements and dividend, distribution and tax notices);
and (9) providing similar services as may reasonably be requested. In this
regard, the Funds have adopted a shareholder servicing plan pursuant to which
Investor Class shares (if offered) may pay financial intermediaries for assets
maintained in an omnibus account at an annual rate of up to 0.15% of the average
daily net assets, or at an annual per account rate approved by the Board of
Directors. The Board of Directors may also authorize the Funds to pay for
shareholder services outside of the plan.
Each
Fund distributes substantially all of its net investment income and
substantially all of its capital gains annually.
You
have four distribution options:
•All
Reinvestment Option
– Both dividend and capital gains distributions will be reinvested in additional
Fund shares.
•Distribution
Only Reinvestment Option
– Dividends will be paid in cash and capital gains distributions will be
reinvested in additional Fund shares.
•Dividend
Only Reinvestment Option
– Dividends will be reinvested in additional Fund shares and capital gains
distributions will be paid in cash.
•All
Cash Option
– Both dividend and capital gains distributions will be paid in
cash.
You
may make this election on the New Account Application. You may change your
election by writing to the Transfer Agent or by calling 1-800-811-5311 at least
five calendar days prior to the record date of the next
distribution.
If
you elect to receive dividends and/or distributions in cash, and your dividend
or distribution check is returned to a Fund as undeliverable or remains uncashed
for six months, the Fund reserves the right to reinvest such dividends or
distributions and all future dividends and/or distributions payable to you in
additional Fund shares at the Fund’s then current net asset value. No interest
will accrue on amounts represented by uncashed distribution or redemption
checks.
The
following discussion regarding federal income summarizes only some of the
important federal income tax considerations affecting the Funds and you as a
shareholder. It does not apply to foreign or tax-exempt shareholders or those
holding Fund shares through a tax-advantaged account, such as a 401(k) plan or
IRA. This discussion is not intended as a substitute for careful tax planning.
You should consult your tax advisor about your specific tax situation. Please
see the SAI for additional federal income tax information.
Each
Fund has elected to be treated and intends to qualify each year as a regulated
investment company (a “RIC”). A RIC is not subject to tax at the corporate level
on income and gains from investments that are distributed in a timely manner to
shareholders. However, a Fund’s failure to qualify as a RIC would result in
corporate level taxation, and consequently, a reduction in income available for
distribution to you as a shareholder.
A
Fund’s dividends and capital gain distributions may be subject to federal,
state, and local income tax whether received in cash or reinvested in Fund
shares. These dividends and capital gain distributions may be taxed as ordinary
income, dividend income or long-term capital gain.
Corporate
shareholders may be able to deduct a portion of their distributions when
determining their taxable income.
If
you purchase shares of a Fund shortly before it makes a taxable distribution,
your distribution will, in effect, be a taxable return of capital. Similarly, if
you purchase shares of a Fund that has appreciated securities, you will receive
a taxable return of part of your investment if and when the Fund sells the
appreciated securities and distributes the gain. Each Fund has built up, or has
the potential to build up, high levels of unrealized appreciation.
Each
Fund will notify you of the tax status dividends and capital gain distributions
after the end of each calendar year.
You
will generally recognize taxable gain or loss on a redemption of shares in an
amount equal to the difference between the amount received and your tax basis in
such shares. This gain or loss will generally be capital and will be long-term
capital gain or loss if the shares were held for more than one year. You should
be aware that an exchange of shares in a Fund for shares in other Funds is
treated for federal income tax purposes as a sale and a purchase of shares,
which may result in recognition of a gain or loss and be subject to federal
income tax.
In
general, when a shareholder sells Fund shares, the Fund must report to the
shareholder and the IRS the shareholder’s cost basis, gain or loss and holding
period in the sold shares using a specified method for determining which shares
were sold. You are not bound by this method and, if timely, can choose a
different, permissible method. Please consult with your tax
advisor.
If
you hold shares in a Fund through a broker (or another nominee), please contact
that broker (or nominee) with respect to the reporting of cost basis and
available elections for your account.
