2024
1 February 2024, as revised 10 April 2024
Statement of
Additional Information
Artisan Partners Funds
 
Share Class
 
Investor
Advisor
Institutional
Artisan Developing World Fund
ARTYX
APDYX
APHYX
Artisan Emerging Markets Debt
Opportunities Fund
APFOX
APDOX
APHOX
Artisan Floating Rate Fund
ARTUX
APDUX
APHUX
Artisan Focus Fund
ARTTX
APDTX
APHTX
Artisan Global Discovery Fund
APFDX
APDDX
APHDX
Artisan Global Equity Fund
ARTHX
APDHX
APHHX
Artisan Global Opportunities Fund
ARTRX
APDRX
APHRX
Artisan Global Unconstrained Fund
APFPX
APDPX
APHPX
Artisan Global Value Fund
ARTGX
APDGX
APHGX
Artisan High Income Fund
ARTFX
APDFX
APHFX
Artisan International Fund
ARTIX
APDIX
APHIX
Artisan International Explorer Fund
ARDBX
ARHBX
Artisan International Small-Mid Fund
ARTJX
APDJX
APHJX
Artisan International Value Fund
ARTKX
APDKX
APHKX
Artisan Mid Cap Fund
ARTMX
APDMX
APHMX
Artisan Mid Cap Value Fund
ARTQX
APDQX
APHQX
Artisan Select Equity Fund
ARTNX
APDNX
APHNX
Artisan Small Cap Fund
ARTSX
APDSX
APHSX
Artisan Sustainable Emerging Markets Fund
ARTZX
APDEX
APHEX
Artisan Value Fund
ARTLX
APDLX
APHLX
Artisan Value Income Fund
APFWX
APDWX
APHWX

Statement of Additional Information
1 February 2024, as revised 10 April 2024
Artisan Developing World Fund, Artisan Emerging Markets Debt Opportunities Fund, Artisan Floating Rate Fund, Artisan Focus Fund, Artisan Global Discovery Fund, Artisan Global Equity Fund, Artisan Global Opportunities Fund, Artisan Global Unconstrained Fund, Artisan Global Value Fund, Artisan High Income Fund, Artisan International Fund, Artisan International Explorer Fund, Artisan International Small-Mid Fund, Artisan International Value Fund, Artisan Mid Cap Fund, Artisan Mid Cap Value Fund, Artisan Select Equity Fund, Artisan Small Cap Fund, Artisan Sustainable Emerging Markets Fund, Artisan Value Fund and Artisan Value Income Fund (each, a “Fund” and, together, the “Funds”) are series of Artisan Partners Funds, Inc. (“Artisan Partners Funds”). This Statement of Additional Information (“SAI”) is not a prospectus. It should be read in conjunction with the prospectus of the Funds dated 1 February 2024, as revised 10 April 2024 and any supplement or amendment to the prospectus. The Funds’ financial statements for the fiscal year ended 30 September 2023, including the notes thereto and the report of Ernst & Young LLP thereon, are incorporated herein by reference from the Funds’ annual reports to shareholders. A copy of the prospectus and the annual and semiannual reports to shareholders can be obtained without charge by calling 800.344.1770, by writing to Artisan Partners Funds, P.O. Box 219322, Kansas City, MO 64121-9322, or by accessing Artisan Partners Funds’ website at www.artisanpartners.com.


Table of Contents


Information about the Funds and Artisan Partners
Each Fund is a series of Artisan Partners Funds. Artisan Partners Limited Partnership (“Artisan Partners”) provides investment advisory services to the Funds.
The discussion below supplements the description in the prospectus of each Fund’s investment objectives, policies and restrictions.
Investment Objectives and Policies
The investment objective of each Fund may be changed by the board of directors without the approval of shareholders. However, investors in a Fund will receive at least 30 days’ prior written notice of implementation of any change in a Fund’s investment objective.
When used in this SAI, the term “invest” includes both direct investing and indirect investing and the term “investments” includes both direct investments and indirect investments. For example, a Fund may invest indirectly by investing in derivatives or through one or more of its wholly-owned and controlled subsidiaries (each a "Subsidiary"). References herein to a Fund include references to a Subsidiary in respect of the Fund’s investment exposure. A Fund may be exposed to the different types of investments described in the Prospectus and this SAI through its investments in its Subsidiaries.
Investment Techniques and Risks
Foreign Securities
Each Fund can invest in securities of non-US companies. Artisan Mid Cap Value Fund and Artisan Small Cap Fund can only invest in securities of non-US companies that trade in the US. For the purposes of testing compliance with each Fund’s investment restrictions related to investing in non-US companies, Artisan Partners generally considers an issuer to be from a particular country as designated by Artisan Partners’ securities information vendors, which may change from time to time. However, each investment team, in its own judgment, may consider an issuer to be from a country other than the country designated by the securities information vendors. Therefore, classifications may differ by Fund and investment team. In determining the country designations of issuers, each investment team and/or Artisan Partners’ vendors may use a range of criteria, including the identity of the jurisdiction of the issuer’s incorporation, the main equity trading market for the issuer’s securities, the geographical distribution of the issuer’s operations, the location of the issuer’s headquarters or other criteria, such as the source of a company’s revenues. Over time, country designations may change. As a result of this classification, a Fund may hold securities of issuers classified as US, but which are organized outside the US or, vice versa, a Fund may hold securities of issuers classified as non-US, but which are organized in the US and/or trade in the US. In addition, the country and regional classifications shown in the Funds’ shareholder reports, financial statements and other reports may differ from the classifications used for purposes of testing compliance with a Fund’s investment restrictions.
Securities of non-US companies include American Depositary Receipts (“ADRs”), New York Shares, European Depositary Receipts (“EDRs”), Continental Depositary Receipts (“CDRs”), Global Depositary Receipts (“GDRs”), or other securities representing underlying shares of foreign issuers. ADRs, New York Shares, EDRs, CDRs and GDRs are receipts, typically issued by a financial institution (a “depositary”), evidencing ownership interests in a security or pool of securities issued by an issuer and deposited with the depositary. ADRs, EDRs, CDRs and GDRs may be available for investment through “sponsored” or “unsponsored” facilities. A sponsored facility is established jointly by the issuer of the security underlying the receipt and a depositary, whereas an unsponsored facility may be established by a depositary without participation by the issuer of the receipt’s underlying security. The Funds may invest in sponsored or unsponsored ADRs, EDRs, CDRs, GDRs or other forms of depositary receipts, certain of which may include voting rights with respect to the underlying foreign shares, and certain of which may not.
With respect to portfolio securities that are issued by foreign issuers or denominated in foreign currencies (including, among others, participation certificates and depositary receipts), a Fund’s investment performance is affected by the strength or weakness of the US dollar against these currencies. For example, if the dollar falls in value relative to the Japanese yen, the dollar value of a yen-denominated stock held in the portfolio will rise even though the price of the stock remains unchanged. Conversely, if the dollar rises in value relative to the yen, the dollar value of the yen-denominated stock will fall. (See discussion of transaction hedging and portfolio hedging under “Managing Investment Exposure.”)
Investors should understand and consider carefully the risks involved in foreign investing, including the risks of transacting on foreign exchanges or with foreign clearinghouses. Investing in foreign securities (including through positions denominated in foreign currencies or dollar-denominated securities or other instruments that expose the Fund to foreign securities or currencies) and utilization of forward foreign currency exchange contracts involve certain considerations comprising both risks and opportunities not typically associated with investing in US securities. These considerations include fluctuations in exchange rates of foreign currencies; possible imposition of exchange control regulation or currency restrictions that would prevent cash from being brought back to the US; less public information with respect to issuers of securities; less governmental supervision of stock exchanges, securities brokers and issuers of securities; lack of uniform accounting, auditing, financial reporting and disclosure standards; lack of uniform settlement periods and trading practices; less liquidity and frequently greater price volatility in foreign markets than in the US; possible imposition of foreign taxes; and sometimes less advantageous or uncertain legal, operational and financial protections applicable to foreign sub-custodial arrangements and investments through complex structures that may lack transparency.
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There is the possibility of expropriation or confiscatory taxation, seizure or nationalization of foreign bank deposits or other assets, establishment of exchange controls, the adoption of foreign government restrictions, or other adverse political, social or diplomatic developments that could affect international investments. For example, continuing uncertainty as to the status of the Euro and the European Monetary Union and the potential for certain countries to withdraw from the institution has created volatility in currency and financial markets. On 31 January 2020, the United Kingdom officially withdrew from the European Union (“EU”) (commonly known as “Brexit”). Upon the United Kingdom’s withdrawal, the EU and the United Kingdom entered into a transition phase, which concluded on 31 December 2020. Negotiatiors representing the United Kingdom and EU came to a preliminary trade agreement that took effect on 1 January 2021. Uncertainties remain relating to certain aspects of the United Kingdom’s future economic, trading and legal relationships with the EU and with other countries. Due to political uncertainty, it is not possible to anticipate the form or nature of the future trading relationship between the United Kingdom and the EU. The UK, EU and broader global economy may experience substantial volatility in foreign exchange markets and a sustained weakness in the British pound’s exchange rate against the United States dollar, the euro and other currencies, which may impact a Fund’s returns. Brexit may also destabilize some or all of the other EU member countries and/or the eurozone. These developments could result in losses to a Fund, as there may be negative effects on the value of the Fund’s investments and/or on the Fund’s ability to enter into certain transactions or value certain investments, and these developments may make it more difficult for a Fund to exit certain investments at an advantageous time or price.
Income, gains and proceeds from non-US securities held by a Fund could be reduced by taxes withheld from that income, gains and proceeds, or other taxes that may be imposed by the countries in which the Fund invests. The net asset value (“NAV”) of a Fund also may be affected by changes in the rates or methods of taxation applicable to the Fund or to entities in which the Fund has invested.
Geopolitical Risks. Geopolitical events adversely affect global economies and securities markets, subjecting the Funds’ investments to related risks. War, terrorism, global health crises and pandemics, sanctions, tariffs, the imposition of exchange controls or other cross-border trade barriers and other geopolitical events have led, and in the future may lead, to increased market volatility and may have adverse short- or long-term effects on the US and world economies and markets generally. For example, military action by Russia in Ukraine and the escalated conflict in the Middle East could adversely affect global markets and, therefore, could affect the value of a Fund’s investments, including beyond the Fund’s direct exposure to issuers in the relevant countries or nearby geographic regions. In addition, the US has imposed economic sanctions, which consist of asset freezes, restrictions on dealings in debt and equity, and certain industry-specific restrictions. Sanctions impair the ability of a Fund to buy, sell, receive or deliver those securities and/or assets that are subject to the sanctions, and the extent and duration of sanctions, and resulting market disruptions, are impossible to predict and could be substantial.
Emerging, Less Developed and Developing Markets. Each Fund may invest in securities of companies in emerging, less developed and developing markets, including companies domiciled in frontier markets. Artisan Partners considers emerging and less developed markets (“emerging markets”) to be those markets in any country other than Canada, Luxembourg, the US and the countries comprising the MSCI EAFE Index (currently, Australia, Austria, Belgium, Denmark, Finland, France, Germany, Hong Kong, Ireland, Israel, Italy, Japan, the Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland and the United Kingdom). “Frontier markets” are a subset of emerging and less developed markets that, generally, have smaller economies and less mature capital markets. Artisan Developing World Fund’s investment team generally considers developing world to include countries that are included in any one of the MSCI emerging or frontier markets indices, or that are classified under a similar corresponding classification, by organizations such as the World Bank, United Nations, International Finance Corporation or the International Monetary Fund. For purposes of the Fund’s investments, a determination that an issuer is economically tied to one or more markets in the developing world is based on factors including, but not limited to, geographic location of its primary trading markets, location of its assets, its domicile or its principal offices, the source of its revenues and/or whether the issuer is indirectly exposed to the risks or economic fortunes of a developing market.
Investments in emerging and developing markets’ securities involve special risks in addition to those generally associated with foreign investing. Many investments in emerging and developing markets can be considered speculative, and the value of those investments can be more volatile than investments in more developed foreign markets. This difference reflects the greater uncertainties of investing in less established markets and economies. Costs associated with transactions in emerging and developing markets’ securities typically are higher than costs associated with transactions in US securities. Such transactions also may involve additional costs for the purchase or sale of foreign currency.
Investing in emerging and developing market countries involves substantial risk due to, among other reasons, limited information; higher brokerage costs; different accounting, auditing and financial reporting standards; less developed legal systems and thinner trading markets as compared to those in developed countries; and currency blockages or transfer restrictions. In certain frontier and emerging markets, fraud and corruption may be more prevalent than in developed market countries. In addition, securities markets of emerging and developing market countries may be substantially smaller, less developed, less liquid and more volatile than the major securities markets in the US and other developed nations. The limited size of many securities markets in emerging and developing market countries and limited trading volume in issuers compared to the volume in US securities or securities of issuers in other developed countries could cause prices to be erratic for reasons other than factors that affect the quality of the securities. In addition, emerging and developing market countries’ exchanges and broker-dealers may generally be subject to less regulation than their counterparts in developed countries. Such risks may be greater in frontier
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markets. Brokerage commissions and dealer mark-ups, custodial expenses and other transaction costs are generally higher in emerging and developing market countries than in developed countries, all of which can increase fund operating expenses and/or create a drag on fund performance.
Emerging and developing market countries may have different clearance and settlement procedures than in the US, and in certain markets there may be times when settlements fail to keep pace with the volume of securities transactions, making it difficult to conduct such transactions. Further, satisfactory custodial services for investment securities may not be available in some emerging and developing market countries, which may result in additional costs and delays in trading and settlement. The inability of a Fund to make intended security purchases due to settlement problems or the risk of intermediary or counterparty failures could cause a Fund to miss attractive investment opportunities. The inability to dispose of a portfolio security due to settlement problems could result either in losses to a Fund due to subsequent declines in the value of such portfolio security or, if the Fund has entered into a contract to sell the security, in possible liability to the purchaser.
The Funds may invest in some emerging and developing markets through trading structures or protocols that subject them to the risks described above (such as risks associated with illiquidity, custodying assets, different settlement and clearance procedures, asserting legal title under a developing legal and regulatory regime and other risks) to a greater degree than in developed markets or even in other emerging and developing markets. For example, some of the markets in which a Fund may invest do not provide for settlement on a delivery versus payment basis and the risk in relation to such settlements are borne by the Fund.
Certain foreign markets (including certain emerging and developing markets) may require governmental approval for the repatriation of investment income, capital or the proceeds of sales of securities by foreign investors. A Fund could be adversely affected by delays in, or a refusal to grant, required governmental approval for repatriation of capital, as well as by the application to the Fund of any restrictions on investments.
Many emerging and developing markets have experienced substantial rates of inflation for extended periods. Inflation and rapid fluctuations in inflation rates have had and may continue to have adverse effects on the economies and securities markets of certain emerging and developing market countries. In an attempt to control inflation, certain emerging and developing market countries have imposed wage and price controls. Some of those countries, in recent years, have begun to control inflation through economic policies.
Governments of many emerging and developing market countries have exercised and continue to exercise substantial influence over many aspects of the private sector through ownership or control of many companies. The future actions of those governments could have a significant effect on economic conditions in emerging and developing markets, which in turn, may adversely affect companies in the private sector, general market conditions and prices and yields of certain of the securities in a Fund’s portfolio. Expropriation, confiscatory taxation, nationalization and political, economic and social instability have occurred throughout the history of certain emerging and developing market countries and could adversely affect Fund assets should any of those conditions recur. In addition, high levels of national debt tend to make emerging and developing markets heavily reliant on foreign capital and, therefore, vulnerable to capital flight.
China-Related Investments. The Funds may invest in certain eligible Chinese securities (“China A Shares”) listed and traded on the Shanghai Stock Exchange (“SSE”) and Shenzhen Stock Exchange through stock connect programs (each, a “Stock Connect”). The Stock Connects are securities trading and clearing programs for the establishment of mutual market access between markets. The Stock Connects are subject to regulations promulgated by regulatory authorities for each market and further regulations or restrictions, such as trading suspensions, may adversely affect the Stock Connects and the value of the China A Shares held by the Funds. There is no guarantee that the systems required to operate a Stock Connect will function properly or that exchanges will continue to support Stock Connects in the future. While the Stock Connects may not currently be subject to individual investment quotas, daily and aggregate investment quotas generally apply to all participants on Stock Connects on a “net buy” basis, which may restrict or preclude a Fund’s ability to invest in securities traded through the Stock Connects on a timely basis or at all on any given day. In addition, such securities generally may not be sold, purchased or otherwise transferred other than through the applicable Stock Connect in accordance with the program’s rules, which may further subject the Funds to liquidity risk with respect to China A Shares. A Fund may be restricted in its ability to dispose of its China A Shares purchased through Stock Connect in a timely manner. As an example, the Stock Connects are generally available only on business days when both markets are open. When either market is closed, a Fund will not be able to trade securities on that Stock Connect at a time that may otherwise be beneficial to trade. Because of the way in which China A Shares are held in a Stock Connect, a Fund may not be able to exercise the rights of a shareholder and may be limited in its ability to pursue claims against the issuer of a security, and may suffer losses in the event the depository of the Stock Connect becomes insolvent. The limitations and risks described above with respect to the Stock Connects are specific to those programs; however, these and other risks may exist to varying degrees in connection with the Funds’ investments through other trading structures, protocols and platforms in other emerging and developing markets.
In addition to investing through a Stock Connect, the Funds may also invest in China A Shares through a Qualified Foreign Investor (“QFI”) arrangement. Artisan Partners has applied for and received a QFI license from the China Securities Regulatory Commission. Artisan Partners is permitted to invest directly in China A Shares denominated in Chinese renminbi or other currencies, on behalf of clients whose portfolios Artisan Partners manages, including the Funds. Under Chinese law, Artisan Partners, as holder of the QFI license, is required to maintain custody of China A Share assets held as part of the QFI license with a local custodian in Artisan Partners’ name for the benefit of the applicable Fund, and the Fund bears the costs of maintaining its sub-account on the books and records of the Chinese custodian. Artisan Partners' ability
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to invest in China A Shares through a QFI arrangement on behalf of the Funds is subject to the applicable Chinese laws, rules and regulations, including relating to, without limitation, restrictions on investment and repatriation of principal and profits. The investment regulations under which the Funds would invest in the China A Shares market are relatively new. In addition, the application and interpretation of these regulations is often unclear and there is no certainty as to how they will be applied.
Certain of the Funds may invest in onshore China bonds through a China Interbank Bond Market ("CIBM") registration. CIBM is an over-the-counter market outside the two main stock exchanges in China through which institutional investors (including domestic institutional investors but also QFIs, as well as other offshore institutional investors, subject to authorization) trade certain debt instruments on a one-to-one quote-driven basis. Market volatility and potential lack of liquidity due to low trading volume of certain debt securities in CIBM may result in prices of certain debt securities traded on such market fluctuating significantly. The bid and offer spreads of the prices of such securities may be large, and the fund may therefore incur significant trading, settlement and realization costs and may face counterparty default, liquidity, and volatility risks, resulting in significant losses for the funds and their investors.
To the extent a Fund invests in securities of Chinese issuers, it may also be subject to certain risks and considerations not typically associated with investing in securities of US issuers and potentially to a greater extent than investments in certain other non-US issuers, including, among others, more frequent trading suspensions, limits on the use of brokers and on foreign ownership, variable interest entities (“VIEs”) risks (see below), higher dependence on exports and international trade and potential for increased trade tariffs, embargoes and other trade limitations. US or foreign government sanctions or other governments interventions could preclude a Fund from making certain investments in China or result in a Fund selling investments in China at disadvantageous times or prices. Significant portions of the Chinese securities markets may become rapidly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities, and have shown a willingness to exercise that option in response to market volatility and other events.
In China, foreign ownership of Chinese companies in certain sectors (including by US persons and entities, inclusive of US mutual funds) is prohibited. In order to facilitate foreign investment, many Chinese companies have established shell companies that enter into contractual arrangements with Chinese VIEs that allow foreign investors, such as certain of the Funds, through the use of contractual arrangements, to both exert a degree of influence and to obtain substantially all of the economic benefits arising from a company without formal legal ownership. Although VIEs are a longstanding industry practice and well known to Chinese officials and regulators, they are not formally recognized under Chinese law. If the Chinese companies (or their officers, directors, or Chinese equity holders) breached their contracts or if Chinese officials and/or regulators withdraw their implicit acceptance of the VIE structure or if new laws, rules or regulations relating to VIE structures are adopted, US investors, including Funds that invest directly or indirectly in VIEs, could suffer substantial, detrimental, and possibly permanent losses with little or no recourse available. In such cases, a Fund’s net asset value and/or returns may be negatively affected. In addition, to the extent that a Fund invests directly or indirectly in VIEs, it only has specific rights provided for in the agreements creating the VIE structure, the ability to influence the activities of the Chinese company are limited and the Chinese company may engage in activities that negatively impact investment value. VIE structures do not offer the same level of investor protections as direct ownership. Investors may experience losses if VIE structures are altered or disputes emerge over control of the VIE.
Privatizations. Some governments have been engaged in programs of selling part or all of their interests in government owned or controlled enterprises (“Privatizations”). Each Fund that may invest in fixed income securities may invest in Privatizations. In certain countries, the ability of a US entity such as a Fund to participate in Privatizations may be limited by local law, and/or the terms on which a Fund may be permitted to participate may be less advantageous than those afforded local investors. There can be no assurance that governments will continue to sell their interests in companies currently owned or controlled by them or that Privatization programs will be successful.
Participation Certificates
Each Fund, except Artisan Mid Cap Value Fund and Artisan Small Cap Fund, may invest in equity-linked securities (called “participation certificates” in this SAI but may be called different names by issuers). In a typical transaction, a Fund would buy a participation certificate from a bank or broker-dealer (“counterparty”) that would entitle that Fund to a return measured by the change in value of an identified underlying security.1 The purchase price of the participation certificate is based on the market price of the underlying security at the time of purchase converted into US dollars, plus transaction costs. The counterparty may, but is not required to, purchase the shares of the underlying security to hedge its obligation. When the participation certificate expires or a Fund exercises the participation certificate and closes its position, that Fund receives a payment that is based upon the then-current value of the underlying security converted into US dollars (less transaction costs).
The price, performance and liquidity of the participation certificate are all linked directly to the underlying security. A Fund’s ability to redeem or exercise a participation certificate generally is dependent on the liquidity in the local trading market for the security underlying the participation certificate. Participation certificates are typically privately placed securities that have not been registered for sale under the Securities Act of 1933, as amended (the “1933 Act”). Pursuant to Rule 144A under the 1933 Act, participation certificates are eligible for purchase or sale to certain qualified institutional buyers but are not typically traded.
There are additional risks associated with participation certificates. If a Fund invests in a participation certificate, it will bear the full counterparty risk with respect to the issuing counterparty. Counterparty risk in this context is the risk that the issuing counterparty will not

