ck0000811030-20221031
Congress
Mid Cap Growth Fund
Congress
Large Cap Growth Fund
Congress
Small Cap Growth Fund
CONGRESS MID
CAP GROWTH FUND
Retail
Class – Ticker:
CMIDX
Institutional
Class – Ticker:
IMIDX
CONGRESS LARGE
CAP GROWTH FUND
Retail
Class – Ticker:
CAMLX
Institutional
Class – Ticker:
CMLIX
CONGRESS SMALL
CAP GROWTH FUND
Retail
Class – Ticker:
CSMVX
Institutional
Class – Ticker:
CSMCX
PROSPECTUS
February 28,
2023
The
Securities and Exchange Commission has not approved or disapproved the Funds’
shares or determined whether this Prospectus is truthful or complete. Any
representation to the contrary is a criminal offense.
TABLE
OF CONTENTS
Congress
Mid Cap Growth Fund
Investment
Objective
The Congress Mid Cap Growth Fund (the “Mid Cap Fund” or “Fund”)
seeks long‑term capital appreciation.
Fees and
Expenses of the Fund
This table describes the fees and expenses that you may pay if you
buy, hold and sell shares of the Mid Cap Fund. You may pay other fees, such as
brokerage commissions and other fees to financial intermediaries, which are not
reflected in the tables and expenses below.
|
|
|
|
|
|
|
| |
Annual
Fund Operating Expenses
(Expenses
that you pay each year as a percentage of the value of your
investment) |
Retail
Class |
Institutional
Class |
Management
Fees |
0.60 |
% |
0.60 |
% |
Distribution
and Service (12b-1) Fees |
0.25 |
% |
None |
Other
Expenses |
0.18 |
% |
0.18 |
% |
Total
Annual Fund Operating Expenses |
1.03 |
% |
0.78 |
% |
Example
The Example below is intended to help you compare the cost of
investing in the Mid Cap Fund with the cost of investing in other mutual funds.
This Example assumes that you invest $10,000 in the Mid Cap 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% annual 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 |
Retail
Class |
$105 |
$328 |
$569 |
$1,259 |
Institutional
Class |
$80 |
$249 |
$433 |
$966 |
Portfolio
Turnover
The
Mid Cap Fund pays transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate 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 ended October 31,
2022, the Fund’s portfolio turnover rate was 16% of the average value of its
portfolio.
Principal
Investment Strategies
The
Mid Cap Fund seeks to achieve its investment objective by investing at least 80%
of its net assets (plus any borrowings for investment purposes) in equity
securities of mid‑capitalization companies. The Fund invests primarily in
publicly traded stocks of U.S. companies which Congress Asset Management
Company, LLP (the “Advisor”) considers to have a mid‑size market capitalization.
The Mid Cap Fund defines mid‑capitalization companies as those whose market
capitalization, at the time of purchase, are consistent with the market
capitalizations of companies in the Russell Midcap Growth®
Index. As
of the last reconstitution date, May 6, 2022, the market capitalization of
companies in the Russell Midcap Growth®
Index ranged from $2.9 billion to $46.5 billion.
The Fund may invest any portion of the remaining 20% of its net assets in equity
securities of small‑capitalization and large‑capitalization companies. The Fund
may invest up to 20% of its total assets in U.S. dollar-denominated foreign
equity securities, including through American Depositary Receipts (“ADRs”) and
Global Depositary Receipts (“GDRs”) issued by U.S. depository banks, which are
traded on U.S. exchanges. The Fund invests in
companies
that the Advisor believes are experiencing or will experience earnings growth.
The Advisor employs a “bottom‑up” approach to research and stock selection,
which means that the Advisor bases its investments on a company’s future
prospects and not on any significant economic or market cycle. The Advisor also
uses a growth‑style approach to selecting securities with a focus on high
quality companies. The Advisor’s fundamental approach emphasizes earnings growth
and free cash flow. The Advisor may sell a security for a number of reasons
including, but not limited to, if a determination is made that the security no
longer meets its investment criteria or if a new security is judged more
attractive than a current holding. The Mid Cap Fund may, from time to time, have
significant exposure to one or more sectors of the market. As of October 31,
2022, 31.2% of the Fund’s net assets were invested in
securities within the information technology sector.
Principal
Risks of Investing in the Mid Cap
Fund
There is a
risk that you could lose all or a portion of your investment in the Mid Cap
Fund. The following risks are considered principal to the Mid
Cap Fund and could affect the value of your investment in the Fund:
•Small
and Medium Companies Risk:
Securities of small and medium cap companies may possess comparatively greater
price volatility and less liquidity than the securities of companies that have
larger market capitalizations and/or that are traded on major stock
exchanges.
•Growth
Style Investment Risk:
Growth stocks may lose value or fall out of favor with investors. Growth stocks
may be more sensitive to changes in current or expected earnings than the prices
of other stocks.
•Equity
Securities Risk:
Common stocks are susceptible to general stock market fluctuations and to
volatile increases and decreases in value. These fluctuations may cause a
security to be worth less than its cost when originally purchased or less than
it was worth at an earlier time.
•Sector-Focus
Risk:
Investing a significant portion of the Fund’s assets in one sector of the market
exposes the Fund to greater market risk and potential monetary losses than if
those assets were spread among various sectors.
◦Information
Technology Sector Risk:
The information technology sector can be significantly affected by rapid
obsolescence of existing technology, short product cycles, falling prices and
profits, competition from new market entrants, government regulation, and
general economic conditions.
The
remaining principal risks are presented in alphabetical order. Each risk
summarized below is considered a “principal risk” of investing in the Mid Cap
Fund, regardless of the order in which it appears.
•General
Market Risk: Economies
and financial markets throughout the world are becoming increasingly
interconnected, which increases the likelihood that events or conditions in one
country or region will adversely impact markets or issuers in other countries or
regions. Securities in the Fund’s portfolio may underperform in comparison to
securities in the general financial markets, a particular financial market, or
other asset classes due to a number of factors, including: inflation (or
expectations for inflation); interest rates; global demand for particular
products or resources; natural disasters or events; pandemic diseases;
terrorism; regulatory events; and government controls. U.S. and international
markets have experienced significant periods of volatility in recent years and
months due to a number of economic, political and global macro factors including
the impact of COVID-19 as a global pandemic, which has resulted in a public
health crisis, disruptions to business operations and supply chains, stress on
the global healthcare system, growth concerns in the U.S. and overseas, staffing
shortages and the inability to meet consumer demand, and widespread concern and
uncertainty. The global recovery from COVID-19 is proceeding at slower than
expected rates due to the emergence of variant strains and may last for an
extended period of time. Continuing uncertainties regarding interest rates,
rising
inflation, political events, rising government debt in the U.S. and trade
tensions also contribute to market volatility. As a result of continuing
political tensions and armed conflicts, including the war between Ukraine and
Russia, the U.S. and the European Union imposed sanctions on certain Russian
individuals and companies, including certain financial institutions, and have
limited certain exports and imports to and from Russia. The war has contributed
to recent market volatility and may continue to do so.
•Foreign
Investment Risk:
Foreign securities involve increased risks due to political, social and economic
developments abroad, as well as due to differences between U.S. and foreign
regulatory practices. When the Fund invests in ADRs as a substitute for an
investment directly in the underlying foreign shares, the Fund is exposed to the
risk that the ADRs may not provide a return that corresponds precisely with that
of the underlying foreign shares. GDRs generally are subject to the same risks
as the foreign securities that they evidence or into which they may be
converted.
•Large
Companies Risk:
Larger, more established companies may be unable to respond quickly to new
competitive challenges like changes in consumer tastes or innovative smaller
competitors. Also, large‑cap companies are sometimes unable to attain the high
growth rates of successful, smaller companies, especially during extended
periods of economic expansion.
•Management
Risk:
The Fund may not meet its investment objective based on the Advisor’s success or
failure to implement investment strategies for the
Fund.
Performance
Information
The following
performance information provides some indication of the risks of investing in
the Fund. The bar chart below only illustrates how Institutional
Class shares of the Fund’s total returns have varied since inception. The
returns for the Fund’s Retail Class shares, both before and after taxes, may be
lower than the returns shown in the bar chart below for the Institutional Class
shares, depending on the fees and expenses of the Retail Class shares. The table
below illustrates how the Fund’s average annual total returns for the 1‑year,
5-year and since inception periods compare with a domestic broad‑based market
index and a secondary index provided to offer a broader market perspective.
The Fund’s
performance, before and after taxes, is not necessarily an indication of how the
Fund will perform in the future. Updated performance is
available on the Fund’s website at www.congressasset.com/funds.
Congress
Mid Cap Growth Fund
Calendar
Year Total Return as of December 31
Institutional
Class
|
|
|
|
|
|
|
| |
Highest
Quarterly Return: |
Q2, 2020 |
26.04 |
% |
|
| |
Lowest
Quarterly Return: |
Q1, 2020 |
-19.98 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Average
Annual Total Returns as of December 31,
2022 |
| 1
Year |
5
Years |
10
Years |
Since
Inception
(10/31/2012) |
Institutional
Class Shares |
|
|
| |
Return
Before Taxes |
-26.91% |
9.58% |
12.15% |
12.13% |
Return
After Taxes on Distributions |
-27.83% |
8.18% |
11.21% |
11.20% |
Return
After Taxes on Distributions and Sale of Fund
Shares |
-15.23% |
7.66% |
10.10% |
10.09% |
Retail
Class Shares |
|
|
| |
Return
Before Taxes |
-27.06% |
9.32% |
11.89% |
11.86% |
Russell
Midcap Growth®
Index (reflects
no deduction for fees, expenses or
taxes) |
-26.72% |
7.64% |
11.41% |
11.65% |
S&P
500®
Index (reflects no deduction for fees, expenses or
taxes) |
-18.11% |
9.42% |
12.56% |
12.51% |
After tax
returns in the table above are only illustrated for the Fund’s Institutional
Class Shares. After tax returns for the Fund’s Retail Class Shares will
vary. 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 your situation and may differ from those shown.
Furthermore, the after‑tax returns shown are not relevant to those who hold
their shares through tax‑deferred arrangements such as 401(k) plans or
individual retirement accounts
(“IRAs”).
The “Return After Taxes on Distributions”
shows the effect of taxable distributions (dividends and capital gains
distributions), but assumes that you still hold Fund shares at the end of the
period. The “Return After Taxes on Distributions and Sale of Fund Shares” shows
the effect of both taxable distributions and any taxable gain or loss that would
be realized if a Fund’s shares were sold at the end of the specified
period.
Investment
Advisor
Congress
Asset Management Company, LLP.
Portfolio
Managers
Todd
W. Solomon,
CFA, Senior Vice President, Advisor, Portfolio Manager for the Fund since
inception, October 2012.
Gregg
O’Keefe,
CFA, Executive Vice President, Advisor, Portfolio Manager for the Fund since
March 2014.
Purchase
and Sale of Fund Shares
You
may purchase, exchange or redeem Fund shares on any business day by written
request via mail (Congress Mid Cap Growth Fund, c/o U.S. Bank Global Fund
Services, P.O. Box 701, Milwaukee, WI 53201‑0701), by wire transfer, by
telephone at 1‑888‑688‑1299, or through a financial intermediary. The minimum
initial investment amounts are shown in the table below. There is no minimum
subsequent investment amount to add funds to an existing account.
|
|
|
|
| |
Account
Types |
To
Open Your Account |
Standard
Accounts |
|
-
Retail Class |
$2,000 |
-
Institutional Class |
$100,000 |
Traditional
and Roth IRA Accounts |
|
-
Retail Class |
$2,000 |
-
Institutional Class |
$100,000 |
Accounts
with Automatic Investment Plans |
|
-
Retail Class |
$2,000 |
Tax
Information
The
Fund’s distributions will be taxed as ordinary income or capital gains, unless
you are investing through a tax‑deferred arrangement, such as a 401(k) plan or
an individual retirement account. Distributions on investments made through
tax-deferred arrangements may be taxed later upon withdrawal of assets from
those accounts.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of the Fund through a broker-dealer or other financial
intermediary (such as a bank), the Fund and/or the Advisor may pay the
intermediary for the sale of Fund shares and related services. These payments
may create a conflict 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.
Congress
Large Cap Growth Fund
Investment
Objective
The Congress Large Cap Growth Fund (the “Large Cap Fund” or
“Fund”) seeks long‑term capital growth.
Fees and
Expenses of the Fund
This table describes the fees and expenses that you may pay if you
buy, hold and sell shares of the Large Cap Fund. You may pay other fees, such as
brokerage commissions and other fees to financial intermediaries, which are not
reflected in the tables and expenses below.
|
|
|
|
|
|
|
| |
Annual
Fund Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment) |
Retail
Class |
Institutional
Class |
Management
Fees |
0.50 |
% |
0.50 |
% |
Distribution
(12b-1) Fees |
0.25 |
% |
None |
Other
Expenses |
0.19 |
% |
0.19 |
% |
Total
Annual Fund Operating Expenses |
0.94 |
% |
0.69 |
% |
Example
The Example below is intended to help you compare the cost of
investing in the Large Cap Fund with the cost of investing in other mutual
funds. The Example assumes that you invest $10,000 in the Large Cap 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:
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| One
Year |
Three
Years |
Five
Years |
Ten
Years |
Retail
Class |
$96 |
$300 |
$520 |
$1,155 |
Institutional
Class |
$70 |
$221 |
$384 |
$859 |
Portfolio
Turnover
The
Large Cap Fund pays transaction costs, such as commissions, when it buys and
sells securities (or “turns over” its portfolio). A higher portfolio turnover
rate 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 ended October 31,
2022 of the Large Cap Fund, the portfolio turnover rate was 23% of the average value of its
portfolio.
Principal
Investment Strategies
The
Large Cap Fund attempts to achieve its investment objective by investing at
least 80% of its net assets (plus any borrowings for investment purposes) in
equity securities of large‑capitalization companies. The Large Cap Fund defines
large-capitalization companies as those whose market capitalization, at the time
of purchase, are consistent with the market capitalizations of companies in the
Russell 1000®
Growth Index. As
of the last reconstitution date, May 6, 2022, the market capitalization of
companies in the Russell 1000®
Growth Index ranged from $2.9 billion to $2,545.6 billion.
The Large Cap Fund may also invest up
to 20% of its net assets
from time to time in equity securities of small-capitalization
and mid‑capitalization
companies. Equity securities in which the Fund may invest include common stock
and preferred stock. The Large Cap Fund may also invest up to 20% of its total
assets in U.S. dollar-denominated foreign equity securities, including through
American Depositary Receipts (“ADRs”) and Global Depositary Receipts (“GDRs”)
issued by U.S. depository banks, which are traded on U.S. exchanges. Congress
Asset Management Company, LLP (the “Advisor”) employs a “bottom‑up”
approach
to stock selection, which means that the Advisor chooses the Fund’s investments
based on a company’s future prospects and not on any significant economic or
market cycle. The Advisor also uses a growth‑style approach to selecting
securities with a focus on high quality companies. The Advisor’s fundamental
approach emphasizes growth of earnings and free cash flow. The Advisor may sell
a security for a number of reasons including, but not limited to, if it
determines that the security no longer meets its investment criteria or if a new
security is judged more attractive than a current holding. The Large Cap Fund
may, from time to time, have significant exposure to one or more sectors of the
market. As of October 31,
2022, 37.3%
of the Fund’s net assets were invested in securities within the information
technology sector.
