ck0001141819-20240229
Bright Rock Mid Cap Growth
Fund
Institutional
Class Shares (BQMGX)
Investor
Class Shares (BQMIX) (not
currently offered)
Bright Rock Quality Large
Cap Fund
Institutional
Class Shares (BQLCX)
Investor
Class Shares (BQLIX) (not
currently offered)
Prospectus
June 28,
2024
The
U.S. Securities and Exchange Commission (the “SEC”) has not approved or
disapproved of these securities or determined if this Prospectus is truthful or
complete. Any representation to the contrary is a criminal offense.
An
investment in the Funds is not a deposit of or guaranteed by Rockland Trust
Company, is not insured or guaranteed by the Federal Deposit Insurance
Corporation or any other government agency, and is subject to investment risks,
including possible loss of the principal invested.
Bright
Rock Mid Cap Growth Fund
Bright
Rock Quality Large Cap Fund
Each
a series of Trust for Professional Managers (the “Trust”)
The
Investor Class shares of the Funds are not currently offered for
purchase.
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Bright
Rock Mid Cap Growth Fund |
Investment
Objective
The
investment objective of the Bright Rock Mid Cap Growth Fund (the “Mid Cap Growth
Fund” or the “Fund”) is long-term capital appreciation.
Fees and Expenses of the
Fund
This
table describes the fees and expenses that you may pay if you buy, hold and sell
shares of the Fund. You
may pay other fees, such as brokerage commissions and other fees to financial
intermediaries, which are not reflected in the table and Example
below.
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| Institutional Class
Shares |
Investor Class
Shares |
Shareholder
Fees
(fees
paid directly from your investment) |
None |
None |
Annual
Fund Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment) |
Management
Fees |
0.75% |
0.75% |
Distribution
and Service (12b-1) Fees |
None |
0.25% |
Other
Expenses |
0.42% |
0.42% |
Total
Annual Fund Operating Expenses |
1.17% |
1.42% |
Example
This Example is intended to help you compare the cost of investing
in the Fund with the cost of investing in other mutual funds. The Example
assumes that you invest $10,000 in the Fund for the time periods indicated and
then hold or redeem all of your shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s
operating expenses remain the same. Although your actual
costs may be higher or lower, based on these assumptions, your costs would
be:
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Share
Class |
One
Year |
Three
Years |
Five
Years |
Ten
Years |
Institutional
Class |
$119 |
$372 |
$644 |
$1,420 |
Investor
Class |
$145 |
$449 |
$776 |
$1,702 |
Portfolio
Turnover
The
Fund pays transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Fund
shares are held in a taxable account. These transaction costs and potentially
higher taxes, which are not reflected in the Total Annual Fund Operating
Expenses or in the Example, affect the Fund’s performance. During the fiscal
year ended February 29, 2024, the Fund’s portfolio turnover rate was
8.3% of the average
value of its portfolio.
Principal Investment
Strategies
Under normal
market conditions, the Fund invests at least 80% of its net assets in equity
securities of companies with medium-sized market capitalizations (“mid-cap
companies”). The Fund defines mid-cap companies as those
companies with market capitalizations within the range of companies in the
Russell Midcap®
Growth Total Return Index at the time of investment. As of May 31, 2024, the
market
capitalization
range of companies in the Russell Midcap®
Growth Total Return Index was between $0.73 billion and $91 billion.
The
Fund seeks to achieve its investment objective by investing primarily in common
stocks of mid-cap U.S. companies. Equity securities in which the Fund may invest
also include preferred stocks, convertible debt securities, and other investment
companies and exchange-traded funds (“ETFs”) that invest in equity securities of
mid-cap companies. In addition to U.S. companies, the Fund may invest up to 25%
of its net assets in securities of foreign mid-cap companies that are traded in
the U.S., including companies located in emerging markets, as well as American
Depositary Receipts (“ADRs”).
In selecting investments for the Fund, Bright Rock Capital Management,
LLC, the Fund’s investment adviser (the “Adviser”), seeks to identify companies
with attractive earnings growth prospects. Investments for the Fund’s portfolio
are selected by applying the Adviser’s disciplined, bottom-up fundamental
research process, which takes into account a company’s history of earnings
stability and growth; proprietary products, processes and/or services;
leadership or competitive positions in the market or industry; balance sheet
strength; and experience of management teams. The Adviser may sell an investment
in the Fund’s portfolio when the investment no longer meets the Adviser’s
criteria for investments with strong growth potential or when a more attractive
investment opportunity arises.