1
A Fund may also invest in a participation certificate in which a basket of equity securities serves as the underlying reference security for determining the value of the participation certificate.
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fulfill its contractual obligation to timely pay a Fund the amount owed under the participation certificate. A Fund attempts to mitigate that risk by purchasing only from issuers with investment grade credit ratings. A participation certificate is a general unsecured contractual obligation of the issuing counterparty. A Fund typically has no rights under a participation certificate against the issuer of the securities underlying the participation certificate and is therefore typically unable to exercise any rights with respect to the issuer (including, without limitation, voting rights and fraud or bankruptcy claims). There is also no assurance that there will be a secondary trading market for a participation certificate or that the trading price of a participation certificate will equal the value of the underlying security. Participation certificates also may have a longer settlement period than the underlying shares and during that time a Fund’s assets could not be deployed elsewhere. The issuers of participation certificates may be deemed to be broker-dealers or engaged in the business of underwriting as defined in the Investment Company Act of 1940, as amended (the “1940 Act”). As a result, a Fund’s investment in participation certificates issued by a particular institution may be limited by certain investment restrictions contained in the 1940 Act. For the purposes of determining compliance with a Fund’s limitations on investing in certain markets, regions, securities or industries, each Fund looks through the participation certificate to the issuer of the underlying security.
Fixed Income Securities
Artisan Developing World Fund, Artisan Emerging Markets Debt Opportunities Fund, Artisan Floating Rate Fund, Artisan Focus Fund, Artisan Global Unconstrained Fund, Artisan Global Value Fund, Artisan High Income Fund, Artisan International Explorer Fund, Artisan International Small-Mid Fund, Artisan International Value Fund, Artisan Select Equity Fund, Artisan Value Fund and Artisan Value Income Fund may invest in corporate bonds, notes and debentures of long and short maturities and of various credit qualities, including unrated securities. Artisan Emerging Markets Debt Opportunities Fund, Artisan Floating Rate Fund, Artisan Global Unconstrained Fund, Artisan High Income Fund, Artisan International Explorer Fund and Artisan Value Income Fund may invest in a broad range of fixed income securities, including high yield corporate bonds, loans and other corporate fixed income instruments of varying maturities, including fixed-, variable- and floating-rate bonds, debentures, notes, commercial paper and other types of corporate debt instruments across the credit quality spectrum, such as convertible debt securities and stressed and distressed debt securities, as well as credit default swaps and other derivatives related to, referencing or with similar economic characteristics to corporate fixed income securities. The Funds noted above may invest in fixed income securities across the credit quality spectrum, including high yield fixed income securities (i.e., “junk” bonds) (see “Junk Bond Securities” below). Fixed income securities include a broad array of short-, medium-, and long-term obligations issued by the US or foreign governments, government or international agencies and instrumentalities, and corporate and private issuers of various types. The maturity date is the date on which a fixed income security matures. This is the date on which the borrower must pay back the borrowed amount, which is known as the principal. Some fixed income securities represent uncollateralized obligations of their issuers; in other cases, the securities may be backed by specific assets (such as mortgages or other receivables) that have been set aside as collateral for the issuer’s obligation. Fixed income securities generally involve an obligation of the issuer to pay interest or dividends on either a current basis or at the maturity of the security, as well as the obligation to repay the principal amount of the security at maturity. The rate of interest on fixed income securities may be fixed, floating or variable. Some securities pay a higher interest rate than the current market rate. An investor may have to pay more than the security’s principal to compensate the seller for the value of the higher interest rate. This additional payment is a premium.
Fixed income securities are subject to credit risk, market risk and interest rate risk. Except to the extent values are affected by other factors, such as developments relating to a specific issuer, industry, sector or region, generally the value of a fixed income security can be expected to rise when interest rates decline and, conversely, fall when interest rates rise. Some fixed income securities also involve prepayment or call risk. This is the risk that the issuer will repay a Fund the principal on the security before it is due, thus depriving the Fund of a favorable stream of future interest or dividend payments. A Fund could buy another security, but that other security might pay a lower interest rate. In addition, many fixed income securities contain call or buy-back features that permit their issuers to call or repurchase the securities from their holders. Such securities may present risks based on payment expectations. Although a Fund would typically receive a premium if an issuer were to redeem a security, if an issuer were to exercise a call option and redeem the security during times of declining interest rates, the Fund may realize a capital loss on its investment if the security was purchased at a premium and the Fund may be forced to replace the called security with a lower yielding security.
Changes by nationally recognized securities rating organizations (“NRSROs”) in their ratings of any fixed income security or the issuer of a fixed income security and changes in the actual or perceived ability of an issuer to make payments of interest and principal may also affect the value of these investments. Changes in the value of portfolio securities generally will not affect income derived from these securities, but will affect a Fund’s NAV.
Because interest rates vary, it is impossible to predict the income, if any, for any particular period for a Fund that invests in fixed income securities. Fluctuations in the value of a Fund’s investments in fixed income securities will cause the NAV of each share class of the Fund to fluctuate also.
Duration is an estimate of how much a bond fund’s share price will fluctuate in response to a change in interest rates. For example, if interest rates rise by one percentage point, the share price of a portfolio of debt securities with an average duration of five years would be expected to decline by about 5%. If rates decrease by a percentage point, the share price of a portfolio of debt securities with an average duration of five years would be expected to rise by about 5%. The greater the duration of a bond, the greater its percentage price volatility. Only a pure discount bond – that is, one with no coupon or sinking-fund payments – has a duration equal to the remaining maturity of the bond, because
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only in this case does the present value of the final redemption payment represent the entirety of the present value of the bond. For all other bonds, duration is less than maturity.
A Fund may invest in variable- or floating-rate securities, which bear interest at rates subject to periodic adjustment or provide for periodic recovery of principal on demand. The value of a Fund’s investment in certain of these securities may depend on the Fund’s right to demand that a specified bank, broker-dealer, or other financial institution either purchase such securities from the Fund at par or make payment on short notice to the Fund of unpaid principal and/or interest on the securities. These securities are subject to, among others, interest rate risk and credit risk.
A Fund may invest in fixed income securities that are issued by special purpose entities and that directly or indirectly represent an interest in, or are secured by and are payable from, a stream of payments generated from particular assets, such as operating contracts and/or intellectual property. Such securities are subject to the risks associated with fixed income securities generally, and may be subject to additional risks. The additional risks may include, among others, risks associated with service providers managing the collateral held by the special purpose entity and/or administering the security, the extent and nature of any internal or external credit support, and subordination to other securities issued by the special purpose entity.
Generally, the Funds use the terms debt security, debt obligation, bond, loan, fixed income security and fixed income instrument interchangeably, and regard them to mean a security or instrument having one or more of the following characteristics: a fixed income security, a security or instrument issued at a discount to its face value, a security or instrument that pays interest at a fixed, floating or variable rate or a security or instrument with a stated principal amount that requires repayment of some or all of that principal amount to the holder of the security. The terms debt security, debt obligation, bond, fixed income security and fixed income instrument are interpreted broadly by Artisan Partners as an instrument or security evidencing what is commonly referred to as an IOU rather than evidencing the corporate ownership of equity unless that equity represents an indirect or derivative interest in one or more debt securities. For this purpose, the terms also include instruments that are intended to provide one or more of the characteristics of a direct investment in one or more debt securities. As new fixed income instruments are developed, a Fund may invest in those opportunities as well.
Foreign Sovereign Debt. Each Fund that may invest in fixed income securities may invest in sovereign debt securities, which are issued or guaranteed by foreign governmental entities. Investment in sovereign debt can involve a high degree of risk. The governmental entity that controls the repayment of sovereign debt may not be able or willing to repay the principal and/or interest when due in accordance with the terms of such debt. A governmental entity’s willingness or ability to repay principal and interest due in a timely manner may be affected by, among other factors, its cash flow situation, the extent of its foreign reserves, the availability of sufficient foreign exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the governmental entity’s policy towards the International Monetary Fund, and the political constraints to which a governmental entity may be subject. Governmental entities may also be dependent on expected disbursements from foreign governments, multilateral agencies and others abroad to reduce principal and interest arrearages on their debt. The commitment on the part of these governments, agencies and others to make such disbursements may be conditioned on a governmental entity’s implementation of economic reforms and/or economic performance and the timely service of such debtor’s obligations. Failure to implement such reforms, achieve such levels of economic performance or repay principal or interest when due may result in the cancellation of such third parties’ commitments to lend funds to the governmental entity, which may further impair such debtor’s ability or willingness to service its debts in a timely manner. Consequently, governmental entities may default on their sovereign debt. Holders of sovereign debt may be requested to participate in the rescheduling of such debt and to extend further loans to governmental entities. There is no bankruptcy proceeding by which sovereign debt on which governmental entities have defaulted may be collected in whole or in part.
Junk Bond Securities. Each Fund that may invest in fixed income securities may invest in securities that are rated, at the time of purchase, below investment grade (below BBB- by Standard & Poor’s Financial Services LLC, a division of McGraw-Hill Financial, Inc., or Fitch Ratings Inc. or below Baa3 by Moody’s Investors Service, Inc. or comparably rated by another NRSRO or unrated but are determined by Artisan Partners to be of comparable quality, which are often referred to as “junk bonds”). While offering a greater potential opportunity for capital appreciation and higher yields compared to higher-rated fixed income securities, junk bonds typically entail greater potential price volatility and may be less liquid than higher-rated securities. Junk bonds may be regarded as predominately speculative with respect to the issuer’s continuing ability to meet principal and interest payments. They may also be more susceptible to real or perceived adverse economic and competitive industry conditions than higher-rated securities. Issuers of securities in default may fail to resume principal or interest payments, in which case a Fund may lose its entire investment.
The lower ratings of certain securities held by a Fund reflect a greater possibility that adverse changes in the financial condition of the issuer, or in general economic conditions, or both, or an unanticipated rise in interest rates, may impair the ability of the issuer to make payments of interest and principal. The inability (or perceived inability) of issuers to make timely payment of interest and principal would likely make the values of securities held by a Fund more volatile and could limit a Fund’s ability to sell its securities at prices approximating the values the Fund had placed on such securities. In the absence of a liquid trading market for securities held by it, the Fund may be unable at times to establish the fair market value of such securities. The rating assigned to a security does not reflect an assessment of the volatility of the security’s market value or of the liquidity of an investment in the security.
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Like those of other fixed income securities, the values of lower-rated securities fluctuate in response to changes in interest rates. Thus, a decrease in interest rates generally will result in an increase in the value of a Fund’s fixed income securities. Conversely, during periods of rising interest rates, the value of a Fund’s fixed income securities generally will decline. In addition, the values of such securities are also affected by changes in general economic conditions and business conditions affecting the specific industries of their issuers. Changes by recognized rating services in their ratings of any fixed income security and in the ability of an issuer to make payments of interest and principal may also affect the value of these investments. Changes in the values of portfolio securities generally will not affect cash income derived from such securities, but will affect a Fund’s NAV.
Issuers of lower-rated securities are often highly leveraged, so that their ability to service their debt obligations during an economic downturn or during sustained periods of rising interest rates may be impaired. In addition, such issuers may not have more traditional methods of financing available to them and may be unable to repay debt at maturity by refinancing. The risk of loss due to default in payment of interest or principal by such issuers is significantly greater because such securities frequently are unsecured and subordinated to the prior payment of senior indebtedness. Certain of the lower-rated securities in which a Fund may invest are issued to raise funds in connection with the acquisition of a company, in so-called leveraged buy-out transactions. The highly leveraged capital structure of such issuers may make them especially vulnerable to adverse changes in economic conditions.
Under adverse market or economic conditions or in the event of adverse changes in the financial condition of the issuer, a Fund could find it more difficult to sell lower-rated securities when Artisan Partners believes it advisable to do so or may be able to sell such securities only at prices lower than might otherwise be available. In many cases, lower-rated securities may be purchased in private placements and, accordingly, will be subject to restrictions on resale as a matter of contract or under securities laws. Under such circumstances, it may also be more difficult to determine the fair value of such securities for purposes of computing a Fund’s NAV. In order to enforce its rights in the event of a default under lower-rated securities, a Fund may be required to take possession of and manage assets securing the issuer’s obligations on such securities, which may increase the Fund’s operating expenses and adversely affect the Fund’s NAV. A Fund may also be limited in its ability to enforce its rights and may incur greater costs in enforcing its rights in the event an issuer becomes the subject of bankruptcy proceedings. In addition, a Fund’s intention to qualify as a regulated investment company under the Internal Revenue Code of 1986, as amended (the “Code”) may limit the extent to which the Fund may exercise its rights by taking possession of such assets.
Certain securities held by a Fund may permit the issuer at its option to call, or redeem, its securities. If an issuer were to redeem securities held by the Fund during a time of declining interest rates, the Fund may not be able to reinvest the proceeds in securities providing the same investment return as the securities redeemed.
Lower-rated securities may be subject to certain risks not typically associated with investment grade securities, such as the following: (1) reliable and objective information about the value of lower rated obligations may be difficult to obtain because the market for such securities may be thinner and less active than that for investment grade obligations; (2) adverse publicity and investor perceptions, whether or not based on fundamental analysis, may decrease the values and liquidity of lower than investment grade obligations, and, in turn, adversely affect their market; (3) companies that issue lower rated obligations may be in the growth stage of their development, or may be financially troubled or highly leveraged, so they may not have more traditional methods of financing available to them; (4) when other institutional investors dispose of their holdings of lower rated debt securities, the general market and the prices for such securities could be adversely affected; and (5) the market for lower rated securities could be impaired if legislative proposals to limit their use in connection with corporate reorganizations or to limit their tax and other advantages are enacted.
Unrated Securities. A Fund may purchase unrated securities (which are not rated by a rating agency) if Artisan Partners determines that the securities are of comparable quality to rated securities that the Fund may purchase. Unrated securities may be less liquid than comparable rated securities and involve the risk that Artisan Partners may not accurately evaluate the security’s comparative creditworthiness. Analysis of creditworthiness of issuers of high yield securities may be more complex than for issuers of higher-quality fixed income securities.
Floating and Variable Rate Investments. The coupons on variable and floating rate investments in which a Fund may invest are not fixed and may fluctuate based upon changes in market rates. The coupon on a floating rate investment is generally based on an interest rate such as a money-market index, Secured Overnight Funding Rate (“SOFR”) or a Treasury bill rate. Variable and floating rate investments are subject to interest rate risk and may fluctuate in value in response to interest rate changes if there is a delay between changes in market interest rates and the interest reset date for the obligation, or for other reasons. US Government and related obligations and other types of debt instruments may be structured as floating- and variable-rate obligations. As short-term interest rates decline, the coupons on variable and floating rate investments typically should decrease. Alternatively, during periods of rising interest rates, changes in the coupons of variable and floating rate investments may lag behind changes in market rates or may have limits on the maximum increases in the coupon rates. The value of variable and floating rate investments may decline if their coupons do not rise as much, or as quickly, as interest rates in general. Conversely, variable and floating rate investments will not generally increase in value if interest rates decline. Variable and floating rate investments are less effective than fixed rate investments at looking in a particular yield and may be subject to credit risk. Certain types of floating rate instruments may also be subject to greater liquidity risk than other debt investments.
Certain floating and variable rate obligations have an interest rate floor feature, which prevents the interest rate payable by the security from dropping below a specified level as compared to a reference interest rate (the “reference rate”), such as SOFR. Such a floor protects the Fund from losses resulting from a decrease in the reference rate below the specified level. However, if the reference rate is below the floor, there will
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be a lag between a rise in the reference rate and a rise in the interest rate payable by the obligation, and the Fund may not benefit from increasing interest rates for a significant amount of time.
Although The London Interbank Offered Rate (“LIBOR”) is no longer published as of June 30, 2023, LIBOR and other inter-bank lending rates and indices (together with LIBOR, the “IBORs”) are the subject of ongoing national and international regulatory reform. Most, but not all, LIBOR settings are now transitioned to alternative near risk-free rates (“RFRs”). It is expected that the financing arrangements entered into by a Fund will therefore likely reference an RFR as the applicable interest rate. The RFRs are conceptually and operationally different from LIBOR. For example, overnight rate RFRs may only be determinable on a “backward” looking basis and therefore are only known at the end of an interest period, whereas LIBOR was a “forward” looking rate. Moreover, certain RFRs (such as “SOFR” for US dollar debt) are not well established in the market, and all RFRs remain novel in comparison to LIBOR. There consequently remains some uncertainty as to what the economic, accounting, commercial, tax and legal implications of the use of RFRs will be and how they will perform over significant time periods, particularly as market participants are still becoming accustomed to the use of such benchmarks. Given the relative novelty of the use of RFRs in financial markets, the exact impact of the use of the RFRs remains to be seen. All of the aforementioned may adversely affect a Fund’s investments (including in respect of its volatility, value and liquidity) and, as a result, its performance and/or NAV.
Inverse Floating Rate Instruments. Inverse floaters have variable interest rates that typically move in the opposite direction from movements in prevailing interest rates, most often short-term rates. Accordingly, the values of inverse floaters, or other instruments or certificates structured to have similar features, generally move in the opposite direction from interest rates. The value of an inverse floater can be considerably more volatile than the value of other debt instruments of comparable maturity and quality. Inverse floaters incorporate varying degrees of leverage. Generally, greater leverage results in greater price volatility for any given change in interest rates. Inverse floaters may be subject to legal or contractual restrictions on resale and therefore may be less liquid than other types of instruments.
Loans, Assignments and Participations. Artisan Emerging Markets Debt Opportunities Fund, Artisan Floating Rate Fund, Artisan Global Unconstrained Fund, Artisan High Income Fund and Artisan Value Income Fund may invest directly in secured or unsecured loans or invest in loan assignments or participations with respect to borrowers operating in any industry and/or geographical region. The Funds may acquire some or all of the interest of a bank or other lending institution in a loan to a particular borrower, by means of an assignment or a participation. In an assignment, the Funds assumes all of the rights of a lending institution in a loan, including the right to receive payments of principal and interest and other amounts directly from the borrower and to enforce its rights as a lender directly against the borrower. The Funds assumes the position of a co-lender with other syndicate members. As an alternative, the Funds may purchase a participating interest in a portion of the rights of a lending institution in a loan. In such case, the Funds will generally be entitled to receive from the lending institution amounts equal to the payments of principal, interest and premium, if any, on the loan received by the institution, but will not generally be entitled to enforce its rights directly against the agent bank or the borrower, and must rely for that purpose on the lending institution. In the case of a participation, the value of the Fund’s loan investment will depend at least in part on the credit standing of the participating institution.
The loans in which the Funds may invest include those that pay fixed rates of interest and those that pay floating rates – i.e., rates that adjust periodically based on a known lending rate, such as a bank’s prime rate. Investments in loans may be of any quality, including “distressed” loans. The Funds also may gain exposure to loans and related investments through the use of total return swaps and/or other derivative instruments and through private funds and other pooled investment vehicles, including some which may be sponsored or advised by Artisan Partners.
Many loans are made by a syndicate of banks, represented by an agent bank (the “Agent”) which has negotiated and structured the loan and which is responsible generally for collecting interest, principal and other amounts from the borrower on its own behalf and on behalf of the other lending institutions in the syndicate (the “Lenders”), and for enforcing its and their other rights against the borrower. Each of the lending institutions, which may include the Agent, lends to the borrower a portion of the total amount of the loan, and retains the corresponding interest in the loan. Unless, under the terms of the loan or other indebtedness, each Fund has direct recourse against the borrower, the Fund may have to rely on the Agent or other financial intermediary to apply appropriate credit remedies against a borrower.
The Fund’s ability to receive payments of principal and interest and other amounts in connection with loan participations held by it will depend primarily on the financial condition of the borrower (and, in some cases, the lending institution from which it purchases the loan). The value of collateral, if any, securing a loan can decline, or may be insufficient to meet the borrower’s obligations or may be difficult to liquidate. In addition, each Fund’s access to collateral may be limited by bankruptcy or other insolvency laws. The failure by the Funds to receive scheduled interest or principal payments on a loan would adversely affect the income, gains and proceeds of the Funds and would likely reduce the value of its assets, which would be reflected in a reduction in each Fund’s NAV. Loans that are fully secured offer the Funds more protection than an unsecured loan in the event of non-payment of scheduled interest or principal. However, there is no assurance that the liquidation of collateral from a secured loan would satisfy the corporate borrower’s obligation, or that the collateral can be liquidated. Indebtedness of companies whose creditworthiness is poor involves substantially greater risks and may be highly speculative. Some companies may never pay off their indebtedness, or may pay only a small fraction of the amount owed. Consequently, when investing in indebtedness of companies with poor credit, each Fund bears a substantial risk of losing the entire amount invested.
Unsecured loans are loans that are not collateralized. The claims of holders of unsecured loans may be subordinated, and thus lower in priority, to claims of creditors holding secured indebtedness and possibly other classes of creditors holding unsecured debt. Since they will not afford the Funds recourse to collateral, unsecured loans are subject to greater risk of nonpayment in the event of default than secured loans.
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Banks and other lending institutions generally perform a credit analysis of the borrower before originating a loan or participating in a lending syndicate. In selecting the loans in which the Funds will invest, however, Artisan Partners will not rely solely on that credit analysis, but will perform its own investment analysis of the borrowers. Artisan Partners’ analysis may include consideration of the borrower’s financial strength and managerial experience, debt coverage, additional borrowing requirements or debt maturity schedules, changing financial conditions, and responsiveness to changes in business conditions and interest rates. Because loans in which the Funds may invest may not be rated by independent credit rating agencies, a decision by the Funds to invest in a particular loan may depend heavily on Artisan Partners’ or the original lending institution’s credit analysis of the borrower.
Loans and other types of direct indebtedness may not be readily marketable and may be subject to restrictions on resale. In some cases, negotiations involved in disposing of indebtedness may require weeks to complete. Consequently, some indebtedness may be difficult or impossible to dispose of readily at what Artisan Partners believes to be a fair price. Additionally, even where there is a market for certain loans the settlement period may be extended, up to several weeks or longer. That means the Funds may have a limited ability to receive payment promptly on the sale of some of the loans in its portfolio. As a result, payment proceeds will not be available to make additional investments or fund redemptions until a substantial period after the settlement of a loan. In addition, valuation of illiquid indebtedness involves a greater degree of judgment in determining each Fund’s NAV than if that value were based on available market quotations, and could result in significant variations in the Fund’s daily share price. At the same time, some loan interests are traded among certain financial institutions and accordingly may be deemed liquid. Artisan Partners Funds liquidity committee will determine the liquidity of each Fund’s investments by reference to, among other things, trading volumes, market conditions and contractual provisions.