Principal
Risks of Investing in the Large Cap
Fund
There is the
risk that you could lose all or a portion of your investment in the Large Cap
Fund. The following risks are considered principal to the Large
Cap Fund and could affect the value of your investment in the Fund:
•Large
Companies Risk:
Larger, more established companies may be unable to respond quickly to new
competitive challenges like changes in consumer tastes or innovative smaller
competitors. Also, large‑cap companies are sometimes unable to attain the high
growth rates of successful, smaller companies, especially during extended
periods of economic expansion.
•Growth
Style Investment Risk:
Growth stocks may lose value or fall out of favor with investors. Growth stocks
may be more sensitive to changes in current or expected earnings than the prices
of other stocks.
•Equity
Securities Risk:
Common stocks are susceptible to general stock market fluctuations and to
volatile increases and decreases in value. These fluctuations may cause a
security to be worth less than its cost when originally purchased or less than
it was worth at an earlier time.
•Sector-Focus
Risk:
Investing a significant portion of the Fund’s assets in one sector of the market
exposes the Fund to greater market risk and potential monetary losses than if
those assets were spread among various sectors.
◦Information
Technology Sector Risk:
The information technology sector can be significantly affected by rapid
obsolescence of existing technology, short product cycles, falling prices and
profits, competition from new market entrants, government regulation, and
general economic conditions.
The
remaining principal risks are presented in alphabetical order. Each risk
summarized below is considered a “principal risk” of investing in the Large Cap
Fund, regardless of the order in which it appears.
•General
Market Risk:
Economies and financial markets throughout the world are becoming increasingly
interconnected, which increases the likelihood that events or conditions in one
country or region will adversely impact markets or issuers in other countries or
regions. Securities in the Fund’s portfolio may underperform in comparison to
securities in the general financial markets, a particular financial market, or
other asset classes due to a number of factors, including: inflation (or
expectations for inflation); interest rates; global demand for particular
products or resources; natural disasters or events; pandemic diseases;
terrorism; regulatory events; and government controls. U.S. and international
markets have experienced significant periods of volatility in recent years and
months due to a number of economic, political and global macro factors including
the impact of COVID-19 as a global pandemic, which has resulted in a public
health crisis, disruptions to business operations and supply chains, stress on
the global healthcare system, growth concerns in the U.S. and overseas, staffing
shortages and the inability to meet consumer demand, and widespread concern and
uncertainty. The global recovery from COVID-19 is proceeding at slower than
expected rates due to the emergence of variant strains
and
may last for an extended period of time. Continuing uncertainties regarding
interest rates, rising inflation, political events, rising government debt in
the U.S. and trade tensions also contribute to market volatility. As a result of
continuing political tensions and armed conflicts, including the war between
Ukraine and Russia, the U.S. and the European Union imposed sanctions on certain
Russian individuals and companies, including certain financial institutions, and
have limited certain exports and imports to and from Russia. The war has
contributed to recent market volatility and may continue to do so.
•Foreign
Investment Risk:
Foreign securities involve increased risks due to political, social and economic
developments abroad, as well as due to differences between U.S. and foreign
regulatory practices. When the Fund invests in ADRs as a substitute for an
investment directly in the underlying foreign shares, the Fund is exposed to the
risk that the ADRs may not provide a return that corresponds precisely with that
of the underlying foreign shares. GDRs generally are subject to the same risks
as the foreign securities that they evidence or into which they may be
converted.
•Management
Risk:
The Fund may not meet its investment objective based on the Advisor’s success or
failure to implement investment strategies for the Fund.
•Small
and Medium Companies Risk:
Securities of small
and medium
cap companies may possess comparatively greater price volatility and less
liquidity than the securities of companies that have larger market
capitalizations and/or that are traded on major stock
exchanges.
Performance
Information
The following
performance information provides some indication of the risks of investing in
the Fund.
The
performance information shown for periods before September 15, 2017,
reflects the historical performance of the Century Shares Trust, a series of
Century Capital Management Trust (the “Accounting Survivor”). Effective as of
the close of business on September 15, 2017, the Accounting Survivor was
reorganized into the Fund (the “Reorganization”). As part of the Reorganization,
Institutional Class shares of the Accounting Survivor were exchanged for
Institutional Class shares of the Fund. As of the date of the Reorganization,
the Accounting Survivor did not have any Retail Class shares outstanding. Upon
completion of the Reorganization, the Fund assumed the performance, financial
and other historical information of the Accounting Survivor. The Accounting
Survivor and the Fund have substantially similar investment objectives and
strategies. Disclosure differences between the investment objectives and
strategies for the Accounting Survivor and the Fund have not resulted, and are
not expected to result, in substantial differences in the actual management of
the Accounting Survivor and the Fund. One of the two portfolio managers of the
Accounting Survivor is a member of the portfolio management team of the Fund.
The Fund has lower expenses than the Accounting Survivor (including a lower
management fee). The Accounting Survivor’s performance would have been higher
than that shown had it operated with the Fund’s current expense
levels.
The
bar chart below only illustrates how Institutional Class shares of the Fund’s
total returns have varied from one calendar year to another over the past 10
years. The returns for the Fund’s Retail Class shares, both before and after
taxes, may be lower than the returns shown in the bar chart below for the
Institutional Class shares of the Fund, depending on the fees and expenses of
the Retail Class shares. As the Fund’s expense ratio was lower than that of the
Accounting Survivor at the time of the Reorganization for the Institutional
Class shares, the Fund’s returns would have been higher than those shown here.
The table below illustrates how the Fund’s average annual total returns for the
1‑year, 5-year and 10-year periods compare with a domestic broad‑based market
index and a secondary index provided to offer a broader market perspective.
The Fund’s
performance, before and after taxes, is not necessarily an indication of how the
Fund will perform in the future. Updated performance is
available on the Fund’s website at www.congressasset.com/funds.
Congress
Large Cap Growth Fund
Calendar
Year Total Return as of December 31
Institutional
Class
|
|
|
|
|
|
|
| |
Highest
Quarterly Return: |
Q2, 2020 |
26.18 |
% |
|
| |
Lowest
Quarterly Return: |
Q2, 2022 |
-17.58 |
% |
|
|
|
|
|
|
|
|
|
|
| |
Average
Annual Total Returns as of December 31, 2022 |
| 1
Year |
5
Year |
10
Year |
Institutional
Class Shares |
|
| |
Return
Before Taxes |
-24.84% |
10.98% |
13.44% |
Return
After Taxes on Distributions |
-25.52% |
9.16% |
11.41% |
Return
After Taxes on Distributions and Sale of Fund
Shares |
-14.17% |
8.72% |
10.75% |
Retail
Class Shares* |
|
| |
Return
Before Taxes |
-25.02% |
10.71% |
13.16% |
Russell
1000®
Growth Index (reflects
no deduction for fees, expenses or
taxes) |
-29.14% |
10.96% |
14.10% |
S&P
500®
Index (reflects no deduction for fees, expenses or
taxes) |
-18.11% |
9.42% |
12.56% |
* Retail Class shares
commenced operations on March 31, 2009. Performance information of the Retail
Class shares shown for periods prior to the Reorganization is the performance of
the Fund’s Institutional Class shares and is adjusted to reflect the expense
ratio of the Retail Class shares.
After tax
returns in the table above are only illustrated for the Fund’s Institutional
Class Shares. After tax returns for the Fund’s Retail Class Shares will
vary. 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 your situation and may differ from those shown.
Furthermore, the after‑tax returns shown are not relevant to those who hold
their shares through tax‑deferred arrangements such as 401(k) plans or
individual retirement accounts
(“IRAs”).
The “Return After Taxes on Distributions”
shows the effect of taxable distributions (dividends and capital gains
distributions), but assumes that you still hold Fund shares at the end of the
period. The “Return After Taxes on Distributions and Sale of Fund Shares” shows
the effect of both taxable distributions and any taxable gain or loss that would
be realized if a Fund’s shares were sold at the end of the specified
period.
Investment
Advisor
Congress
Asset Management Company, LLP.
Portfolio
Managers
Daniel
A. Lagan,
CFA, President, Advisor; Portfolio Manager for the Fund since March 31,
2009.
Matthew
Lagan, CFA, Portfolio
Manager for the Fund since January 1, 2022.
Purchase
and Sale of Fund Shares
You
may purchase, exchange or redeem Large Cap Fund shares on any business day by
written request via mail (Congress Large Cap Growth Fund, c/o U.S. Bank
Global Fund Services, P.O. Box 701, Milwaukee, WI 53201-0701), by wire transfer,
by telephone at 1‑888‑688‑1299, or through a financial intermediary. The minimum
initial investment amounts are shown in the table below. There is no minimum
subsequent investment amount to add funds to an existing account.
|
|
|
|
| |
Account
Types |
To
Open Your Account |
Standard
Accounts |
|
-
Retail Class |
$2,000 |
-
Institutional Class |
$100,000 |
Traditional
and Roth IRA Accounts |
|
-
Retail Class |
$2,000 |
-
Institutional Class |
$100,000 |
Accounts
with Automatic Investment Plans |
|
-
Retail Class |
$2,000 |
Tax
Information
The
Large Cap Fund’s distributions are taxed as ordinary income or capital gains,
unless you are investing through a tax‑deferred arrangement, such as a 401(k)
plan or an individual retirement account. Distributions on investments made
through tax‑deferred arrangements may be taxed later upon withdrawal of assets
from those accounts.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of the Large Cap Fund through a broker‑dealer or other
financial intermediary (such as a bank), the Fund and/or the Advisor may pay the
intermediary for the sale of Fund shares and related services. These payments
may create a conflict 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.
Congress
Small Cap Growth Fund
Investment
Objective
The Congress Small Cap Growth Fund (the “Small Cap Fund” or
“Fund”) seeks long-term capital growth.
Fees and
Expenses of the Fund
This 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 expenses below.
|
|
|
|
|
|
|
| |
Annual
Fund Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment) |
Retail
Class |
Institutional
Class |
Management
Fees |
0.85% |
0.85 |
% |
Distribution
(12b-1) Fees (up
to 0.25% for Retail Class) |
0.25% |
None |
Other
Expenses |
0.24% |
0.25 |
% |
Total
Annual Fund Operating Expenses(1) |
1.34% |
1.10 |
% |
Fee
Waiver and/or Expense Reimbursement |
-0.09% |
-0.10 |
% |
Total
Annual Fund Operating Expenses After Fee Waiver and/or Expense
Reimbursement
(1) |
1.25% |
1.00 |
% |
(1)Congress
Asset Management Company, LLP (the “Advisor”) has contractually agreed to reduce
its fees and/or pay Fund expenses (excluding the expenses associated with
Acquired Fund Fees and Expenses, interest expense in connection with investment
activities, taxes and extraordinary expenses, Rule 12b-1 fees, shareholder
servicing fees and any other class-specific expenses) in order to limit Total
Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement for
the Small Cap Fund to 1.00% of the Small Cap Fund’s average net assets (the
“Expense Cap”). The Expense Cap is indefinite, and will remain in effect until
at least February 28,
2024.
The Agreement may be terminated at any time by the Board of Trustees upon 60
days’ written notice to the Advisor, or by the Advisor with the consent of the
Board. The Advisor is permitted, with Board approval, to be reimbursed for fee
reductions and/or expense payments made in the prior three years from the date
the fees were waived and/or expenses were paid. This reimbursement may be
requested if the amount actually paid by the Fund toward operating expenses for
such period (taking into account any reimbursement) does not exceed the lesser
of the Expense Cap in place at the time of waiver or at the time of
reimbursement. The Small Cap Fund’s net operating expenses may be higher to the
extent that the Fund incurs expenses that are excluded from the Expense
Cap.
Example
The Example below is intended to help you compare the cost of
investing in the Fund with the cost of investing in other mutual funds. This
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% annual return each year and
that the Fund’s operating expenses remain the same (taking into account the
contractual Expense Caps for the first year only).
Although your
actual costs may be higher or lower, based on these assumptions your costs would
be:
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| One
Year |
Three
Years |
Five
Years |
Ten
Years |
Retail
Class |
$127 |
$416 |
$725 |
$1,605 |
Institutional
Class |
$102 |
$340 |
$597 |
$1,331 |
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 rate 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 ended October 31,
2022 of the Fund, the portfolio turnover rate was 23% of the average value of its
portfolio.
Principal
Investment Strategies
The
Small Cap Fund seeks to achieve its investment objective by investing at least
80% of its net assets (plus any borrowings for investment purposes) in the
common stocks of small‑capitalization companies. The Small Cap Fund defines
small‑capitalization companies as those companies with market capitalizations
not exceeding the highest market capitalization in the Russell 2000®
Growth Index during the preceding 12 months. As
of the last reconstitution date, May 6, 2022, the market capitalization of
companies in the Russell 2000®
Growth Index ranged from $240.1 million to $6.4 billion.
The Fund may invest any portion of the remaining 20% of its net assets in the
equity securities of companies with market capitalizations that may be higher or
lower than the range of issuer market capitalizations represented in the Russell
2000®
Growth Index. The Small Cap Fund may invest in companies across all sectors of
the economy, but may favor companies in particular sectors or industries at
different times. The Small Cap Fund may, from time to time, have significant
exposure to one or more sectors of the market. The Small Cap Fund may invest in
U.S. dollar-denominated foreign equity securities, including through American
Depositary Receipts (“ADRs”) and Global Depositary Receipts (“GDRs”) issued by
U.S. depository banks, which are traded on U.S. exchanges. The Small Cap Fund
may invest in such securities without limit, but such investments are not
expected to exceed 20% of the Fund’s total assets.
The Advisor may invest the Small Cap Fund’s
assets in the securities of companies that it believes have a history of growth
or that it believes have growth potential. Growth may be measured by factors
such as earnings or revenue. The Advisor may invest in the securities of
companies with leading competitive positions and management that can achieve
sustained growth. Companies with the potential for strong growth may have
characteristics such as new products, technologies, distribution channels,
strong industry or market positions. Growth stocks may be designated as such and
purchased based on the premise that the market will eventually reward a given
company’s long‑term earnings growth with a higher stock price when that
company’s earnings grow faster than both inflation and the economy in general.
In selecting investments for the Fund’s portfolio, the Advisor uses fundamental
research to evaluate each company, focusing on the company’s earnings growth,
return on equity, margin stability, and capital management. These and other
factors are then weighed against valuation. A stock may be sold, among other
reasons, if it has reached a price target, the issuer’s fundamental outlook has
changed, or a better investment opportunity is available.
Principal
Risks of Investing in the Small Cap
Fund
There is a
risk that you could lose all or a portion of your investment in the Small Cap
Fund. The following risks are considered principal to the Small
Cap Fund and could affect the value of your investment in the Fund:
•Small
and Medium Companies Risk:
Securities of small and medium cap companies may possess comparatively greater
price volatility and less liquidity than the securities of companies that have
larger market capitalizations and/or that are traded on major stock
exchanges.