When
you receive a distribution from a Fund or redeem shares, you may be subject to
backup withholding.
Your
mutual fund account may be transferred to your state of residence if no activity
occurs within your account during the “inactivity period” specified in your
state’s abandoned property laws. If the Funds are unable to locate a
shareholder, they will determine whether the shareholder’s account can legally
be considered abandoned. The Funds are legally obligated to escheat (or
transfer) abandoned property to the appropriate state’s unclaimed property
administrator in accordance with statutory requirements. The shareholder’s last
known address of record determines which state has jurisdiction. Investors with
a state of residence in Texas have the ability to designate a representative to
receive legislatively required unclaimed property due diligence notifications.
Please contact the Texas Comptroller of Public Accounts for further information.
Interest or income is not earned on redemption or distribution checks sent to
you during the time the check remained uncashed.
Standard
& Poor’s 500®
Index
The
Standard & Poor’s 500®
Index consists of 500 selected common stocks, most of which are listed on the
NYSE. The Standard & Poor’s Ratings Group designates the stocks to be
included in the Index on a statistical basis. A particular stock’s weighting in
the Index is based on its relative total market value (i.e.,
its market price per share times the number of shares outstanding.) Stocks may
be added or deleted from the Index from time to time. A direct investment in an
index is not possible. The S&P 500®
Index
is a trademark of Standard & Poor’s Financial Services LLC. The index is
used herein for comparative purposes in accordance with SEC
regulations.
iShares®
Russell 1000 Value ETF
The
iShares®
Russell 1000 Value ETF
seeks
to track investment results of an index composed of large- and
mid-capitalization U.S. equities that exhibit value characteristics. The Russell
1000®
Index and Russell 1000®
Value Index are trademarks of the Frank Russell Company. The ETF used herein is
for comparative purposes in accordance with SEC regulations.
Russell
1000®
Index
The
Russell 1000®
Index measures the performance of the 1,000 largest companies in the Russell
3000®
Index, which comprises the 3,000 largest U.S. companies based on total market
capitalization. The Russell 1000®
Value Index includes equities that exhibit value characteristics. A direct
investment in an index is not possible The Russell 1000®
Index and Russell 1000®
Value Index are trademarks of the Frank Russell Company. The indices are used
herein for comparative purposes in accordance with SEC regulations.
Russell
2000®
Index
The
Russell 2000®
Index measures the performance of the 2,000 smallest companies in the Russell
3000®
Index, which comprises the 3,000 largest U.S. companies based on total market
capitalization. A direct investment in an index is not possible. The Russell
2000®
Index is a trademark of the Frank Russell Company. The index is used herein for
comparative purposes in accordance with SEC regulations.
Russell
2000®
Value Index
The
Russell 2000®
Value Index measures the performance of companies within the Russell
2000®
Index with lower price-to-book ratios and lower forecasted growth values. A
direct investment in an index is not possible. The Russell 2000®
Value Index is a trademark of the Frank Russell Company. The index is used
herein for comparative purposes in accordance with SEC regulations.
Morgan
Stanley Capital International Europe, Australasia and Far East®
Index
The
Morgan Stanley Capital International Europe, Australasia and Far
East®
Index (“MSCI EAFE®”)
is a free float-adjusted market capitalization index that is designed to measure
the equity market performance of developed markets, excluding the U.S. and
Canada. The MSCI EAFE®
Index consists of the following 21 developed market country indices: Australia,
Austria, Belgium, Denmark, Finland, France, Germany, Hong Kong, Ireland, Israel,
Italy, Japan, the Netherlands, New Zealand, Norway, Portugal, Singapore, Spain,
Sweden, Switzerland and the United Kingdom. A direct investment in an index is
not possible. MSCI EAFE®
Index is a service mark of MSCI Barra. The index is used herein for comparative
purposes in accordance with SEC regulations.