Principal Risks
Before
investing in the Fund, you should carefully consider your own investment goals,
the amount of time you are willing to leave your money invested, and the amount
of risk you are willing to take. Remember, in addition
to possibly not achieving your investment goals,
you
could lose all or a portion of your investment in the Fund over long or even
short periods of time. The principal risks of investing in the Fund
are:
•Management
Risk. Investment strategies employed by the Adviser in selecting
investments and asset allocations for the Fund may not result in an increase in
the value of your investment or in overall performance equal to other similar
investment vehicles having similar investment strategies.
•General
Market Risk. Certain
securities selected for the Fund’s portfolio may be worth less than the price
originally paid for them, or less than they were worth at an earlier
time.
•Recent
Market Events Risk. U.S.
and international markets have experienced and may continue to experience
significant periods of volatility in recent years and months due to a number of
economic, political, and global macro factors including uncertainty regarding
inflation and central banks’ interest rate increases, the possibility of a
national or global recession, trade tensions, political events, the war between
Russia and Ukraine, armed conflict between Israel and Hamas in the Middle East,
and the impact of the coronavirus (COVID-19) global pandemic. The impact of
COVID-19 may last for an extended period of time. As a result of continuing
political tensions and armed conflicts, including the war between Ukraine and
Russia, the U.S. and the European Union imposed sanctions on certain Russian
individuals and companies, including certain financial institutions, and have
limited certain exports and imports to and from Russia. The war has contributed
to recent market volatility and may continue to do so. Continuing market
volatility as a result of recent market conditions or other events may have an
adverse effect on the performance of the Fund.
•Equity
Market Risk. The equity securities held in the Fund’s portfolio, including common
stocks, may experience sudden, unpredictable drops in value or long periods of
decline in value. This may occur because of factors that affect securities
markets generally or factors affecting specific industries, sectors or companies
in which the Fund invests.
•Preferred
Stock Risk. Preferred
stock is subject to the risk that the dividend on the stock may be changed or
omitted by the issuer, and that participation in the growth of an issuer may be
limited.
•Convertible
Securities Risk. The market value of a convertible security performs like that of a
regular debt security, that is, if market interest rates rise, the value of the
convertible security falls.
•Growth
Stock Risk. The prices of growth stocks may be more sensitive to changes in
current or expected earnings than the prices of other stocks.
•Mid-Cap
Companies Risk. The
mid-cap companies in which the Fund may invest may be more vulnerable to adverse
business or economic events than larger, more established companies. In
particular, these medium-sized companies may pose additional risks, including
liquidity risk, because these companies may have limited product lines, markets
and financial resources, and may depend upon a relatively small management
group. Therefore, mid-cap companies’ stocks may be more volatile than those of
larger companies.
•Shares
of Other Investment Companies Risk. The risk of owning other investment companies, including ETFs,
generally reflects the risks of owning underlying investments the other
investment company holds. Additionally, you will indirectly bear fees and
expenses charged by the underlying funds in addition to the Fund’s direct fees
and expenses. As a result, your cost of investing in the Fund will generally be
higher than the cost of investing directly in the underlying fund
shares.
•Exchange-Traded
Funds Risk. There are risks related to investing in ETFs that do not apply to
other types of investment companies, including that the market price of an ETF’s
shares may trade at a discount to their net asset value (“NAV”) or that an
active trading market for an ETF’s shares may not develop or be
maintained.
•Foreign
Securities Risk. Investments in securities of foreign companies, including ADRs,
involve risks not generally associated with investments in the securities of
U.S. companies, including risks relating to political, social and economic
developments abroad and differences between U.S. and foreign regulatory
requirements and market practices, including fluctuations in foreign currencies.
Income earned on foreign stocks and securities may be subject to foreign
withholding taxes.
•Emerging
Markets Risk. Countries
in emerging markets are generally more volatile and can have relatively unstable
governments, social and legal systems that do not protect shareholders,
economies based on only a few industries, and securities markets that trade a
small number of issuers. Emerging market securities may be subject to relatively
more abrupt and severe price declines due to the smaller securities markets,
lower trading volumes and less government regulation of securities markets in
emerging market countries compared to those in developed countries. Investments
in emerging market securities generally are more illiquid and volatile and
subject to a higher risk of settlement disruptions than investments in
securities of issuers in developed countries.
•Not
a Bank Deposit. Investments by any investors in the Fund are not bank deposits, are
not guaranteed by any bank, are not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other government agency, and are subject to
investment risks, including possible loss of the principal
invested.