•Growth
Style Investment Risk:
Growth stocks may lose value or fall out of favor with investors. Growth stocks
may be more sensitive to changes in current or expected earnings than the prices
of other stocks.
•Equity
Securities Risk:
Common stocks are susceptible to general stock market fluctuations and to
volatile increases and decreases in value. These fluctuations may cause a
security to be worth less than its cost when originally purchased or less than
it was worth at an earlier time.
•Sector-Focus
Risk:
Investing a significant portion of the Fund’s assets in one sector of the market
exposes the Fund to greater market risk and potential monetary losses than if
those assets were spread among various sectors.
The
remaining principal risks are presented in alphabetical order. Each risk
summarized below is considered a “principal risk” of investing in the Small Cap
Fund, regardless of the order in which it appears.
•General
Market Risk. Economies
and financial markets throughout the world are becoming increasingly
interconnected, which increases the likelihood that events or conditions in one
country or region will adversely impact markets or issuers in other countries or
regions. Securities in the Fund’s portfolio may underperform in comparison to
securities in the general financial markets, a particular financial market, or
other asset classes due to a number of factors, including: inflation (or
expectations for inflation); interest rates; global demand for particular
products or resources; natural disasters or events; pandemic diseases;
terrorism; regulatory events; and government controls. U.S. and international
markets have experienced significant periods of volatility in recent years and
months due to a number of economic, political and global macro factors including
the impact of COVID-19 as a global pandemic, which has resulted in a public
health crisis, disruptions to business operations and supply chains, stress on
the global healthcare system, growth concerns in the U.S. and overseas, staffing
shortages and the inability to meet consumer demand, and widespread concern and
uncertainty. The global recovery from COVID-19 is proceeding at slower than
expected rates due to the emergence of variant strains and may last for an
extended period of time. Continuing uncertainties regarding interest rates,
rising inflation, political events, rising government debt in the U.S. and trade
tensions also contribute to market volatility. As a result of continuing
political tensions and armed conflicts, including the war between Ukraine and
Russia, the U.S. and the European Union imposed sanctions on certain Russian
individuals and companies, including certain financial institutions, and have
limited certain exports and imports to and from Russia. The war has contributed
to recent market volatility and may continue to do so.
•Foreign
Investment Risk:
Foreign securities involve increased risks due to political, social and economic
developments abroad, as well as due to differences between U.S. and foreign
regulatory practices. When the Fund invests in ADRs as a substitute for an
investment directly in the underlying foreign shares, the Fund is exposed to the
risk that the ADRs may not provide a return that corresponds precisely with that
of the underlying foreign shares. GDRs generally are subject to the same risks
as the foreign securities that they evidence or into which they may be
converted.
•Large
Companies Risk:
Larger, more established companies may be unable to respond quickly to new
competitive challenges like changes in consumer tastes or innovative smaller
competitors. Also, large‑cap companies are sometimes unable to attain the high
growth rates of successful, smaller companies, especially during extended
periods of economic expansion.
•Management
Risk:
The Fund may not meet its investment objective based on the Advisor’s success or
failure to implement investment strategies for the
Fund.
Performance
Information
Effective
at the close of business on September 15, 2017, the Century Small Cap
Select Fund, a series of Century Capital Management Trust (the “Predecessor
Fund”), reorganized into the Fund, a series of Professionally Managed Portfolios
(the “Reorganization”). Performance information shown prior to the close of
business on September 15, 2017 is that of the Predecessor Fund.
Additionally, the Fund has adopted the Financial Statements of the Predecessor
Fund.
The following
bar chart and table provide some indication of the risks of investing in the
Fund. The bar chart below only illustrates how Institutional
Class shares of the Fund’s total returns have varied from one calendar year to
another over the past 10 years. The returns for the Fund’s Retail Class shares,
both before and after taxes, may be lower than the returns shown in the bar
chart below for the Institutional Class shares of the Fund, depending on the
fees and expenses of the Retail Class shares. The table below
illustrates
how the Fund’s average annual total returns for the 1-year, 5-year and 10-year
periods compare with those of a broad measure of market performance. The returns
shown in the bar chart and table include reinvestment of all dividends and
capital gains distributions and reflect fund expenses.
The Fund’s
performance, before and after taxes, is not necessarily an indication of how the
Fund will perform in the future. Updated performance information
is available on the Fund’s website at www.congressasset.com/funds.
Congress
Small Cap Growth Fund
Calendar
Year Total Return as of December 31
Institutional
Class
|
|
|
|
|
|
|
| |
Highest
Quarterly Return: |
Q2, 2020 |
26.86% |
|
| |
Lowest
Quarterly Return: |
Q1, 2020 |
-18.63% |
|
|
|
|
|
|
|
|
|
|
| |
Average
Annual Total Returns as of December 31,
2022 |
| 1
Year |
5
Years |
10
Years |
Institutional
Class |
|
| |
Return
Before Taxes |
-26.21% |
12.89% |
12.13% |
Return
After Taxes on Distributions |
-26.21% |
10.82% |
9.72% |
Return
After Taxes on Distributions and Sale of Fund
Shares |
-15.51% |
10.16% |
9.40% |
Retail
Class* |
|
| |
Return
Before Taxes |
-26.38% |
12.61% |
11.83% |
Russell
2000®
Growth Index (reflects
no deduction for fees, expenses or
taxes) |
-26.36% |
3.51% |
9.20% |
*
Performance information
for the Retail Class shares shown for periods prior to the Reorganization is the
performance of the Predecessor Fund’s Investor Class shares.
After tax
returns in the table above are only illustrated for the Fund’s Institutional
Class Shares. After tax returns for the Fund’s Retail Class Shares will
vary. 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 your situation and may differ from those shown.
Furthermore, the after-tax returns shown are not relevant to those who hold
their shares through tax-deferred arrangements, such as 401(k) plans or
individual retirement accounts (“IRAs”).
The “Return After Taxes on Distributions”
shows the effect of taxable distributions (dividends and capital gains
distributions), but assumes that you still hold Fund shares at the end of the
period. The “Return After Taxes on Distributions and Sale of Fund Shares” shows
the effect of both taxable distributions and any taxable gain or loss that would
be realized if a Fund’s shares were sold at the end of the specified
period.
Investment
Advisor
Congress
Asset Management Company, LLP.
Portfolio
Manager
Gregg
O’Keefe,
CFA, Executive Vice President, Advisor, and Portfolio Manager for the Fund since
the closing of the Reorganization on September 15, 2017.
Purchase
and Sale of Fund Shares
You
may purchase, exchange or redeem the Small Cap Fund’s shares on any business day
by written request via mail (Congress Small Cap Growth Fund, c/o U.S. Bank
Global Fund Services, P.O. Box 701, Milwaukee, WI 53201-0701), by wire transfer,
by telephone at 1-888-688-1299, or through a financial intermediary. The minimum
initial investment amounts are shown in the table below. There is no minimum
subsequent investment amount to add funds to an existing account.
|
|
|
|
| |
Account
Types |
To
Open Your Account |
Standard
Accounts |
|
-
Retail Class |
$2,000 |
|
-
Institutional Class |
$100,000 |
|
Traditional
and Roth IRA Accounts |
|
-
Retail Class |
$2,000 |
|
-
Institutional Class |
$100,000 |
|
Accounts
with Automatic Investment Plans |
|
-
Retail Class |
$2,000 |
|
Tax
Information
The
Small Cap Fund’s distributions are taxed as ordinary income or capital gains,
unless you are investing through a tax‑deferred arrangement, such as a 401(k)
plan or an individual retirement account. Distributions on investments made
through tax-deferred arrangements may be taxed later upon withdrawal of assets
from those accounts.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of the Small Cap Fund through a broker‑dealer or other
financial intermediary (such as a bank), the Small Cap Fund and/or the Advisor
may pay the intermediary for the sale of the Small Cap Fund’s shares and related
services. These payments may create a conflict 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, PRINCIPAL STRATEGIES &
RISKS |
This
Prospectus offers the Retail and Institutional Class Shares of the Congress Mid
Cap Growth Fund, Congress Large Cap Growth Fund and Congress Small Cap Growth
Fund.
Investment
Objective
The
Mid Cap Fund seeks long‑term capital appreciation. The Large Cap Fund and Small
Cap Fund each seek long‑term capital growth. The investment objective of each
Fund is non‑fundamental; that is, it can be changed by a vote of the Board of
Trustees alone and without a shareholder vote upon at least 60 days’ prior
written notice to shareholders. The objective and strategies description for
each Fund tells you:
•what
the Fund is trying to achieve;
•how
the Advisor intends to invest your money; and
•what
makes each Fund different from the other Fund offered in this
Prospectus.
This
section also provides a summary of each Fund’s principal investments, policies
and practices. Unless otherwise indicated, these investment policies and
practices apply on an ongoing basis. The investment policy of each Fund
concerning “80% of the Fund’s net assets” may be changed by the Board of
Trustees without shareholder approval, but shareholders would be given at least
60 days’ written notice before any such change.
Principal
Investment Strategies
Congress
Mid Cap Growth Fund
The
Mid Cap Fund seeks to achieve its investment objective by investing at least 80%
of its net assets (plus borrowings for investment purposes) in equity securities
of mid‑capitalization companies. The Mid Cap Fund defines mid-capitalization
companies as those whose market capitalization, at the time of purchase, are
consistent with the market capitalizations of companies in the Russell Midcap
Growth®
Index. As
of the last reconstitution date, May 6, 2022, the market capitalization of
companies in the Russell Midcap Growth®
Index ranged from $2.9 billion to $46.5 billion. The
Mid Cap Fund may invest any portion of the remaining 20% of its net assets in
equity securities of small‑capitalization and large‑capitalization companies.
The Mid Cap Fund may invest up to 20% of its total assets in U.S.
dollar-denominated foreign equity securities, including through ADRs and GDRs
issued by U.S. depository banks, which are traded on U.S. exchanges. The Mid Cap
Fund invests in companies that the Advisor believes are experiencing or will
experience earnings growth. The Advisor employs a “bottom‑up” approach to
research and stock selection, which means that the Advisor bases its investments
on a company’s future prospects and not on any significant economic or market
cycle. The Advisor also uses a growth‑style approach to selecting securities
with a focus on high quality companies. The Advisor’s fundamental approach
emphasizes earnings growth and free cash flow. For the Mid Cap Fund, the Advisor
looks to invest in securities of medium‑size companies that it believes are
likely to grow more rapidly than the general economy. The Mid Cap Fund may, from
time to time, have significant exposure to one or more sectors of the market. As
of October 31,
2022, 31.2%
of the Mid Cap Fund’s net assets were invested in securities within the
information technology sector.
Congress
Large Cap Growth Fund
Under
normal circumstances, the Large Cap Fund will invest at least 80% of net assets
(plus any borrowings for investment purposes) in equity securities of
large‑capitalization companies. The Large Cap Fund defines large-capitalization
companies as those whose market capitalization, at the time of purchase, are
consistent with the market capitalizations of companies in the Russell 1000
Growth®
Index. As
of the last reconstitution date, May 6, 2022, the market capitalization of
companies in the Russell 1000®
Growth Index ranged from $2.9 billion to $2,545.6 billion.
The Large Cap Fund may also invest up
to 20% of its net assets from
time to time in equity securities of small-capitalization and mid‑capitalization
companies. Equity securities in which the Large Cap Fund may invest include
common
stock and preferred stock. The Large Cap Fund may also invest up to 20% of the
Fund’s total assets in U.S. dollar-denominated foreign equity securities,
including through ADRs and GDRs issued by U.S. depository banks, which are
traded on U.S. exchanges. In attempting to achieve the Large Cap Fund’s
investment objective, the Advisor adheres to a “bottom‑up” strategy, which means
that the Advisor chooses the Large Cap Fund’s investments based on a company’s
future prospects and not on any significant economic or market cycle. The
Advisor also uses a growth‑style approach to selecting securities with a focus
on high quality companies. The Advisor’s fundamental approach emphasizes growth
of earnings and free cash flow. For the Large Cap Fund, the Advisor seeks to
create a diversified portfolio for the Large Cap Fund consisting of established
companies with the ability to consistently grow earnings over time which it
believes will provide superior returns over a full market cycle. The Large Cap
Fund may, from time to time, have significant exposure to one or more sectors of
the market. As of October 31,
2022, 37.3% of
the Large Cap Fund’s net assets were invested in securities within the
information technology sector.
Congress
Small Cap Growth Fund
The
Small Cap Fund seeks to achieve its investment objective by investing at least
80% of its net assets (plus any borrowings for investment purposes) in the
common stocks of small‑capitalization companies. The Small Cap Fund defines
small‑capitalization companies as those companies with market capitalizations
not exceeding the highest market capitalization in the Russell 2000® Growth
Index during the preceding 12 months. As
of the last reconstitution date, May 6, 2022, the market capitalization of
companies in the Russell 2000®
Growth Index ranged from $240.1 million to $6.4 billion.
The Small Cap Fund may invest any portion of the remaining 20% of its net assets
in the equity securities of companies with market capitalizations that may be
higher or lower than the range of issuer market capitalizations represented in
the Russell 2000® Growth Index. For purposes of the Small Cap Fund’s investment
policies, the market capitalization of a company is based on its market
capitalization at the time the Small Cap Fund purchases the company’s
securities. Market capitalizations of companies change over time. The Small Cap
Fund may invest in companies across all sectors of the economy, but may favor
companies in particular sectors or industries at different times. The Small Cap
Fund may, from time to time, have significant exposure to one or more sectors of
the market. The Small Cap Fund may invest in U.S. dollar-denominated foreign
equity securities, including through ADRs and GDRs issued by U.S. depository
banks, which are traded on U.S. exchanges. The Small Cap Fund may invest in such
securities without limit, but such investments are not expected to exceed 20% of
the Small Cap Fund’s total assets.
The
Advisor may invest the Fund’s assets in the securities of companies that it
believes have a history of growth or that it believes have growth potential.
Growth may be measured by factors such as earnings or revenue. The Advisor may
invest in the securities of companies with leading competitive positions and
management that can achieve sustained growth. Companies with the potential for
strong growth may have characteristics such as new products, technologies,
distribution channels, strong industry or market positions. Growth stocks may be
designated as such and purchased based on the premise that the market will
eventually reward a given company’s long term earnings growth with a higher
stock price when that company’s earnings grow faster than both inflation and the
economy in general. In selecting investments for the Fund’s portfolio, the
Advisor uses fundamental research to evaluate each company, focusing on the
company’s earnings growth, return on equity, margin stability, and capital
management. These and other factors are then weighed against valuation. A stock
may be sold, among other reasons, if it has reached a price target, the issuer’s
fundamental outlook has changed, or a better investment opportunity is
available.
The
Investment Process for the Mid Cap Fund, the Large Cap Fund, and the Small Cap
Fund.
The positive attributes of diversification are very important, especially in
volatile markets. The initial weighting of a position in the Mid Cap Fund, Large
Cap Fund and Small Cap Fund may range from 1% to 3% of a Fund’s equity
portfolio, normally about 2.5%. The Advisor also carefully monitors and limits
industry and sector exposure. The process attempts to identify investment
opportunities by identifying characteristics that lead to consistent growth such
as:
•Consistent
earnings growth:
The Advisor believes that stock prices react favorably to long term, consistent
earnings growth. Earnings growth is the first characteristic the Advisor looks
for in security selection.