Investments in loans through a direct loan may involve additional risks to the Funds. For example, if a loan is foreclosed, the Funds could become part owner of any collateral and would bear the costs and liabilities associated with owning and disposing of the collateral. In addition, it is conceivable that under emerging legal theories of lender liability, the Funds could be held liable as co-owner. It is unclear whether certain loans and other forms of direct indebtedness offer securities law protections against fraud and misrepresentation.
It is the position of the SEC that, in the case of loan participations where a bank or other lending institution serves as a financial intermediary between the Funds and the corporate borrower, if the participation does not shift to the Funds the direct debtor-creditor relationship with the borrower, the Funds should treat both the lending bank or other lending institution and the borrower as “issuers.” If and to the extent each Fund treats a financial intermediary as an issuer of indebtedness, the Funds may in certain circumstances be limited in its ability to invest in indebtedness related to a single financial intermediary, or a group of intermediaries engaged in the same industry, even if the underlying borrowers represent many different companies and industries.
Economic exposure to loan interests through the use of derivative transactions, including, among others, credit default swaps and total return swaps, may involve greater risks than if each Fund had invested in the loan interest directly during a primary distribution or through assignments of, or participations in, a bank loan acquired in secondary markets since, in addition to the risks described above, certain derivative transactions may be subject to leverage risk and greater illiquidity risk, counterparty risk, valuation risk and other risks.
Lending Fees. In the process of buying, selling and holding loans, the Funds may receive and/or pay certain fees. These fees are in addition to interest payments received and may include upfront fees, commitment fees, commissions and prepayment penalty fees. When each Fund buys a loan it may receive an upfront fee and when it sells a loan it may pay an upfront fee. On an ongoing basis, the Funds may receive a commitment fee based on the undrawn portion of the underlying line of credit portion of the loan. In certain circumstances, the Funds may receive a prepayment penalty fee upon the prepayment of a loan by a borrower. Other fees received by the Funds may include covenant waiver fees and covenant modification fees.
Borrower Covenants. A borrower under a loan typically may be required to comply with various restrictive covenants contained in a loan agreement or note purchase agreement between the borrower and the Lender or lending syndicate (the “Loan Agreement”). Such covenants, in addition to requiring the scheduled payment of interest and principal, may include restrictions on dividend payments and other distributions to stockholders, provisions requiring the borrower to maintain specific minimum financial ratios and limits on total debt. In addition, the Loan Agreement may contain a covenant requiring the borrower to prepay the loan with a certain portion of excess cash flow. Excess cash flow is generally defined as net income after scheduled debt service payments, cash taxes and permitted capital expenditures but before depreciation and amortization among other adjustments. A breach of a covenant which is not waived by the Agent, or by the lenders directly, as the case may be, is normally an event of acceleration; i.e., the Agent, or the lenders directly, as the case may be, has the right to call the outstanding loan. The typical practice of an Agent or a Lender in relying exclusively or primarily on reports from the borrower may involve a risk of fraud by the borrower. In the case of a loan in the form of a participation, the agreement between the buyer and seller may limit the rights of the participant to vote on certain changes which may be made to the Loan Agreement, such as waiving a breach of a covenant.
Administration of Loans. In certain loans, the Agent administers the terms of the Loan Agreement. In such cases, the Agent is normally responsible for the collection of principal and interest payments from the borrower and the apportionment of these payments to the credit of all institutions which are parties to the Loan Agreement. The Funds will generally rely upon the Agent or an intermediate participant to receive and forward to each Fund its portion of the principal and interest payments on the loan. Furthermore, unless under the terms of a participation agreement each Fund has direct recourse against the borrower, the Funds will rely on the Agent and the other members of the lending syndicate to use appropriate credit remedies against the borrower. The Agent is typically responsible for monitoring compliance with the financial and operating covenants contained in the Loan Agreement based upon reports prepared by the borrower. The Agent usually
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does, but is often not obligated to, notify holders of loans of any failures of compliance. In certain loans such as asset-backed loans, the Agent may monitor the value of the collateral, if any, and if the value of such collateral declines, may accelerate the loan, may give the borrower an opportunity to provide additional collateral or may seek other protection for the benefit of the participants in the loan. The Agent is compensated by the borrower for providing these services under a Loan Agreement, and such compensation may include special fees paid upon structuring and funding the loan and other fees paid on a continuing basis. With respect to loans for which the Agent does not perform such administrative and enforcement functions, Artisan Partners will perform such tasks on behalf of the Funds, although a collateral bank will typically hold any collateral on behalf of the Funds and the other lenders pursuant to the applicable Loan Agreement.
A financial institution’s appointment as Agent may usually be terminated in the event that it fails to observe the requisite standard of care or becomes insolvent, enters Federal Deposit Insurance Corporation (“FDIC”) receivership, or, if not FDIC insured, enters into bankruptcy or insolvency proceedings. A successor Agent would generally be appointed to replace the terminated Agent, and assets held by the Agent under the Loan Agreement should remain available to holders of loans. However, if assets held by the Agent for the benefit of the Funds were determined to be subject to the claims of the Agent’s general creditors, the Funds might incur certain costs and delays in realizing payment on a loan, or suffer a loss of principal and/or interest. In situations involving other intermediate participants similar risks may arise.
Bridge Financings. Loans may be designed to provide temporary or “bridge” financing to a borrower pending the purchase of identified assets or the arrangement of longer-term loans or the issuance and sale of debt obligations. Loans may also be obligations of borrowers who have obtained bridge loans from other parties. A borrower’s use of bridge loans involves a risk that the borrower may be unable to locate permanent financing to replace the bridge loan, which may impair the borrower’s perceived creditworthiness or its willingness or ability to repay the bridge loan. If a Fund enters into a commitment with a borrower regarding a bridge loan, the Fund may be obligated on one or more dates in the future to lend funds to the borrower (up to an aggregate stated amount) if called upon to do so by the borrower, which may have the effect of requiring the Funds to increase its exposure to a company at a time when it might not otherwise be desirable to do so (including a time when the company’s financial condition makes it unlikely that such amounts will be repaid or which each Fund needs to sell other assets to raise cash to satisfy its obligor). As long as a Fund has a reasonable belief, at the time it enters into an unfunded commitment agreement, that it will have sufficient cash and cash equivalents to meet its obligations with respect to all of its unfunded commitment agreements, such commitments will not be subject to certain limitations on leverage under the 1940 Act, although such commitments may nonetheless result in a form of leverage.
Senior Loans. Senior floating rate loans may be made to or issued by US or non-US banks or other entities (“Senior Loans”). Senior Loans include senior floating rate loans and institutionally traded senior floating rate debt obligations issued by asset-backed pools and other issues, and interests therein. Senior Loan interests may be acquired from US or foreign commercial banks, insurance companies, finance companies or other financial institutions that have made loans or are members of a lending syndicate or from other holders of loan interests. Senior Loans typically pay interest at rates which are re-determined periodically on the basis of a floating base lending rate (such as SOFR) plus a premium. Senior Loans generally (but not always) hold the most senior position in the capital structure of a borrower and, if below investment grade quality, are often secured with collateral.
From time to time, Artisan Partners and its affiliates may borrow money from various banks in connection with their business activities. Such banks may also sell Senior Loans to or acquire them from the Fund or may be intermediate participants with respect to Senior Loans in which the Funds owns interests. Such banks may also act as Agents for Senior Loans held by the Funds.
To the extent that the collateral, if any, securing a Senior Loan consists of the stock of the borrower’s subsidiaries or other affiliates, the Funds will be subject to the risk that this stock will decline in value. Such a decline, whether as a result of bankruptcy proceedings or otherwise, could cause the Senior Loan to be undercollateralized or unsecured. In most credit agreements there is no requirement to pledge additional collateral. In addition, a Senior Loan may be guaranteed by, or fully secured by assets of, shareholders or owners, even if the Senior Loans are not otherwise collateralized by assets of the borrower. There may be temporary periods when the principal asset held by a borrower is the stock of a related company, which may not legally be pledged to secure a secured Senior Loan. On occasions when such stock cannot be pledged, the secured Senior Loan will be temporarily unsecured until the stock can be pledged or is exchanged for or replaced by other assets, which will be pledged as security for such Senior Loan. However, the borrower’s ability to dispose of such securities, other than in connection with such pledge or replacement, will be strictly limited for the protection of the holders of secured Senior Loans.
If a borrower becomes involved in bankruptcy proceedings, a court under certain circumstances potentially could invalidate each Fund’s security interest in any loan collateral or subordinate the Fund’s rights under a secured Senior Loan to the interests of the borrower’s unsecured creditors. Such action by a court could be based, for example, on a “fraudulent conveyance” claim to the effect that the borrower did not receive “reasonably equivalent value” for granting the security interest in the loan collateral to the Funds. For secured Senior Loans made in connection with a highly leveraged transaction, consideration for granting a security interest may be deemed inadequate if the proceeds of such loan were not received or retained by the borrower, but were instead paid to other persons, such as shareholders of the borrower, in an amount which left the borrower insolvent or without sufficient working capital. There are also other events, such as the failure to perfect a security interest due to faulty documentation or faulty official filings, which could lead to the invalidation of the Funds' security interest in any loan collateral. If the Funds' security interest in loan collateral is invalidated or a secured Senior Loan is subordinated to other debt of a borrower in bankruptcy or other proceedings, it is unlikely that the Funds would be able to recover the full amount of the principal and interest due on the secured Senior Loan.
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Delayed Funding Loans and Revolving Credit Facilities. Delayed funding loans and revolving credit facilities are borrowing arrangements in which the lender agrees to make loans up to a maximum amount upon demand by the borrower during a specified term. A revolving credit facility differs from a delayed funding loan in that as the borrower repays the loan, an amount equal to the repayment may be borrowed again during the term of the revolving credit facility. Delayed funding loans and revolving credit facilities usually provide for floating or variable rates of interest. These commitments may have the effect of requiring the Funds to increase its exposure to a company at a time when it might not otherwise be desirable to do so (including a time when the company’s financial condition makes it unlikely that such amounts will be repaid or which each Fund needs to sell other assets to raise cash to satisfy its obligor). As long as a Fund has a reasonable belief, at the time it enters into an unfunded commitment agreement, that it will have sufficient cash and cash equivalents to meet its obligations with respect to all of its unfunded commitment agreements, such commitments will not be subject to certain limitations on leverage under the 1940 Act, although such commitments may nonetheless result in a form of leverage.
Commercial Real Estate Loans. Artisan Emerging Markets Debt Opportunities Fund, Artisan Floating Rate Fund, Artisan Global Unconstrained Fund, Artisan High Income Fund and Artisan Value Income Fund may acquire commercial whole mortgage loans secured by a first mortgage lien on commercial property, which may be structured to either permit the Funds to retain the entire loan, or sell the lower yielding senior portions of the loans and retain the higher yielding subordinate investment. Typically, borrowers of these loans are institutions and real estate operating companies and investors. These loans are generally secured by commercial real estate assets in a variety of industries with a variety of characteristics. The Funds may own entire whole loans or in some cases may choose to syndicate a portion of the risk or participate in syndications led by other institutions. In some cases, the Funds may fund a first mortgage loan with the intention of selling the senior tranche, or an A-Note, and retaining the subordinated tranche, or a B-Note or mezzanine loan tranche. The Funds may seek, in the future, to enhance the returns of all or a senior portion of its commercial mortgage loans through securitizations, should the market to securitize commercial mortgage loans recover. In addition to interest, the Funds may receive extension fees, modification or similar fees in connection with whole mortgage loans.
B-Notes. Artisan Emerging Markets Debt Opportunities Fund, Artisan Floating Rate Fund, Artisan Global Unconstrained Fund, Artisan High Income Fund and Artisan Value Income Fund may invest in B-Notes. A B-Note is a mortgage loan typically (i) secured by a first mortgage on a single large commercial property or group of related properties and (ii) subordinated to an A-Note secured by the same first mortgage on the same collateral. As a result, if a borrower defaults, there may not be sufficient funds remaining for B-Note holders after payment to the A-Note holders. Since each transaction is privately negotiated, B-Notes can vary in their structural characteristics and risks. For example, the rights of holders of B-Notes to control the process following a borrower default may be limited in certain investments. The Funds cannot predict the terms of each B-Note investment and does not have control over the terms of the investments held by an investment fund. Further, B-Notes typically are secured by a single property, and so reflect the increased risks associated with a single property compared to a pool of properties.
Mezzanine Loans. Artisan Emerging Markets Debt Opportunities Fund, Artisan Floating Rate Fund, Artisan Global Unconstrained Fund, Artisan High Income Fund and Artisan Value Income Fund may invest in mezzanine loans, which are loans that are subordinate in the capital structure of the borrower, meaning that there may be significant indebtedness ranking ahead of the borrower’s obligation to that Fund in the event of the borrower’s insolvency. Such loans may be collateralized with tangible fixed assets such as real property or interests in real property, or may be uncollateralized. As with other loans to corporate borrowers, repayment of a mezzanine loan is dependent on the successful operation of the borrower. Mezzanine loans may also be affected by the successful operation of other properties, the interests in which are not pledged to secure the mezzanine loan. While mezzanine investments may benefit from the same or similar financial and other covenants as those enjoyed by the indebtedness ranking ahead of the mezzanine investments and may benefit from cross-default provisions and security over the borrower’s assets, some or all of such terms may not apply to particular mezzanine investments. Mezzanine investments generally are subject to various risks including, without limitation, (i) a subsequent characterization of an investment as a “fraudulent conveyance”; (ii) the recovery as a “preference” of liens perfected or payments made on account of a debt incurred in the 90 days before a bankruptcy filing; (iii) equitable subordination claims by other creditors; (iv) so-called “lender liability” claims by the issuer of the obligations; and (v) environmental liabilities that may arise with respect to collateral securing the obligations. In addition to interest, the Fund may receive extension fees, modification or similar fees in connection with investments in mezzanine loans.
Stressed and Distressed Instruments. Each Fund that may invest in fixed income securities may also invest in securities or other instruments of stressed or distressed issuers, including issuers that have not made previously agreed upon interest and/or principal repayments (i.e., “non-performing obligations”). Stressed or distressed debt securities may be issued by companies involved in reorganizations, financial restructurings or bankruptcy or otherwise experiencing, or likely to experience, financial difficulty. The Fund’s investment in stressed or distressed debt typically involves the purchase of bank debt, lower-rated or defaulted debt securities, comparable unrated debt securities, or other indebtedness (or participations in the indebtedness) of such companies. Such other indebtedness generally represents a specific commercial loan or portion of a loan made to a company by a financial institution such as a bank. Loan participations represent fractional interests in a company’s indebtedness and generally are made available by banks or other institutional investors. By purchasing all or a part of a loan participation, the Fund, in effect, steps into the shoes of the lender. Stressed or distressed debt purchased by the Fund may be in the form of loans, notes or bonds. If the loan is secured, the Fund will have a priority claim to the assets of the company ahead of unsecured creditors and stockholders otherwise no such priority of claims exists.
Investments in the securities of financially stressed or distressed issuers involve substantial risks. These securities may present a substantial risk of default or may be in default at the time of investment. The Fund may incur additional expenses to the extent it is required to seek recovery
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upon a default in the payment of principal or interest on its portfolio holdings. In addition, certain non-performing obligations may require substantial workout negotiations, restructuring or bankruptcy filings that may entail a substantial reduction in the interest rate, deferral of payments and/or a substantial write-down of the principal of a loan or conversion of some or all of the debt to equity. In any reorganization or liquidation proceeding relating to an investment, the Fund may lose its entire investment or may be required to accept cash or securities with a value substantially less than its original investment. Among the risks inherent in investments in a troubled issuer is that it frequently may be difficult to obtain information as to the true financial condition of such issuer. The Fund’s judgments about the credit quality of a financially stressed or distressed issuer and the relative value of its securities may prove to be wrong.
Inflation-Indexed Bonds. Each Fund that may invest in fixed income securities may invest in inflation-indexed bonds. Inflation-indexed bonds are fixed income securities whose principal value is periodically adjusted according to the rate of inflation. Two structures are common. The US Treasury and some other issuers use a structure that accrues inflation into the principal value of the bond. Most other issuers pay out the accruals as part of a semiannual coupon. Inflation-indexed securities issued by the US Treasury have maturities of five, ten or thirty years, although it is possible that securities with other maturities will be issued in the future. The US Treasury securities pay interest on a semiannual basis, equal to a fixed percentage of the inflation-adjusted principal amount. For example, if an investor purchased an inflation-indexed bond with a par value of $1,000 and a 3% real rate of return coupon (payable 1.5% semiannually), and inflation over the first six months was 1%, the mid-year par value of the bond would be $1,010 and the first semiannual interest payment would be $15.15 ($1,010 times 1.5%). If inflation during the second half of the year resulted in the whole years’ inflation equaling 3%, the end-of-year par value of the bond would be $1,030 and the second semiannual interest payment would be $15.45 ($1,030 times 1.5%).
If the periodic adjustment rate measuring inflation falls, the principal value of inflation-indexed bonds will be adjusted downward, and, consequently, the interest payable on these securities (calculated with respect to a smaller principal amount) will be reduced. Repayment of the original bond principal upon maturity (as adjusted for inflation) is guaranteed in the case of US Treasury inflation-indexed bonds, even during a period of deflation. However, the current market value of the bonds is not guaranteed and will fluctuate. The Fund also may invest in other inflation related bonds which may or may not provide a similar guarantee. If a guarantee of principal is not provided, the adjusted principal value of the bond repaid at maturity may be less than the original principal.
The value of inflation-indexed bonds is expected to change in response to changes in real interest rates. Real interest rates in turn are tied to the relationship between nominal interest rates and the rate of inflation. Therefore, if inflation were to rise at a faster rate than nominal interest rates, real interest rates might decline, leading to an increase in value of inflation-indexed bonds. In contrast, if nominal interest rates increased at a faster rate than inflation, real interest rates might rise, leading to a decrease in value of inflation-indexed bonds.
While these securities may provide protection from long-term inflationary trends, short-term increases in inflation may lead to a decline in value. If interest rates rise due to reasons other than inflation (for example, due to changes in currency exchange rates), investors in these securities may not be protected to the extent that the increase is not reflected in the bond’s inflation measure.
The periodic adjustment of US inflation-indexed bonds is tied to the Consumer Price Index for Urban Consumers (“CPI-U”), which is calculated monthly by the US Bureau of Labor Statistics. The CPI-U is a measurement of changes in the cost of living, made up of components such as housing, food, transportation and energy. Inflation-indexed bonds issued by a foreign government are generally adjusted to reflect a comparable inflation index, calculated by that government. There can be no assurance that the CPI-U or any foreign inflation index will accurately measure the real rate of inflation in the prices of goods and services. Moreover, there can be no assurance that the rate of inflation in a foreign country will be correlated to the rate of inflation in the United States.
Any increase in the principal amount of an inflation-indexed bond will be considered taxable ordinary income, even though investors do not receive their principal until maturity.
Real Estate Investment Trusts (“REITs”)
Each Fund may invest in REITs. REITs are trusts that invest primarily in commercial real estate and/or real estate-related loans. A REIT is not taxed on income distributed to its shareholders or unitholders if it complies with certain requirements under the Code relating to its organization, ownership, assets and income, as well as with a requirement that it distribute to its shareholders or unitholders at least 90% of its taxable income (excluding net capital gain) for each taxable year. By investing in REITs indirectly through a Fund, shareholders will bear not only their proportionate share of the expenses of the Fund, but also, indirectly, similar expenses of underlying REITs.
A Fund may be subject to certain risks associated with a REIT’s direct investment in real property and real estate-related loans. A REIT that invests in real estate-related loans may be affected by the quality of the credit extended, is dependent on specialized management skills, is subject to risks inherent in financing a limited number of properties, interest rate risk, and may be subject to defaults by borrowers and to self-liquidations. In addition, a REIT may be affected by its failure to qualify for favorable tax treatment under the Code or its failure to maintain exemption from registration under the 1940 Act.
Convertible Securities
Each Fund may invest in convertible securities. Convertible securities include any corporate debt security or preferred stock that may be converted into, or carries the right to purchase, underlying shares of common stock. The common stock underlying convertible securities may be issued by a different entity than the issuer of the convertible securities. Convertible securities entitle the holder to receive interest
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payments paid on corporate debt securities or the dividend preference on a preferred stock until such time as the convertible security matures or is redeemed or until the holder elects to exercise the conversion privilege. As a result of the conversion feature, however, the interest rate or dividend preference on a convertible security generally is less than would be the case if the security were a non-convertible obligation.
The value of convertible securities is influenced by both the yield of non-convertible securities of comparable issuers and by the value of a convertible security viewed without regard to its conversion feature (i.e., strictly on the basis of its yield). The estimated price at which a convertible security would be valued by the marketplace if it had no conversion feature is sometimes referred to as its “investment value.”  The investment value of the convertible security typically will fluctuate inversely with changes in prevailing interest rates. However, at the same time, the convertible security will be influenced by its “conversion value,” which is the market value of the underlying common stock that would be obtained if the convertible security were converted. Conversion value fluctuates directly with the price of the underlying common stock.
If, because of a low price of the common stock, a convertible security’s conversion value is substantially below its investment value, the convertible security’s price is governed principally by its investment value. If a convertible security’s conversion value increases to a point that approximates or exceeds its investment value, the convertible security’s value will be principally influenced by its conversion value. A convertible security will sell at a premium over its conversion value to the extent investors place value on the right to acquire the underlying common stock while holding a fixed-income security. Holders of convertible securities have a claim on the issuer’s assets prior to the common stockholders, but may be subordinated to holders of similar non-convertible securities of the same issuer.
A convertible security may be called for redemption or conversion by the issuer after a particular date and under certain circumstances (including a specified price) established upon issue. If a convertible security held by a Fund is called for redemption or conversion, the Fund could be required to tender it for redemption, convert it into the underlying common stock, or sell it to a third party, which may have an adverse effect on the Fund’s ability to achieve its investment objectives.
A convertible security generally entitles the holder to receive interest paid or accrued until the convertible security matures or is redeemed, converted or exchanged. Convertible securities rank senior to common stock in a company’s capital structure and, therefore, generally entail less risk than the company’s common stock, although the extent to which such risk is reduced depends in large measure upon the degree to which the convertible security sells above its value as a debt obligation. Before conversion, convertible securities have characteristics similar to non-convertible debt obligations and are designed to provide for a stable stream of income with generally higher yields than common stocks. However, there can be no assurance of current income because the issuers of the convertible securities may default on their obligations. Convertible securities are subordinate in rank to any senior debt obligations of the issuer, and, therefore, an issuer’s convertible securities entail more risk than its debt obligations. Moreover, convertible securities are often rated below investment grade or not rated because they fall below debt obligations and just above common equity in order of preference or priority on an issuer’s balance sheet.