•Cybersecurity
Risk. With the increased use of technologies such as the Internet to conduct
business, the Fund is susceptible to operational, information security, and
related risks. Cyber incidents affecting the Fund or its service providers have
the ability to cause disruptions and impact business operations, potentially
resulting in financial losses, interference with the Fund’s ability to calculate
its NAV, impediments to trading, the inability of shareholders to transact
business, violations of applicable privacy and other laws, regulatory fines,
penalties, reputational damage, reimbursement or other compensation costs, or
additional compliance costs.
Performance
The bar chart
provides some indication of the risks of investing in the Fund by showing
changes in the Fund’s performance from year to year. The Average
Annual Total Returns table also demonstrates these risks by showing how the
Fund’s average annual returns for the one year, five year, ten year and since
inception periods compare with those of a broad measure of market performance.
The Fund’s past performance,
before and after taxes, is not necessarily an indication of how it will perform
in the future. Updated performance information is available on
the Fund’s website at http://www.brightrockfunds.com/literature.html
or by calling the Fund at 1-866-273-7223 (toll
free).
Calendar Year Total Return as
of December 31*
*
The
returns shown in the bar chart are for Institutional Class shares of the Fund.
Investor Class shares would have substantially similar annual returns because
the shares are invested in the same portfolio of securities and the annual
returns would differ only to the extent that the classes do not have the same
expenses. Investor Class shares are not currently offered for
purchase.
The
Fund’s calendar year-to-date return as of
March 31, 2024 was
10.14%. During the
period of time shown in the bar chart, the Fund’s highest quarterly
return was 26.19% for the quarter ended June 30, 2020, and the
lowest quarterly return was
-23.19% for the quarter ended March 31,
2020.
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Average Annual
Total Returns (for the Periods Ended December 31,
2023) |
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Year |
5
Year |
10
Year |
Since
Inception
(5/26/10) |
Institutional
Class Shares |
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Return Before
Taxes |
13.00% |
12.13% |
9.35% |
10.27% |
Return After
Taxes on Distributions |
13.00% |
10.97% |
8.39% |
9.36% |
Return After
Taxes on Distributions and Sale of Fund
Shares |
7.70% |
9.63% |
7.47% |
8.43% |
Russell
Midcap®
Growth Total Return Index
(reflects no deduction for
fees, expenses or taxes) |
25.87% |
13.81% |
10.57% |
13.03% |
After-tax returns are
calculated using the highest historical individual federal marginal income tax
rates and do not reflect the impact of state and local taxes.
Actual after-tax returns depend on your tax situation and may differ from those
shown. The
after-tax returns shown are not relevant to shareholders who hold their shares
through tax-deferred or other tax-advantaged arrangements, such as 401(k) plans
or individual retirement accounts (“IRAs”).
After-tax returns are shown
only for the Institutional Class shares. The after-tax returns for Investor
Class shares will vary. Investor Class shares are not currently
offered for purchase.
Management
Investment
Adviser
Bright
Rock Capital Management, LLC is the Fund’s investment adviser.
Portfolio
Managers
Douglas
S. Butler, CFA®,
CFP®
and David B. Smith, CFA®,
each a Portfolio Manager of the Adviser, are responsible for the day-to-day
management of the Fund’s portfolio and have served as the portfolio managers of
the Fund since June 2012.
For
important information about the purchase and sale of Fund shares, tax
information and financial intermediary compensation, please turn to “Purchase
and Sale of Fund Shares, Taxes and Financial Intermediary Compensation” on page
11.
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Bright
Rock Quality Large Cap Fund |
Investment
Objective
The
investment objective of the Bright Rock Quality Large Cap Fund (the “Quality
Large Cap Fund” or the “Fund”) is long-term capital
appreciation.
Fees and Expenses of the
Fund
This
table describes the fees and expenses that you may pay if you buy, hold and sell
shares of the Fund. You
may pay other fees, such as brokerage commissions and other fees to financial
intermediaries, which are not reflected in the table and Example
below.
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Institutional Class
Shares |
Investor Class
Shares |
Shareholder
Fees (fees
paid directly from your investment) |
None |
None |
Annual
Fund Operating Expenses (expenses
that you pay each year as a percentage of the value of your
investment) |
Management
Fees |
0.65% |
0.65% |
Distribution
and Service (12b-1) Fees |
None |
0.25% |
Other
Expenses |
0.22% |
0.22% |
Acquired
Fund Fees and Expenses(1) |
0.02% |
0.02% |
Total
Annual Fund Operating Expenses(2) |
0.89% |
1.14% |
(1) Acquired Fund Fees
and Expenses (“AFFE”) are the indirect costs of investing in other investment
companies.