•Superior
financial strength:
Manageable debt levels, high returns on equity, low extraordinary charges and
transparent balance sheet are all characteristics of the equities in the
Advisor’s Large Cap Growth, Mid Cap Growth and Small Cap Growth
portfolios.
•Industry
leaders:
The Advisor emphasizes companies that are the leaders in their industry.
Industry dominance leads to share growth, and share growth leads to earnings
growth.
•Experienced
management teams:
Experienced management teams know how to leverage their industry‑leading
position to build the equity base in good times, and protect equity investors in
difficult economic markets.
•High
free cash flow:
High free cash flow is one indicator of a healthy balance sheet and provides
tremendous flexibility to management.
The
Advisor’s equity purchase criteria is a fundamentally driven, bottom‑up process
that seeks companies which demonstrate consistent earnings growth and potential
relative to other companies in their industry, and the market overall.
Securities are required to meet strict guidelines before they are approved as an
investment for a Fund. They must demonstrate: (1) positive earnings;
(2) earnings growth; (3) superior margins relative to competitors;
(4) industry leaders; (5) free cash flow and (6) liquidity.
Selling
Portfolio Securities of the Mid Cap Fund, Large Cap Fund and Small Cap
Fund.
The Advisor may sell a security for a variety of reasons, including, but not
limited to:
•fundamental
deterioration in the issuer’s ability to maintain an acceptable level of
earnings growth relative to its financial characteristics;
•an
issuer specific event such as an acquisition or recapitalization that changes
the fundamental operations of the company;
•upon
comparative analysis, a new security is judged more attractive than a current
holding while maintaining the portfolios diversification;
•the
Advisor may trim a stock to ensure appropriate diversification should a stock
appreciate substantially from initial purchase; and
•realize
gains or losses in efforts to improve tax efficiencies for shareholders.
Temporary
Defensive Position.
Generally, the Advisor does not attempt to “time” the market, such as by
shifting all or a significant portion of the portfolio in or out of the market
in anticipation of or in response to adverse market or other conditions or
atypical circumstances such as unusually large cash inflows or redemptions.
However, in order to respond to adverse market, economic, political or other
conditions, each Fund may assume a temporary defensive position by reducing
investments in equities and/or increasing investments in short‑term fixed income
securities. Each Fund may also invest without limit in cash and high quality
cash equivalents such as investment grade commercial paper and other money
market instruments. During such times, a Fund may not achieve its investment
objective to the extent it makes temporary and/or cash investments. A defensive
position, taken at the wrong time, may have an adverse impact on a Fund’s
performance.
Principal
Investment Risks
Before
investing in the Funds, you should carefully consider your own investment goals,
the amount of time you are willing to leave your money invested and the amount
of risk you are willing to take. Remember that in addition to possibly not
achieving your investment goals, you could lose money by investing in a Fund.
The value of your investment in a Fund will fluctuate with the prices of the
securities in which the Fund invests. The principal risks of investing in the
Funds are discussed in more detail below in order of relevance to the
Funds:
Small
and Medium Companies Risk.
Each Fund may invest in small‑ and/or medium‑sized companies. Because investing
in smaller‑sized companies may have more risk than investing in larger, more
established companies, such an investment by a Fund may have the following
additional risks:
•The
earnings and prospects of small‑ or medium‑sized companies are more volatile
than those of larger‑sized companies;
•Small‑
and medium‑sized companies may experience higher failure rates than larger‑sized
companies;
•Analysts
and other investors typically follow these companies less actively and
information about these companies is not always readily available;
•The
trading volume of securities of small‑ and medium‑sized companies is normally
lower and such securities may be less liquid than those of larger‑sized
companies, which may disproportionately affect their stock prices, and may cause
their stock prices to fall more in response to selling pressure than is the case
with larger‑sized companies; and
•Small‑
and medium‑sized companies may have limited markets, product lines, or financial
resources and may lack management experience, making these companies more
susceptible to economic and market setbacks.
For
these and other reasons, the security prices of small‑ and medium‑capitalization
companies may fluctuate more significantly than the security prices of
large‑capitalization companies. The smaller the company, the greater effect
these risks may have on that company’s operations and performance. As a result,
such an investment by a Fund may exhibit a higher degree of volatility than the
general domestic securities market.
Large
Companies Risk.
Large company stock risk is the risk that stocks of larger companies may
underperform relative to those of small and mid‑sized companies. Larger, more
established companies may be unable to respond quickly to new competitive
challenges, such as changes in technology and consumer tastes. Many larger
companies may not be able to attain the high growth rate of successful smaller
companies, especially during extended periods of economic
expansion.
Growth
Style Investment Risk.
Growth stocks can perform differently from the market as a whole and from other
types of stocks. Thus, a growth style investment strategy attempts to identify
companies whose earnings may grow or are growing at a faster rate than inflation
and the economy. While growth stocks may react differently to issuer, political,
market and economic developments than the market as a whole and other types of
stocks by rising in price in certain environments, growth stocks also tend to be
sensitive to changes in the earnings of their underlying companies and more
volatile than other types of stocks, particularly over the short term. During
periods of adverse economic and market conditions, the stock prices of growth
stocks may fall despite favorable earnings trends.
Equity
Securities Risk.
The price of equity securities may rise or fall because of changes in the broad
market or changes in a company’s financial condition, sometimes rapidly or
unpredictably. These price movements may result from factors affecting
individual companies, sectors or industries selected for a Fund’s portfolio or
the securities market as a whole, such as changes in economic or political
conditions. Equity securities are subject to “stock market risk” meaning that
stock prices in general (or in particular, the prices of the types of securities
in which a Fund invests) may decline over short or extended periods
of
time. When the value of a Fund’s securities goes down, your investment in the
Fund decreases in value. If you hold common stocks of any given issuer, you
would generally be exposed to greater risk than if you hold preferred stocks or
debt obligations of the issuer because common stockholders generally have
inferior rights to receive payments from issuers in comparison with the rights
of preferred stockholders, bondholders and other creditors of such
issuers.
Sector-Focus
Risk.
Each Fund may invest greater than 25% of its assets in one or more of the
following sectors: consumer discretionary, consumer staples, energy, financials,
health care, industrials, materials, information technology, real estate and
communications services. Investing a significant portion of a Fund’s assets in
one sector of the market exposes the Fund to greater market risk and potential
monetary losses than if those assets were spread among various sectors. If a
Fund’s portfolio is overweighted in a certain sector, any negative development
affecting that sector will have a greater impact on the Fund than a fund that is
not overweighted in that sector.
Information
Technology Sector Risk (Mid Cap Fund and Large Cap Fund).
Information technology companies are generally subject to the risks of rapidly
changing technologies; short product life cycles; fierce competition; aggressive
pricing and reduced profit margins; the loss of patent, copyright and trademark
protections; cyclical market patterns; evolving industry standards; and frequent
new product introductions. Information technology companies may be smaller
and less experienced companies, with limited product lines, markets or financial
resources and fewer experienced management or marketing personnel. Information
technology company stocks, especially those which are internet-related, have
experienced extreme price and volume fluctuations that are often unrelated to
their operating performance.
The
remaining risks are considered “principal risks” of investing in the Funds,
regardless of the order in which they appear.
Management
Risk.
Management risk describes the Funds’ ability to meet their investment objective
based on the Advisor’s success or failure to implement investment strategies for
a Fund. The value of your investment in the Funds is subject to the
effectiveness of the Advisor and the Advisor’s research, analysis and asset
allocation among portfolio securities. If the Advisor’s investment strategies do
not produce the expected results, your investment could be diminished or even
lost.
General
Market Risk.
Economies and financial markets throughout the world are becoming increasingly
interconnected, which increases the likelihood that events or conditions in one
country or region will adversely impact markets or issuers in other countries or
regions. Securities in the Fund’s portfolio may underperform in comparison to
securities in the general financial markets, a particular financial market, or
other asset classes due to a number of factors, including: inflation (or
expectations for inflation); interest rates; global demand for particular
products or resources; natural disasters or events; pandemic diseases;
terrorism; regulatory events; and government controls. U.S. and international
markets have experienced significant periods of volatility in recent years and
months due to a number of economic, political and global macro factors including
the impact of COVID-19 as a global pandemic, which has resulted in a public
health crisis, disruptions to business operations and supply chains, stress on
the global healthcare system, growth concerns in the U.S. and overseas, staffing
shortages and the inability to meet consumer demand, and widespread concern and
uncertainty. The global recovery from COVID-19 is proceeding at slower than
expected rates due to the emergence of variant strains and may last for an
extended period of time. Continuing uncertainties regarding interest rates,
rising inflation, political events, rising government debt in the U.S. and trade
tensions also contribute to market volatility. As a result of continuing
political tensions and armed conflicts, including the war between Ukraine and
Russia, the U.S. and the European Union imposed sanctions on certain Russian
individuals and companies, including certain financial institutions, and have
limited certain exports and imports to and from Russia. The war has contributed
to recent market volatility and may continue to do so.
Foreign
Investment Risk.
Foreign securities may experience more rapid and extreme changes in value than
securities of U.S. companies because a limited number of companies represent a
small number of industries. Foreign issuers are not subject to the same degree
of regulation as U.S. issuers. Also, nationalization, expropriation or
confiscatory taxation or political changes could adversely affect a Fund’s
investments in a foreign company. ADRs do not eliminate all of the risks
associated with direct investment in the securities of foreign issuers.
Sponsored ADRs are issued with the support of the issuer of the foreign stock
underlying the ADRs and carry all of the rights of common shares, including
voting rights. The underlying securities of the ADRs in a Fund’s portfolio are
usually denominated or quoted in currencies other than the U.S. Dollar. As a
result, changes in foreign currency exchange rates may affect the value of a
Fund’s portfolio. In addition, because the underlying securities of ADRs trade
on foreign exchanges at times when the U.S. markets are not open for trading,
the value of the securities underlying the ADRs may change materially at times
when the U.S. markets are not open for trading, regardless of whether there is
an active U.S. market for the shares. A Fund’s investments in foreign securities
may be in the form of depositary receipts, such as GDRs, which are issued by
U.S. depository banks and evidence ownership of the underlying securities. GDRs
generally are subject to the same risks as the foreign securities that they
evidence or into which they may be converted. GDRs may not necessarily be
denominated in the same currency as the underlying securities into which they
may be converted. Investments in GDRs, involve risks similar to those
accompanying direct investments in foreign securities.
PORTFOLIO
HOLDINGS INFORMATION
A
description of the Funds’ policies and procedures with respect to the disclosure
of portfolio securities is available in the Funds’ Statement of Additional
Information (“SAI”) and on the Funds’ website at
www.congressasset.com/funds.
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Who
May Want to Invest in the Funds?
The
Funds may be appropriate for you if you:
•Are
pursuing a long-term goal with a growth investment strategy;
•Are
willing to accept price fluctuations in your investment; and
•Are
willing to tolerate risks associated with common stock
investments. |
MANAGEMENT
OF THE FUNDS
The
Advisor
The
Funds have entered into an investment advisory agreement (the “Investment
Advisory Agreement”) with Congress Asset Management Company, LLP, 2 Seaport
Lane, Boston, Massachusetts 02210, under which the Advisor manages each Fund’s
investments and business affairs subject to the supervision of the Board. The
Advisor was founded in 1985, and serves as investment advisor to high net worth
individuals and institutions. As of December 31,
2022,
the Advisor managed approximately $16.8 billion
in assets under
advisement.
Subject to the general supervision of the Board, the Advisor is responsible for
managing each Fund in accordance with its investment objective and policies, and
making decisions with respect to, and placing orders for, all purchases and
sales of portfolio securities. The Advisor also maintains related records for
the Funds.
Under
the Investment Advisory Agreement, the Mid Cap Fund compensates the Advisor for
its investment advisory services at the annual rate of 0.60% of the Fund’s
average daily net assets, payable on a monthly basis. The Large Cap Fund
compensates the Advisor for its investment advisory services at the annual rate
of 0.50% of the Fund’s average daily net assets, payable on a monthly basis. The
Small Cap Fund compensates the Advisor for its investment advisory services at
the annual rate of 0.85% of the Fund’s average daily net assets, payable on a
monthly basis. For the fiscal year ended October 31, 2022, the Advisor was
paid an effective rate of 0.50% from the Large Cap Fund. For the fiscal year
ended October 31, 2022, the Advisor was paid an effective rate of 0.60%
from the Mid Cap Fund. For the fiscal year ended October 31, 2022, the
Advisor was paid an effective rate of 0.75%
from the Small Cap Fund.
A
discussion regarding the basis of the Board’s approval of the Investment
Advisory Agreement with the Advisor is available in the Funds’ annual
report
to shareholders for the year ended October 31,
2022.
The
Advisor has contractually agreed to reduce its fees and/or pay Fund expenses to
ensure that the Total Annual Fund Operating Expenses After Fee Waiver and/or
Expense Reimbursement (excluding Acquired Fund Fees and Expenses, interest
expense in connection with investment activities, taxes and extraordinary
expenses, Rule 12b-1 fees, shareholder servicing fees and any other
class-specific expenses) will not exceed the amounts shown below as a percentage
of each Fund’s average daily net assets (the “Expense Cap”).
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Fund |
Expense
Cap |
Mid
Cap Fund |
0.85% |
Large
Cap Fund |
0.95% |
Small
Cap Fund |
1.00% |
Any
reduction in advisory fees or payment of expenses made by the Advisor is subject
to reimbursement by the Funds if requested by the Advisor, and the Board
approves such reimbursement. The Advisor is permitted to be reimbursed for fee
reductions and/or expense payments made in the prior three years from the date
the fees were waived and/or expenses paid. This reimbursement may be requested,
if the aggregate amount actually paid by the Funds toward operating expenses for
such period (taking into account any reimbursement) does not exceed the lesser
of the Expense Cap in place at the time of waiver or at the time of
reimbursement. The Funds must pay their current ordinary operating expenses
before the Advisor is entitled to any reimbursement of fees and/or expenses. The
Agreement may be terminated at any time by the Board of Trustees upon 60 days’
written notice to the Advisor, or by the Advisor with the consent of the
Board.
Portfolio
Managers
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Portfolio
Managers/Funds |
Bio |
Daniel A.