Morgan
Stanley Capital International Europe, Australasia and Far East®
Value Index
The
Morgan Stanley Capital International Europe, Australasia and Far
East®
Value Index (“MSCI EAFE®
Value”) captures large and mid cap securities exhibiting overall value style
characteristics across Developed Markets countries around the world, excluding
the U.S. and Canada. The value investment style characteristics for index
construction are defined using three variables: book value to price, 12-month
forward earnings to price and dividend yield. A direct investment in an index is
not possible. MSCI EAFE®
Value Index is a service mark of MSCI Barra. The index is used herein for
comparative purposes in accordance with SEC regulations.
The
financial highlights tables are intended to help you understand each Fund’s
financial performance for the past five years. Certain information reflects
financial results for a single Fund share. The total returns in the table
represent the rate that an investor would have earned or lost on an investment
in the Funds (assuming reinvestment of all dividends and distributions). The
information in the tables below have been audited by Cohen & Company, Ltd.,
each Fund’s independent registered public accounting firm, whose report, along
with the Funds’ financial statements, are included in the Annual Report, which
is available upon request.
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| |
FMI
Large Cap Fund – Investor Class |
|
Years
Ended September 30, |
| 2022 |
| 2021 |
| 2020 |
| 2019 |
| 2018 |
| |
PER
SHARE OPERATING PERFORMANCE: |
|
|
|
|
|
|
|
|
|
| |
Net
asset value, beginning of year |
$20.96 |
|
| $18.81 |
|
| $20.14 |
|
| $22.85 |
|
| $22.17 |
|
| |
Income
from investment operations: |
|
|
|
|
|
|
|
|
|
| |
Net
investment income (loss)(1) |
0.11 |
|
| 0.15 |
|
| 0.18 |
|
| 0.25 |
|
| 0.24 |
|
| |
Net
realized and unrealized gain (loss) on investments |
(2.73) |
|
| 4.25 |
|
|
0.03(2) |
| 0.55 |
|
| 2.43 |
|
| |
Total
from investment operations |
(2.62) |
|
| 4.40 |
|
| 0.21 |
|
| 0.80 |
|
| 2.67 |
|
| |
Less
distributions: |
|
|
|
|
|
|
|
|
|
| |
Distributions
from net investment income |
(0.16) |
|
| (0.30) |
|
| (0.17) |
|
| (0.28) |
|
| (0.17) |
|
| |
Distributions
from net realized gains |
(3.20) |
|
| (1.95) |
|
| (1.37) |
|
| (3.23) |
|
| (1.82) |
|
| |
Total
from distributions |
(3.36) |
|
| (2.25) |
|
| (1.54) |
|
| (3.51) |
|
| (1.99) |
|
| |
Net
asset value, end of year |
$14.98 |
|
| $20.96 |
|
| $18.81 |
|
| $20.14 |
|
| $22.85 |
|
| |
TOTAL
RETURN |
(15.86 |
%) |
| 24.48 |
% |
| 0.71 |
% |
| 5.72 |
% |
| 12.67 |
% |
| |
RATIOS/SUPPLEMENTAL
DATA: |
|
|
|
|
|
|
|
|
|
| |
Net
assets, end of year (in 000’s $) |
1,001,682 |
|
| 1,422,451 |
|
| 1,475,504 |
|
| 2,337,118 |
|
| 3,155,818 |
|
| |
Ratio
of expenses to average net assets
|
0.83 |
% |
| 0.82 |
% |
| 0.81 |
% |
| 0.82 |
% |
| 0.85 |
% |
| |
Ratio
of net investment income (loss) to average net assets
|
0.60 |
% |
| 0.72 |
% |
| 0.99 |
% |
| 1.25 |
% |
| 1.07 |
% |
| |
Portfolio
turnover rate(3) |
25 |
% |
| 17 |
% |
| 28 |
% |
| 20 |
% |
| 25 |
% |
| |
(1)Net
investment income (loss) per share was calculated using average shares
outstanding.
(2)Realized
and unrealized gain (loss) per share in this caption are balancing amounts
necessary to reconcile the change in net asset value per share for the year, and
may not reconcile with the aggregate gains on the Statement of Operations due to
share transactions for the year.
(3)Portfolio
turnover rate is disclosed for the Fund as a whole.