(2) Please note that
Total Annual Fund Operating Expenses shown in the table above do not correlate
to the Ratio of Expenses to Average Net Assets figures found within the
“Financial Highlights” section of the Prospectus because the “Financial
Highlights” include only the direct operating expenses incurred by the Fund and
exclude indirect expenses, such as
AFFE.
Example
This Example is intended to help you compare the cost of investing
in the Fund with the cost of investing in other mutual funds. The Example
assumes that you invest $10,000 in the Fund for the time periods indicated and
then hold or redeem all of your shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s
operating expenses remain the same. Although your actual
costs may be higher or lower, based on these assumptions, your costs would
be:
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Share
Class |
One
Year |
Three
Years |
Five
Years |
Ten
Years |
Institutional
Class |
$91 |
$284 |
$493 |
$1,096 |
Investor
Class |
$116 |
$362 |
$628 |
$1,386 |
Portfolio
Turnover
The
Fund pays transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Fund
shares are held in a taxable account. These transaction costs and potentially
higher taxes, which are not reflected in the Total Annual Fund Operating
Expenses or in the Example, affect the Fund’s performance. During the fiscal
year ended February 29, 2024, the Fund’s portfolio turnover rate was
27.2% of the average
value of its portfolio.
Principal Investment
Strategies
Under normal
market conditions, the Fund invests at least 80% of its net assets in equity
securities of companies with large-sized market capitalizations (“large-cap
companies”). The Fund defines large-cap companies as those
companies with market capitalizations within the range of companies in the
Russell 1000®
Index at the time of investment. As of May 31, 2024, the market capitalization
range of companies in the Russell 1000®
Index was between $0.35 billion and $3.1 trillion.
The
Fund seeks to achieve its investment objective by investing primarily in common
stocks of large-cap U.S. companies. Equity securities in which the Fund may
invest also include preferred stocks, convertible debt securities, and other
investment companies and exchange-traded funds (“ETFs”) that invest in equity
securities of large-cap companies. In addition to U.S. companies, the Fund may
invest up to 25% of its net assets in securities of foreign large-cap companies
that are traded in the U.S., including companies located in emerging markets, as
well as American Depositary Receipts (“ADRs”).
In selecting investments for the Fund, Bright Rock Capital
Management, LLC, the Fund’s investment adviser (the “Adviser”), seeks to
identify high quality businesses by applying its disciplined, bottom-up
fundamental research process, which takes into account a company’s history of
earnings stability and growth; proprietary products, processes and/or services;
leadership or competitive positions in the market or industry; balance sheet
strength; and experience of management teams. The Fund will invest in both
growth and value stocks, and will maintain exposure across a variety of industry
sectors. The Adviser utilizes a proprietary quality screening methodology to
determine companies that meet the Adviser’s criteria for inclusion in the
quality universe. The Adviser may sell an investment in the Fund’s portfolio
when the investment no longer meets the Adviser’s criteria for investments in
high quality businesses or when a more attractive investment opportunity
arises.
Principal Risks
Before
investing in the Fund, you should carefully consider your own investment goals,
the amount of time you are willing to leave your money invested, and the amount
of risk you are willing to take. Remember, in
addition to possibly not achieving your investment goals,
you
could lose all or a portion of your investment in the Fund over long or even
short periods of time. The principal risks of investing in the Fund
are:
•Management
Risk. Investment strategies employed by the Adviser in selecting
investments and asset allocations for the Fund may not result in an increase in
the value of your investment or in overall performance equal to other similar
investment vehicles having similar investment strategies.
•General
Market Risk. Certain
securities selected for the Fund’s portfolio may be worth less than the price
originally paid for them, or less than they were worth at an earlier
time.
•Recent
Market Events Risk. U.S.
and international markets have experienced and may continue to experience
significant periods of volatility in recent years and months due to a number of
economic, political, and global macro factors including uncertainty regarding
inflation and central banks’ interest rate increases, the possibility of a
national or global recession, trade tensions, political events, the war between
Russia and Ukraine, armed conflict between Israel and Hamas in the Middle East,
and the impact of the coronavirus (COVID-19) global pandemic. The impact of
COVID-19 may last for an extended period of time. As a result of continuing
political tensions and armed conflicts, including the war between Ukraine and
Russia, the U.S. and the European Union imposed sanctions on certain Russian
individuals and companies, including certain financial institutions, and have
limited certain exports and imports to and from Russia. The war has contributed
to recent market volatility and may continue to do so. Continuing market
volatility as a result of recent market conditions or other events may have an
adverse effect on the performance of the Fund.
•Equity
Market Risk. The equity securities held in the Fund’s portfolio, including common
stocks, may experience sudden, unpredictable drops in value or long periods of
decline in value. This may occur because of factors that affect securities
markets generally or factors affecting specific industries, sectors or companies
in which the Fund invests.