Lagan, MBA, CFA
Congress
Large Cap Growth Fund
Since
March 2009 |
Mr. Daniel
Lagan is a Chartered Financial Analyst charter holder. Since
July 1999, Mr. Lagan has served as President of, and as a
Portfolio Manager for, the Advisor and is jointly and primarily
responsible for day‑to‑day management of the Large Cap Fund. From
August 1989 to June 1999, Mr. Lagan served as Executive
Vice President and Portfolio Manager for the Advisor. Prior to joining the
Advisor in 1989, Mr. Lagan served as an auditor for
PricewaterhouseCoopers. Mr. Lagan holds a Bachelor of Arts degree in
Accounting from St. Michael’s College and a Masters of Business
Administration degree in Finance from Boston College.
|
Gregg
A. O’Keefe, MBA, CFA
Congress
Mid Cap Growth Fund
Since
March 2014
Congress
Small Cap Growth Fund
Since
September 2017 |
Mr. O’Keefe
is a Chartered Financial Analyst charter holder, serves as Executive Vice
President of and as a Portfolio Manager for the Advisor and is jointly and
primarily responsible for day‑to‑day management of the Mid Cap Fund and
the Small Cap Fund. Mr. O’Keefe is the Chair of the Advisor’s
Investment Policy Committee for the Small Cap Growth Strategy (the
“Committee”). The Committee consists of the portfolio managers and
research analysts and is responsible for the selection and disposition of
the Fund’s portfolio holdings. Prior to joining the Advisor in 1986,
Mr. O’Keefe served as an Analyst for Trustee & Investors Co.,
Inc. Mr. O’Keefe holds a Bachelor of Science in Business
Administration degree in Accounting from Boston University and a Master of
Business Administration degree in Finance from Boston
College.
|
Todd
W. Solomon, MBA, CFA
Congress
Mid Cap Growth Fund
Since
Inception, October 2012 |
Mr. Todd
Solomon is a Chartered Financial Analyst charter holder. Since
April 2001, Mr. Solomon has served as Senior Vice President and
as a Portfolio Manager for the Advisor and is jointly and primarily
responsible for day‑to‑day management of the Mid Cap Fund. From
May 2003 to June 2009, Mr. Solomon was Vice President and
Trust Officer of Congress Trust National Association. Mr. Solomon
holds a dual Bachelor of Arts/Bachelor of Science degree in Management
from Georgetown University and a Masters of Business Administration degree
with specializations in Finance and Economics from New York
University.
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Portfolio
Managers/Funds |
Bio |
Matthew
Lagan, MBA, CFA
Congress
Large Cap Growth Fund
Since
January 2022 |
Mr.
Matthew Lagan has been with Congress Asset Management since 2003. He
chairs the firm’s Impact Investing Investment Committee, and co-chairs the
Large Cap Growth Investment Committee. He is also a member of the SMid
Core Opportunity Investment Committee. Since 2013, he has been a member of
the Management Committee, which formulates the firm’s overall strategic
direction. Matt is a CFA charterholder, and a member of the CFA Society
Boston and CFA Institute. Mr. Lagan holds a Bacheler of Science from
Bridgewater State College and a Masters of Business Administration from
University College Dublin.
|
The
Funds’ combined SAI provides additional information about each of the Portfolio
Manager’s compensation, other accounts managed by the Portfolio Managers, and
each of the Portfolio Manager’s ownership of securities in the
Funds.
SHAREHOLDER
INFORMATION
Description
of Classes
The
following table lists the key features of the Retail Class and Institutional
Class shares for the Funds.
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| Retail
Class |
Institutional
Class |
Minimum
Initial Investment |
$2,000
– Standard Accounts $2,000 – Traditional and Roth IRAs $2,000 –
Accounts with Automatic Investment Plans
|
$100,000
– Standard Accounts $100,000 – Traditional and Roth
IRAs
|
Subsequent
Minimum Investment |
None |
None |
Waiver/Reduction
of Investment Minimums |
The
Advisor may waive or reduce the initial or subsequent minimum investment
amounts in certain circumstances. |
Although
not limited to the list below, the Advisor (or in certain cases, Trust
Officers) may waive or reduce the initial or subsequent minimum investment
amounts in any of following circumstances:
• Retirement,
defined benefit and pension plans with plan assets of at least
$25 million;
• Bank
or Trust companies investing for their own accounts or acting in a
fiduciary or similar capacity;
• Institutional
clients of the Advisor;
• Trustees
and Officers of the Trust; and
• Employees
of the Advisor and its affiliates and their immediate families
(i.e.,
parent, child, spouse, domestic partner, sibling, step or adopted
relationships, grandparent, grandchild and Uniform Gifts or Transfers to
Minors Act accounts naming qualifying persons). |
Fees |
• 12b-1
fee of 0.25% |
None. |
Conversion
Feature |
Subject
to the Advisor’s approval, if investors currently holding Retail Class
shares meet the criteria for eligible investors and would like to convert
to Institutional Class shares, there are no tax consequences. To inquire
about converting your Retail Class shares to Institutional Class shares,
please call 1‑888‑688‑1299.
|
None. |
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| Retail
Class |
Institutional
Class |
Eligible
Investors
|
Include:
• individual
accounts,
• traditional
and Roth IRA accounts, and
• certain
accounts maintained through financial intermediaries |
Designed
for accounts of institutions maintained directly with the Funds’ transfer
agent, U.S. Bancorp Fund Services, LLC (the “Transfer Agent”). Such
institutions include:
• financial
institutions,
• pension
plans,
• retirement
accounts,
• qualified
plans,
• corporations,
trusts, estates, religious and charitable organizations, and
• financial
intermediaries that charge their customers transaction or other
distribution or service fees with respect to their customers’ investments
in the Funds.
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Special
Instructions for Institutional Class Shares
Each
of the Funds offers Institutional Class shares primarily for direct investment
by investors such as pension and profit‑sharing plans, employee benefit trusts,
endowments, foundations and corporations. Institutional Class shares may also be
offered through financial intermediaries that charge their customers transaction
or other distribution or service fees with respect to their customers’
investments in the Funds. If you are purchasing shares through a financial
intermediary, you must follow the procedures established by your financial
intermediary. Your financial intermediary is responsible for sending your
purchase order and wiring payment to the Transfer Agent. Your financial
intermediary holds the shares in your name and receives all confirmations of
purchases and sales. Financial intermediaries placing orders for themselves or
on behalf of their customers should call the Funds toll free at 1‑888‑688‑1299,
or follow the instructions under “Purchase By Mail,” “Purchase By Telephone” and
“Purchase By Wire.”
As
indicated in the table above, the minimum initial investment for Institutional
Class shares may be waived or reduced by the Advisor at any time. Additionally,
the Advisor may aggregate accounts together in order to meet the investment
minimum.
General
Information
You
may purchase or sell (redeem) the Funds’ shares at the net asset value of a
share (“NAV”), next calculated after the Transfer Agent receives your request in
good order (as described below under “How to Buy Shares”). For instance, if the
Transfer Agent receives your purchase request in good order after 4:00 p.m.,
Eastern Time, your transaction will be priced at the next business day’s NAV.
The Funds cannot accept orders that request a particular day or price for the
transaction or any other special conditions.
When
and How NAV is Determined
The
Funds calculate their NAV as of the close of the New York Stock Exchange
(“NYSE”) (normally, 4:00 p.m., Eastern Time) on each weekday except days
when the NYSE is closed. The time at which the NAV is calculated may change in
case of an emergency. For more information, please see “NYSE Holiday Schedule”
below.
Each
of the Funds’ NAV is determined by taking the market value of each Fund’s total
assets, subtracting each Fund’s liabilities and then dividing the result (net
assets) by the number of the corresponding Fund’s shares
outstanding.
Each
Fund values securities for which market quotations are readily available at
current market value other than certain short‑term securities. Exchange‑traded
securities for which market quotations are
readily
available are valued using the last reported sales price provided by independent
pricing services as of the close of trading on the NYSE (normally,
4:00 p.m., Eastern Time) on each Fund’s business day. In the absence of
sales, such securities are valued at the mean of the last bid and ask price.
Non‑exchange‑traded securities for which quotations are readily available are
generally valued at the mean between the current bid and asked price.
Investments in other open‑end regulated investment companies are valued at their
NAV. The net asset value of each Fund’s shares may change on days when
shareholders will not be able to purchase or redeem the Fund’s
shares.
Each
of the Funds values securities at fair value pursuant to procedures adopted by
the Advisor
and approved by the
Board if market quotations are not readily available or the Advisor believes
that the prices or values available are unreliable. The
Board has designated the Advisor as its “valuation designee” under Rule 2a-5 of
the 1940 Act, subject to its oversight.
Market quotations may not be readily available or may be unreliable if, among
other things: (1) the exchange on which the Funds’ portfolio security is
principally traded closes early; (2) trading in a particular portfolio
security was halted during the day and did not resume prior to the time as of
which the Funds calculate their NAV; or (3) events occur after the close of
the securities markets on which the Funds’ portfolio securities primarily trade
but before the time as of which the Funds calculate their NAV.
Fair
value pricing is based on subjective factors and as a result, the fair value
price of a security may differ from the security’s market price and may not be
the price at which the security may be sold. Fair valuation could result in a
different NAV than a NAV determined by using market quotes.
NYSE
Holiday Schedule.
The NYSE is open every day, Monday through Friday, except when the following
holidays are celebrated: New Year’s Day, Martin Luther King, Jr. Day (the third
Monday in January), President’s Day (the third Monday in February), Good Friday,
Memorial Day (the last Monday in May), Juneteenth National Independence Day,
Independence Day, Labor Day (the first Monday in September), Thanksgiving Day
(the fourth Thursday in November), and Christmas Day. Exchange holiday schedules
are subject to change without notice. The NYSE may close early on the day before
each of these holidays and the day after Thanksgiving Day.
To
the extent that each Fund’s portfolio investments trade in markets on days when
the Funds are not open for business, the Funds’ assets may vary on those days.
In addition, trading in certain portfolio investments may not occur on days the
Funds are open for business. If the exchange or market on which the Funds’
underlying investments are primarily traded closes early, the NAV may be
calculated prior to its normal calculation time. For example, the primary
trading markets for the Funds may close early on the day before certain holidays
and the day after Thanksgiving.
How
to Buy Shares
You
may purchase shares of the Funds by completing an account application. Your
order will not be accepted until the completed account application is received
by the Transfer Agent. Shares are purchased at the NAV next determined after the
Transfer Agent receives your order in good order. “Good order” means your
purchase request includes: (1) the name of the Fund, (2) the dollar
amount of shares to be purchased, (3) your purchase application or
investment stub, and (4) a check payable to “Name of Appropriate Fund.”
Account applications will not be accepted unless they are accompanied by payment
in U.S. dollars, drawn on a domestic (United States) financial institution.
If your payment is returned for any reason, a $25 fee will be assessed against
your account. You will also be responsible for any losses suffered by the Funds
as a result. The Funds do not issue share certificates. The Funds reserve the
right to reject any purchase in whole or in part. The Funds and the Advisor also
reserve the right to accept in‑kind contributions of securities in exchange for
shares of the Funds.
The
Funds will not accept payment in cash or money orders. To prevent check fraud,
the Funds do not accept third party checks, U.S. 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.
Minimum
Investments.
To purchase shares of the Funds, you must make a minimum initial investment for
each applicable class as listed in the table in the section entitled
“SHAREHOLDER INFORMATION‑Description of Classes.” The minimum investment
requirements may be waived from time to time.
Checks
For all accounts, including individual, sole proprietorship, joint, Uniform
Gifts to Minors Act (“UGMA”) or Uniform Transfers to Minors Act (“UTMA”)
accounts, the check must be made payable to “Congress Funds.” A $25 charge may
be imposed on any returned checks.
ACH
Refers to the “Automated Clearing House” System maintained by the Federal
Reserve Bank, which allows banks to process checks, transfer funds and perform
other tasks. Your financial institution may charge you a fee for this
service.
Wires
Instruct your financial institution with whom you have an account to make a
Federal Funds wire payment to us. Your financial institution may charge you a
fee for this service.
In
compliance with the USA PATRIOT Act of 2001, please note that the Transfer Agent
will verify certain information on your account application as part of the
Funds’ Anti‑Money Laundering Program. As requested on the account application,
you must supply your full name, date of birth, social security number and
permanent street address. 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. Mailing addresses
containing only a P.O. Box will not be accepted. Please contact the Transfer
Agent at 1‑888‑688‑1299, if you need additional assistance when completing your
account application.
If
the Funds do not have a reasonable belief of the identity of a shareholder, the
account application will be rejected or you will not be allowed to perform a
transaction on the account until such information is received. In the rare event
that the Transfer Agent is unable to verify your identity, the Fund reserves the
right to redeem your account at the current day’s net asset value.
Shares
of the Funds have not been registered for sale outside of the United States. The
Funds generally do not sell shares to investors residing outside the United
States, even if they are United States citizens or lawful permanent residents,
except to investors with United States military APO or FPO
addresses.
Purchasing
By Mail.
To purchase the Funds’ shares by mail, complete and sign the account application
and mail it, along with a check made payable to the applicable Fund to:
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Regular
Mail
Congress
Funds
c/o
U.S. Bank Global Fund Services
P.O.
Box 701
Milwaukee,
WI 53201-0701 |
Overnight
or Express Mail
Congress
Funds
c/o
U.S. Bank Global Fund Services
615
East Michigan Street, 3rd Floor
Milwaukee,
WI 53202-5207 |
The
Funds do not consider the U.S. Postal Service or other independent delivery
services to be its agents. Therefore, deposit in the mail or with such services,
or receipt at the Transfer Agent’s post office box of purchase orders or
redemption requests, does not constitute receipt by the Transfer Agent. Receipt
of purchase orders is based on when the order is received at the Transfer
Agent’s offices.
If
you are making a subsequent purchase, detach the Invest By Mail form that is
attached to the confirmation statement you will receive after each transaction
and mail it with a check made payable to the “Congress Funds” in the envelope
provided with your statement or to the address noted above. You should write
your account number on the check. If you do not have the Invest By Mail form
from your confirmation statement, include your name, address and account number
on a separate piece of paper.
Purchasing
By Telephone.
If your completed and signed account application has been received by a Fund and
your account has been open for at least 7 business days, you may purchase
additional shares by telephoning the Funds toll free at 1‑888‑688‑1299 (unless
you declined telephone purchase privileges on your account application).
Telephone orders will be accepted via electronic funds transfer from your
pre‑designated bank account through the ACH network. You must have banking
information established on your account prior to making a purchase by telephone.
Only bank accounts held at domestic institutions that are ACH members may be
used for telephone transactions. If your order is received prior to
4:00 p.m., Eastern Time, shares will be purchased at the NAV next
calculated. For security reasons, requests by telephone may be recorded. Once a
telephone transaction has been placed, it cannot be cancelled or modified after
the close of regular trading on the NYSE (generally, 4:00 p.m., Eastern time).
During periods of high market activity, you may encounter higher than usual wait
times. Please allow sufficient time to ensure that you will be able to complete
your telephone transaction prior to market close. If you are unable to contact
the Funds by telephone, you may make your request in writing.
Purchasing
By Wire.
Initial
Investment.
If you are making your first investment in the Funds, before you wire funds,
please contact the Transfer Agent by phone to make arrangements with a telephone
service representative to submit your completed account application via mail,
overnight delivery or facsimile. Upon receipt of your completed account
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 at 1-888-688-1299.
Once
your account has been established, you may instruct your bank to initiate the
wire using the instructions you were given. Prior to sending the wire, please
call the Transfer Agent at 1‑888‑688‑1299 to advise of your wire to ensure
proper credit upon receipt. Your bank must include the name of the Funds, your
name and account number so that your wire can be correctly applied.
Subsequent
Investments.
If you are making a subsequent purchase, your bank should wire funds as
indicated below. Before each wire purchase, you should be sure to notify the
Transfer Agent at 1‑888‑688‑1299 to advise them of your intent to wire funds.