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|
|
|
| |
FMI
Large Cap Fund – Institutional Class |
| Years
Ended September 30, |
| |
| 2022 |
| 2021 |
| 2020 |
| 2019 |
| 2018 |
|
|
|
|
|
|
|
|
|
|
|
| |
PER
SHARE OPERATING PERFORMANCE: |
|
|
|
|
|
|
|
|
|
| |
Net
asset value, beginning of year |
$20.94 |
|
| $18.80 |
|
| $20.13 |
|
| $22.85 |
|
| $22.18 |
|
| |
Income
from investment operations: |
|
|
|
|
|
|
|
|
|
| |
Net
investment income (loss)(1) |
0.14 |
|
| 0.18 |
|
| 0.21 |
|
| 0.25 |
|
| 0.27 |
|
| |
Net
realized and unrealized gain (loss) on investments |
(2.73) |
|
| 4.24 |
|
|
0.02(2) |
| 0.58 |
|
| 2.43 |
|
| |
Total
from investment operations |
(2.59) |
|
| 4.42 |
|
| 0.23 |
|
| 0.83 |
|
| 2.70 |
|
| |
Less
distributions: |
|
|
|
|
|
|
|
|
|
| |
Distributions
from net investment income |
(0.19) |
|
| (0.33) |
|
| (0.19) |
|
| (0.32) |
|
| (0.21) |
|
| |
Distributions
from net realized gains |
(3.20) |
|
| (1.95) |
|
| (1.37) |
|
| (3.23) |
|
| (1.82) |
|
| |
Total
from distributions |
(3.39) |
|
| (2.28) |
|
| (1.56) |
|
| (3.55) |
|
| (2.03) |
|
| |
Net
asset value, end of year |
$14.96 |
|
| $20.94 |
|
| $18.80 |
|
| $20.13 |
|
| $22.85 |
|
| |
TOTAL
RETURN |
(15.73 |
%) |
| 24.63 |
% |
| 0.84 |
% |
| 5.89 |
% |
| 12.82 |
% |
| |
RATIOS/SUPPLEMENTAL
DATA: |
|
|
|
|
|
|
|
|
|
| |
Net
assets, end of year (in 000’s $) |
1,070,491 |
| 1,788,717 |
| 1,924,284 |
| 2,652,783 |
| 2,861,755 |
| |
Ratio
of expenses to average net assets |
0.69 |
% |
| 0.68 |
% |
| 0.67 |
% |
| 0.68 |
% |
| 0.71 |
% |
| |
Ratio
of net investment income (loss) to average net assets |
0.73 |
% |
| 0.85 |
% |
| 1.13 |
% |
| 1.26 |
% |
| 1.20 |
% |
| |
Portfolio
turnover rate(3) |
25 |
% |
| 17 |
% |
| 28 |
% |
| 20 |
% |
| 25 |
% |
| |
(1)Net
investment income (loss) per share was calculated using average shares
outstanding.
(2)Realized
and unrealized gain (loss) per share in this caption are balancing amounts
necessary to reconcile the change in net asset value per share for the year, and
may not reconcile with the aggregate gains on the Statement of Operations due to
share transactions for the year.
(3)Portfolio
turnover rate is disclosed for the Fund as a whole.