•Preferred
Stock Risk. Preferred
stock is subject to the risk that the dividend on the stock may be changed or
omitted by the issuer, and that participation in the growth of an issuer may be
limited.
•Convertible
Securities Risk. The market value of a convertible security performs like that of a
regular debt security, that is, if market interest rates rise, the value of the
convertible security falls.
•Growth
Stock Risk. The prices of growth stocks may be more sensitive to changes in
current or expected earnings than the prices of other stocks.
•Value
Stock Risk. Value
stocks may perform differently from the market as a whole and may continue to be
undervalued by the market for long periods of time.
•Large-Cap
Companies Risk. Larger,
more established companies may be unable to respond quickly to new competitive
challenges such as changes in consumer tastes or innovative smaller competitors.
Also, large-cap companies are sometimes unable to attain the high growth rates
of successful, smaller companies, especially during extended periods of economic
expansion.
•Shares
of Other Investment Companies Risk. The
risk of owning other investment companies, including ETFs, generally reflects
the risks of owning underlying investments the other investment company holds.
Additionally, you will indirectly bear fees and expenses charged by the
underlying funds in addition to the Fund’s direct fees and expenses. As a
result, your cost of investing in the Fund will generally be higher than the
cost of investing directly in the underlying fund
shares.
•Exchange-Traded
Funds Risk. There
are risks related to investing in ETFs that do not apply to other types of
investment companies, including that the market price of an ETF’s shares may
trade at a discount to their net asset value (“NAV”) or that an active trading
market for an ETF’s shares may not develop or be
maintained.
•Foreign
Securities Risk. Investments
in securities of foreign companies, including ADRs, involve risks not generally
associated with investments in the securities of U.S. companies, including risks
relating to political, social and economic developments abroad and differences
between U.S. and foreign regulatory requirements and market practices, including
fluctuations in foreign currencies. Income earned on foreign stocks and
securities may be subject to foreign withholding
taxes.
•Emerging
Markets Risk. Countries
in emerging markets are generally more volatile and can have relatively unstable
governments, social and legal systems that do not protect shareholders,
economies based on only a few industries, and securities markets that trade a
small number of issuers. Emerging market securities may be subject to relatively
more abrupt and severe price declines due to the smaller securities markets,
lower trading volumes and less government regulation of securities markets in
emerging market countries compared to those in developed countries. Investments
in emerging market securities generally are more illiquid and volatile and
subject to a higher risk of settlement disruptions than investments in
securities of issuers in developed countries.
•Not
a Bank Deposit. Investments
by any investors in the Fund are not bank deposits, are not guaranteed by any
bank, are not insured or guaranteed by the Federal Deposit Insurance Corporation
or any other government agency, and are subject to investment risks, including
possible loss of the principal invested.
•Cybersecurity
Risk. With
the increased use of technologies such as the Internet to conduct business, the
Fund is susceptible to operational, information security, and related risks.
Cyber
incidents
affecting the Fund or its service providers have the ability to cause
disruptions and impact business operations, potentially resulting in financial
losses, interference with the Fund’s ability to calculate its NAV, impediments
to trading, the inability of shareholders to transact business, violations of
applicable privacy and other laws, regulatory fines, penalties, reputational
damage, reimbursement or other compensation costs, or additional compliance
costs.
Performance
The bar chart
provides some indication of the risks of investing in the Fund by showing
changes in the Fund’s performance from year to year. The Average
Annual Total Returns table also demonstrates these risks by showing how the
Fund’s average annual returns for the one year, five year, ten year and since
inception periods compare with those of a broad measure of market performance.
The Fund’s past performance,
before and after taxes, is not necessarily an indication of how it will perform
in the future. Updated performance information is available on
the Fund’s website at http://www.brightrockfunds.com/literature.html
or by calling the Fund at 1-866-273-7223 (toll
free).
Calendar Year Total Return
as of December 31*
*
The
returns shown in the bar chart are for Institutional Class shares of the Fund.
Investor Class shares would have substantially similar annual returns because
the shares are invested in the same portfolio of securities and the annual
returns would differ only to the extent that the classes do not have the same
expenses. Investor Class shares are not currently offered for
purchase.
The
Fund’s calendar year-to-date return as of
March 31, 2024 was
9.45%. During the
period of time shown in the bar chart, the Fund’s highest quarterly
return was 18.04% for the quarter ended June 30, 2020, and the
lowest quarterly return was
-21.52% for the quarter ended March 31,
2020.