It
is essential that your bank include the name of the Fund(s) and your name and
account number in all wire instructions.
Your bank may charge you a fee for sending a wire to the Funds.
Your
bank should transmit immediately available funds by wire in your name
to:
U.S.
Bank N.A.
777
E. Wisconsin Avenue
Milwaukee,
WI 53202
ABA
Routing Number 075000022
For
credit to U.S. Bancorp Fund Services, LLC
DDA
#112-952-137
For
further credit to: Congress Funds
Shareholder
Registration
Shareholder
Account Number
Wired
funds must be received prior to 4:00 p.m., Eastern Time, to be eligible for same
day pricing. Neither the Funds nor U.S. Bank N.A. are responsible for the
consequences of delays resulting from the banking or Federal Reserve wire system
or from incomplete wiring instructions. If you have questions about how to
invest by wire, you may call the Funds at 1‑888‑688‑1299.
Purchasing
Through Financial Intermediaries.
You may buy and sell shares of the Funds through certain financial
intermediaries and their agents that have made arrangements with the Funds and
are authorized to buy and sell shares of the Funds (collectively, “Financial
Intermediaries”). Financial
Intermediaries
may have different investment minimum requirements than those outlined in this
prospectus. Additionally, Financial Intermediaries may aggregate several
customer accounts to accumulate the requisite initial investment minimum. Please
consult your Financial Intermediary for their account policies. Your order will
be priced at each Fund’s NAV next computed after it is received by a Financial
Intermediary and accepted by the Funds. A Financial Intermediary may hold your
shares in an omnibus account in the Financial Intermediary’s name and the
Financial Intermediary may maintain your individual ownership records. The Funds
may pay the Financial Intermediary for maintaining individual ownership records
as well as providing other shareholder services. Financial Intermediaries may
charge fees for the services they provide to you in connection with processing
your transaction order or maintaining your account with them. Financial
Intermediaries are responsible for placing your order correctly and promptly
with the Funds, forwarding payment promptly, as well as ensuring that you
receive copies of the Funds’ Prospectus. If you transmit your order with these
Financial Intermediaries before the close of regular trading (generally, 4:00
p.m., Eastern Time) on a day that the NYSE is open for business, your order will
be priced at the Funds’ NAV next computed after it is received by the Financial
Intermediary. The Funds will be deemed to have received a purchase or redemption
order when an authorized broker or, if applicable, a broker’s authorized
designee, receives the order. Investors should check with their Financial
Intermediary to determine if it is subject to these arrangements.
Purchasing
Through the Automatic Investment Plan.
Subsequent Investments. For your convenience, each of the Funds offers an
Automatic Investment Plan (“AIP”). Under this AIP, after your initial minimum
investment, you authorize the Funds to withdraw from your personal checking or
savings account each month an amount that you wish to invest, which must be at
least $250. If you wish to enroll in the AIP, complete the appropriate section
on the Account application. Your signed Account application must be received at
least 7 business days prior to the initial transaction. A $25 fee will be
imposed if your AIP transaction is returned for any reason. The Funds may
terminate or modify this privilege at any time. You may terminate your
participation in the AIP at any time by notifying the Transfer Agent
sufficiently in advance of the next withdrawal. Please contact your financial
institution to determine if it is an ACH member. Your financial institution must
be an ACH member in order for you to participate in the AIP.
The
AIP is a method of using dollar cost averaging as an investment strategy that
involves investing a fixed amount of money at regular time intervals. However, a
program of regular investment cannot ensure a profit or protect against a loss
as a result of declining markets. By continually investing the same amount, you
will be purchasing more shares when the price is low and fewer shares when the
price is high. Please call 1‑888‑688‑1299 for additional information regarding a
Fund’s AIP.
Retirement
Plans.
The Funds offer IRA plans. You may obtain information about opening an IRA by
calling 1‑888‑688‑1299. If you wish to open a Keogh, Section 403(b) or other
retirement plan, please contact your Financial Intermediary.
How
to Sell Shares
In
general, orders to sell or “redeem” shares can be placed directly with the
Funds; however, if you purchased your shares through a Financial Intermediary,
your redemption order must be placed with that same authorized intermediary. You
may redeem part or all of your shares at the next determined NAV after the Funds
receive your order. You should request your redemption prior to the close of the
NYSE, generally, 4:00 p.m., Eastern Time, to obtain that day’s closing NAV.
Redemption requests received after the close of the NYSE will be treated as
though received on the next business day.
By
Mail.
You may redeem your shares by simply sending in a written request to the
Transfer Agent. You should give your account number and state whether you want
all or some of your shares redeemed. The letter should be signed by all of the
shareholders whose names appear on the account registration and, if necessary,
should include a signature guarantee(s). No redemption request will become
effective until all documents have been received in good order by the Transfer
Agent. “Good order” means your redemption request includes: (1) the name of
the Fund, (2) the number of shares or dollar amount to be
redeemed,
(3) the account number and (4) signatures by all of the shareholders
whose names appear on the account registration. Additional documents are
required for certain types of shareholders, such as corporations, partnerships,
executors, trustees, administrators, or guardians (i.e., corporate
resolutions, or trust documents indicating proper authorization). Shareholders
should contact the Transfer Agent at 1‑888‑688‑1299 for further information
concerning documentation required for a redemption of Fund shares.
Shareholders
who have an IRA or other retirement plan must indicate on their written
redemption request whether to withhold federal income tax. Redemption requests
failing to indicate an election not to have tax withheld will generally be
subject to a 10% withholding tax. Shares held in IRA and other retirement
accounts may be redeemed by telephone at 1-888-688-1299. Investors will be asked
whether or not to withhold taxes from any distribution.
Redemption
requests in writing should be sent to:
|
|
|
|
| |
Regular
Mail
Congress
Funds
c/o
U.S. Bank Global Fund Services
P.O.
Box 701
Milwaukee,
WI 53201-0701 |
Overnight
or Express Mail
Congress
Funds
c/o
U.S. Bank Global Fund Services
615
East Michigan Street, 3rd Floor
Milwaukee,
WI 53202-5207 |
The
Funds do not consider the U.S. Postal Service or other independent delivery
services to be its agents. Therefore, deposit in the mail or with such services,
or receipt at the Transfer Agent’s post office box of purchase orders or
redemption requests, does not constitute receipt by the Transfer Agent. Receipt
of redemption requests is based on when the request is received at the Transfer
Agent’s offices.
By
Telephone and Wire.
You may redeem Fund shares unless you declined telephone redemption privileges
on your account application. You may make your redemption request in writing.
You
may redeem up to $100,000 in shares by calling the Funds at 1‑888‑688‑1299 prior
to the close of trading on the NYSE, generally, 4:00 p.m., Eastern Time.
Redemption proceeds will be sent via check on the next business day to the
address of record on your account. Per your request, redemption proceeds may be
wired (minimum of $5,000) or may be sent via electronic funds transfer through
the ACH network, to your pre-designated bank account. There is a $15 wire charge
per wire which will be deducted from your account balance on dollar specific
trades or from the proceeds on complete redemptions and share specific trades.
There is no charge for proceeds sent via the ACH network; however, most ACH
transfers require two to three days for the bank account to receive credit.
Telephone redemptions cannot be made if you notify the Transfer Agent of a
change of address within 30 days before the redemption request. If an
account has more than one owner or authorized person, the Fund will accept
telephone instructions from any one owner or authorized person. Once a telephone
transaction has been placed, it cannot be cancelled or modified after the close
of regular trading on the NYSE (generally, 4:00 p.m., Eastern time). During
periods of high market activity, you may encounter higher than usual wait times.
Please allow sufficient time to ensure that you will be able to complete your
telephone transaction prior to market close. If you are unable to contact the
Funds by telephone, you may make your request in writing.
Before
executing an instruction received by telephone, the Transfer Agent will use
reasonable procedures to confirm that the telephone instructions are genuine.
The telephone call may be recorded and the caller may be asked to verify certain
personal identification information. If the Funds or its agents follow these
procedures, they cannot be held liable for any loss, expense or cost arising out
of any telephone redemption request that is reasonably believed to be genuine.
This includes fraudulent or unauthorized requests. The Funds may change, modify
or terminate these telephone redemption privileges at any time upon at least
60 days’ written notice to shareholders.
Through
Financial Intermediaries.
You may redeem Fund shares through your Financial Intermediary. Redemptions made
through a Financial Intermediary may be subject to procedures established by
that institution. Your Financial Intermediary is responsible for sending your
order to the Funds and for crediting your account with the proceeds. For
redemptions through Financial Intermediaries, orders will be processed at the
NAV next effective after receipt of the order by a Financial Intermediary.
Please keep in mind that your Financial Intermediary may charge additional fees
for its services.
Through
the Systematic Withdrawal Plan.
As another convenience, you may redeem Fund shares through the Systematic
Withdrawal Plan (“SWP”), if you own shares with a value of at least $10,000.
Under the SWP, shareholders or their Financial Intermediaries may request that a
predetermined amount be sent to them each month, each quarter or annually. If
you elect this method of redemption, the minimum amount that may be withdrawn
each month is $250. If you elect this method of redemption, the Funds will send
a check directly to your address of record, or will send the payments directly
to a pre‑authorized bank account by electronic funds transfer via the ACH
network. 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
SWP may be terminated or modified by a shareholder or the Funds at any time
without charge or penalty. You may also elect to terminate your participation in
this SWP at any time by contacting the Transfer Agent sufficiently in advance of
the next withdrawal.
A
withdrawal under the SWP involves a redemption of the Funds’ shares, and may
result in a gain or loss for federal income tax purposes. In addition, if the
amount withdrawn exceeds the dividends credited to your account, the account
ultimately may be depleted. To establish the SWP, complete the “Systematic
Withdrawal Plan” section of the Funds’ account application. Please call
1‑888‑688‑1299 for additional information regarding a Fund’s SWP.
Account
and Transaction Policies
Fund
Rights.
The Funds may temporarily suspend (during unusual market conditions) or
discontinue any service or privilege, including automatic investments,
systematic withdrawals and wire redemption privileges.
Timing
of Receiving Redemption Proceeds.
The
Funds typically send redemption proceeds on the next business day (a day when
the NYSE is open for normal business) after the redemption request is received
in good order and prior to market close, regardless of whether the redemption
proceeds are sent via check, wire, or automated clearing house (ACH) transfer.
Under unusual circumstances, the Funds may suspend redemptions, or postpone
payment for up to seven days, as permitted by federal securities
law.
The
Funds typically expect that they 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 Funds. In situations in which investment holdings in cash or
cash equivalents are not sufficient to meet redemption requests or when the sale
of portfolio securities is not sufficient to meet redemption requests, the Funds
will typically borrow money through their respective lines of credit. These
redemption methods will be used regularly and may also be used in stressed
market conditions. The Funds reserve the right to pay redemption proceeds to you
in whole or in part through a redemption in-kind as described under “Redemptions
In-Kind” below. Redemptions in-kind are typically used to meet redemption
requests that are a large percentage of a Fund’s net assets in order to minimize
the effect of large redemptions on the Fund and its remaining shareholders.
Redemptions in-kind may be used regularly in such circumstances and may also be
used in stressed market conditions.
Before
selling recently purchased shares, please note that if the Transfer Agent has
not yet collected payment for the shares you are selling, it may delay sending
the proceeds until the payment is collected, which may take up to 15 calendar
days from the purchase date. Shareholders can avoid this delay by utilizing the
wire purchase option. Furthermore, there are certain times when you may be
unable to sell
Fund
shares or receive proceeds. Specifically, the Funds may suspend the right to
redeem shares or postpone the date of payment upon redemption for more than
three business days (1) for any period during which the NYSE is closed
(other than customary weekend or holiday closings) or trading on the NYSE is
restricted; (2) for any period during which an emergency exists as a result
of which disposal by the Funds of securities owned by it is not reasonably
practicable or it is not reasonably practicable for the Fund fairly to determine
the value of its net assets; or (3) for such other periods as the SEC may
permit for the protection of the Funds’ shareholders.
Redemption
requests will be sent to the address of record. The Funds will not be
responsible for interest lost on redemption amounts due to lost or misdirected
mail. If the proceeds of redemption are requested to be sent to an address other
than the address of record, or if the address of record has been changed within
30 days of the redemption request, the request must be in writing with your
signature guaranteed.
Redemptions
In-Kind.
The Funds reserve the right to pay redemption proceeds to you in whole or in
part by a distribution of securities from a Fund’s portfolio (a “redemption
in‑kind”). It is not expected that the Funds would do so except during unusual
market conditions or if the redemption amount is large enough to affect the
Funds’ operations (e.g., if
it represents more than 1% of the Funds’ assets). If the Funds pay your
redemption proceeds by a distribution of securities, you could incur brokerage
or other charges in converting the securities to cash and will bear any market
risks associated with such securities until they are converted into cash. A
redemption in‑kind is treated as a taxable transaction and a sale of the
redeemed shares, generally resulting in capital gain or loss to you, subject to
certain loss limitation rules.
Tools
to Combat Frequent Transactions.
The Board has adopted a policy regarding excessive trading. The Funds discourage
excessive, short‑term trading and other abusive trading practices that may
disrupt portfolio management strategies and harm performance. The Funds take
steps to reduce the frequency and effect of these activities in the Funds. These
steps may include, among other things, monitoring trading activity, or using
fair value pricing when appropriate, under procedures as adopted by
the
Advisor,
when the Advisor determines current market prices are not readily available. As
approved by the Board, these techniques may change from time to time as
determined by the Funds in their sole discretion.
In
an effort to discourage abusive trading practices and minimize harm to the Funds
and their shareholders, each Fund reserves the right, in its sole discretion, to
reject any purchase order or exchange request, in whole or in part, for any
reason (including, without limitation, purchases by persons whose trading
activity in the Funds’ shares are believed by the Advisor to be harmful to the
Funds) and without prior notice. The Funds may decide to restrict purchase and
sale activity in their shares based on various factors, including whether
frequent purchase and sale activity will disrupt portfolio management strategies
and adversely affect the Funds’ performance or whether the shareholder has
conducted four round trip transactions within a 12-month period. Although these
efforts are designed to discourage abusive trading practices, these tools cannot
eliminate the possibility that such activity will occur. The Funds seek to
exercise their judgment in implementing these tools to the best of their ability
in a manner that they believe is consistent with shareholder interests. Except
as noted in the Prospectus, the Funds apply all restrictions uniformly in all
applicable cases.
Due
to the complexity and subjectivity involved in identifying abusive trading
activity and the volume of shareholder transactions the Funds handle, there can
be no assurance that the Funds’ efforts will identify all trades or trading
practices that may be considered abusive. In particular, since the Funds receive
purchase and sale orders through Financial Intermediaries that use group or
omnibus accounts, the Funds cannot always detect frequent trading. However, the
Funds will work with Financial Intermediaries as necessary to discourage
shareholders from engaging in abusive trading practices and to impose
restrictions on excessive trades. In this regard, the Funds have entered into
information sharing agreements with Financial Intermediaries pursuant to which
these intermediaries are required to provide to the Funds, at their request,
certain information relating to their customers investing in the Funds through
non‑disclosed or omnibus accounts. The Funds will use this information to
attempt to identify abusive trading practices. Financial Intermediaries are
contractually required to follow any instructions
from
the Funds to restrict or prohibit future purchases from shareholders that are
found to have engaged in abusive trading in violation of the Funds’ policies.