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| |
FMI
Common Stock Fund – Investor Class |
|
Years
Ended September 30, |
| 2022 |
| 2021 |
| 2020 |
| 2019 |
| 2018 |
|
|
| |
PER
SHARE OPERATING PERFORMANCE: |
|
|
|
|
|
|
|
|
|
|
|
| |
Net
asset value, beginning of year |
$33.23 |
|
| $22.25 |
|
| $26.39 |
|
| $27.55 |
|
| $28.83 |
|
|
|
| |
Income
from investment operations: |
|
|
|
|
|
|
|
|
|
|
|
| |
Net
investment income (loss)(1) |
0.03 |
|
| 0.08 |
|
| 0.17 |
|
| 0.15 |
|
| 0.06 |
|
|
|
| |
Net
realized and unrealized gain (loss) on investments |
(2.57) |
|
| 11.11 |
|
| (3.02) |
|
| 0.94 |
|
| 1.80 |
|
|
|
| |
Total
from investment operations |
(2.54) |
|
| 11.19 |
|
| (2.85) |
|
| 1.09 |
|
| 1.86 |
|
|
|
| |
Less
distributions: |
|
|
|
|
|
|
|
|
|
|
|
| |
Distributions
from net investment income |
(0.11) |
|
| (0.21) |
|
| (0.11) |
|
| (0.10) |
|
| (0.01) |
|
|
|
| |
Distributions
from net realized gains |
(3.86) |
|
| — |
|
| (1.18) |
|
| (2.15) |
|
| (3.13) |
|
|
|
| |
Total
from distributions |
(3.97) |
|
| (0.21) |
|
| (1.29) |
|
| (2.25) |
|
| (3.14) |
|
|
|
| |
Net
asset value, end of year |
$26.72 |
|
| $33.23 |
|
| $22.25 |
|
| $26.39 |
|
| $27.55 |
|
|
|
| |
TOTAL
RETURN |
(9.10 |
%) |
| 50.49 |
% |
| (11.51 |
%) |
| 5.28 |
% |
| 6.92 |
% |
|
|
| |
RATIOS/SUPPLEMENTAL
DATA: |
|
|
|
|
|
|
|
|
|
|
|
| |
Net
assets, end of year (in 000’s $) |
357,946 |
| 423,286 |
| 345,428 |
| 529,234 |
| 635,174 |
|
|
| |
Ratio
of expenses to average net assets |
1.00 |
% |
| 1.01 |
% |
| 1.02 |
% |
| 1.02 |
% |
| 1.04 |
% |
|
|
| |
Ratio
of net investment income (loss) to average net assets |
0.09 |
% |
| 0.28 |
% |
| 0.71 |
% |
| 0.59 |
% |
| 0.23 |
% |
|
|
| |
Portfolio
turnover rate(2) |
36 |
% |
| 29 |
% |
| 32 |
% |
| 28 |
% |
| 26 |
% |
|
|
| |
(1)Net
investment income (loss) per share was calculated using average shares
outstanding.
(2)Portfolio
turnover rate is disclosed for the Fund as a whole.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
FMI
Common Stock Fund – Institutional Class |
| Years
Ended September 30, |
| |
| 2022 |
| 2021 |
| 2020 |
| 2019 |
| 2018 |
|
PER
SHARE OPERATING PERFORMANCE: |
|
|
|
|
|
|
|
|
|
| |
Net
asset value, beginning of year |
$33.29 |
|
| $22.28 |
|
| $26.42 |
|
| $27.59 |
|
| $28.85 |
|
| |
Income
from investment operations: |
|
|
|
|
|
|
|
|
|
| |
Net
investment income (loss)(1) |
0.07 |
|
| 0.12 |
|
| 0.20 |
|
| 0.18 |
|
| 0.10 |
|
| |
Net
realized and unrealized gain (loss) on investments |
(2.58) |
|
| 11.12 |
|
| (3.02) |
|
| 0.93 |
|
| 1.79 |
|
| |
Total
from investment operations |
(2.51) |
|
| 11.24 |
|
| (2.82) |
|
| 1.11 |
|
| 1.89 |
|
| |
Less
distributions: |
|
|
|
|
|
|
|
|
|
| |
Distributions
from net investment income |
(0.15) |
|
| (0.23) |
|
| (0.14) |
|
| (0.13) |
|
| (0.02) |
|
| |
Distributions
from net realized gains |
(3.86) |
|
| — |
|
| (1.18) |
|
| (2.15) |
|
| (3.13) |
|
| |
Total
from distributions |
(4.01) |
|
| (0.23) |
|
| (1.32) |
|
| (2.28) |
|
| (3.15) |
|
| |
Net
asset value, end of year |
$26.77 |
|
| $33.29 |
|
| $22.28 |
|
| $26.42 |
|
| $27.59 |
|
| |
TOTAL
RETURN |
(8.99 |
%) |
| 50.68 |
% |
| (11.41 |
%) |
| 5.40 |
% |
| 7.02 |
% |
| |
RATIOS/SUPPLEMENTAL
DATA: |
|
|
|
|
|
|
|
|
|
| |
Net
assets, end of year (in 000’s $) |
588,996 |
| 516,985 |
| 344,811 |
| 448,262 |
| 433,491 |
| |
Ratio
of expenses to average net assets |
0.89 |
% |
| 0.90 |
% |
| 0.90 |
% |
| 0.91 |
% |
| 0.94 |
% |
| |
Ratio
of net investment income (loss) to average net assets |
0.22 |
% |
| 0.39 |
% |
| 0.84 |
% |
| 0.71 |
% |
| 0.37 |
% |
| |
Portfolio
turnover rate(2) |
36 |
% |
| 29 |
% |
| 32 |
% |
| 28 |
% |
| 26 |
% |
| |
(1)Net
investment income (loss) per share was calculated using average shares
outstanding.