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Average Annual
Total Returns (for the Periods Ended December 31,
2023) |
|
| 1
Year |
5
Year |
10
Year |
Since
Inception
(5/26/10) |
Institutional
Class Shares |
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Return Before
Taxes |
20.96% |
14.58% |
10.09% |
11.85% |
Return After
Taxes on Distributions |
20.13% |
12.76% |
8.55% |
10.40% |
Return After
Taxes on Distributions and Sale of Fund
Shares |
12.97% |
11.46% |
7.89% |
9.64% |
S&P
500®
Total Return Index
(reflects no deduction for
fees, expenses or taxes) |
26.29% |
15.69% |
12.03% |
13.83% |
After-tax returns are
calculated using the highest historical individual federal marginal income tax
rates and do not reflect the impact of state and local taxes.
Actual after-tax returns depend on your tax situation and may differ from those
shown. The after-tax returns shown
are not relevant to shareholders who hold their shares through tax-deferred or
other tax-advantaged arrangements, such as 401(k) plans or individual retirement
accounts (“IRAs”). After-tax returns are shown
only for the Institutional Class shares. The after-tax returns for Investor
Class shares will vary. Investor Class shares are not currently
offered for purchase.
Management
Investment
Adviser
Bright
Rock Capital Management, LLC is the Fund’s investment adviser.
Portfolio
Managers
Douglas
S. Butler, CFA®,
CFP®
and David B. Smith, CFA®,
each a Portfolio Manager of the Adviser, are responsible for the day-to-day
management of the Fund’s portfolio and have served as the portfolio managers of
the Fund since the Fund commenced operations in May 2010.
For
important information about the purchase and sale of Fund shares, tax
information and financial intermediary compensation, please turn to “Purchase
and Sale of Fund Shares, Taxes and Financial Intermediary Compensation” on page
11.
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Purchase
and Sale of Fund Shares, Taxes and Financial Intermediary
Compensation |
Purchase
and Sale of Fund Shares
You
may purchase, redeem or exchange shares by mail (Bright Rock Funds, c/o
U.S. Bank Global Fund Services, P.O. Box 701, Milwaukee, WI 53201-0701 (for
regular mail) or 615 East Michigan Street, 3rd Floor, Milwaukee, WI
53202 (for overnight or express mail)), by wire or by telephone at
1-866-273-7223. Investors who wish to purchase, redeem or exchange Fund shares
through a financial intermediary should contact the financial intermediary
directly. The minimum initial amount of investment in a Fund and exchanges into
a Fund from another fund in the Bright Rock Funds family is $100,000 for
Institutional Class shares and $5,000 for Investor Class shares. Subsequent
investments in Institutional Class shares and Investor Class shares for all
types of accounts may be made with a minimum investment amount of $5,000 or
$1,000, respectively. Investor Class shares of the Funds are not currently
offered for purchase.
Tax
Information
Each
Fund’s distributions will be taxed as ordinary income or long-term capital
gains, unless you are investing through a tax-deferred or other tax-advantaged
arrangement, such as a 401(k) plan or an IRA. You may be taxed later upon
withdrawal of monies from such tax-deferred or other tax-advantaged
arrangements.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase Fund shares through a broker-dealer or other financial intermediary
(such as a bank), the Funds and their related companies may pay the intermediary
for the sale of Fund shares and related services. These payments may create
conflicts of interest by influencing the broker-dealer or other intermediary and
your salesperson to recommend the Funds over other investments. Ask your
salesperson or visit your financial intermediary’s website for more
information.
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Principal
Investment Strategies, Related Risks and Disclosure of Portfolio
Holdings |
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Bright
Rock Mid Cap Growth Fund |
Investment
Objective
The
Mid Cap Growth Fund’s investment objective is long-term capital
appreciation.
Principal
Investment Strategies
Under
normal market conditions, the Fund invests at least 80% of its net assets in
equity securities of mid-cap companies. The Fund defines mid-cap companies as
those companies with market capitalizations within the range of companies in the
Russell Midcap®
Growth Total Return Index at the time of investment. As of May 31, 2024, the
market capitalization range of companies in the Russell Midcap®
Growth Total Return Index was between $0.73 billion and $91 billion.
The
Fund invests primarily in common stocks of mid-cap U.S. companies. The Fund may
also invest in preferred stocks, convertible debt securities, and other
investment companies and ETFs that invest in equity securities of mid-cap
companies. In addition to U.S. companies, the Fund may invest up to 25% of its
net assets in securities of foreign mid-cap companies that are traded in the
U.S., including companies located in emerging markets, as well as ADRs.