Preferred Stock
Each Fund may invest in preferred stock. Preferred stock represents an equity interest in a company that generally entitles the holder to receive, in preference to the holders of other stocks such as common stocks, dividends and a fixed share of the proceeds resulting from a liquidation of the company. Some preferred stocks also entitle their holders to receive additional liquidation proceeds on the same basis as holders of a company’s common stock, and thus also represent an ownership interest in that company. Preferred stocks may pay fixed or adjustable rates of return, and may be convertible into, or carry the right to purchase, the company’s common stock.
The value of a company’s preferred stock (like its common stock) may fall as a result of factors relating directly to that company’s products or services or due to factors affecting companies in the same industry or in a number of different industries. The value of preferred stock also may be affected by changes in financial markets that are relatively unrelated to the company or its industry, such as changes in interest rates or currency exchange rates. In addition, a company’s preferred stock generally pays dividends only after the company makes required payments to holders of its bonds and other debt. For this reason, the value of the preferred stock usually will react more strongly than bonds and other debt to actual or perceived changes in the company’s financial condition or prospects. Preferred stocks of smaller companies may be more vulnerable to adverse developments than those of larger companies.
Because the claim on an issuer’s earnings represented by preferred stocks may become disproportionately large when interest rates fall below the rate payable on the securities or for other reasons, the issuer may redeem preferred stocks, generally after an initial period of call protection in which the stock is not redeemable. Thus, in declining interest rate environments in particular, a Fund’s holdings of higher dividend-paying preferred stocks may be reduced and the Fund may be unable to acquire securities paying comparable rates with the redemption proceeds.
Common Stock Warrants and Rights
Each Fund may invest in common stock warrants and rights and may acquire, receive and retain common stock warrants and rights that are attached to securities held by the Fund. Common stock warrants entitle the holder to buy common stock from the issuer of the warrant at a specific price (the “strike price”) for a specific period of time. The market price of warrants may be substantially lower than the current market price of the underlying common stock, yet warrants are subject to similar price fluctuations. As a result, warrants may be more volatile investments than the underlying common stock. Rights are similar to warrants but normally have a shorter duration and are typically distributed directly by the issuers to existing shareholders, while warrants are typically attached to new debt or preferred stock issuances.
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Warrants and rights generally do not entitle the holder to dividends or voting rights with respect to the underlying common stock and do not represent any rights in the assets of the issuer company. Warrants and rights will expire if not exercised on or prior to the expiration date.
Investment Companies
Each Fund may invest in other investment companies, including money market funds, other open-end funds, closed-end funds, private funds and exchange-traded funds (“ETFs”), to the extent permitted by the 1940 Act and the rules thereunder. For example, Rule 12d1-4 under the 1940 Act allows a Fund to acquire shares of an acquired investment company (i.e., an "acquired fund") in excess of the limitations currently imposed by the 1940 Act. "Fund of funds" arrangements relying on Rule 12d1-4 will be subject to several conditions, certain of which are specific to a Fund’s position in the arrangement (i.e., as an acquiring investment company (i.e., an "acquiring fund") or acquired fund). Notable conditions include those relating to: (i) control and voting that prohibit an acquiring fund, its investment adviser (or a subadviser) and their respective affiliates from beneficially owning more than 25% of the outstanding voting securities of an unaffiliated acquired fund; (ii) certain required findings relating to complexity, fees and undue influence (among other things); (iii) fund of funds investment agreements; and (iv) general limitations on an acquired fund’s investments in other investment companies and private funds to no more than 10% of the acquired fund’s assets, except in certain circumstances. To the extent a Fund is an acquired fund, the limitations placed on acquired funds under Rule 12d1-4 may impact the investments made by the Fund.
Investing in other investment companies, including ETFs, will result in higher fees and expenses for a Fund and its shareholders. As a shareholder of another investment company, a Fund would bear, along with other shareholders, a pro rata portion of the other investment company’s expenses, including advisory fees, and such fees and other expenses will be borne indirectly by a Fund’s shareholders. These expenses would be in addition to the advisory and other expenses that a Fund bears directly in connection with its own operations.
Investment companies that trade on exchanges, including ETFs, also are subject to the risk that their prices may not totally correlate to the prices of the underlying securities in which the investment companies invest and the risk of possible trading halts due to market conditions or for other reasons.
Additionally, investment companies, including ETFs, generally are subject to the same risks as the underlying securities in which the investment company invests. For example, an ETF that tracks an index will subject a Fund to risks of the specific sector, industry or asset type to which the ETF relates. As a further example, each Fund may invest in ETFs that provide direct exposure to Bitcoin or other cryptocurrencies (which generally are types of digital assets designed to act as mediums of exchange), in which case it would be subject to the risks associated with such assets. Bitcoin and other cryptocurrencies generally operate without central authority (such as a bank) and the regulation thereof is still developing. Bitcoin and other cryptocurrencies are subject to very high volatility, the risk of fraud, theft, manipulation or security failures and operational or other problems that impact cryptocurrency trading venues. As exchange-traded investment vehicles, ETFs may involve market risk, management risk and (for index funds) tracking risk. Additionally, if a Fund acquires shares of an ETF, shareholders bear both their proportionate share of expenses in a Fund (including management and advisory fees) and, indirectly, the expenses of the ETF.
Exchange Traded Notes (“ETNs”)
Each Fund that may invest in fixed income securities may also, from time to time, invest in ETNs. An ETN is a type of senior, unsecured, unsubordinated debt security issued by financial institutions that combines both aspects of bonds and ETFs. An ETN’s return is based on the performance of a market index less fees and expenses. Similar to ETFs, ETNs are listed on an exchange and traded in the secondary market. However, unlike an ETF, an ETN can be held until the ETN’s maturity, at which time the issuer will pay a return linked to the performance of the market index to which the ETN is linked less certain fees and expenses. ETNs do not make periodic interest payments, and principal is not protected. An ETN’s ability to track an index may be impeded if components comprising the index are temporarily unavailable, and an ETN that is tied to a specific index may not be able to replicate and maintain exactly the composition and relative weighting of securities, commodities or other components in that index. ETNs also incur certain expenses not incurred by their applicable indices. Some ETNs that use leverage can, at times, be relatively illiquid and, thus, they may be hard to purchase or sell at a fair price. Levered ETNs are subject to the same risk as other instruments that use leverage in any form. While leverage allows for greater potential return, the potential for loss is also greater. Finally, additional losses may be incurred if the investment loses value because, in addition to the money lost on the investment, the loan still needs to be repaid.
The market value of an ETN is determined by supply and demand, the current performance of the index and the credit rating of the ETN issuer. The market value of ETN shares may differ from their net asset value. This difference in price may be due to the fact that the supply and demand in the market for ETN shares at any point in time is not always identical to the supply and demand in the market for the securities underlying the index that the ETN seeks to track. The value of an ETN may also change due to a change in the issuer’s credit rating. As a result, there may be times when an ETN share trades at a premium or discount to its net asset value.
Investments in any commodities-linked ETNs may be limited by tax considerations, including each of those Fund’s intention to qualify annually as a regulated investment company under the Code. See “Additional Federal Income Tax Information” below.
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Managing Investment Exposure
Each Fund may (but is not obligated to) use various techniques, such as derivatives, to increase or decrease its exposure to the effects of possible changes in security prices, currency exchange rates or other factors that affect the value of their portfolios. These techniques include buying and selling options, futures contracts or options on futures contracts, forward contracts, swap agreements, or entering into currency exchange contracts.
Artisan Partners may use these techniques for hedging or investment purposes, risk management, portfolio management, duration management or with the purpose or effect of creating investment leverage. If Artisan Partners judges market conditions incorrectly or employs a strategy that does not correlate well with a particular Fund’s investments, or if the counterparty to the transaction does not perform as promised, the transaction could result in a substantial loss. Use of these techniques may increase the volatility of that Fund and may involve a small investment of cash relative to the magnitude of the risk assumed.
Derivatives can be highly complex and may perform in ways unanticipated by Artisan Partners and participation in the markets for derivative instruments involves investment risks and transaction costs to which a Fund may not be subject absent the use of these strategies. When a Fund enters into a derivatives transaction as a substitute for or alternative to a direct cash investment, the Fund is exposed to the risk that the derivative transaction may not provide a return that corresponds precisely with that of the underlying investment. It is possible that, when a Fund uses a derivative for hedging purposes, the derivative will not in fact provide the anticipated protection, and the Fund could lose money on both the derivative transaction and the exposure the Fund sought to hedge. Because most derivatives involve contractual arrangements with a counterparty, no assurance can be given that a particular type of derivative contract can be completed or terminated when desired by a Fund. While hedging strategies involving derivatives can reduce the risk of loss, they can also reduce the opportunity for gain or even result in losses by offsetting favorable price movements in other Fund investments. Certain derivatives may create a risk of loss greater than the amount invested.
Derivatives may be highly volatile and a Fund’s use of derivatives may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments declines. Since many derivatives involve leverage, adverse changes in the value or level of the underlying asset, rate, or index may result in a loss substantially greater than the amount invested in the derivative itself. Some derivatives have the potential for unlimited loss, regardless of the size of the initial investment.
In addition to the risks of an adverse change in the value of the underlying asset, a Fund’s use of derivatives involves the risk that the other party to the derivative contract will fail to make required payments or otherwise to comply with the terms of the contract. In the event the counterparty to a derivative instrument becomes insolvent, a Fund potentially could lose all or a large portion of its investment in the derivative instrument. Derivatives may be difficult to value and illiquid, and a Fund may not be able to close out or sell a derivative position at a particular time or at an anticipated price. Use of derivatives may increase the amount and affect the timing and character of income recognized and taxes paid by Fund shareholders.
In October 2020, the SEC adopted Rule 18f-4 under the 1940 Act providing for the regulation of a registered investment company's use of derivatives and certain related instruments. In connection with the new Rule, effective August 19, 2022, the SEC rescinded certain exemptive orders and withdrew certain no-action letters relating to the treatment of derivatives under Section 18 of the 1940 Act and related asset segregation practices. Accordingly, the Funds are no longer able to rely on such exemptive orders and no-action letters and instead may rely on Rule 18f-4 to use derivatives notwithstanding certain requirements under Section 18. To the extent a Fund is not a limited derivatives user (as defined in Rule 18f-4) and chooses to rely on the Rule, Rule 18f-4, among other things, limits a Fund’s derivatives exposure through a value-at-risk test and requires such Funds to adopt and implement a derivatives risk management program that is reasonably designed to manage the Funds’ derivatives risks. Subject to certain conditions, Funds that are limited derivatives users, discussed below, are not subject to the full requirements of Rule 18f-4. In connection with the adoption of Rule 18f-4, the Funds are no longer required, and generally do not intend to, segregate assets to cover derivatives and certain other financial instruments, except with respect to reverse repurchase agreements and similar financing transactions in accordance with the Funds’ fundamental investment restriction. In addition, Rule 18f-4 could restrict the Funds’ abilities to engage in certain derivatives transactions and/or increase the costs of such derivatives transactions, which could adversely affect the value or performance of the Funds.
Limited derivatives users are not required to adopt a derivatives risk management program, comply with the “value at risk” limit on fund leverage risk, or comply with certain board oversight and reporting requirements. Limited derivatives users are required, however, to adopt and implement written policies and procedures reasonably designed to manage the regulated fund’s derivatives risk. In order to qualify as a limited derivatives user, a Fund’s derivatives “exposure” (as defined in Rule 18f-4) cannot exceed 10% of its net assets, excluding certain currency or interest rate derivatives used for hedging purposes in accordance with specific requirements set out in Rule 18f-4. As of the date of this SAI, each Fund other than Artisan Emerging Markets Debt Opportunities Fund, Artisan Floating Rate Fund, Artisan Focus Fund, Artisan Global Unconstrained Fund and Artisan High Income Fund intends to operate as a limited derivatives user.
Currency Exchange Transactions. Currency exchange transactions may be conducted either on a spot (i.e., cash) basis at the spot rate for purchasing or selling currency prevailing in the foreign exchange market or through forward currency exchange contracts (“forward contracts”). Forward contracts are contractual agreements to purchase or sell a specified currency at a specified future date (or within a specified time period) and at a price set at the time of the contract. Forward contracts usually are entered into with banks and broker-dealers and are not exchange traded.
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Forward currency transactions may involve currencies of the different countries to which a Fund may have exposure and serve as hedges against possible variations in the exchange rate between these currencies. Currency transactions may be used for transaction hedging and portfolio hedging involving either specific transactions or portfolio positions (including positions obtained through, among other instruments, participation certificates and depositary receipts that may be denominated in US dollar or foreign currencies). Transaction hedging is the purchase or sale of forward contracts with respect to specific receivables or payables of a Fund accruing in connection with the purchase and sale of its portfolio securities or income receivables. Portfolio hedging is the use of forward contracts with respect to portfolio security positions (including positions obtained through, among other instruments, participation certificates and depositary receipts that may be denominated in US dollar or foreign currencies) denominated or quoted in a particular currency. Portfolio hedging allows a Fund to limit or reduce exposure to a foreign currency by entering into a forward contract, including a cross-currency forward contract, to sell or buy such foreign currency (or another foreign currency that acts as a proxy for that currency) so that the US dollar, or in the case of a cross-currency forward contract, the foreign value of certain underlying foreign portfolio positions can be approximately matched by an equivalent US dollar or foreign currency liability.
At the maturity of a forward contract to deliver a particular currency, a Fund may either sell the portfolio security related to such contract and make delivery of the currency, or it may retain the security and either acquire the currency on the spot market or terminate its contractual obligation to deliver the currency by purchasing an offsetting contract with the same currency counterparty obligating it to purchase on the same maturity date the same amount of the currency.
It is impossible to forecast with precision the market value of portfolio securities at the expiration of a forward contract. Accordingly, it may be necessary for a Fund to purchase additional currency on the spot market (and bear the expense of such purchase) if the market value of the security is less than the amount of currency the Fund is obligated to deliver and if a decision is made to sell the security and make delivery of the currency. Conversely, it may be necessary to sell on the spot market some of the currency received upon the sale of the portfolio security if its market value exceeds the amount of currency the Fund is obligated to deliver. If a Fund retains the portfolio security and engages in an offsetting transaction, the Fund will incur a gain or a loss to the extent that there has been movement in forward contract prices. If the Fund engages in an offsetting transaction, it may subsequently enter into a new forward contract to sell the currency. Should forward prices decline during the period between the Fund’s entering into a forward contract for the sale of a currency and the date it enters into an offsetting contract for the purchase of the currency, the Fund will realize a gain to the extent the price of the currency it has agreed to sell exceeds the price of the currency it has agreed to purchase. Should forward prices increase, the Fund will suffer a loss to the extent the price of the currency it has agreed to purchase exceeds the price of the currency it has agreed to sell. A default on the contract would deprive the Fund of unrealized profits or force the Fund to cover its commitments for purchase or sale of currency, if any, at the current market price.
Hedging against a decline in the value of a currency does not eliminate fluctuations in the prices of portfolio securities or prevent losses if the prices of such securities decline. Such transactions also preclude the opportunity for gain if the value of the hedged currency should rise. Moreover, it may not be possible for a Fund to hedge against a devaluation that is so generally anticipated that the Fund is not able to contract to sell the currency at a price above the devaluation level it anticipates. The cost to the Fund of engaging in currency exchange transactions varies with such factors as the currency involved, the length of the contract period and prevailing market conditions. Because currency exchange transactions are usually conducted on a principal basis, no fees or commissions are involved.
Options on Securities and Indices. Each Fund may purchase and write (sell) put options and call options on securities, indices or foreign currencies in standardized contracts traded on recognized securities exchanges, boards of trade, or similar entities. Each Fund may also purchase and write (sell) over-the-counter (“OTC”) put options and call options.
An option on a security (or index) is a contract that gives the purchaser (holder) of the option, in return for a premium, the right to buy from (call) or sell to (put) the seller (writer) of the option the security underlying the option (or the cash value of the index) at a specified exercise price at any time during the term of the option (normally not exceeding nine months). The writer of an option on an individual security or on a foreign currency has the obligation upon exercise of the option to deliver the underlying security or foreign currency upon payment of the exercise price or to pay the exercise price upon delivery of the underlying security or foreign currency. Upon exercise, the writer of an option on an index is obligated to pay the difference between the cash value of the index and the exercise price multiplied by the specified multiplier for the index option. (An index is designed to reflect specified facets of a particular financial or securities market, a specific group of financial instruments or securities, or certain economic indicators.) In contrast to exchange-traded options, OTC options are two-party contracts with negotiated exercise prices and expiration dates.
A Fund will write call options and put options only if they are “covered.” Generally, a written call is covered if a Fund owns, or has the right to acquire, without additional cash consideration (or for additional cash consideration held for a Fund by its custodian in a segregated account) the underlying security subject to the option, or otherwise segregates sufficient cash or other liquid assets to cover the outstanding position. A written call is also covered if a Fund holds a purchased call option on the same security as the underlying security of the written call, where the exercise price of the call used for coverage is equal to or less than the exercise price of the written call. A written put is covered if, at all times during the option period, a Fund maintains, in a segregated account, cash or other liquid assets in an amount equal to at least the exercise price of the written put. Similarly, a written put could be covered by a Fund by its purchase of a put option on the same security as the underlying security of the written option, where the exercise price of the purchased put is equal to or more than the exercise price of the written put or less than the exercise price of the written put if the marked to market difference is maintained by a Fund in cash or other liquid assets which a Fund holds in a segregated account.
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If an option written by a Fund expires unexercised, the Fund realizes a gain for tax purposes equal to the premium received at the time the option was written. If an option purchased by a Fund expires unexercised, the Fund realizes a loss equal to the premium paid.
A Fund will realize a capital gain from a closing transaction for an option written by the Fund if the cost of the closing transaction is less than the premium received from writing the option, or, if it is more, the Fund will realize a capital loss. If the amount received from a closing transaction for an option purchased by the Fund is more than the premium paid to purchase the option, the Fund will realize a capital gain or, if it is less, the Fund will realize a capital loss. The principal factors affecting the market value of a put or a call option include supply and demand, interest rates, the current market price of the underlying security or index in relation to the exercise price of the option, the volatility of the underlying security or index, and the time remaining until the expiration date.
There are several risks associated with transactions in options. For example, there are significant differences between the securities markets, the currency markets, and the options markets that could result in an imperfect correlation between these markets, causing a given transaction not to achieve its objectives. A decision as to whether, when and how to use options involves the exercise of skill and judgment, and even a well-conceived transaction may be unsuccessful to some degree because of market behavior or unexpected events.
There can be no assurance that a liquid market will exist when a Fund seeks to close out an option position. If a Fund were unable to close out an option that it had purchased on a security, it would have to exercise the option in order to realize any profit or the option would expire and become worthless. As the writer of a covered call option on a security, a Fund foregoes, during the option’s life, the opportunity to profit from increases in the market value of the security covering the call option above the sum of the premium and the exercise price of the call.
If trading were suspended in an option purchased or written by a Fund, the Fund would not be able to close out the option. If restrictions on exercise were imposed, the Fund might be unable to exercise an option it has purchased.
Risks Associated with OTC Options. OTC options are contracts between a Fund and its counterparty (usually a securities dealer or bank) with no clearing organization guarantee. Thus, if a Fund purchases an OTC option and the option is exercised, there is a risk that the counterparty will fail to perform, which could result in the loss of any premium paid by the Fund and the loss of any anticipated benefit from the transaction. Under certain circumstances, OTC options also may be considered illiquid and thus subject to a Fund’s restriction on investing in illiquid securities.
Forward Contracts, Futures Contracts and Options on Futures Contracts. Each Fund may buy and sell forward contracts or futures contracts. A forward contract or futures contract provides for the future sale by one party and purchase by another party of a specified amount of a financial instrument or money at a specified time and price. Each Fund also may purchase and write call and put options on futures contracts. Options on futures contracts give the holder the right, in return for the premium paid, to assume a position in a futures contract at a specified exercise price at any time during the period of the option. Options on futures contracts possess many of the same characteristics as options on securities, indices and foreign currencies, as previously discussed.
A Fund may use forward contracts, futures contracts and options on futures contracts for hedging, risk management or portfolio management purposes, including to offset changes in the value of securities held or expected to be acquired or be disposed of, to minimize fluctuations in foreign currencies, or to gain exposure to a particular market or instrument.
The market value of a forward contract or futures contract is equal to the gains or losses on the contract, which are marked to market at least daily. Variation margin payments equal to the amount of mark-to-market gains or losses on futures contracts are made to, or from, the account of the holder each day generally through the clearinghouse. Because of the daily marking to market and payment of variation margin of futures contracts, a position begins each day with “zero” market value.
There are risks associated with forward contracts, futures contracts and options on futures contracts including that the success of such an investment strategy may depend on an ability to predict movements in the prices of individual securities, fluctuations in markets and movements in interest rates; there may be an imperfect or no correlation between the changes in market value of the securities held by a Fund and the prices of futures and options on futures; there may not be a liquid secondary market for a forward contract, futures contract or futures option; trading restrictions or limitations may be imposed by an exchange; and Rule 18f-4 under the 1940 Act and other government regulations may limit trading in futures contracts and futures options.
Swap Agreements. Each Fund may enter into swap agreements and other types of over-the-counter transactions such as caps, floors and collars with broker-dealers or other financial institutions for hedging or investment purposes. An example of one type of swap involves the exchange by the Fund with another party of their respective commitments to pay or receive cash flows, for example, an exchange of floating rate payments for fixed-rate payments. The purchase of a cap entitles the purchaser, to the extent that a specified index or other underlying financial measure exceeds a predetermined value on a predetermined date or dates, to receive payments on a notional principal amount from the party selling the cap. The purchase of a floor entitles the purchaser, to the extent that a specified index or other underlying financial measure falls or other underlying measure below a predetermined value on a predetermined date or dates, to receive payments on a notional principal amount from the party selling the floor. A collar combines elements of a cap and a floor.