(2)Portfolio
turnover rate is disclosed for the Fund as a whole.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
FMI
International Fund – Investor Class |
| Years
Ended September 30, |
| 2022 |
| 2021 |
| 2020 |
| 2019 |
| 2018 |
|
|
| |
PER
SHARE OPERATING PERFORMANCE: |
|
|
|
|
|
|
|
|
|
|
|
| |
Net
asset value, beginning of year |
$35.36 |
|
| $27.69 |
|
| $31.89 |
|
| $33.80 |
|
| $33.59 |
|
|
|
| |
Income
from investment operations: |
|
|
|
|
|
|
|
|
|
|
|
| |
Net
investment income (loss)(1)
|
0.41 |
|
| 1.10 |
|
| 0.35 |
|
| 0.48 |
|
| 0.48 |
|
|
|
| |
Net
realized and unrealized gain (loss) on investments |
|
|
|
|
|
|
|
|
|
|
|
| |
(6.29) |
|
| 6.57 |
|
| (3.40) |
|
| (0.26) |
|
| 0.28 |
|
|
|
| |
Total
from investment operations |
(5.88) |
|
| 7.67 |
|
| (3.05) |
|
| 0.22 |
|
| 0.76 |
|
|
|
| |
Less
distributions: |
|
|
|
|
|
|
|
|
|
|
|
| |
Distributions
from net investment income |
(1.23) |
|
| — |
|
| (1.15) |
|
| (1.32) |
|
| (0.10) |
|
|
|
| |
Distributions
from net realized gains |
— |
|
| — |
|
| — |
|
| (0.81) |
|
| (0.45) |
|
|
|
| |
Total
from distributions |
(1.23) |
|
| — |
|
| (1.15) |
|
| (2.13) |
|
| (0.55) |
|
|
|
| |
Net
asset value, end of year |
$28.25 |
|
| $35.36 |
|
| $27.69 |
|
| $31.89 |
|
| $33.80 |
|
|
|
| |
TOTAL
RETURN |
(17.24 |
%) |
| 27.70 |
% |
| (10.06 |
%) |
| 1.27 |
% |
| 2.27 |
% |
|
|
| |
RATIOS/SUPPLEMENTAL
DATA: |
|
|
|
|
|
|
|
|
|
|
|
| |
Net
assets, end of year (in 000’s $) |
792,421 |
| 1,066,600 |
| 1,207,016 |
| 2,798,739 |
| 3,267,841 |
|
|
| |
Ratio
of expenses to average net assets |
0.94 |
% |
| 0.94 |
% |
| 0.91 |
% |
| 0.90 |
% |
| 0.90 |
% |
|
|
| |
Ratio
of net investment income (loss) to average net assets |
1.22 |
% |
| 3.29 |
% |
| 1.19 |
% |
| 1.55 |
% |
| 1.43 |
% |
|
|
| |
Portfolio
turnover rate(2) |
20 |
% |
| 27 |
% |
| 23 |
% |
| 13 |
% |
| 21 |
% |
|
|
| |
(1)Net
investment income (loss) per share was calculated using average shares
outstanding.