However, the Funds cannot guarantee the accuracy of the information provided to
them from Financial Intermediaries and cannot ensure that they will always be
able to detect abusive trading practices that occur through non‑disclosed and
omnibus accounts. As a consequence, the Funds’ ability to monitor and discourage
abusive trading practices in omnibus accounts may be limited.
Signature
Guarantees.
The Funds and/or Transfer Agent may require a signature
guarantee
for certain requests. A signature guarantee assures that your signature is
genuine and protects you from unauthorized transactions.
A
signature guarantee, from either a Medallion program member or a non-Medallion
program member, of each owner is required in the following
situations:
•For
all redemption requests in excess of $100,000;
•When
a redemption request is received by the Transfer Agent and the account address
has changed within the last 30 calendar days;
•When
ownership is being changed on your account;
•When
redemption proceeds are payable or sent to any person, address or bank account
not on record.
Non‑financial
transactions including establishing or modifying certain services on an account
may require a signature guarantee, signature verification from a Signature
Validation Program member, or other acceptable form of authentication from a
financial institution source.
In
addition to the situations described above, the Funds and/or Transfer Agent may
require a signature guarantee in other instances based on the circumstances
relative to the particular situation. Signature guarantees will generally be
accepted from domestic banks, brokers, dealers, credit unions, national
securities exchanges, registered securities associations, clearing agencies and
savings associations, as well as from participants in the New York Stock
Exchange Medallion Signature Program and the Securities Transfer Agents
Medallion Program (“STAMP”). A
notary public is not an acceptable signature guarantor.
The Advisor reserves the right to waive any signature requirement at its
discretion.
Low
Balance Accounts.
The Funds may redeem the shares in your account and send you the proceeds if the
value of your account is less than $1,000 ($500 for IRAs) as a result of
redemptions you have made. You will be notified that the value of your account
is less than the amount mentioned above before the Funds make an involuntary
redemption. You will then have 60 days in which to make an additional investment
to bring the value of your account to at least $1,000 ($500 for IRAs) before the
Funds take any action.
Householding.
In
an effort to conserve resources, the Fund intends to reduce the number of
duplicate prospectuses, supplements, and certain other shareholder documents you
receive by sending only one copy of each to those addresses shared by two or
more accounts. Call toll free at 1-888-688-1299 to request individual copies of
documents; if your shares are held through a Financial Intermediary, please
contact them directly. The Fund will begin sending individual copies 30 days
after receiving your request. This policy does not apply to account
statements.
Unclaimed
Property/Lost Shareholder.
It is important that the Funds maintain a correct address for each investor. An
incorrect address may cause an investor’s account statements and other mailings
to be returned to the Funds. Based upon statutory requirements for returned
mail, the Funds will attempt to locate the investor or rightful owner of the
account. If the Funds are unable to locate the investor, then they will
determine whether the investor’s account can legally be considered abandoned.
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. 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 investor’s last known address of record determines
which state has jurisdiction. Please proactively contact the Transfer Agent toll
free at 1‑888‑688‑1299 at least annually to ensure your account remains in
active status.
If
you are a resident of the state of Texas, you may designate a representative to
receive notifications that, due to inactivity, your mutual fund account assets
may be delivered to the Texas Comptroller. Please contact the Transfer Agent if
you wish to complete a Texas Designation of Representative form.
Exchanging
Shares.
You may exchange all or a portion of your investment, from one Congress Fund to
any other Congress Fund, by mail or telephone provided you established telephone
exchange privileges on your account application. Any new account established
through an exchange will be subject to a minimum investment requirement
described above. In addition, existing accounts are subject to a minimum
exchange requirement of $50. Exchanges will be executed on the basis of the
relative NAV of the shares exchanged. An exchange is considered to be a sale of
shares for federal income tax purposes on which you may realize a taxable gain
or loss. You may make exchanges only between identically registered accounts
(name(s), address and taxpayer ID number) and within the same share class. This
exchange privilege may be terminated or modified by a Fund at any time upon a
60-day notice to shareholders. Call the Funds at 1‑888‑688‑1299 to learn more
about exchanges.
RULE
12B-1 AND OTHER SERVICE FEES
The
Funds have adopted a Distribution Plan (the “Plan”) pursuant to Rule 12b‑1
under the 1940 Act for the Retail Class shares of the Funds. Under the Plan,
each Fund is authorized to pay the distributor a fee for the sale and
distribution of each Fund’s Retail Class shares and services it provides to
shareholders. The maximum amount of the fee authorized is up to 0.25% of each
Fund’s average daily net assets annually. Because these fees are paid out of
each Fund’s Retail Class share’s assets on an on‑going basis, over time these
fees will increase the cost of your investment in the Fund’s shares and may cost
you more than paying other types of sales charges.
In
addition to paying fees under the Plan, each Fund may pay service fees to
Financial Intermediaries such as banks, broker‑dealers, financial advisors or
other financial institutions, including affiliates of the Advisor, for
sub‑administration, sub‑transfer agency and other shareholder services
associated with shareholders whose shares are held of record in omnibus, other
group accounts or accounts traded through registered securities clearing agents.
The
Funds have policies and procedures in place for the monitoring of payments to
broker-dealers and other financial intermediaries for distribution-related
activities and the following non-distribution activities: sub-transfer agent,
administrative, and other shareholder servicing services.
The
Advisor or distributor, out of its own resources, and without additional cost to
the Funds or their shareholders, may provide additional cash payments or
non‑cash compensation to Financial Intermediaries who sell shares of the Funds,
including affiliates of the Advisor. Such payments and compensation are in
addition to the sales charges (including Rule 12b‑1 fees) and service fees
paid by the Funds. These additional cash payments are generally made to
Financial Intermediaries that provide shareholder servicing, marketing support
and/or access to sales meetings, sales representatives and management
representatives of the Financial Intermediary. Cash compensation may also be
paid to Financial Intermediaries for inclusion of the Funds on a sales list,
including a preferred or select sales list, in other sales programs or as an
expense reimbursement in cases where the Financial Intermediary provides
shareholder services to the Funds’ shareholders. The Advisor or distributor may
also pay cash compensation in the form of finder’s fees that vary depending on
the dollar amount of the shares sold.
DISTRIBUTIONS
AND TAXES
Dividends
and Distributions
Dividends
from net investment income and distributions from net capital gains from the
sale of securities are distributed at least annually. Net investment income
generally consists of interest income and dividends received on investments,
less expenses.
The
Funds typically distribute any undistributed net investment income each
December. Any net capital gains realized through the period ended
October 31 of each year also are typically distributed by December 31
of each year. A Fund may make an additional payment of dividends or
distributions if needed to meet certain Internal Revenue Code requirements at
another time during the year.
All
distributions will be reinvested in Fund shares unless you choose one of the
following options: (1) receive dividends in cash, while reinvesting capital
gain distributions in additional Fund shares; (2) reinvest dividends in
additional Fund shares and receive capital gain distributions in cash; or
(3) receive all dividends and capital gain distributions in cash. If you
wish to change your distribution option, call or write to the Transfer Agent in
advance of the record date of the distribution. If you elect to receive
dividends and/or capital gains paid in cash, and the U.S. Postal Service
cannot deliver your check, or if a check remains uncashed for six months, the
Funds reserve the right to reinvest the distribution check in your account at
the Funds’ then current net asset value and to reinvest all subsequent
distributions. Distributions made by the Funds will be taxable to shareholders
whether received in additional shares or in cash.
Tax
Consequences
Each
Fund has elected and intends to continue to qualify to be taxed as a regulated
investment company under Subchapter M of the Internal Revenue Code. As regulated
investment companies, the Funds will not be subject to federal income tax if
they distribute their income as required by the tax law and satisfy certain
other requirements that are described in the SAI. The Funds generally operate in
a manner such that they will not be liable for federal income or excise taxes on
their taxable income and capital gains distributed to shareholders.
The
Funds intend to make distributions of dividends and capital gains. In general,
Fund distributions are taxable to shareholders as ordinary income or qualified
dividend income, which is subject to a maximum federal income tax rate of 20%.
The rate of tax you pay on capital gain distributions will depend on how long
the Funds held the securities that generated the gains, not on how long you
owned your Fund shares. There is no requirement that the Funds take into
consideration any tax implications when implementing their strategy. You will be
taxed in the same manner whether you receive your dividends and capital gain
distributions in cash or reinvest them in additional Fund shares. Shareholders
should note that the Funds may make taxable distributions of income and capital
gains even when share values have declined.
Dividends
declared by the Funds in October, November or December to shareholders of record
on a specified date in such a month and paid in January will be treated as paid
in December of the previous year for tax purposes.
All
distributions generally reduce the NAV of the Funds’ shares by the amount of the
distribution. If you purchase shares prior to a distribution, the distribution
will be taxable to you even though economically it may represent a return of
your investment.
Sale
of your Fund shares is a taxable event for you. You generally will have a
taxable gain or loss on the sale, with the amount determined by comparing the
sale price of the shares you sell to your adjusted tax basis at the time of such
sale, which generally will be your purchase price with certain adjustments. You
are responsible for paying any tax liabilities generated by your transaction.
By
law, the Funds must withhold as backup withholding a percentage (currently 24%)
of your taxable distributions and redemption proceeds if you do not provide your
correct Social Security or taxpayer identification number and certify that you
are not subject to backup withholding, or if the Internal Revenue Service
instructs the Funds to do so.
Non-corporate
shareholders whose adjusted gross income for a year exceeds $200,000 for single
filers or $250,000 for married joint filers generally are subject to a 3.8%
Medicare surtax on dividends and capital gains.
This
advice was prepared for the Funds. State, local and foreign taxes may also
apply. Any person reviewing this discussion should seek advice based on their
particular tax situation from an independent tax advisor. Additional information
concerning the taxation of the Funds and their shareholders is contained in the
SAI.
INDEX
DESCRIPTIONS
The
S&P 500®
Index
is a broad based unmanaged index of 500 stocks, which is widely recognized as
representative of the equity market in general.
The
Russell Midcap®
Growth Index
measures the performance of the mid-cap growth segment of the U.S. equity
universe. It includes those Russell Midcap Index companies with higher
price-to-book ratios and higher forecasted growth values.
The
Russell 1000®
Growth Index
measures performance of the large-cap growth segment of the U.S. Equity
Universe.
The
Russell 2000®
Growth Index
is a broadly diversified index predominantly made up of growth stocks of small
U.S. companies.
Direct
investment in an index is not possible.
FINANCIAL
HIGHLIGHTS
The
tables below illustrate the financial performance for the Congress Mid Cap
Growth Fund for the periods shown. The tables below also illustrate the
Accounting Survivor’s (with respect to Congress Large Cap Growth Fund) and the
Predecessor Fund’s (with respect to the Congress Small Cap Growth Fund)
financial performance for the periods shown. With respect to the Congress Large
Cap Growth Fund, which assumed the performance, financial and other historical
information of the Accounting Survivor as a result of the Reorganization, the
table includes financial information for the five years ended October 31,
2020 for the Institutional Class shares only because the Accounting Survivor’s
Institutional Class shareholders became shareholders of the Congress Large Cap
Growth Fund’s Institutional Class shares as a result of the Reorganization.
Financial information for the Congress Large Cap Growth Fund’s Retail Class
shares is provided only for the period from the date of the Reorganization
(September 15, 2017) through October 31, 2021 because no Retail Class
shares of the Accounting Survivor were outstanding prior to the Reorganization.
Certain
information reflects financial results for a single Fund share. “Total return”
illustrates how much your investment in a Fund would have increased or decreased
during each period, assuming you had reinvested all dividends and distributions.
The information regarding Congress Mid Cap Growth Fund for the period ended
October 31,
2022
has been audited by Tait, Weller & Baker LLP, the Funds’ independent
registered public accounting firm. Their report and the Funds’ financial
statements are included in the Funds’ annual report which is available upon
request. The information regarding the Accounting Survivor, with respect to the
Congress Large Cap Growth Fund, for the Institutional Class shares for the years
ended October 31, 2018, October 31, 2019, October 31, 2020, October 31, 2021
and
October 31, 2022,
and for the Retail Class shares for the years ended October 31, 2018 October 31,
2019, October 31, 2020, October 31, 2021 and
October 31, 2022
has been audited by Tait, Weller & Baker LLP, the Fund’s independent
registered public accounting firm. Their report and the Fund’s financial
statements are included in the Fund’s annual
report
which is available upon request. The information regarding the Accounting
Survivor, with respect to the Congress Large Cap Growth Fund, for the year ended
October 31, 2016 has been audited by another independent registered public
accounting firm. The Congress Small Cap Growth Fund has adopted the Financial
Statements of the Predecessor Fund. The information regarding the Congress Small
Cap Growth Fund for the years ended October 31, 2018, October 31, 2019, October
31, 2020, October 31, 2021 and
October 31, 2022 has
been audited by Tait, Weller & Baker LLP, the Fund’s independent registered
public accounting firm. Their report and the Fund’s financial statements are
included in the Fund’s annual report which is available upon request. Financial
information for the Congress Small Cap Growth Fund (prior to the close of
business on September 15, 2017) below represents the financial information
of the Predecessor Fund when it was a series of Century Capital Management
Trust.
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MID
CAP GROWTH |
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FINANCIAL
HIGHLIGHTS For a capital share outstanding throughout each
year |
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RETAIL
CLASS |
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| Year
Ended October 31, |
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| 2022 |
2021 |
2020 |
2019 |
2018 |
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Net
asset value, beginning of year |
$36.20 |
$24.37 |
$21.65 |
$18.62 |
$18.46 |
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INCOME
FROM INVESTMENT OPERATIONS: |
Net
investment income (loss)(1) |
(0.13) |
(0.17) |
(0.10) |
(0.07) |
(0.03) |
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Net
realized and unrealized gain (loss) on investments |
(9.17) |
12.58 |
4.02 |
3.62 |
0.19 |
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Total
from investment operations |
(9.30) |
12.41 |
3.92 |
3.55 |
0.16 |
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LESS
DISTRIBUTIONS: |
From
net investment income |
— |
— |
— |
— |
— |
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From
net realized gain |
(4.00) |
(0.58) |
(1.20) |
(0.52) |
— |
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Total
distributions |
(4.00) |
(0.58) |
(1.20) |
(0.52) |
— |
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Net
asset value, end of year |
$22.90 |
$36.20 |
$24.37 |
$21.65 |
$18.62 |
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Total
return |
(28.54)% |
51.83% |
18.85% |
19.60% |
0.87% |
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SUPPLEMENTAL
DATA: |
Net
assets, end of year (millions) |
$43.1 |
$41.6 |
$24.8 |
$26.7 |
$33.3 |
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Portfolio
turnover rate |
16% |
14% |
27% |
26% |
44% |
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RATIOS: |
Expenses
to average net assets |
1.03% |
1.04% |
1.05% |
1.08% |
1.08% |
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Net
investment income (loss) to average net assets |
(0.50)% |
(0.56)% |
(0.46)% |
(0.38)% |
(0.18)% |
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(1) Calculated
based on the average number of shares outstanding.