Swap agreements and similar transactions can be individually negotiated and structured to include exposure to a variety of different types of investments or market factors. Depending on their structures, swap agreements may increase or decrease a Fund’s exposure to long-or short-term interest rates (in the United States or abroad), foreign currency values, mortgage securities, mortgage rates, corporate borrowing rates,
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or other factors such as security prices, inflation rates or the volatility of an index or one or more securities. For example, if a Fund agrees to exchange payments in US dollars for payments in a non-US currency, the swap agreement would tend to decrease a Fund’s exposure to US interest rates and increase its exposure to that non-US currency and interest rates. Each Fund may also engage in total return swaps, in which payments made by a Fund or the counterparty are based on the total return of a particular reference asset or assets (such as an equity or fixed income security, a combination of such securities, or an index). The value of a Fund’s swap positions would increase or decrease depending on the changes in value of the underlying rates, currency values, volatility or other indices or measures. Caps and floors have an effect similar to buying or writing options. Depending on how they are used, swap agreements may increase or decrease the overall volatility of a Fund’s investments and its share price. A Fund’s ability to engage in certain swap transactions may be limited by tax considerations.
A Fund’s ability to realize a profit from such transactions will depend on the ability of the financial institutions with which it enters into the transactions to meet their obligations to a Fund. If a counterparty’s creditworthiness declines, the value of the agreement would be likely to decline, potentially resulting in losses. If a default occurs by the other party to such transaction, a Fund will have contractual remedies pursuant to the agreements related to the transaction, which may be limited by applicable law in the case of a counterparty’s insolvency. Under certain circumstances, suitable transactions may not be available to a Fund, or a Fund may be unable to close out its position under such transactions at the same time, or at the same price, as if it had purchased comparable publicly traded securities. Swaps carry counterparty risks that cannot be fully anticipated. Also, because swap transactions typically involve a contract between the two parties, such swap investments can be extremely illiquid, as it is uncertain as to whether another counterparty would wish to take assignment of the rights under the swap contract at a price acceptable to a Fund.
A credit default swap on a bond is an agreement between a Fund and a counterparty that enables a Fund to buy or sell protection against a credit event related to a particular issuer. One party, acting as a protection buyer, makes periodic payments, which may be based on, among other things, a fixed or floating rate of interest, to the other party, a protection seller, in exchange for a promise by the protection seller to make a payment to the protection buyer if a negative credit event (such as a delinquent payment or default) occurs with respect to a referenced bond or group of bonds. Credit default swaps may also be structured based on the debt of a basket of issuers, rather than a single issuer, and may be customized with respect to the default event that triggers purchase or other factors (for example, the Nth default within a basket, or defaults by a particular combination of issuers within the basket, may trigger a payment obligation). As a credit protection seller in a credit default swap contract, a Fund would be required to pay the par (or other agreed-upon) value of a referenced debt obligation to the counterparty following certain negative credit events as to a specified third-party debtor, such as default by a US or non-US corporate issuer on its debt obligations. In return for its obligation, a Fund would receive from the counterparty a periodic stream of payments, which may be based on, among other things, a fixed or floating rate of interest, over the term of the contract provided that no event of default has occurred. If no default occurs, a Fund would keep the stream of payments, and would have no payment obligations to the counterparty. A Fund may sell credit protection in order to earn additional income and/or to take a synthetic long position in the underlying security or basket of securities.
Each Fund may enter into credit default swap contracts as protection buyer in order to hedge against the risk of default on the debt of a particular issuer or basket of issuers or attempt to profit from a deterioration or perceived deterioration in the creditworthiness of the particular issuer(s) (also known as buying credit protection). This would involve the risk that the investment may expire worthless and would only generate gain in the event of an actual default by the issuer(s) of the underlying obligation(s) (or, as applicable, a credit downgrade or other indication of financial instability). It would also involve the risk that the seller may fail to satisfy its payment obligations to a Fund. The purchase of credit default swaps involves costs, which will reduce a Fund’s return.
Credit default swaps involve a number of special risks. A protection seller may have to pay out amounts following a negative credit event greater than the value of the reference obligation delivered to it by its counterparty and the amount of periodic payments previously received by it from the counterparty. When a Fund acts as a seller of credit default swap protection, it is exposed to, among other things, leverage risk because if an event of default occurs the seller must pay the buyer up to the full notional value of the reference obligation. Each party to a credit default swap is subject to the credit risk of its counterparty (the risk that its counterparty may be unwilling or unable to perform its obligations on the swap as they come due). The value of the credit default swap to each party will change based on changes in the actual or perceived creditworthiness of the underlying issuer.
A protection buyer may lose its investment and recover nothing should an event of default not occur. A Fund may seek to realize gains on its credit default swap positions, or limit losses on its positions, by selling those positions in the secondary market. There can be no assurance that a liquid secondary market will exist at any given time for any particular credit default swap or for credit default swaps generally.
The market for credit default swaps has become more volatile in recent years as the creditworthiness of certain counterparties has been questioned and/or downgraded. The parties to a credit default swap may be required to post collateral to each other. If a Fund posts initial or periodic collateral to its counterparty, it may not be able to recover that collateral from the counterparty in accordance with the terms of the swap. In addition, if the Fund receives collateral from its counterparty, it may be delayed or prevented from realizing on the collateral in the event of the insolvency or bankruptcy of the counterparty. A Fund may exit its obligations under a credit default swap by terminating the contract and paying applicable breakage fees, novating the contract to a third-party or by entering into an offsetting credit default swap position, which may cause a Fund to incur more losses.
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Each Fund may also enter into options on swap agreements (“swaptions”). A swaption is a contract that gives a counterparty the right (but not the obligation) to enter into a new swap agreement or to shorten, extend, cancel or otherwise modify an existing swap agreement, at some designated future time on specified terms. A Fund may write (sell) and purchase put and call swaptions to the same extent it may make use of standard options on securities or other instruments. Swaptions are generally subject to the same risks involved in a Fund’s use of options.
Each Fund may also engage in total return swaps, in which payments made by a Fund or the counterparty are based on the total return of a particular reference asset or assets (such as an equity or fixed-income security, a combination of such securities, or an index). Total return swap agreements may be used to obtain exposure to a security, commodity, or market without owning or taking physical custody of such security or investing directly in such market. Each Fund may also enter into swap agreements on futures contracts including, but not limited to, index futures contracts. Swap agreements on futures contracts are generally subject to the same risks involved in the fund’s use of futures contracts, in addition to the risks involved in the fund’s use of swap agreements. A total return swap, or a swap on a futures contract, may add leverage to a portfolio by providing investment exposure to an underlying asset or market where the Fund does not own or take physical custody of such asset or invest directly in such market.
Many swaps are complex and often valued subjectively. Many over-the-counter derivatives are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or incorrect valuation. The pricing models used may not produce valuations that are consistent with the values a Fund realizes when it closes or sells an over-the-counter derivative. Valuation risk is more pronounced when a Fund enters into over-the-counter derivatives with specialized terms because the market value of those derivatives in some cases is determined in part by reference to similar derivatives with more standardized terms. Incorrect valuations may result in increased cash payment requirements to counterparties, undercollateralization and/or errors in calculation of the Fund’s NAV.
Risks Related to a Fund’s Clearing Broker and Central Clearing Counterparty. To the extent it uses swaps or futures contracts, a Fund will be required to deposit margin and other assets with its swaps and futures clearing brokers. There is a risk that assets deposited by a Fund with any swaps or futures clearing broker as margin for futures contracts or cleared swaps may, in certain circumstances, be used to satisfy losses of other clients of the Fund’s clearing broker. In addition, the assets of a Fund might not be fully protected in the event of the clearing broker’s bankruptcy, as the Fund would be limited to recovering only a pro rata share of all available funds segregated on behalf of the clearing broker’s customers for the relevant account class. Similarly, all customer funds held at a clearing organization in connection with any futures contracts are held in a commingled omnibus account and are not identified to the name of the clearing member’s individual customers. All customer funds held at a clearing organization with respect to cleared swaps of customers of a clearing broker are also held in an omnibus account, but Commodity Futures Trading Commission (“CFTC”) rules require that the clearing broker notify the clearing organization of the amount of the initial margin provided by the clearing broker to the clearing organization that is attributable to each customer. With respect to futures and options contracts, a clearing organization may use assets of a non-defaulting customer held in an omnibus account at the clearing organization to satisfy payment obligations of a defaulting customer of the clearing member to the clearing organization. With respect to cleared swaps, a clearing organization generally cannot do so, but may do so if the clearing member does not provide accurate reporting to the clearing organization as to the attribution of margin among its clients. Also, since clearing brokers generally provide to clearing organizations the net amount of variation margin required for cleared swaps for all of its customers in the aggregate, rather than the gross amount of each customer, a Fund is subject to the risk that a clearing organization will not make variation margin payments owed to the Fund if another customer of the clearing member has suffered a loss and is in default. As a result, in the event of a default or the clearing broker’s other clients or the clearing broker’s failure to extend its own funds in connection with any such default, a Fund may not be able to recover the full amount of assets deposited by the clearing broker on behalf of the Fund with the clearing organization.
CPO Exclusion. The Funds, except Artisan Emerging Markets Debt Opportunities Fund and Artisan Global Unconstrained Fund, are operated by a person who has claimed an exclusion from the definition of the term “commodity pool operator” under the Commodity Exchange Act (the “CEA”) pursuant to Rule 4.5 under the CEA (the “exclusion”) promulgated by the CFTC. In order to claim the exclusion, each Fund is limited in its ability to trade certain commodity instruments (such as futures contracts, options on futures contracts, commodity options and certain swaps) other than for bona fide hedging purposes (as defined by the CFTC) or must limit its use of such instruments for non-bona fide hedging purposes to certain de minimis amounts. Accordingly, neither the Funds nor Artisan Partners (with respect to the Funds) are subject to registration or regulation as “commodity pool operators” under the CEA. The Funds’ ability to invest in certain financial instruments regulated under the CEA (“commodity interests”) (including, but not limited to, futures and swaps on broad-based securities indices and interest rates) is limited by Artisan Partners’ intention to operate the Funds in a manner that would permit Artisan Partners to continue to claim the exclusion under Rule 4.5, which may adversely affect the Funds’ total return. In the event that Artisan Partners becomes unable to rely on the exclusion in Rule 4.5 and is required to register with the CFTC as a commodity pool operator with respect to the Funds, the Funds’ expenses may increase, adversely affecting the Funds’ total return.
Commodity Futures Trading Commission Registration. Artisan Partners is registered with the CFTC as a commodity pool operator with respect to its management of Artisan Emerging Markets Debt Opportunities Fund and Artisan Global Unconstrained Fund. As the commodity pool operator of the Funds, Artisan Partners has claimed relief under the Commodity Exchange Act from certain reporting and recordkeeping requirements. The CFTC has neither reviewed nor approved the Funds’ investment strategies or this SAI.
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Liquidity Risks
Liquidity risk is the risk that securities or other investments may be difficult or impossible to sell at the times, in the amounts, or at the prices desired by a Fund. Securities or other investments may be or become illiquid because of the absence of an active trading market or distress in a trading market. The liquidity of an investment can change quickly, particularly under stressed market circumstances. If an investment is or becomes illiquid or less liquid, a Fund may not be able to sell that investment promptly at the value at which it is carried. A Fund that seeks to sell an illiquid or less liquid investment quickly may receive distressed prices or incur higher transaction costs. In addition, lack of liquidity may make it difficult to determine an accurate market value for an investment. Investments are considered illiquid if a Fund does not expect it could sell a reasonably anticipated trade size of the investment within seven calendar days or less without significantly affecting the market value of the investment.
Liquidity risk is heightened when a Fund is required to raise cash quickly. For example, unusually high redemption requests, including redemption requests from large shareholders, large redemptions due to asset allocation changes, or redemptions in stressed market conditions may make it difficult for a Fund to sell investments in sufficient time to allow it to meet redemptions. Even an investment that is not considered “illiquid” may create liquidity risk if a Fund needs to sell the investment on short notice or in stressed market conditions. Redemption requests could cause a Fund to sell illiquid or less liquid investments at reduced priced, or otherwise meet redemption requests wholly or partly by an in-kind distribution of securities, in order to meet its redemption obligations.
Investments may be illiquid because of, among other factors, the absence of a trading market or distress in a trading market. Such conditions may adversely impact a Fund’s ability to value the investments or dispose of them promptly at the value at which they are carried. Investments in illiquid securities or holding securities that have become illiquid pose risks of potential delays in resale. Limitations on or delays in resale may have an adverse impact on the marketability of portfolio securities, and it may be difficult for a Fund to dispose of illiquid investments promptly or to sell the securities underlying the investments for the value at which they are carried, if at all, or at any price within the desired time frame. In addition, a Fund may receive distressed prices and incur higher transaction costs with respect to illiquid securities.
The Funds have implemented a liquidity risk management program and the board of directors of the Funds appointed the Funds’ liquidity committee, consisting of officers of the Funds, as the liquidity risk management program administrator. Under the liquidity risk management program, the liquidity committee is responsible for making liquidity determinations, evaluating any issues that arise in connection with the program and reporting to the board of directors on the effectiveness of the program. In accordance with the program, no Fund will acquire any illiquid investment, as determined by the liquidity committee, if, immediately after the acquisition, the Fund would have invested more than 15% of its net assets in illiquid investments that are assets.
Private Placements and Restricted Securities
Each Fund may invest in private placement and other restricted securities (i.e., securities that are purchased in private placements and, accordingly, are subject to restrictions on resale as a matter of contract or under federal securities laws). Rule 144A permits certain qualified institutional buyers, including investment companies that own and invest at least $100 million in securities, to trade in privately placed securities that have not been registered for sale under the 1933 Act. The potential lack of liquidity for these securities may make it more difficult to accurately value these securities.
Private Investment Vehicles. Each Fund may also invest in private investment funds, pools, vehicles, or other structures such as, without limitation, hedge funds, private equity funds or other pooled investment vehicles, which may take the form of corporations, partnerships, trusts, limited partnerships, limited liability companies, or any other form of business organization (collectively, “private funds”), including, to the extent permitted by the 1940 Act and the rules thereunder, those sponsored or advised by Artisan Partners or its related parties. Private funds may utilize leverage without limit and, to the extent each Fund invests in private funds that utilize leverage, each Fund will indirectly be exposed to the risks associated with that leverage and the values of its shares may be more volatile as a result. If a private fund in which a Fund invests is not publicly offered or there is no public market for its shares, the Fund will typically be prohibited by the terms of its investment from selling its shares in the private fund, or may not be able to find a buyer for those shares at an acceptable price. Securities issued by private funds are generally issued in private placements and are restricted securities. An investment in a private fund may be highly volatile and difficult to value. Each Fund would bear its pro rata share of the expenses of any private fund in which it invests.
Private Investments in Public Equity. Each Fund may invest in private investments in public equity ("PIPEs"), which are equity securities in a private placement that are issued by issuers who have outstanding, publicly-traded equity securities of the same class. When investing in PIPEs, a Fund is required to make investment commitments as part of the conditions for entering into these investments. As long as a Fund has a reasonable belief, at the time it enters into an unfunded commitment agreement, that it will have sufficient cash and cash equivalents to meet its obligations with respect to all of its unfunded commitment agreements, such commitments will not be subject to certain limitations on leverage under the 1940 Act, although such commitments may nonetheless result in a form of leverage. Shares in PIPEs generally are not registered with the SEC until after a certain time period from the date the private sale is completed. This restricted period can last many months. Until the public registration process is completed, PIPEs are restricted as to resale and a Fund cannot freely trade the securities. Generally, such restrictions cause the PIPEs to be illiquid during this time. PIPEs may contain provisions that the issuer will pay specified financial penalties to the holder if the issuer does not publicly register the restricted equity securities within a specified period of time, but there is no assurance that the restricted equity securities will be publicly registered, or that the registration will remain in effect.
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ReFlow Liquidity Program
The Funds may participate in the ReFlow Fund, LLC (“ReFlow”) liquidity program (“program”), which is designed to provide an alternative liquidity source for mutual funds experiencing net redemptions of their shares. Pursuant to the program, ReFlow provides participating mutual funds (such as the Funds) with a source of cash to meet net shareholder redemptions on days on which participating mutual funds participate in the daily liquidity auction conducted by ReFlow in connection with the program by agreeing to purchase shares of the winning mutual funds each business day up to the value of the net shares redeemed by other shareholders that are to settle the next business day. If ReFlow has insufficient cash to purchase the full amount requested by a Fund to meet shareholder redemptions, ReFlow will purchase shares of the Fund and other participating mutual funds based on descending order of fee bid on a pro rata basis. Following purchases of a Fund’s shares, ReFlow then generally redeems those shares when the Fund experiences net sales, at the end of a maximum holding period determined by ReFlow or at other times at ReFlow’s or Artisan Partners’ discretion. While ReFlow holds a Fund’s shares, it will have the same rights and privileges with respect to those shares as any other shareholder. For use of the ReFlow service, a Fund pays a fee to ReFlow each time it purchases Fund shares, calculated by applying to the purchase amount a fee rate determined through an automated daily auction among participating mutual funds. The current minimum fee rate is 14 basis points of the value of the Fund shares purchased by ReFlow, although a Fund may submit a bid at a higher fee rate if it determines that doing so is in the best interest of the Fund and its shareholders. ReFlow’s purchases of a Fund’s shares through the program are made on an investment-blind basis without regard to a Fund’s objective, policies or anticipated performance. In accordance with federal securities laws, ReFlow is prohibited from acquiring more than 3% of the outstanding voting securities of a Fund. ReFlow will not be subject to the Funds’ investment minimums, the redemption fee of 2% generally imposed by Artisan Emerging Markets Debt Opportunities Fund, Artisan Floating Rate Fund, Artisan Global Unconstrained Fund and Artisan High Income Fund when shareholders sell or exchange shares owned for 90 days or less, or the activities described under the section titled “Inappropriate Trading” in the prospectus. ReFlow will periodically redeem its entire share position in a Fund and request that such redemption be met in-kind in accordance with Artisan Partners Funds’ policy on purchases and redemptions in-kind. The board of directors has approved the Funds’ participation in the ReFlow program. Artisan Partners believes that the program may assist in stabilizing each Fund’s net assets, to the benefit of the Fund and its shareholders, although there is no guarantee that the program will do so. To the extent the Fund’s net assets do not decline, the investment adviser typically will also benefit. From time to time ReFlow may pledge fund shares as collateral in connection with its borrowings from third-party lenders.
Special Purpose Acquisition Companies
Each Fund may invest in stock, warrants, and other securities of special purpose acquisition companies (“SPACs”) or similar special purpose entities that pool funds to seek potential acquisition opportunities. Unless and until an acquisition is completed, a SPAC generally invests its assets (less a portion retained to cover expenses) in US government securities, money market securities or holds cash; if an acquisition that meets the requirements for the SPAC is not completed within a pre-established period of time, the invested funds are returned to the entity's shareholders. Because SPACs and similar entities are in essence blank check companies without operating history or ongoing business other than seeking acquisitions, the value of their securities is particularly dependent on the ability of the entity's management to identify and complete a profitable acquisition. A SPAC’s structure may result in significant dilution of a stockholder’s share value immediately upon the completion of a business combination due to, among other reasons, interests held by the SPAC sponsor, conversion of warrants into additional shares, shares issued in connection with a business combination and/or certain embedded costs. There is no guarantee that the SPACs in which a Fund invests will complete an acquisition or that any acquisitions that are completed will be profitable. Some SPACs may pursue acquisitions only within certain industries or regions, which may increase the volatility of their prices. In addition, these securities, which are typically traded in the over-the-counter market, may be considered illiquid and/or be subject to restrictions on resale.
Lending of Portfolio Securities
In order to generate incremental revenue, a Fund may participate in a securities lending program, in which securities from its portfolio may be loaned to third parties. As a matter of policy, securities loans by the Funds are made to broker-dealers or other financial institutions pursuant to agreements requiring that the loans be continuously secured by collateral consisting of cash or short-term debt obligations at least equal at all times to the value of the securities on loan, “marked-to-market” daily. The risks in lending portfolio securities, as with other extensions of credit, consist of possible delay in recovery of the securities or possible loss of rights in the collateral should the borrower fail financially. If a borrower defaults, the value of the collateral may decline before a Fund can dispose of it. The borrower pays to a participating Fund an amount equal to any dividends or interest received on securities lent (known as “manufactured payments” or “substitute payments”). Manufactured payments for dividends or interest received by a participating Fund while its securities are loaned out will not be considered qualified dividend income and may have other tax implications. To the extent that a Fund makes a distribution of income received by the Fund pursuant to loans of its portfolio securities, such income will not constitute qualified dividend income to noncorporate shareholders and will not be eligible for the dividends-received deduction for corporate shareholders. A participating Fund retains all or a portion of the interest received on investment of the cash collateral and/or receives a fee from the borrower. A participating Fund bears the risk of any loss on the investment of the collateral; any such loss may exceed, potentially by a substantial amount, any profit to the Fund from its securities lending activities. Although voting rights, or rights to consent, with respect to the loaned securities may pass to the borrower, a participating Fund retains the right to call the loans at any time, and it will do so to enable the fund to exercise voting rights on any matters materially affecting the investment. A participating Fund may also call such loans in order to sell the securities.
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Goldman Sachs Bank USA, doing business as Goldman Sachs Agency Lending (“GSAL”), currently serves as the securities lending agent for Artisan Partners Funds. As securities lending agent, GSAL is responsible for marketing to approved borrowers available securities from each participating Fund’s portfolio. In addition, GSAL is responsible for the administration and management of each participating Fund’s securities lending program, including the preparation and execution of an agreement with each approved borrower governing the terms and conditions of any securities loan, ensuring that securities loans are properly coordinated and documented with the Fund’s custodian, ensuring that loaned securities are daily valued and that the corresponding required cash collateral is delivered by the approved borrower(s), and arranging for the investment of cash collateral received from borrowers in accordance with the Fund’s investment guidelines. GSAL also arranges for the return of loaned securities to a participating Fund at loan termination, and, as applicable, in connection with proxy votes.
GSAL receives as compensation for its services a portion of the amount earned by each Fund for lending securities. The table below sets forth, for the most recently completed fiscal year for each Fund that participated in the program, the Fund’s gross income received from securities lending activities, the fees and/or other compensation paid by the Fund for securities lending activities, and the net income earned by the Fund that participated in the program for securities lending activities. The table below also discloses any other fees or payments incurred by each Fund resulting from lending securities.
 