(2)Portfolio
turnover rate is disclosed for the Fund as a whole.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
FMI
International Fund – Institutional Class |
| Years
Ended September 30, |
| |
| 2022 |
| 2021 |
| 2020 |
| 2019 |
| 2018 |
|
PER
SHARE OPERATING PERFORMANCE: |
|
|
|
|
|
|
|
|
|
| |
Net
asset value, beginning of year |
$35.46 |
|
| $27.73 |
|
| $31.93 |
|
| $33.86 |
|
| $33.62 |
|
| |
Income
from investment operations: |
|
|
|
|
|
|
|
|
|
| |
Net
investment income (loss)(1) |
0.45 |
|
| 1.18 |
|
| 0.38 |
|
| 0.53 |
|
| 0.49 |
|
| |
Net
realized and unrealized gain (loss) on investments |
(6.29) |
|
| 6.55 |
|
| (3.39) |
|
| (0.27) |
|
| 0.31 |
|
| |
Total
from investment operations |
(5.84) |
|
| 7.73 |
|
| (3.01) |
|
| 0.26 |
|
| 0.80 |
|
| |
Less
distributions: |
|
|
|
|
|
|
|
|
|
| |
Distributions
from net investment income |
(1.27) |
|
| — |
|
| (1.19) |
|
| (1.38) |
|
| (0.11) |
|
| |
Distributions
from net realized gains |
— |
|
| — |
|
| — |
|
| (0.81) |
|
| (0.45) |
|
| |
Total
from distributions |
(1.27) |
|
| — |
|
| (1.19) |
|
| (2.19) |
|
| (0.56) |
|
| |
Net
asset value, end of year |
$28.35 |
|
| $35.46 |
|
| $27.73 |
|
| $31.93 |
|
| $33.86 |
|
| |
TOTAL
RETURN |
(17.10 |
%) |
| 27.88 |
% |
| (9.95 |
%) |
| 1.42 |
% |
| 2.40 |
% |
| |
RATIOS/SUPPLEMENTAL
DATA: |
|
|
|
|
|
|
|
|
|
| |
Net
assets, end of year (in 000’s $) |
2,178,340 |
| 2,351,096 |
| 2,142,615 |
| 4,480,109 |
| 4,045,361 |
| |
Ratio
of expenses to average net assets |
0.81 |
% |
| 0.80 |
% |
| 0.77 |
% |
| 0.76 |
% |
| 0.76 |
% |
| |
Ratio
of net investment income (loss) to average net assets |
1.37 |
% |
| 3.48 |
% |
| 1.31 |
% |
| 1.69 |
% |
| 1.44 |
% |
| |
Portfolio
turnover rate(2) |
20 |
% |
| 27 |
% |
| 23 |
% |
| 13 |
% |
| 21 |
% |
| |
(1)Net
investment income (loss) per share was calculated using average shares
outstanding.
(2)Portfolio
turnover rate is disclosed for the Fund as a whole.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
FMI
International Fund II – Currency Unhedged – Institutional
Class |
| Years
Ended September 30, |
| For
the Period from December 31, 2019* to September 30,
2020 |
| 2022 |
| 2021 |
|
PER
SHARE OPERATING PERFORMANCE: |
|
|
|
| |
Net
asset value, beginning of period |
$21.70 |
|
| $17.24 |
|
| $20.00 |
|
Income
from investment operations: |
|
|
|
| |
Net
investment income (loss)(1) |
0.26 |
|
| 0.77 |
|
| 0.13 |
|
Net
realized and unrealized gain (loss) on investments |
(6.22) |
|
| 3.87 |
|
| (2.89) |
|
Total
from investment operations |
(5.96) |
|
| 4.64 |
|
| (2.76) |
|
Less
distributions: |
|
|
|
| |
Distributions
from net investment income |
(0.66) |
|
| (0.18) |
|
| — |
|
Distributions
from net realized gains |
(0.29) |
|
| — |
|
| — |
|
Total
from distributions |
(0.95) |
|
| (0.18) |
|
| — |
|
Net
asset value, end of period |
$14.79 |
|
| $21.70 |
|
| $17.24 |
|
TOTAL
RETURN |
(28.71 |
%) |
| 26.96 |
% |
|
(13.80%)(2) |
RATIOS/SUPPLEMENTAL
DATA: |
|
|
|
| |
Net
assets, end of period (in 000’s $) |
48,986 |
| 71,997 |
| 47,555 |
Ratio
of expenses to average net assets: |
|
|
|
| |
Before
expense reimbursement |
1.15 |
% |
| 1.16 |
% |
|
1.43%(3) |
After
expense reimbursement |
0.90 |
% |
| 0.90 |
% |
|
0.90%(3) |
Ratio
of net investment income (loss) to average net assets: |
|
|
|
| |
Before
expense reimbursement |
1.07 |
% |
| 3.35 |
% |
|
0.49%(3) |
After
expense reimbursement |
1.32 |
% |
| 3.61 |
% |
|
1.02%(3) |
Portfolio
turnover rate |
27 |
% |
| 31 |
% |
|
15%(2) |
*Inception
date.