The
accompanying notes are an integral part of these financial
statements.
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MID
CAP GROWTH |
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FINANCIAL
HIGHLIGHTS For a capital share outstanding throughout each
year |
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| |
INSTITUTIONAL
CLASS |
| Year
Ended October 31, |
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| 2022 |
2021 |
2020 |
| 2019 |
| 2018 |
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| |
Net
asset value, beginning of year |
$36.88 |
$24.75 |
$21.92 |
| $18.81 |
| $18.61 |
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INCOME
FROM INVESTMENT OPERATIONS: |
Net
investment income (loss)(1) |
(0.07) |
(0.10) |
(0.05) |
| (0.03) |
| 0.01 |
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Net
realized and unrealized gain (loss) on investments |
(9.37) |
12.81 |
4.08 |
| 3.66 |
| 0.20 |
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Total
from investment operations |
(9.44) |
12.71 |
4.03 |
| 3.63 |
| 0.21 |
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LESS
DISTRIBUTIONS: |
From
net investment income |
— |
— |
(0.00) |
(2) |
(0.00) |
(2) |
(0.01) |
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From
net realized gain |
(4.00) |
(0.58) |
(1.20) |
| (0.52) |
| — |
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| |
Total
distributions |
(4.00) |
(0.58) |
(1.20) |
| (0.52) |
| (0.01) |
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| |
Net
asset value, end of year |
$23.44 |
$36.88 |
$24.75 |
| $21.92 |
| $18.81 |
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| |
Total
return |
(28.37)% |
52.25% |
19.15% |
| 19.86% |
| 1.12% |
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SUPPLEMENTAL
DATA: |
Net
assets, end of year (millions) |
$1,192.2 |
$1,706.8 |
$1,242.7 |
| $1,049.2 |
| $971.1 |
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Portfolio
turnover rate |
16% |
14% |
27% |
| 26% |
| 44% |
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RATIOS: |
Expenses
to average net assets |
0.78% |
0.79% |
0.80% |
| 0.83% |
| 0.83% |
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| |
Net
investment income (loss) to average net assets |
(0.26)% |
(0.30)% |
(0.21)% |
| (0.13)% |
| 0.06% |
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| |
(1) Calculated
based on the average number of shares outstanding.
(2) Does
not round to $0.01 or $(0.01), as applicable.
The
accompanying notes are an integral part of these financial
statements.
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LARGE
CAP GROWTH |
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FINANCIAL
HIGHLIGHTS For a capital share outstanding throughout each
year |
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INSTITUTIONAL
CLASS |
| Year
Ended October 31, |
| 2022 |
2021 |
2020 |
2019 |
2018 |
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Net
asset value, beginning of year |
$ |
47.54 |
| $ |
37.89 |
| $ |
32.67 |
| $ |
29.11 |
| $ |
26.45 |
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INCOME
FROM INVESTMENT OPERATIONS: |
Net
investment income (loss)(1) |
0.16 |
| 0.08 |
| 0.10 |
| 0.17 |
| 0.15 |
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Net
realized and unrealized gain (loss) on investments |
(9.45) |
| 12.87 |
| 7.60 |
| 5.01 |
| 2.57 |
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Total
from investment operations |
(9.29) |
| 12.95 |
| 7.70 |
| 5.18 |
| 2.72 |
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LESS
DISTRIBUTIONS: |
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From
net investment income |
(0.06) |
| (0.10) |
| (0.16) |
| (0.15) |
| (0.06) |
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| |
From
net realized gain |
(4.50) |
| (3.20) |
| (2.32) |
| (1.47) |
| — |
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| |
Total
distributions |
(4.56) |
| (3.30) |
| (2.48) |
| (1.62) |
| (0.06) |
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| |
Net
asset value, end of year |
$ |
33.69 |
| $ |
47.54 |
| $ |
37.89 |
| $ |
32.67 |
| $ |
29.11 |
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Total
return |
(21.69) |
% |
36.50 |
% |
25.27 |
% |
18.94 |
% |
10.32 |
% |
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SUPPLEMENTAL
DATA: |
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Net
assets, end of year (millions) |
$377.5 |
| $501.8 |
| $390.5 |
| $327.2 |
| $293.2 |
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Portfolio
turnover rate |
23 |
% |
19 |
% |
25 |
% |
20 |
% |
17 |
% |
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RATIOS: |
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| |
Expenses
to average net assets |
0.69 |
% |
0.68 |
% |
0.70 |
% |
0.71 |
% |
0.74 |
% |
|
|
| |
Net
investment income (loss) to average net assets |
0.42 |
% |
0.18 |
% |
0.29 |
% |
0.56 |
% |
0.50 |
% |
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| |
(1) Calculated
based on the average number of shares outstanding.
The
accompanying notes are an integral part of these financial
statements.
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LARGE
CAP GROWTH |
|
FINANCIAL
HIGHLIGHTS For a capital share outstanding throughout each
year |
|
RETAIL
CLASS |
|
| Year
Ended October 31, |
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| 2022 |
2021 |
2020 |
2019 |
2018 |
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| |
Net
asset value, beginning of year |
$47.27 |
| $37.71 |
| $32.51 |
| $29.04 |
| $26.41 |
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| |
INCOME
FROM INVESTMENT OPERATIONS: |
|
Net
investment income (loss)(1) |
0.06 |
| (0.03) |
| 0.03 |
| 0.09 |
| 0.08 |
|
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| |
Net
realized and unrealized gain (loss) on investments |
(9.40) |
| 12.80 |
| 7.57 |
| 4.99 |
| 2.58 |
|
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Total
from investment operations |
(9.34) |
| 12.77 |
| 7.60 |
| 5.08 |
| 2.66 |
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| |
LESS
DISTRIBUTIONS: |
|
From
net investment income |
— |
| (0.01) |
| (0.08) |
| (0.14) |
| (0.03) |
|
|
| |
From
net realized gain |
(4.50) |
| (3.20) |
| (2.32) |
| (1.47) |
| — |
|
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| |
Total
distributions |
(4.50) |
| (3.21) |
| (2.40) |
| (1.61) |
| (0.03) |
|
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| |
Net
asset value, end of year |
$33.43 |
| $47.27 |
| $37.71 |
| $32.51 |
| $29.04 |
|
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| |
Total
return |
(21.90) |
% |
36.14 |
% |
25.00 |
% |
18.61 |
% |
10.08 |
% |
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SUPPLEMENTAL
DATA: |
|
Net
assets, end of year (millions) |
$2.7 |
| $4.0 |
| $3.0 |
| $3.9 |
| $4.2 |
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| |
Portfolio
turnover rate |
23 |
% |
19 |
% |
24 |
% |
20 |
% |
17 |
% |
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| |
RATIOS: |
|
Expenses
to average net assets |
0.94 |
% |
0.93 |
% |
0.95 |
% |
0.96 |
% |
0.99 |
% |
|
| |
Net
investment income (loss) to average net assets |
0.17 |
% |
(0.07) |
% |
0.08 |
% |
0.31 |
% |
0.26 |
% |
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(1) Calculated
based on the average number of shares outstanding.
The
accompanying notes are an integral part of these financial
statements.
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SMALL
CAP GROWTH |
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FINANCIAL
HIGHLIGHTS For a capital share outstanding throughout each
year |
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| |
INSTITUTIONAL
CLASS |
| Year
Ended October 31, |
| 2022 |
2021 |
2020 |
2019 |
| 2018 |
|
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| |
Net
asset value, beginning of year |
$49.69 |
$30.76 |
$29.25 |
$29.24 |
| $25.47 |
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INCOME
FROM INVESTMENT OPERATIONS: |
Net
investment income (loss)(1) |
(0.23) |
(0.33) |
(0.18) |
(0.09) |
| (0.14) |
|
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|
| |
Net
realized and unrealized gain (loss) on investments |
(8.46) |
21.83 |
3.97 |
2.55 |
| 3.91 |
|
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| |
Total
from investment operations |
(8.69) |
21.50 |
3.79 |
2.46 |
| 3.77 |
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LESS
DISTRIBUTIONS: |
From
net realized gain |
(6.81) |
(2.57) |
(2.28) |
(2.45) |
| — |
|
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| |
Total
distributions |
(6.81) |
(2.57) |
(2.28) |
(2.45) |
| — |
|
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| |
Net
asset value, end of year |
$34.19 |
$49.69 |
$30.76 |
$29.25 |
| $29.24 |
|
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| |
Total
return |
(19.95)% |
73.96% |
13.78% |
9.41% |
| 14.84% |
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SUPPLEMENTAL
DATA: |
Net
assets, end of year (millions) |
$321.1 |
$127.3 |
$43.0 |
$34.7 |
| $31.3 |
|
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| |
Portfolio
turnover rate |
23% |
50% |
44% |
21% |
| 35% |
|
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| |
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| |
RATIO
OF EXPENSES TO AVERAGE NET ASSETS: |
Before
fees waived and expenses absorbed |
1.10% |
1.14% |
1.24% |
1.28% |
| 1.20% |
|
|
|
| |
After
fees waived and expenses absorbed |
1.00% |
1.00% |
1.00% |
1.00% |
| 1.08% |
(2) |
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| |
RATIO
OF NET INVESTMENT INCOME (LOSS) TO AVERAGE NET ASSETS: |
Before
fees waived and expenses absorbed |
(0.74)% |
(0.92)% |
(0.86)% |
(0.62)% |
| (0.61)% |
|
|
|
| |
After
fees waived and expenses absorbed |
(0.64)% |
(0.78)% |
(0.62)% |
(0.34)% |
| (0.49)% |
(2) |
|
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| |
(1) Calculated
based on the average number of shares outstanding.
(2) Effective
February 28, 2018, the Advisor has contractually agreed to limit the
Institutional Class’ annual ratio of expenses to 1.00% of the Institutional
Class’ daily net assets. The prior contractual limit was 1.30%.
The
accompanying notes are an integral part of these financial
statements.
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| |
SMALL
CAP GROWTH |
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| |
FINANCIAL
HIGHLIGHTS For a capital share outstanding throughout each
year |
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| |
RETAIL
CLASS |
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|
| |
| Year
Ended October 31, |
| 2022 |
2021 |
2020 |
2019 |
2018 |
|
|
|
| |
Net
asset value, beginning of year |
$44.39 |
$27.78 |
$26.69 |
$26.95 |
$23.54 |
|
|
|
| |
|
INCOME
FROM INVESTMENT OPERATIONS: |
Net
investment income (loss)(1) |
(0.29) |
(0.39) |
(0.22) |
(0.14) |
(0.19) |
|
|
|
| |
Net
realized and unrealized gain (loss) on investments |
(7.42) |
19.57 |
3.59 |
2.33 |
3.60 |
|
|
|
| |
Total
from investment operations |
(7.71) |
19.18 |
3.37 |
2.19 |
3.41 |
|
|
|
| |
|
LESS
DISTRIBUTIONS: |
From
net realized gain |
(6.81) |
(2.57) |
(2.28) |
(2.45) |
— |
|
|
|
| |
Total
distributions |
(6.81) |
(2.57) |
(2.28) |
(2.45) |
— |
|
|
|
| |
Net
asset value, end of year |
$29.87 |
$44.39 |
$27.78 |
$26.69 |
$26.95 |
|
|
|
| |
Total
return |
(20.15)% |
73.51% |
13.51% |
9.19% |
14.53% |
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| |
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| |
SUPPLEMENTAL
DATA: |
Net
assets, end of year (millions) |
$86.0 |
$89.0 |
$45.7 |
$44.5 |
$48.9 |
|
|
|
| |
Portfolio
turnover rate |
23% |
50% |
44% |
21% |
35% |
|
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| |
|
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|
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|
| |
RATIO
OF EXPENSES TO AVERAGE NET ASSETS: |
Before
fees waived and expenses absorbed |
1.34% |
1.39% |
1.49% |
1.49% |
1.45% |
|
|
|
| |
After
fees waived and expenses absorbed |
1.25% |
1.25% |
1.25% |
1.21% |
1.33% |
(2) |
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| |
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| |
RATIO
OF NET INVESTMENT INCOME (LOSS) TO AVERAGE NET ASSETS: |
Before
fees waived and expenses absorbed |
(0.97)% |
(1.17)% |
(1.10)% |
(0.82)% |
(0.86)% |
|
|
|
| |
After
fees waived and expenses absorbed |
(0.88)% |
(1.03)% |
(0.86)% |
(0.54)% |
(0.74)% |
|
|
|
| |
(1) Calculated
based on the average number of shares outstanding.
(2) Effective
February 28, 2018, the Advisor has contractually agreed to limit the Retail
Class’ annual ratio of expenses to 1.25% of the Retail Class’ daily net assets.
The prior contractual limit was 1.55%.
The
accompanying notes are an integral part of these financial
statements.
PRIVACY
NOTICE
The
Funds collect non‑public personal information about you from the following
sources:
•Information
we receive about you on applications or other forms;
•Information
you give us verbally; and/or
•Information
about your transactions with us or others.
We
do not disclose any non-public personal information about our shareholders or
former shareholders without the shareholder’s authorization, except as permitted
by law or in response to inquiries from governmental authorities. We may share
information with affiliated parties and unaffiliated third parties with whom we
have contracts for servicing the Funds. We will provide unaffiliated third
parties with only the information necessary to carry out their assigned
responsibilities. All shareholder records will be disposed of in accordance with
applicable law. We maintain physical, electronic and procedural safeguards to
protect your non‑public personal information and require third parties to treat
your non‑public personal information with the same high degree of
confidentiality.
In
the event that you hold shares of the Funds through a financial intermediary,
including, but not limited to, a broker‑dealer, bank or trust company, the
privacy policy of your financial intermediary would govern how your non‑public
personal information would be shared with unaffiliated third parties.
Congress
Mid Cap Growth Fund
Congress
Large Cap Growth Fund
Congress
Small Cap Growth Fund
You
can find more information about the Funds in the following
documents:
Statement
of Additional Information (“SAI”)
The
Funds’ SAI provides additional details about the investments and techniques of
the Funds and certain other additional information. A current SAI is on file
with the SEC and is herein incorporated into this Prospectus by reference. It is
legally considered a part of this Prospectus.
Annual
and Semi‑Annual Reports
Additional
information about the Funds’ investments is available in the Funds’ annual and
semi‑annual reports to shareholders. The Funds’ annual
report
contains a discussion of the market conditions and investment strategies that
affected the Funds’ performance during the Funds’ last fiscal year.
You
can obtain a free copy of these documents, request other information or make
general inquiries about the Funds by contacting the Funds at:
Congress
Funds
c/o
U.S. Bank Global Fund Services
P.O.
Box 701
Milwaukee,
WI 53201‑0701
1-888-688-1299
www.congressasset.com/funds
Shareholder
reports and other information about the Funds are also available:
•Free
of charge from the Fund’s website at www.congressasset.com/funds.
•Free
of charge from the SEC’s EDGAR database on the SEC’s website at
http://www.sec.gov.
•For
a fee, by email request to publicinfo@sec.gov.
(The
Trust’s SEC Investment Company Act file number is 811‑05037.)