Artisan
Focus
Fund
Artisan
Global
Equity
Fund
Artisan
High
Income
Fund
Artisan
International
Fund
Artisan
International
Value
Fund
Artisan
Mid Cap
Value
Fund
Artisan
Sustainable
Emerging
Markets
Fund
Gross income from securities lending activities
$444,491
$31,220
$8,397
$1,323,495
$469,743
$67
$10,247
Fees and/or compensation for securities lending
activities and related services:
 
 
 
 
 
 
Fees paid to securities lending agent from a
revenue split
$39,591
$2,429
$756
$83,862
$24,210
$1
$211
Fees paid for any cash collateral management
service (including fees deducted from a pooled
cash collateral reinvestment vehicle) that are
not included in the revenue split
$0
$0
$0
$0
$0
$0
$0
Administrative fees not included in revenue split
$0
$0
$0
$0
$0
$0
$0
Indemnification fee not included in revenue split
$0
$0
$0
$0
$0
$0
$0
Rebate (paid to borrower)
$4,587
$4,226
$0
$391,693
$200,747
$55
$7,898
Other fees not included in revenue split (specify)
$0
$0
$0
$0
$0
$0
$0
Aggregate fees/compensation for securities
lending activities
$44,178
$6,655
$756
$475,555
$224,957
$56
$8,109
Net income from securities lending activities
$400,313
$24,565
$7,641
$847,940
$244,786
$11
$2,138
Cash and Money Market Funds
Each Fund typically holds a portion of its available cash at its custodian and invests the remaining available cash in shares of US dollar denominated money market funds, which are a type of investment company, or in repurchase agreements. See “Repurchase Agreements” in this SAI. The term “cash,” as used in the prospectus and this SAI, includes cash and investments in such instruments.
An investment in a money market fund is not a deposit of any bank and is not insured or guaranteed by the FDIC or any other government agency. Certain money market funds seek to preserve the value of their shares at $1.00 per share, although there can be no assurance that they will do so, and it is possible to lose money by investing in such a money market fund. Investments in money market funds are also subject to the risks of investing in other investment companies. See "Investment Companies" in this SAI.
Repurchase Agreements
Repurchase agreements, which may be viewed as a type of secured lending by a Fund, typically involve the acquisition by a Fund of debt securities from a selling financial institution such as a bank, savings and loan association or broker-dealer. The repurchase agreements will typically provide that the Fund will sell back to the institution, and that the institution will repurchase, the underlying security (“collateral”) at a specified price and at a fixed time in the future. A Fund will accrue interest from the institution until the date the repurchase occurs. Although this date is deemed by each Fund to be the maturity date of a repurchase agreement, the maturities of the collateral securities are not subject to any limits and may exceed one year. A Fund may under certain circumstances sell collateral securities to third parties with the intention of repurchasing such collateral before it matures. The Fund could incur a loss of both principal and interest, as applicable, with respect to any collateral securities it sells. A Fund will enter into repurchase agreements only with banks and broker-dealers believed by Artisan Partners to present minimal credit risks.
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When-Issued and Delayed-Delivery Securities
Each Fund may purchase securities on a when-issued or delayed-delivery basis. Although the payment and interest terms of these securities are established at the time the Fund enters into the commitment, the securities may be delivered and paid for a month or more after the date of purchase, when their value may have changed. A Fund makes such commitments only with the intention of actually acquiring the securities, but may sell the securities before settlement date if Artisan Partners deems it advisable for investment reasons. No Fund currently intends to have commitments to purchase when-issued securities in excess of 5% (or, with respect to Artisan Emerging Markets Debt Opportunities Fund, Artisan Floating Rate Fund, Artisan Global Unconstrained Fund, Artisan High Income Fund and Artisan International Explorer Fund, 10%) of its total assets.
Reverse Repurchase Agreements
A Fund may enter into reverse repurchase agreements with banks and securities dealers. A reverse repurchase agreement is a repurchase agreement in which a Fund is the seller of, rather than the investor in, securities and agrees to repurchase them at an agreed-upon time and price. Use of a reverse repurchase agreement may be preferable to a regular sale and later repurchase of securities because it avoids certain market risks and transaction costs.
If a Fund enters in reverse repurchase agreements or similar financing transactions and investment techniques in reliance on the exemption in Rule 18f-4(d), the Fund may either (i) maintain asset coverage of at least 300% with respect to such transactions and any other borrowings in the aggregate, or (ii) treat such transactions as “derivatives transactions” and comply with Rule 18f-4 with respect to such transactions. However, reverse repurchase agreements, dollar rolls and other similar investment techniques will be subject to each Fund's fundamental limitation on borrowing. The use of these investment strategies, as well as borrowing under a line of credit as described below, may give rise to a form of leverage and increase a Fund’s overall investment exposure, resulting in increased volatility of a Fund’s NAV. In each of these cases, a Fund’s derivatives risk management program, if applicable, and relevant legal or regulatory requirements may limit a Fund’s ability to use these investment techniques.
Index Securities; Structured Products
Each Fund may invest in structured products. The term “structured products” is used to describe a variety of investment instruments that give the holder of the product some investment exposure to a specified asset without actually, or directly, acquiring ownership of that asset. Holders of structured products bear risks of the underlying investments, index or reference obligation and are subject to counterparty risk. Structured products include asset securitizations, in which an owner of assets transfers them to a special purpose vehicle (“SPV”), which in turn issues certificates that entitle the holder to certain cash flows derived from the underlying assets. A Fund, as a holder of such certificates, may have the right to receive payments only from the SPV, and generally does not have direct rights against the issuer or the entity that sold the assets to the SPV. While certain structured products enable the investor to acquire interests in a pool of securities without the brokerage and other expenses associated with directly holding the same securities, investors in structured products generally pay their share of the structured product’s administrative and other expenses. Although it is difficult to predict whether the prices of indices and securities underlying structured products will rise or fall, these prices (and, therefore, the prices of structured products) are generally influenced by the same types of political and economic events that affect issuers of securities and capital markets generally. If the issuer of a structured product uses shorter term financing to purchase longer term securities, the issuer may be forced to sell its securities at below market prices if it experiences difficulty in obtaining such financing, which may adversely affect the value of the structured products. Structured products generally entail risks associated with derivative instruments.
Structured notes are derivative debt securities, the interest rate or principal of which is typically determined by an unrelated indicator. Indexed securities include structured notes as well as securities other than debt securities, the interest rate or principal of which is determined by an unrelated indicator. Indexed securities may include a multiplier that multiplies the indexed element by a specified factor and, therefore, the value of such securities may be very volatile.
The terms of structured and indexed securities may provide that in certain circumstances no principal is due at maturity and therefore, may result in a loss of invested capital. Structured and indexed securities may be positively or negatively indexed, so that appreciation of the reference may produce an increase or a decrease in the interest rate or the value of the structured or indexed security at maturity may be calculated as a specified multiple of the change in the value of the reference; therefore, the value of such security may be very volatile. Structured and indexed securities may entail a greater degree of market risk than other types of debt securities because the investor bears the risk of the reference. Structured or indexed securities also may be more volatile, less liquid and more difficult to accurately price than less complex securities or more traditional debt securities.
Credit-linked Notes. Artisan Developing World Fund, Artisan Emerging Markets Debt Opportunities Fund, Artisan Floating Rate Fund, Artisan Focus Fund, Artisan Global Unconstrained Fund, Artisan Global Value Fund, Artisan High Income Fund, Artisan International Explorer Fund, Artisan International Small-Mid Fund, Artisan International Value Fund, Artisan Select Equity Fund, Artisan Value Fund and Artisan Value Income Fund may invest in credit-linked notes. A credit-linked note is a type of structured note whose value is linked to an underlying reference asset. Credit-linked notes typically provide periodic payments of interest as well as payment of principal upon maturity. The value of the periodic payments and the principal amount payable upon maturity are tied (positively or negatively) to a reference asset, such as an index, government bond, interest rate or currency exchange rate. The ongoing payments and principal upon maturity typically will increase or decrease depending on increases or decreases in the value of the reference asset. A credit-linked note typically is issued by a special
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purpose trust or similar entity and is a direct obligation of the issuing entity. The entity, in turn, invests in bonds or derivative contracts in order to provide the exposure set forth in the credit-linked note. The periodic interest payments and principal obligations payable under the terms of the note typically are conditioned upon the entity’s receipt of payments on its underlying investment. If the underlying investment defaults, the periodic payments and principal received by the Fund will be reduced or eliminated. The buyer of a credit-linked note assumes the risk of default by the issuer and the underlying reference asset or entity. Generally, investors in credit-linked notes assume the risk of default by the issuer and the reference entity in return for a potentially higher yield on their investment or access to an investment that they could not otherwise obtain. In the event the issuer defaults or there is a credit event that relates to the reference asset, the recovery rate is generally less than the Fund’s initial investment and the Fund may lose money.
Commercial Paper
Artisan Developing World Fund, Artisan Emerging Markets Debt Opportunities Fund, Artisan Floating Rate Fund, Artisan Focus Fund, Artisan Global Unconstrained Fund, Artisan Global Value Fund, Artisan High Income Fund, Artisan International Explorer Fund, Artisan International Small-Mid Fund, Artisan International Value Fund, Artisan Select Equity Fund, Artisan Value Fund and Artisan Value Income Fund may invest in commercial paper. Commercial paper represents short-term unsecured promissory notes issued in bearer form by corporations such as banks or bank holding companies and finance companies. The rate of return on commercial paper may be linked or indexed to the level of exchange rates between the US dollar and a foreign currency or currencies.
US Government Securities
Each Fund may invest in US Government Securities. US Government securities are obligations of and, in certain cases, guaranteed by, the US Government, its agencies or instrumentalities. Some US Government securities, such as Treasury bills, notes and bonds, and securities guaranteed by the Government National Mortgage Association, are supported by the full faith and credit of the United States; others, such as those of the Federal Home Loan Banks, are supported by the right of the issuer to borrow from the US Department of the Treasury (the “US Treasury”); others, such as those of the Federal National Mortgage Association, are supported by the discretionary authority of the US Government to purchase the agency’s obligations; and still others, such as those of the Student Loan Marketing Association, are supported only by the credit of the instrumentality. US Government securities may include zero coupon securities, which do not distribute interest on a current basis and tend to be subject to greater risk than interest-paying securities of similar maturities. The US Government does not guarantee the NAV of the Funds’ shares.
On 1 August 2023, Fitch Ratings downgraded US Treasury securities from AAA to a AA+ rating. This followed a similar downgrade of US Treasury securities by S&P Global Ratings in August 2011. Another downgrade of the ratings of US Government debt obligations, which are often used as a benchmark for other borrowing arrangements, could result in higher interest rates for individual and corporate borrowers, cause disruptions in the international bond markets and have a substantial negative effect on the US economy.
Short Sales
Each Fund may make short sales “against the box.” In a short sale, a Fund sells a borrowed security and is required to return the identical security to the lender. A short sale against the box involves the sale of a security with respect to which the Fund already owns an equivalent security in kind and amount. A short sale against the box enables a Fund to obtain the current market price of a security that it desires to sell but is unavailable for settlement.
Each Fund may also make short sales “not against the box,” which are generally short sales of securities the Fund does not own. Short sales that are not made against the box create opportunities to increase the Fund’s return but, at the same time, involve special risk considerations and may be considered a speculative technique. Since the Fund, in effect, profits from a decline in the price of the securities sold short without the need to invest the full purchase price of the securities on the date of the short sale, the Fund’s NAV will tend to increase more when the securities it has sold short decrease in value, and to decrease more when the securities it has sold short increase in value, than would otherwise be the case if it had not engaged in short sales. Under adverse market conditions, the Fund might have difficulty purchasing securities to meet its short sale delivery obligations, and might have to sell portfolio securities to raise the capital necessary to meet its short sale obligations at a time when the Fund would not otherwise sell the portfolio securities.
In order to engage in short sales, a Fund must arrange with its custodian or a broker to borrow the security being sold short. In addition, a Fund typically pays its custodian or broker fees for lending the security and must also pay the equivalent of the interest or dividends paid by the issuer on the securities borrowed during the time the short position is open. In order to close out its short position, a Fund replaces the security by purchasing the security at the price prevailing at the time of replacement or taking the security a Fund otherwise holds and delivering it to its custodian or broker. If the price of the security sold short has increased since the time of the short sale, a Fund will incur a loss in addition to the costs associated with establishing, maintaining and closing out the short position. A Fund’s loss on a short sale is potentially unlimited because there is no upward limit on the price the security sold short could attain. A Fund may be limited in its use of short sales by its derivatives risk management program, if applicable.
Line of Credit
Artisan Partners Funds maintains a line of credit with a syndicate of banks in order to permit borrowing for temporary or emergency purposes, including, without limitation, the funding of redemptions and trade settlement in circumstances in which temporary borrowing may be
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preferable to liquidation of portfolio securities. Each Fund may also enter into a separate line of credit dedicated to just a Fund or a group of Funds that can be used for temporary purposes or investment. In connection with the Fund’s entering into Artisan Partners Funds’ line of credit, or in connection with a separate, dedicated line of credit for a Fund, as the case may be, the Fund will pay agents fees, up-front fees to the lenders and legal expenses and, if applicable, will be charged its share of commitment fees on the aggregate commitment amount, in each case on a pro rata basis based on its net assets. Any borrowings under that line of credit by a Fund would be subject to restriction (5) under “Investment Restrictions” in this SAI. Borrowings under the line of credit bear interest at a variable rate. Borrowing results in interest expense on the amount borrowed and other fees and expenses for the borrowing Fund which will impact that Fund’s net expenses.
Use of Subsidiaries
The Funds may make investments in securities, derivatives and other instruments, directly or through investments in one or more wholly-owned subsidiaries (each a "Subsidiary").
Artisan Emerging Markets Debt Opportunities Fund and Artisan Global Unconstrained Fund each may make investments in securities, derivatives and other instruments, directly or through investments in Artisan Emerging Markets Debt Opportunities Subsidiary Ltd. and Artisan Global Unconstrained Subsidiary Ltd., respectively, each a wholly owned subsidiary of the respective Fund organized under the laws of the Cayman Islands. Each Subsidiary is advised by Artisan Partners and has the same investment objectives as its respective Fund. Subject to the applicable Fund’s investment policies and limitations, each respective Subsidiary may invest without limit in, among other investments, securities that are not registered with the SEC pursuant to Regulation S of the Securities Act of 1933, as amended, as well as commodity-linked derivative instruments. The allocation of a Fund’s portfolio in its respective Subsidiary will vary over time, but in order to meet the diversification requirement necessary to the Fund’s treatment as a regulated investment company, the Fund will not invest more than 25% of its total assets in the Subsidiary, including at any quarter end. In addition, each Fund will treat its respective Subsidiary’s assets as assets of the Fund for purposes of determining compliance with various provisions of the 1940 Act applicable to the Fund. References herein to a Fund include references to its respective Subsidiary in respect of the Fund’s investment exposure. By investing through its Subsidiary, each Fund is exposed to the risks associated with such Subsidiary’s investments. Changes in the laws of the United States and/or the jurisdiction in which the Subsidiary is organized could result in the inability of a Fund and/or its respective Subsidiary to operate as described herein and could adversely affect the Fund.
Regulation S Securities
The Funds may invest in Regulation S securities, which are offered through off-shore (non-US) offerings without registration with the SEC pursuant to Regulation S of the Securities Act. Certain Funds may achieve exposure to Regulation S securities through investments in wholly-owned subsidiaries. Because Regulation S securities are subject to legal or contractual restrictions on resale, Regulation S securities may be considered illiquid. Furthermore, because Regulation S securities are generally less liquid than registered securities, a Fund may take longer to liquidate these positions than would be the case for publicly traded securities. Although Regulation S securities may be resold in privately negotiated transactions, the price realized from these sales could be less than off-shore transactions or in those originally paid by the Fund. Further, companies whose securities are not publicly traded may not be subject to the disclosure and other investor protection requirements that would be applicable if their securities were publicly traded. Accordingly, Regulation S securities may involve a high degree of business and financial risk and may result in substantial losses.
Weighted Average Market Capitalization for Artisan Mid Cap Fund
Under normal circumstances, Artisan Mid Cap Fund generally maintains a weighted average market capitalization of not more than 1.5 times the weighted average market capitalization of the companies included in the Russell Midcap® Index or Russell Midcap® Growth Index, whichever is greater. As a result of the annual reconstitution of the indices, however, the Fund’s weighted average market capitalization may be greater than 1.5 times the weighted average market capitalization of the companies included in the applicable index for a period of up to three months after such reconstitution.
Industry and Sector Risk
Although the Funds generally do not employ an industry or sector focus, the percentage of a Fund's assets invested in specific industries or sectors may increase from time to time based on the portfolio management team's perception of investment opportunities. A Fund may be overweight or underweight in certain industries and sectors at various times relative to its benchmark index. If a Fund invests a significant portion of its assets in a particular industry or sector, the Fund is subject to the risk that companies in the same industry or sector are likely to react similarly to legislative or regulatory changes, adverse market conditions, increased competition, or other factors generally affecting that market segment. In such cases, a Fund would be exposed to an increased risk that the value of its portfolio will decrease because of events that disproportionately affect certain industries and/or sectors.
Insurance and Reinsurance-Related Investments Risks
The Funds may invest in investments issued by insurance companies, such as personal risk reinsurance and catastrophe bonds. Many factors can affect significantly the profits of companies involved in the insurance industry, including changes in interest rates, general economic conditions, the imposition of premium rate caps, misapprehension of the risks involved in given underwritings, competition and pressure to compete globally, including price and marketing competition, and other changes in government regulation or tax law. In addition, other
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factors such as mortality and morbidity rates, actuarial miscalculations, environmental clean-up costs and catastrophic events, including natural disasters and terrorist acts, and availability and cost of reinsurance, may affect significantly different segments of the insurance industry.
The Funds may also invest in reinsurance-related instruments, which are instruments for which the return of principal and the payment of interest, as applicable, are contingent on the non-occurrence of a pre-defined "trigger" event, including weather, natural disasters (hurricanes, earthquakes, etc.), non-natural large catastrophes and other specified events causing physical and/or economic loss. Triggering events are typically defined by three criteria: an event; a geographic area in which the event must occur; and a threshold of economic or physical loss (either actual or modeled) caused by the event, together with a method to measure such loss. Generally, the event is either a natural or non-natural peril of a kind that results in significant physical or economic loss. Natural perils include disasters such as hurricanes, earthquakes, windstorms, pandemics, epidemics, fires and floods. Non-natural perils include disasters resulting from human activity, such as commercial and industrial accidents or business interruptions. Major natural disasters in populated areas (such as in the cases of Hurricane Katrina in New Orleans in 2005, Superstorm Sandy in the New York City metropolitan area in 2012 and Hurricane Irma in Florida and the Caribbean in 2017) or related to high value insured property (such as plane crashes) can result in significant losses and investors in reinsurance-related securities tied to such exposures may also experience substantial losses. If the likelihood and severity of natural and other large disasters increase, the risk of significant losses to reinsurers may increase. Typically, one significant triggering event (even in a major metropolitan area) will not result in financial failure to a reinsurer. However, a series of major triggering events could cause the failure of a reinsurer. Similarly, to the extent a Fund invests in reinsurance-related securities for which a triggering event occurs, losses associated with such event will result in losses to the Fund and a series of major triggering events affecting a large portion of the reinsurance-related securities held by the Fund may result in substantial losses to the Fund. In addition, unexpected events such as natural disasters or terrorist attacks could lead to government intervention. Political, judicial and legal developments affecting the reinsurance industry could also create new and expanded theories of liability or regulatory or other requirements; such changes could have a material adverse effect on a Fund.
Operational and Cybersecurity Risks
Artisan Partners Funds, its service providers, including its adviser Artisan Partners, and other market participants increasingly depend on complex information technology and communications systems to conduct business functions. These systems are subject to a number of different threats or risks that could adversely affect a Fund and its shareholders, despite the efforts of Artisan Partners Funds and its service providers to adopt technologies, processes and practices intended to mitigate these risks.
For example, unauthorized third parties may attempt to improperly access, modify, disrupt the operations of or prevent access to these systems or data within them (a “cyber-attack”), whether systems of Artisan Partners Funds, its service providers, counterparties or other market participants. Such cyber-attacks may involve, among other things, “ransomware” attacks, injection of computer viruses or malicious software code, or the use of vulnerabilities in code to gain unauthorized access to digital information systems, networks or devices that are used directly or indirectly by Artisan Partners Funds, its service providers, including its adviser Artisan Partners, and other market participants through “hacking” or other means. Power or communications outages, acts of God, epidemics and pandemics, information technology equipment malfunctions, operational errors and inaccuracies within software or data processing systems may also disrupt business operations or impact critical data. Market events also may occur at a pace that overloads current information technology and communication systems and processes of Artisan Partners Funds, its service providers or other market participants, impacting the ability to conduct a Fund’s operations.
Cyber-attacks, disruptions or failures that affect Artisan Partners Funds’ service providers or counterparties may adversely affect a Fund and its shareholders, including by causing losses for the Fund or impairing Fund operations. For example, a Fund’s or Artisan Partners Funds’ service providers’ assets or sensitive or confidential information may be misappropriated, data may be corrupted and operations may be disrupted (e.g., cyber-attacks or operational failures may cause the release of private shareholder information or confidential Fund information, interfere with the processing of shareholder transactions, impact the ability to calculate the Fund’s NAV and impede trading). In addition, cyber-attacks, disruptions or failures may cause reputational damage and subject a Fund or Artisan Partners Funds’ service providers to regulatory fines, litigation costs, penalties or financial losses, reimbursement or other compensation costs, and/or additional compliance costs. While Artisan Partners Funds and its service providers may establish business continuity and other plans and processes to address the possibility of cyber-attacks, disruptions or failures, there are inherent limitations in such plans and systems, including that they do not apply to third parties, such as other market participants, as well as the possibility that certain risks have not been identified or that unknown threats may emerge in the future. Each Fund and Artisan Partners Funds’ service providers may also incur substantial costs for cybersecurity risk management, including insurance, in order to prevent or mitigate future cyber security incidents, and the Fund and its shareholders could be negatively impacted as a result of such costs.
Similar types of operational and technology risks are also present for issuers of securities or other instruments in which each Fund invests, which could result in material adverse consequences for such issuers, and may cause a Fund’s investments to lose value. In addition, cyber-attacks involving a Fund’s counterparty could affect such counterparty’s ability to meet its obligations to the Fund, which may result in losses to the Fund and its shareholders. Furthermore, as a result of cyber-attacks, disruptions or failures, an exchange or market may close or issue trading halts on specific securities or the entire market, which may result in a Fund being, among other things, unable to buy or sell certain securities or unable to accurately price its investments. Artisan Partners Funds cannot directly control any cybersecurity plans and systems put in place by its service providers, Fund counterparties, issuers in which a Fund invests, or securities markets and exchanges.
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Inflation Risk
The value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the present value of a Fund's assets and distributions may decline. Recently, inflation rates have risen to the highest levels seen in many decades. This risk is more prevalent with respect to debt securities held by the Fund. Inflation creates uncertainty over the future real value (after inflation) of an investment. Inflation rates may change frequently and drastically as a result of various factors, including unexpected shifts in the domestic or global economy (or expectations that such policies will change), and the Fund's investments may not keep pace with inflation, which may result in losses to Fund shareholders or adversely affect the real value of shareholders' investments in the Funds. Fund shareholders' expectation of future inflation can also impact the current value of portfolio investments, resulting in lower asset values and potential losses. This risk may be elevated compared to historical market conditions because of recent monetary policy measures and the current interest rate environment.
Data Sources Risk
Before making investments on a Fund's behalf, Artisan Partners will conduct due diligence that it deems reasonable and appropriate based on the facts and circumstances applicable to each investment. When conducting due diligence, Artisan Partners evaluates important and complex business, financial, tax, accounting and legal issues. Artisan Partners uses a variety of proprietary and non-proprietary tools to evaluate investments. Artisan Partners will rely on the resources reasonably available to it, which in some circumstances, whether or not known to Artisan Partners at the time, may not be sufficient, accurate, complete or reliable. If a data source, including in respect of non-traditional data (e.g., data related to consumer transactions or other behavior, social media sentiment, and internet search and traffic data), is incomplete, inaccurate or becomes unavailable or unreliable or the tool has errors, investment decisions may be negatively impacted. Artisan Partners takes reasonable steps to ensure the proprietary and non-proprietary data sources and tools are correct and reliable but is not responsible for errors in such sources and tools.
Regulatory and Compliance Investment Restrictions
Government regulations and restrictions can limit the amount and type of securities that may be purchased or sold by Artisan Partners on behalf of a Fund. When monitoring these requirements, Artisan Partners is generally required to calculate the aggregate ownership of securities across all of its clients' accounts (generally based on investment discretion, voting power or both), including the Funds, to determine whether a limit applies to its investments on behalf of clients. These limits may impact how much of a security can be purchased or held by a Fund in the aggregate. Artisan Partners may take reasonable steps to exceed the limits when able (for example, by receiving approval from the applicable regulator) but is under no obligation to do so. In addition, Artisan Partners has set internal restrictions that typically limit aggregate ownership levels, which will have a similar impact on clients, such as the Funds.
Risks of Expedited Transactions
In the event Artisan Partners undertakes, on behalf of a Fund, investment analyses and decisions on an expedited basis to take advantage of a limited investment opportunity, there are risks that not all circumstances and risks of the investment are known to Artisan Partners that could result in a loss for the Fund.
Technological Advancements Risk
The development and increased reliance on certain technologies, including artificial intelligence and machine learning algorithms ("AI"), may adversely impact markets and the overall performance of a Fund's investments. For example, issuers in which a Fund may invest may focus their business on AI-related products and/or services and utilize AI in their business operations, and the challenges with properly managing its use could result in reputational harm, competitive harm, and legal liability, and/or an adverse effect on an issuer's business operations. In addition, the increased regulation of AI, including related to information privacy, data protection and intellectual property, may significantly impact Artisan Partners, the economy and/or the issuers in which a Fund invests.
Portfolio Turnover
Although the Funds do not purchase securities with a view to rapid turnover, there are no limitations on the length of time that portfolio securities must be held and a Fund may have short-term capital gains and losses. Portfolio turnover can occur for a number of reasons such as general conditions in the securities markets, more favorable investment opportunities in other securities or other factors relating to the desirability of holding or changing a portfolio investment. Because of each Fund’s flexibility of investment and emphasis on growth of capital,
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it may have greater portfolio turnover than that of mutual funds that have primary objectives of income or maintenance of a balanced investment position. Each Fund’s portfolio turnover rates for the periods indicated were as follows:
Fund
Fiscal Year Ended 30 September 2023
Fiscal Year Ended 30 September 2022
Artisan Developing World Fund
67.53%
87.26%
Artisan Emerging Markets Debt Opportunities Fund
147.67
38.161
Artisan Floating Rate Fund
76.50
48.902
Artisan Focus Fund
271.28
240.40
Artisan Global Discovery Fund
50.02
59.23
Artisan Global Equity Fund
131.91
92.81
Artisan Global Opportunities Fund
34.14
37.32
Artisan Global Unconstrained Fund
158.84
40.303
Artisan Global Value Fund
13.77
24.37
Artisan High Income Fund
18.46
55.84
Artisan International Fund
76.96
50.49
Artisan International Explorer Fund
23.97
11.604
Artisan International Small-Mid Fund
26.46
22.12
Artisan International Value Fund
19.48
22.69
Artisan Mid Cap Fund
46.87
34.12
Artisan Mid Cap Value Fund
27.81
15.17
Artisan Select Equity Fund
26.63
20.96
Artisan Small Cap Fund
30.14
33.64
Artisan Sustainable Emerging Markets Fund
28.77
21.48
Artisan Value Fund
38.07
27.96
Artisan Value Income Fund
30.15
15.655
1
For the period from the Fund’s inception on 7 April 2022, not annualized.
2
For the period from the Fund’s inception on 1 December 2021, not annualized.
3
For the period from the Fund’s inception on 31 March 2022, not annualized.
4
For the period from the Fund’s inception on 16 May 2022, not annualized.
5
For the period from the Fund’s inception on 28 February 2022, not annualized.
Future turnover rates for the Funds may vary significantly from year to year. A high rate of portfolio turnover results in increased transaction costs, which are borne by that Fund. High portfolio turnover also may result in the realization of capital gains or losses and, to the extent net short-term capital gains are realized, any distributions resulting from such gains will be considered ordinary income for US federal income tax purposes. See “Distributions and Taxes” in the prospectus, and “Additional Federal Income Tax Information” in this SAI.
Investment Restrictions
Fundamental Restrictions
Artisan Partners Funds has adopted investment restrictions (which may not be changed without the approval of the lesser of (i) 67% of each Fund’s shares present at a meeting if more than 50% of the shares outstanding are present or (ii) more than 50% of each Fund’s outstanding shares) under which a Fund may not:
(1)
act as an underwriter of securities, except insofar as it may be deemed an underwriter for purposes of the Securities Act of 1933 on disposition of securities acquired subject to legal or contractual restrictions on resale;
(2)
purchase or sell real estate, although it may purchase securities of issuers that deal in real estate, including securities of real estate investment trusts, and may purchase securities that are secured by interests in real estate. A Fund reserves the freedom of action to hold and to sell real estate acquired as a result of the ownership of securities;
(3)
purchase or sell commodities or commodity contracts, except each Fund may purchase and sell options on securities, securities indices and currency, futures contracts on securities, securities indices and currency and options on such futures, swap contracts subject to the regulation by the Commodity Futures Trading Commission, forward foreign currency exchange contracts, forward commitments, securities index put or call warrants, repurchase agreements and other derivative instruments entered into in accordance with the Fund’s investment policies;
(4)
(a)
with respect to each Fund other than Artisan Developing World Fund, Artisan Floating Rate Fund, Artisan Focus Fund, Artisan Global Discovery Fund, Artisan High Income Fund and Artisan Select Equity Fund, make loans, except that each Fund may (a) lend portfolio securities in accordance with the Fund’s investment policies up to 33 1/3% of the Fund’s total assets taken at market value, (b) enter
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into repurchase agreements and (c) purchase all or a portion of an issue of debt securities, bank loan participation interests, bank certificates of deposit, bankers’ acceptances, debentures or other securities, whether or not the purchase is made upon the original issuance of the securities;
(b)
with respect to Artisan Developing World Fund, Artisan Emerging Markets Debt Opportunities Fund, Artisan Floating Rate Fund, Artisan Focus Fund, Artisan Global Discovery Fund, Artisan Global Unconstrained Fund, Artisan High Income Fund, Artisan International Explorer Fund, Artisan Select Equity Fund and Artisan Value Income Fund, make loans, except to the extent permitted by the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief, including, without limitation, (a) purchasing loan participations or otherwise investing in loans or similar obligations, (b) making loans directly to issuers, itself or as part of a lending syndicate, (c) purchasing debt obligations or other financial instruments in which the Fund may invest consistent with its investment policies, (d) entering into repurchase agreements and (e) lending its portfolio securities;
(5)
borrow money except under the following circumstances: (a) a Fund may borrow money from banks so long as after such a transaction, the total assets (including the amount borrowed) less liabilities other than debt obligations, represent at least 300% of outstanding debt obligations; (b) a Fund may also borrow amounts equal to an additional 5% of its total assets without regard to the foregoing limitation for temporary purposes, such as for the clearance and settlement of portfolio transactions and to meet shareholder redemption requests; and (c) a Fund may enter into transactions that are technically borrowings under the Investment Company Act of 1940, as amended, because they involve the sale of a security coupled with an agreement to repurchase that security (e.g., reverse repurchase agreements, dollar rolls and other similar investment techniques) without regard to the asset coverage restriction described in (a) above with respect to Artisan Emerging Markets Debt Opportunities Fund and Artisan Global Unconstrained Fund, or with respect to each other Fund, enter into such transactions, so long as and to the extent that a Fund earmarks and maintains liquid securities equal in value to its obligations in respect of these transactions;
(6)
invest more than 25% of its total assets (taken at market value at the time of a particular purchase) in the securities of one or more issuers in any particular industry (excluding the US Government or its agencies or instrumentalities);
(7)
issue any class of securities that is senior to the Fund’s shares of beneficial interest, except to the extent a Fund is permitted to borrow money or otherwise to the extent consistent with applicable law; or
(8)
with respect to 75% of each Fund’s total assets (other than Artisan Emerging Markets Debt Opportunities Fund, Artisan Focus Fund, Artisan Global Unconstrained Fund, Artisan Select Equity Fund and Artisan Sustainable Emerging Markets Fund), purchase securities of an issuer (other than the US Government, its agencies, instrumentalities or authorities or repurchase agreements collateralized by US Government securities and other investment companies), if: (a) such purchase would cause more than 5% of a Fund’s total assets taken at market value at the time of a particular purchase to be invested in the securities of such issuer; or (b) such purchase would result in more than 10%, taken at the time of a particular purchase, of the outstanding voting securities of such issuer being held by the Fund.
A Fund’s investment objective is not a fundamental restriction and, therefore, a change in the objective is not subject to shareholder approval. However, investors in a Fund will receive written notification at least 30 days prior to any change in that Fund’s investment objective.
For purposes of investment restrictions (2) and (3) above, in the event of a default or similar event with respect to an instrument permitted to be held by a Fund that results in a Fund receiving real estate, commodities or commodity contracts, the Fund may take possession of and hold such assets in accordance with its rights under such instruments and subsequently sell or otherwise dispose of such assets.
For purposes of investment restriction (5) above, borrowing shall not be considered to include (without limitation) investments in derivative instruments, such as options, futures contracts, options on futures contracts, forward commitments and swaps, short sales and roll transactions made in accordance with a Fund’s investment policies.
For the purposes of investment restriction (6) above, Artisan Partners generally classifies securities in accordance with the industry classifications of Artisan Partners’ securities information vendors, which may change from time to time. However, each investment team, in its own judgment, may determine that a different classification is more appropriate. Therefore, classifications may differ by Fund and investment team. In determining a security’s industry classification, each investment team and/or Artisan Partners’ vendors may use a range of criteria, including using information or classifications of other securities information vendors, the company description and/or other publicly available information. In addition, the industry classifications shown in the Funds’ shareholder reports, financial statements and other reports may differ from the classifications used for purposes of testing compliance with a Fund’s industry concentration policy.
Non-Fundamental Restrictions
Each Fund identified below is also subject to a non-fundamental restriction (which may be changed by the board of directors), under which the Fund may not:
(a)
invest more than 25% of its total assets (valued at time of purchase) in securities of non-US issuers [Artisan Mid Cap Fund, Artisan Mid Cap Value Fund and Artisan Small Cap Fund only];
(b)
under normal circumstances, invest less than 80% of its net assets plus any borrowings for investment purposes at market value at the time of purchase in equity securities of issuers domiciled, headquartered or whose primary business activities or principal trading markets are emerging markets [Artisan Sustainable Emerging Markets Fund only];
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30