(1)Net
investment income (loss) per share was calculated using average shares
outstanding.
(2)Not
annualized.
(3)Annualized.
Not
part of the Prospectus
FMI
Funds, Inc.
PRIVACY
POLICY
We
collect the following nonpublic personal information about you:
•Information
we receive from you on or in applications or other forms, correspondence or
conversations.
•Information
about your transactions with us, our affiliates, or others.
We
use this information in connection with your investment into the Funds, to
provide you with other relevant products that you request from us, to provide
you with information about products that may interest you, to improve our
website or present our website's contents to you, and as otherwise described to
you when collecting your personal information.
We
do not disclose any nonpublic personal information about our current or former
shareholders to anyone, except as permitted by law. We may disclose your
personal information to our affiliates, vendors, and service providers for a
business purpose. For example, we are permitted by law to disclose all of the
information we collect, as described above, to our Transfer Agent to process
your transactions. Furthermore, we restrict access to your nonpublic personal
information to those persons who require such information to provide products or
services to you. As a result, we do not provide a means for opting out of our
limited sharing of your information. We maintain physical, electronic and
procedural safeguards that comply with federal standards to guard your nonpublic
personal information.
In
the event that you hold shares of a Fund through a financial intermediary,
including, but not limited to, a broker-dealer, bank or trust company, the
privacy policy of your financial intermediary may govern how your nonpublic
personal information would be shared with nonaffiliated third
parties.
|
|
|
|
|
|
|
|
|
|
| |
|
|
| |
FMI
Large Cap Fund |
FMI
Common Stock Fund |
FMI
International Fund |
FMI
International Fund II – Currency
Unhedged |
To
learn more about the FMI Large Cap Fund, FMI Common Stock Fund, FMI
International Fund, and FMI International Fund II – Currency Unhedged, you may
want to read the Funds’ SAI which contains additional information about the
Funds. Each Fund has incorporated by reference the SAI into this Prospectus.
This means that you should consider the contents of the Funds’ SAI to be part of
the Prospectus.
You
also may learn more about each Fund’s investments by reading the Funds’ annual
and semi-annual reports to shareholders. The annual report includes a discussion
of the market conditions and investment strategies that significantly affected
the performance of each Fund during its last fiscal year.
The
SAI and the annual and semi-annual reports are all available to shareholders and
prospective investors without charge, by calling U.S. Bank Global Fund Services
at 1-800-811-5311 or by visiting the Funds’ website
www.fmifunds.com.
Prospective
investors and shareholders who have questions about the Funds may also call the
following number or write to the following address.
FMI
Funds, Inc.
100
East Wisconsin Avenue,
Suite
2200
Milwaukee,
Wisconsin 53202
1-800-811-5311
www.fmifunds.com
The
general public can review and copy information about the Funds (including the
SAI) on the EDGAR Database on the SEC’s Internet website at http://www.sec.gov.
Copies of this information may be obtained, upon payment of a duplicating fee,
by electronic request at the following e‑mail address:
[email protected].
Investment
Company Act File No. 811-07831
|
|
|
|
| |
|
FMI
Funds, Inc.
1-800-811-5311
www.fmifunds.com |