In
selecting investments for the Fund, the Adviser seeks to identify companies with
attractive earnings growth prospects. Investments for the Fund’s portfolio are
selected for quality by applying a disciplined, bottom-up fundamental research
process, which takes into account a company’s history of earnings stability and
growth; proprietary products, processes and/or services; leadership or
competitive positions in the market or industry; balance sheet strength; and
experience of management teams. The Adviser may sell an investment in the Fund’s
portfolio when the investment no longer meets the Adviser’s criteria for
investments with strong growth potential or when a more attractive investment
opportunity arises.
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Bright
Rock Quality Large Cap Fund |
Investment
Objective
The
Quality Large Cap Fund’s investment objective is long-term capital
appreciation.
Principal
Investment Strategies
Under
normal market conditions, the Fund invests at least 80% of its net assets in
equity securities of large-cap companies. The Fund defines large-cap companies
as those companies with market capitalizations within the range of companies in
the Russell 1000®
Index at the time of investment. As of May 31, 2024, the market capitalization
range of companies in the Russell 1000®
Index was between $0.35 billion and $3.1 trillion.
The
Fund invests primarily in common stocks of large-cap U.S. companies. The Fund
may also invest in preferred stocks, convertible debt securities, and other
investment companies and ETFs that invest in equity securities of large-cap
companies. In addition to U.S. companies, the Fund may invest up to 25% of its
net assets in securities of foreign large-cap companies that are traded in the
U.S., including companies located in emerging markets, as well as ADRs.
In
selecting investments for the Fund, the Adviser seeks to identify high quality
businesses by applying its disciplined, bottom-up fundamental research process,
which takes into account a company’s history of earnings stability and growth;
proprietary products, processes and/or services; leadership or competitive
positions in the market or industry; balance sheet strength; and experience of
management teams. The Fund will then analyze the quality companies it identifies
to screen for what the Adviser believes are the best opportunities for long-term
capital appreciation, using a blend of growth or value. The composition of the
Fund’s portfolio will vary among growth or value prospects at any time based on
economic or market conditions. The Adviser may sell an investment in the Fund’s
portfolio when the investment no longer meets the Adviser’s criteria for
investments in high quality businesses or when a more attractive investment
opportunity arises.
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General
Investment Policies of the Funds |
Temporary
Strategies; Cash or Similar Investments. For
temporary defensive purposes, in response to adverse market, economic,
political, or other conditions, the Adviser may invest up to 100% of a Fund’s
total assets in high-quality, short-term debt securities and money market
instruments. These short-term debt securities and money market instruments
include shares of other mutual funds, commercial paper, certificates of deposit,
bankers’ acceptances, U.S. Government securities and repurchase agreements.
Taking a temporary defensive position may result in a Fund not achieving its
investment objective. Furthermore, to the extent that a Fund invests in money
market mutual funds for its cash position, there will be some duplication of
expenses because the Fund would bear its pro rata portion of such money market
funds’ management fees and operational expenses.
Change
in Investment Objective.
Each Fund’s investment objective may be changed without the approval of the
Fund’s shareholders upon approval by the Trust’s Board of Trustees and 60 days’
prior written notice to shareholders. A Fund may not make any change in its
investment policy of investing at least 80% of net assets in investments
suggested by the Fund’s name without first changing the Fund’s name and
providing shareholders with at least 60 days’ prior written notice.
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Principal
Risks of Investing in the Funds |
Before
investing in the Funds, you should carefully consider your own investment goals,
the amount of time you are willing to leave your money invested, and the amount
of risk you are willing to take. Remember, in addition to possibly not achieving
your investment goals, you
could lose all or a portion of your investment in a Fund over long or even short
periods of time.
•Management
Risk.
The ability of a Fund to meet its investment objective is directly related to
the Adviser’s investment strategies for the Fund. The value of your investment
in a Fund may vary with the effectiveness of the Adviser’s research, analysis
and asset allocation among portfolio securities. If the Adviser’s investment
strategies do not produce the expected results, the value of your investment
could be diminished or even lost entirely.
•General
Market Risk. The
market value of a security may move up or down, sometimes rapidly and
unpredictably. These fluctuations may cause a security to be worth less than the
price originally paid for it, or less than it was worth at an earlier time.
Market risk may affect a single issuer, industry, sector of the economy or the
market as a whole. Global economies and financial markets are increasingly
interconnected, which increases the possibilities that conditions in one country
or region might adversely impact issuers in a different country or region. The
securities markets have experienced substantially lower valuations, reduced
liquidity, price volatility, credit downgrades, increased likelihood of default,
and valuation difficulties, all of which may increase the risks of investing in
securities held by the Funds.