(c)
under normal circumstances, invest less than 80% of its net assets plus any borrowings for investment purposes at market value at the time of purchase in equity securities or instruments that have similar economic characteristics [Artisan Global Equity Fund and Artisan Select Equity Fund only];
(d)
under normal circumstances, invest less than 80% of its net assets plus any borrowings for investment purposes at market value at the time of purchase in common stocks and other securities of small- and mid-cap companies [Artisan International Small-Mid Fund only];
(e)
under normal circumstances, invest less than 80% of its net assets plus any borrowings for investment purposes at market value at the time of purchase in the common stocks of medium-sized companies [Artisan Mid Cap Fund and Artisan Mid Cap Value Fund only];
(f)
under normal circumstances, invest less than 80% of its net assets plus any borrowings for investment purposes at market value at the time of purchase in the common stocks of small companies [Artisan Small Cap Fund only];
(g)
under normal circumstances, invests no less than 80% of its net assets plus any borrowings for investment purposes at market value at the time of purchase in floating rate debt instruments and other investments that are the economic equivalent of floating rate debt instruments [Artisan Floating Rate Fund only];
(h)
under normal circumstances, invests no less than 80% of its net assets plus any borrowings for investment purposes at market value at the time of purchase in emerging markets debt securities or other instruments that have similar economic characteristics [Artisan Emerging Markets Debt Opportunities Fund only].
A Fund will notify its shareholders at least 60 days prior to any change in its restrictions described in (b) through (h) above.
For purposes of Artisan Emerging Markets Debt Opportunities Fund's 80% policy described above, as well as for purposes of other investment policies and restrictions, each Fund may value derivative instruments at market value or notional value, or a combination thereof (e.g., notional value for purposes of calculating the numerator and market value for purposes of calculating the denominator for compliance with a particular policy or restriction).
The fundamental and non-fundamental restrictions only apply at the time of an investment. Accordingly, any subsequent increase or decrease in the percentage of the Fund’s holdings as a result of a change in market conditions, the amount of the Fund’s total or net assets or other circumstances will not be considered in determining whether any investment complies with the Fund’s fundamental and non-fundamental restrictions.
Organization
The Funds are series of Artisan Partners Funds, Inc., an open-end management investment company that was incorporated under Wisconsin law on 5 January 1995. Each Fund is classified as a diversified fund under the 1940 Act except Artisan Emerging Markets Debt Opportunities Fund, Artisan Focus Fund, Artisan Global Unconstrained Fund, Artisan Select Equity Fund and Artisan Sustainable Emerging Markets Fund, which are non-diversified under the 1940 Act.
Each Fund consists of three classes of shares: Investor Shares, Advisor Shares and Institutional Shares. Artisan International Explorer Fund's Investor Shares are not being offered at this time.
Each class of shares has equal rights with respect to portfolio assets and voting privileges with respect to the Fund in general. Each class of shares has exclusive voting rights with respect to any matters involving only that class. The classes of a Fund pay pro rata the costs of management of that Fund’s portfolio, including the management fee. Each class of a Fund bears the cost of its own transfer agency and shareholder servicing arrangements, and any other class-specific expenses, which will result in differing expenses by class. Because of the different expenses, the Advisor Shares of a Fund generally may have a lower expense ratio and correspondingly higher total return than the Investor Shares of the same Fund and Institutional Shares of a Fund generally may have a lower expense ratio and correspondingly higher total return than the Investor Shares and Advisor Shares of the same Fund.
The Wisconsin Business Corporation Law permits registered investment companies to operate without an annual meeting of shareholders under specified circumstances, such as if an annual meeting is not required by the 1940 Act (the federal securities law that governs the regulation of investment companies). Artisan Partners Funds has adopted the appropriate provisions in its bylaws and does not expect to hold an annual meeting in any year in which the election of directors or any other action requiring shareholder approval is not required to be acted upon by shareholders. Artisan Partners Funds believes that not holding shareholder meetings except as otherwise required reduces each Fund’s expenses and enhances shareholder returns.
The Funds may hold special meetings of shareholders to elect or remove directors, change fundamental policies, approve a management contract, or for other purposes. The Funds will distribute proxy materials in advance, including information about the proposals to be voted on and instructions on how to vote. You are entitled to one vote, or fraction thereof, for each share of any Fund, or fraction thereof, that you own. With respect to any matter that affects only one or more Funds or classes, only the shares of the affected Funds or classes are entitled to vote. Shareholders not attending these meetings are encouraged to vote by proxy.
The Wisconsin Business Corporation Law permits a registered investment company to hold annual and special meetings of shareholders solely by means of remote communication if the bylaws of the registered investment company authorize its board of directors to hold them
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31

remotely, subject to certain limitations. Artisan Partners Funds has adopted the appropriate provision in its bylaws to hold meetings of shareholders solely by means of remote communication, subject to certain conditions, as may be determined by the board of directors in its sole discretion.
All shares participate equally in dividends and other distributions declared by the board of directors with respect to the applicable class of shares, and all shares of a class have pro rata rights to the residual assets of the respective class in the event of liquidation. Shares of the Funds have no preemptive, conversion or subscription rights.
Artisan Partners Funds is governed by a board of directors that is responsible for protecting the interests of the Funds’ shareholders. The directors are experienced executives and professionals who meet at regular intervals to oversee the Funds’ activities, review contractual arrangements with companies that provide services to the Funds and review performance. A majority of directors are not otherwise affiliated with Artisan Partners Funds or Artisan Partners.
Directors and Officers
The board of directors has overall responsibility for the conduct of the affairs of Artisan Partners Funds. The chair of the board is an independent director.2 Each director serves an indefinite term until the next meeting of shareholders at which the directors are elected and until the election and qualification of his or her successor or until he or she retires, resigns or is removed from office. Artisan Partners Funds’ bylaws provide that each director must retire by the end of the calendar year in which he or she attains the age of 74. The board of directors may fill any vacancy on the board provided that, after such appointment, at least two-thirds of the directors have been elected by the shareholders. The shareholders may remove a director by a vote of a majority of the outstanding shares of Artisan Partners Funds at any meeting of shareholders called for the purpose of removing such director.
The board of directors’ role is one of oversight, rather than active management. This oversight extends to Artisan Partners Funds’ risk management processes. Those processes are embedded in the responsibilities of officers of Artisan Partners Funds. Senior officers of Artisan Partners Funds, including the president, chief financial officer, general counsel, and chief compliance officer, report directly to the full board on a variety of matters at regular meetings of the board of directors. The chief financial officer also reports regularly to Artisan Partners Funds’ audit committee, which is comprised of all of Artisan Partners Funds’ independent directors.
The board’s leadership structure features independent directors serving as board chair and chairs of the audit committee, education committee and governance and nominating committee, each of whom is elected by the board of directors for a three-year term. This structure is reviewed by the board regularly and the board believes it to be appropriate and effective. All independent directors are currently members of the audit, education and governance and nominating committees. Inclusion of independent directors in the audit, education and governance and nominating committees allows all such directors to participate in the full range of the board’s oversight duties, including oversight of risk management processes.
The board of directors elects the officers of Artisan Partners Funds, provided that the chief compliance officer must be approved by a majority of the independent directors. Each officer holds office for one year and until the election and qualification of his or her successor, or until he or she sooner dies, resigns, or is removed or disqualified. The board of directors may remove any officer, with or without cause, at any time, provided that a majority of the independent directors must approve the removal of the chief compliance officer.
The names and ages of the directors and officers, the date each first was elected to office, their principal business occupations and other directorships they have held during the last five years in any publicly-traded company or any registered investment company are shown below. There are 21 series of Artisan Partners Funds, all of which are overseen by the board of directors and officers of Artisan Partners Funds.
Name and
Year of Birth
Position(s)
Held with
Artisan
Partners
Funds
Date First
Elected or
Appointed
to Office
Principal Occupation(s)
during Past 5 Years
Other Public
Company or
Registered
Investment
Company
Directorships Held
Experience, Qualifications,
Attributes, Skills for Board
Membership
Directors who are not “interested persons” of Artisan Partners Funds:*
Coleen Downs Dinneen, 1960
Director and
Chair of the
Education
Committee
1 Jan 2018
Retired
None
Significant executive
experience including past
service as chief legal officer
of investment
management company
and responsibility for
mutual fund legal
administration, compliance
and fund administration

2
Directors who are not “interested” as defined by the 1940 Act are deemed to be “independent directors.”
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32

Name and
Year of Birth
Position(s)
Held with
Artisan
Partners
Funds
Date First
Elected or
Appointed
to Office
Principal Occupation(s)
during Past 5 Years
Other Public
Company or
Registered
Investment
Company
Directorships Held
Experience, Qualifications,
Attributes, Skills for Board
Membership
Gail L. Hanson, 1955
Director and
Independent
Chair of the
Board of
Directors
Director
since 1 Jan
2012;
Independent
Chair since 1
Jan 2019
Retired
Director, Northwestern
Mutual Series Fund, Inc.
(investment company) (27
portfolios)
Significant executive
experience including past
service as chief financial
officer and service as
deputy executive director
of a state investment
board; certified financial
analyst and certified public
accountant; audit
committee financial expert
Bonnie L. Howard, 1953
Director and
Chair of the
Audit
Committee
9 Mar 2018
Director, Chair of the Audit
Committee and member of
the Compensation
Committee and
Nominating and
Governance Committee
(May 2020 to present), and
Chair of the Risk Oversight
Committee and member of
the Audit Committee
(August 2012 to May 2020),
Assured Guaranty Ltd.;
Director, BMO Financial
Corp and BMO Harris Bank,
N.A. (September 2013 to
April 2018)
Director, Assured Guaranty
Ltd (insurance company)
Significant board
experience; significant
executive experience
including past service as
chief auditor of a global
financial services firm;
certified public accountant;
Carnegie Mellon CERT
Certificate in Cyber-Risk
Oversight; audit committee
financial expert
William J. Kelly, 1960
Director
1 Jan 2020
Chief Executive Officer,
Chartered Alternative
Investment Analyst (CAIA)
Association (2014 to
present); and Trustee, Chair
of the Board of Trustees
and Chair of the Audit
Committee, Boston
Partners Trust Company
(non-depositary trust
company) (2011 to present)
None
Significant board
experience; significant
executive experience
including past service as
chief executive officer of an
investment management
company; audit committee
financial expert
Peter M. Lebovitz, 1955
Director and
Chair of the
Governance
and
Nominating
Committee
1 Jul 2014
Managing Partner,
Harkness Partners, LLC
(provider of strategic
consulting to investment
management firms) (2010
to present)
None
Significant board
experience; significant
executive experience
including past service as
chief executive officer of an
investment management
company; audit committee
financial expert
Peter E. Sundman, 1959
Director
1 Jan 2020
Trustee, IES Abroad (2012
to present); Trustee, The
College of Wooster (2003 to
present); Trustee, Frost
Valley YMCA (1998 to
present)
None
Significant board
experience; significant
executive experience
including past service as
chief executive officer of an
investment management
company
*
Directors who are not “interested” as defined by the 1940 Act are deemed to be “independent directors”.
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33

Name and
Year of Birth
Position(s)
Held with
Artisan
Partners
Funds
Date First
Elected or
Appointed
to Office
Principal Occupation(s)
during Past 5 Years
Other Public
Company or
Registered
Investment
Company
Directorships Held
Experience, Qualifications,
Attributes, Skills for Board
Membership
Directors who are “interested persons” of Artisan Partners Funds:
Gregory K. Ramirez, 1970
Director,
President
and Chief
Executive
Officer
Director
since 1 Jan
2020;
President
and Chief
Executive
Officer since
12 Feb 2020
Managing Director and Vice
President of Artisan Partners;
Executive Vice President of
Artisan Partners Asset
Management Inc.; until
February 2020, Chief
Financial Officer, Vice
President and Treasurer of
Artisan Partners Funds; Chair
and President of
Artisan Partners Distributors
LLC (“Distributors”); prior
thereto, Vice President,
Treasurer and Chief Financial
Officer of Distributors;
Director of Artisan Partners
Global Funds plc; Director of
certain private funds
sponsored by
Artisan Partners
None
Significant executive
experience; continuing
service as Managing Director
and Vice President of
Artisan Partners; continuing
service as Executive Vice
President of Artisan Partners
Asset Management Inc. and
continuing service as Chair
and President of Distributors
Mr. Ramirez is an “interested person” of Artisan Partners Funds, as defined in the 1940 Act, because he is a Director, President and Chief Executive Officer of Artisan Partners Funds and holds various positions with Artisan Partners and its affiliates and beneficially owns interests in Artisan Partners and/or its parent company.
Name and
Year of Birth
Position(s)
Held with
Artisan
Partners
Funds
Date First
Elected or
Appointed
to Office
Principal
Occupation(s)
during Past 5 Years
Other Public Company
or Registered
Investment Company
Directorships Held
Officers of Artisan Partners Funds:
Shannon K. Jagodinski, 1977
Chief
Financial
Officer, Vice
President
and Treasurer
Chief
Financial
Officer and
Treasurer
since 12 Feb
2020; Vice
President
since 10 Feb
2015
Director of Vehicle & Investor Operations of
Artisan Partners; prior thereto, Senior
Manager; until February 2020, Assistant
Treasurer of Artisan Partners Funds; Director
of Artisan Partners Global Funds plc (since
November 2023); Director of a private fund
sponsored by Artisan Partners (since
January 2024)
None
Laura E. Simpson, 1975
General
Counsel, Vice
President
and
Secretary
General
Counsel and
Secretary
since 10 Nov
2022; Vice
President
since 10 Feb
2015
Managing Director, General Counsel (since
October 2022), Vice President and Secretary
(since October 2023) of Artisan Partners;
prior thereto Deputy General Counsel of
Artisan Partners; Executive Vice President,
Chief Legal Officer and Secretary of
Artisan Partners Asset Management Inc.
(since October 2023); until November 2022,
Assistant Secretary of Artisan Partners
Funds
None
Jill M. Demski, 1974
Chief
Compliance
Officer and
Anti-Money
Laundering
Compliance
Officer
12 Feb 2020
Chief Compliance Officer of
Artisan Partners Funds since February 2020;
Associate Counsel (since January 2019) and
Director of Compliance of Artisan Partners;
Chief Compliance Officer of Distributors
since October 2019
None
Young Kyung Lee, 1988
Vice
President
15 Nov 2023
Counsel of Artisan Partners since March
2021; prior thereto, Associate of Ropes &
Gray
None
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34

Name and
Year of Birth
Position(s)
Held with
Artisan
Partners
Funds
Date First
Elected or
Appointed
to Office
Principal
Occupation(s)
during Past 5 Years
Other Public Company
or Registered
Investment Company
Directorships Held
Peter D. Smith, 1984
Assistant
Treasurer
15 Nov 2023
Senior Manager of Investment Tax of
Artisan Partners
None
Kori T. Fojtik, 1985
Assistant
Treasurer
10 Nov 2022
Manager of Vehicle & Investor Operations
of Artisan Partners
None
The business address of the officers and directors affiliated with Artisan Partners is 875 E. Wisconsin Avenue, Suite 800, Milwaukee, Wisconsin 53202. The address of the other directors is: c/o Artisan Partners Funds, 875 E. Wisconsin Avenue, Suite 800, Milwaukee, Wisconsin 53202.
The board of directors has an audit committee, an education committee and a governance and nominating committee. The following table identifies the members of those committees as of the date of this SAI, the number of meetings of each committee held during the fiscal year ended 30 September 2023, and the function of each committee:
Committee
Members of
Committee
Number of
Meetings
Principal Functions of Committee
Audit
Committee
Coleen Downs Dinneen
Gail L. Hanson
Bonnie L. Howard*
William J. Kelly
Peter M. Lebovitz
Peter E. Sundman
4
The audit committee selects the independent auditors; meets with the independent
auditors and management to review the scope and the results of the audits of
Artisan Partners Funds’ financial statements; confirms the independence of the
independent auditors; reviews with the independent auditors and management the
effectiveness and adequacy of Artisan Partners Funds’ internal controls; pre-approves
the audit and certain non-audit services provided by the independent auditors;
receives regular reports from Artisan Partners Funds’ chief compliance officer regarding
the operation of Artisan Partners Funds’ compliance program and procedures and
related matters; and reviews legal and regulatory matters.
Education
Committee
Coleen Downs Dinneen*
Gail L. Hanson
Bonnie L. Howard
William J. Kelly
Peter M. Lebovitz
Peter E. Sundman
4
The education committee is responsible for creating and overseeing a program of
continuing education for directors.
Governance and
Nominating
Committee
Coleen Downs Dinneen
Gail L. Hanson
Bonnie L. Howard
William J. Kelly
Peter M. Lebovitz*
Peter E. Sundman
3
The governance and nominating committee makes recommendations to the board
regarding board committees and committee assignments, the composition of the
board, candidates for election as non-interested directors, executive officers of
Artisan Partners Funds, compensation of directors who are not affiliated persons of
Artisan Partners and proposed changes to Artisan Partners Funds’ governing
documents, and oversees the process for evaluating the functioning of the board.
Pursuant to procedures and policies adopted under its charter, the governance and
nominating committee will consider shareholder recommendations regarding
candidates for election as directors.
*
Chair of the committee.
Shareholders wishing to recommend a candidate for election to the board may do so by: (a) mailing the recommendation in writing to the attention of the secretary of Artisan Partners Funds at 875 East Wisconsin Avenue, Suite 800, Milwaukee, Wisconsin 53202; and (b) including in the recommendation: (i) the class or series and number of all shares of any Artisan Partners Fund owned beneficially or of record by the nominating shareholder at the time the recommendation is submitted and the dates on which such shares were acquired, specifying the number of shares owned beneficially; (ii) a full listing of the proposed candidate’s education, experience (including knowledge of the investment company industry, experience as a director or senior officer of public or private companies, and directorships on other boards of other public companies, identifying any other registered investment companies), current employment, date of birth, business and residence addresses, and the names and addresses of at least three professional references; (iii) information as to whether the candidate is or may be an “interested person” (as such term is defined in the 1940 Act) of Artisan Partners Funds, Artisan Partners or Artisan Partners Distributors LLC (“Distributors”), and, if believed not to be an “interested person,” information regarding the candidate that will be sufficient for Artisan Partners Funds to make such determination; (iv) the written and signed consent of the candidate to be named as a nominee and to serve as a director of Artisan Partners Funds, if elected; (v) a description of all arrangements or understandings between the nominating shareholder, the candidate and/or any other person or persons (including their names) pursuant to which the recommendation is being made, and if none, a statement to that effect; (vi) the class or series and number of all shares of each Artisan Partners Fund owned of record or beneficially by the candidate, as reported by the candidate; and (vii) any other information that would be helpful to the committee in evaluating the candidate. The committee also may require the nominating shareholder to furnish such other information as it may reasonably require or deem necessary to verify any information submitted in the recommendation or to determine the qualifications and eligibility of the candidate proposed by the nominating shareholder to serve as a director of Artisan Partners Funds, and if the nominating shareholder fails to provide such other information in writing within seven days of receipt of a written request from the committee, the recommendation of such
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35

candidate as a nominee will be deemed not properly submitted for consideration, and the committee will not be required to consider such candidate. The committee will consider only those shareholder recommendations that follow the procedures outlined above. Recommendations for candidates as directors of Artisan Partners Funds will be evaluated, among other things, in light of whether the number of directors is expected to change and whether the directors expect any vacancies. The committee need not consider any shareholder recommendation received fewer than 90 days before the date of an anticipated nomination. When the committee is not actively recruiting new directors, shareholder recommendations will be kept on file for two years after receipt of the shareholder recommendation. A shareholder recommendation considered by the committee in connection with the committee’s nomination of any candidate(s) for appointment or election as an independent director need not be considered again by the committee in connection with any subsequent nomination(s).
As of the date of this SAI, the compensation paid to the directors of Artisan Partners Funds who are not affiliated persons of Artisan Partners for their services as such is based on an annual fee of $325,000, payable quarterly. In addition, the independent chair of the board of directors receives an additional $125,000 annually, payable quarterly, the chair of the audit committee receives an additional $45,000 annually, payable quarterly and the chair of the education committee and the chair of the governance and nominating committee each receives an additional $30,000 annually, payable quarterly.
Compensation is paid only to directors who are not affiliated persons of Artisan Partners and is allocated among the series of Artisan Partners Funds in accordance with a procedure determined from time to time by the board. Artisan Partners Funds has no retirement or pension plan.
Artisan Partners Funds has a deferred compensation plan (the “Plan”) that permits any director who is not an affiliated person of Artisan Partners to elect to defer receipt of all or a portion of his or her Compensation (as defined under the Plan) as a director for two or more years. The deferred compensation of a participating director is credited to a book entry account of Artisan Partners Funds on the date that such Compensation otherwise would have been paid to the director. The value of the director’s deferral account at any time is equal to the value that the account would have had if contributions to the account had been invested and reinvested in shares of one or more series of Artisan Partners Funds as designated by the participating director. At the time of making a deferral election, the director may elect to receive distributions from his or her deferral account in a lump sum or over a period of five years, which distributions must commence, at the latest, within 90 days of when the director ceases to be a member of the board of directors. Any obligation of an Artisan Partners Fund to make distributions under the Plan is a general obligation of that Fund. No Artisan Partners Fund will be liable for any other Artisan Partners Fund’s obligations to make distributions under the Plan.
The following table sets forth the aggregate compensation paid by Artisan Partners Funds and the total compensation paid by the Artisan Partners Funds complex to each director for the fiscal year ended 30 September 2023.
Directors
Aggregate
Compensation
from Artisan Partners Funds
Pension or
Retirement Benefits
Accrued as Part
of Director Expenses
Estimated Annual
Benefits upon
Retirement
Aggregate
Compensation
from the Artisan
Partners Funds
Complex1
Coleen Downs Dinneen2
$330,000
$0
$0
$330,000
Gail L. Hanson3
$400,000
$0
$0
$400,000
Bonnie L. Howard4
$345,000
$0
$0
$345,000
Willian J. Kelly5
$300,000
$0
$0
$300,000
Peter M. Lebovitz
$330,000
$0
$0
$330,000
Peter E. Sundman
$300,000
$0
$0
$300,000
Gregory K. Ramirez6
$0
$0
$0
$0
Total Director Compensation
$2,005,000
$0
$0
$2,005,000
1
As of 30 September 2023, the Fund Complex consisted of Artisan Partners Funds, which offered 21 separate series.
2
This amount includes compensation deferred at the election of Ms. Dinneen under Artisan Partners Funds’ deferred compensation plan. As of 30 September 2023, the value of Ms. Dinneen’s deferred compensation account was $933,519.
3
This amount includes compensation deferred at the election of Ms. Hanson under Artisan Partners Funds’ deferred compensation plan. As of 30 September 2023, the value of Ms. Hanson’s deferred compensation account was $1,898,628.
4
This amount includes compensation deferred at the election of Ms. Howard under Artisan Partners Funds’ deferred compensation plan. As of 30 September 2023, the value of Ms. Howard’s deferred compensation account was $1,827,850.
5
This amount includes compensation deferred at the election of Mr. Kelly under Artisan Partners Funds’ deferred compensation plan. As of 30 September 2023, the value of Mr. Kelly’s deferred compensation account was $368,210.
6
Mr. Ramirez is an interested person of Artisan Partners Funds and does not receive any compensation from Artisan Partners Funds for his service as director.
As of 31 December 2023, the officers and directors of Artisan Partners Funds as a group owned “beneficially” (within the meaning of that term as defined in Rule 16a-1(a)(2) under the Securities Exchange Act of 1934, as amended (the “1934 Act”)) less than 1% of the outstanding Investor Shares of each of the Funds except Artisan Emerging Markets Debt Opportunities Fund, Artisan Floating Rate Fund, Artisan Focus Fund, Artisan Global Discovery Fund, Artisan Global Unconstrained Fund, Artisan Select Equity Fund, Artisan Sustainable Emerging Markets Fund and Artisan Value Income Fund. Artisan International Explorer Fund's Investor Shares are not being offered at this time. As of 31 December 2023, the officers and directors of Artisan Partners Funds as a group owned beneficially 6.50%, 1.63%, 2.39%, 1.60%, 8.26%, 3.59%, 4.28% and 21.91% of Investor Shares of Artisan Emerging Markets Debt Opportunities Fund, Artisan Floating Rate Fund, Artisan Focus Fund, Artisan Global Discovery Fund, Artisan Global Unconstrained Fund, Artisan Select Equity Fund, Artisan Sustainable Emerging Markets Fund and Artisan Value Income Fund, respectively.
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36

As of 31 December 2023, the officers and directors of Artisan Partners Funds as a group owned “beneficially” (within the meaning of that term as defined in Rule 16a-1(a)(2) under the 1934 Act) less than 1% of the outstanding Advisor Shares of each of the Funds except Artisan International Explorer Fund and Artisan Select Equity Fund. As of 31 December 2023, the officers and directors of Artisan Partners Funds as a group owned beneficially 1.84% and 2.21% of Advisor Shares of Artisan International Explorer Fund and Artisan Select Equity Fund, respectively.
As of 31 December 2023, the officers and directors of Artisan Partners Funds as a group owned “beneficially” (within the meaning of that term as defined in Rule 16a-1(a)(2) under the 1934 Act) less than 1% of the outstanding Institutional Shares of each of the Funds.
The following table illustrates the dollar range of shares of each Fund beneficially owned (as determined pursuant to Rule 16a-1(a)(2) under the 1934 Act) by each director as of 31 December 2023. The table includes, as applicable, securities in which each director holds an economic interest through their deferred compensation plan. The dollar range for the securities represented in the table was determined using the NAV of a share of each Fund as of the close of business on 31 December 2023.
Fund
Directors who are not interested persons of Artisan Partners Funds
Directors
who are
“interested
persons”
of Artisan
Partners Funds
 
Coleen
Downs
Dinneen
Gail L.
Hanson
Bonnie L.
Howard
William
J. Kelly
Peter M.
Lebovitz
Peter E.
Sundman
Gregory K.
Ramirez
Artisan Developing World
Fund
Over
$100,000
Over
$100,000
None
None
Over
$100,000
$50,001 - $100,000
$50,001 -
$100,000
Artisan Emerging Markets
Debt Opportunities Fund
$10,001 - $50,000
Over
$100,000
None
$50,001 -
$100,000
None
None
None
Artisan Floating Rate Fund
None
Over
$100,000
None
None
None
None
$10,001 -
$50,000
Artisan Focus Fund
Over
$100,000
Over
$100,000
None
Over
$100,000
Over
$100,000
Over
$100,000
None
Artisan Global Discovery
Fund
None
Over
$100,000
None
None
None
$50,001 -
$100,000
$10,001 -
$50,000
Artisan Global Equity Fund
$50,001 -
$100,000
Over
$100,000
None
None
None
$50,001 -
$100,000
None
Artisan Global
Opportunities Fund
Over
$100,000
Over
$100,000
Over
$100,000
None
Over
$100,000
$50,001 -
$100,000
$50,001 -
$100,000
Artisan Global
Unconstrained Fund
None
None
None
None
None
None
Over
$100,000
Artisan Global Value Fund
None
Over
$100,000
None
$50,001 -
$100,000
None
None
Over
$100,000
Artisan High Income Fund
Over
$100,000
$10,001 -
$50,000
None
Over
$100,000
Over
$100,000
None
$10,001 -
$50,000
Artisan International Fund
None
Over
$100,000
None
None
Over
$100,000
None
None
Artisan International
Explorer Fund
$50,001 -
$100,000
Over
$100,000
Over
$100,000
Over
$100,000
Over
$100,000
None
$10,001 -
$50,000
Artisan International
Small-Mid Fund
Over
$100,000
Over
$100,000
Over
$100,000
None
$50,001 -
$100,000
None
$50,001 -
$100,000
Artisan International Value
Fund
$10,001 -
$50,000
Over
$100,000
None
$50,001 -
$100,000
Over
$100,000
$50,001 -
$100,000
$50,001 -
$100,000
Artisan Mid Cap Fund
50,001 -
$100,000
Over
$100,000
None
None
None
None
None
Artisan Mid Cap Value
Fund
Over
$100,000
Over
$100,000
None
None
None
None
None
Artisan Select Equity Fund
$10,001 -
$50,000
None
None
None
None
None
None
Artisan Small Cap Fund
$50,001 -
$100,000
Over
$100,000
None
$50,001 -
$100,000
None
None
None
Artisan Sustainable
Emerging Markets Fund
Over
$100,000
$50,001 -
$100,000
Over
$100,000
$50,001 -
$100,000
None
None
$10,001 -
$50,000
|

37

Fund
Directors who are not interested persons of Artisan Partners Funds
Directors
who are
“interested
persons”
of Artisan
Partners Funds
 
Coleen
Downs
Dinneen
Gail L.
Hanson
Bonnie L.
Howard
William
J. Kelly
Peter M.
Lebovitz
Peter E.
Sundman
Gregory K.
Ramirez
Artisan Value Fund
None
Over
$100,000
None
None
$10,001 -
$50,000
None
$10,001 -
$50,000
Artisan Value Income Fund
None
Over
$100,000
None
None
None
None
None
Aggregate Artisan
Partners Funds Complex
Over
$100,000
Over
$100,000
Over
$100,000
Over
$100,000
Over
$100,000
Over
$100,000
Over
$100,000
No independent director of Artisan Partners Funds owns beneficially or of record any security of Artisan Partners or any person (other than a registered investment company) directly or indirectly controlling, controlled by or under common control with Artisan Partners.
|

38

Portfolio Managers
The portfolio manager(s) of each Fund are identified below.
Fund
Manager or Co-Managers
Role
Artisan Developing World Fund
Lewis S. Kaufman, CFA
Portfolio Manager
Artisan Emerging Markets Debt Opportunities Fund
Michael A. Cirami
Sarah C. Orvin, CFA
Lead Portfolio Manager
Portfolio Manager
Artisan Floating Rate Fund
Bryan C. Krug
Seth B. Yeager, CFA
Lead Portfolio Manager
Portfolio Manager
Artisan Focus Fund
Christopher P. Smith
Portfolio Manager
Artisan Global Discovery Fund
Jason L. White, CFA
James D. Hamel, CFA
Craigh A. Cepukenas, CFA
Matthew H. Kamm, CFA
Jay C. Warner, CFA
Lead Portfolio Manager
Portfolio Manager
Portfolio Manager
Portfolio Manager
Portfolio Manager
Artisan Global Equity Fund
Mark L. Yockey, CFA
Charles-Henri Hamker
Andrew J. Euretig
Michael Luciano1
Portfolio Manager
Portfolio Manager
Portfolio Manager
Associate Portfolio Manager
Artisan Global Opportunities Fund
James D. Hamel, CFA
Craigh A. Cepukenas, CFA
Matthew H. Kamm, CFA
Jason L. White, CFA
Jay C. Warner, CFA
Lead Portfolio Manager
Portfolio Manager
Portfolio Manager
Portfolio Manager
Portfolio Manager
Artisan Global Unconstrained Fund
Michael A. Cirami
Sarah C. Orvin, CFA
Lead Portfolio Manager
Portfolio Manager
Artisan Global Value Fund
Daniel J. O’Keefe
Michael J. McKinnon, CFA
Lead Portfolio Manager
Co-Portfolio Manager
Artisan High Income Fund
Bryan C. Krug, CFA
Portfolio Manager
Artisan International Fund
Mark L. Yockey, CFA
Charles-Henri Hamker
Andrew J. Euretig
Michael Luciano1
Portfolio Manager
Associate Portfolio Manager
Associate Portfolio Manager
Associate Portfolio Manager
Artisan International Explorer Fund
Anand Vasagiri
Beini Zhou, CFA
Co-Portfolio Manager
Co-Portfolio Manager
Artisan International Small-Mid Fund
Rezo Kanovich
Portfolio Manager
Artisan International Value Fund
N. David Samra
Ian P. McGonigle, CFA
Benjamin L. Herrick, CFA1
Lead Portfolio Manager
Co-Portfolio Manager
Associate Portfolio Manager
Artisan Mid Cap Fund
Matthew H. Kamm, CFA
Craigh A. Cepukenas, CFA
James D. Hamel, CFA
Jason L. White, CFA
Jay C. Warner, CFA
Lead Portfolio Manager
Portfolio Manager
Portfolio Manager
Portfolio Manager
Portfolio Manager
Artisan Mid Cap Value Fund
Thomas A. Reynolds IV
Daniel L. Kane, CFA
Craig Inman, CFA
Portfolio Manager
Portfolio Manager
Portfolio Manager
Artisan Select Equity Fund
Daniel J. O’Keefe
Michael J. McKinnon, CFA
Lead Portfolio Manager
Co-Portfolio Manager
Artisan Small Cap Fund
Craigh A. Cepukenas, CFA
Jay C. Warner, CFA
James D. Hamel, CFA
Matthew H. Kamm, CFA
Jason L. White, CFA
Co-Lead Portfolio Manager
Co-Lead Portfolio Manager
Portfolio Manager
Portfolio Manager
Portfolio Manager
Artisan Sustainable Emerging Markets Fund
Maria Negrete-Gruson, CFA
Portfolio Manager
Artisan Value Fund
Thomas A. Reynolds IV
Daniel L. Kane, CFA
Craig Inman, CFA
Portfolio Manager
Portfolio Manager
Portfolio Manager
|

39

Fund
Manager or Co-Managers
Role
Artisan Value Income Fund
Thomas A. Reynolds IV
Daniel L. Kane, CFA
Craig Inman, CFA
Portfolio Manager
Portfolio Manager
Portfolio Manager
1 Mr. Herrick and Mr. Luciano do not have direct management responsibilities or final decision-making authority with respect to the applicable Funds’ investments.
The portfolio managers also have responsibility for the day-to-day management of accounts other than the Funds, which may include separate accounts offered by Artisan Partners, other series of Artisan Partners Funds and unregistered funds. Portfolio managers may provide services to other accounts that are managed in investment strategies that differ from those of the Funds. Fees earned by Artisan Partners may vary among these accounts and the portfolio managers may personally invest in some but not all of those accounts. Information regarding those other accounts is set forth in the table below.3
Number of Other Accounts Managed and Assets by Account Type as of 30 September 2023
Portfolio Manager
Registered Investment Companies
(other than the Funds)
Other Pooled Investment Vehicles
Other Accounts
Craigh A. Cepukenas
Accounts: 1
Accounts: 22
Accounts: 69
Assets: $1.53B
Assets: $12.94B
Assets: $11.87B
Michael A. Cirami
Accounts: 0
Accounts: 3
Accounts: 1
Assets: $0
Assets: $460.42M
Assets: $248.57M
Andrew J. Euretig
Accounts: 1
Accounts: 5
Accounts: 25
Assets: $859.77M
Assets: $1.32B
Assets: $5.57B
James D. Hamel
Accounts: 1
Accounts: 22