•Recent
Market Events Risk. U.S.
and international markets have experienced and may continue to experience
significant periods of volatility in recent years and months due to a number of
economic, political, and global macro factors including uncertainty regarding
inflation and central banks’ interest rate increases, the possibility of a
national or global recession, trade tensions, political events, the war between
Russia and Ukraine, armed conflict between Israel and Hamas in the Middle East,
and the impact of the coronavirus (COVID-19) global pandemic. The impact of
COVID-19 may last for an extended period of time. As a result of continuing
political tensions and armed conflicts, including the war between Ukraine and
Russia, the U.S. and the European Union imposed sanctions on certain Russian
individuals and companies, including certain financial institutions, and have
limited certain exports and imports to and from Russia. The war has contributed
to recent market volatility and may continue to do so. Continuing market
volatility as a result of recent market conditions or other events may have an
adverse effect on the performance of a Fund.
The
Middle East conflict has led to significant loss of life, damaged infrastructure
and escalated tensions both in the region and globally. These developments, as
well as other events, could result in further market volatility and negatively
affect financial asset prices, the liquidity of certain securities and the
normal operations of securities exchanges and other markets, despite government
efforts to address market disruptions. As a result, the risk environment remains
elevated. The Adviser will monitor developments and seek to manage the Funds in
a manner consistent with achieving each Fund’s investment objective, but there
can be no assurance that they will be successful in doing so.
•Equity
Market Risk. Common
stocks are susceptible to general stock market fluctuations and to volatile
increases and decreases in value as market confidence in and perceptions of
their issuers change. These investor perceptions are based on various and
unpredictable factors including: expectations regarding government, economic,
monetary and fiscal policies; inflation and interest rates; economic expansion
or contraction; and global or regional political, economic and banking crises.
Common stock held by a Fund is generally exposed to greater risk than preferred
stocks and debt obligations of the issuer because common stockholders, or
holders of equivalent interests, generally have inferior rights to receive
payments from issuers in comparison with the rights of preferred stockholders,
bondholders and other creditors of such issuers.
•Preferred
Stock Risk. A
preferred stock has a blend of the characteristics of bonds and common stock. It
may offer the higher yield of a bond and has priority over common stock in
equity ownership, but it does not have the seniority of a bond and, unlike
common stock, its participation in the issuer’s growth may be limited. Although
the dividend on a preferred stock may be set at a fixed annual rate, in some
circumstances it may be changed or discontinued by the issuer.
•Convertible
Securities Risk. A
convertible security is a fixed-income security (a debt instrument or a
preferred stock) which may be converted at a stated price within a specified
period of time into a certain quantity of the common stock of the same or a
different issuer. The market value of a convertible security will perform the
same as a regular fixed income security; that is, if market interest rates rise,
the value of the convertible security falls. Convertible securities are senior
to common stock in an issuer’s capital structure, but are subordinated to any
senior debt securities. As a result, in the event of a liquidation of the
issuing company, holders of convertible securities generally would be paid after
the company’s creditors but before the company’s common shareholders.
Consequently, an issuer’s convertible securities generally may be viewed as
having more risk than its debt securities but less risk than its common stock.
If a convertible security held by a Fund is called for redemption, the Fund will
be required to surrender the security for
redemption,
and convert it into the issuing company’s common stock or cash at a time that
may be unfavorable to the Fund.
•Growth
Stock Risk. The
prices of growth stocks may be more sensitive to changes in current or expected
earnings than the prices of other stocks. Growth stocks may not perform as well
as value stocks or the stock market in general.
•Value
Stock Risk (Quality Large Cap Fund Only). Value
stocks may react differently to issuer, political, market, and economic
developments than the market as a whole and other types of stocks. Value stocks
tend to be inexpensive relative to their earnings or assets compared to other
types of stocks. However, value stocks may continue to be inexpensive for long
periods of time and may not ever realize their full value.
•Large-Cap
Companies Risk (Quality Large Cap Fund Only).
Larger, more established companies may be unable to respond quickly to new
competitive challenges such as changes in consumer tastes or innovative smaller
competitors. Also, large-cap companies are sometimes unable to attain the high
growth rates of successful, smaller companies, especially during extended
periods of economic expansion.
•Mid-Cap
Companies Risk (Mid Cap Growth Fund Only).
Mid-cap companies may not have the management experience, financial resources,
product diversification and competitive strengths of large-cap companies.
Therefore, their securities may be more volatile than the securities of larger,
more established companies, making them less liquid than other securities.
Mid-cap companies’ stocks may also be bought and sold less often and in smaller
amounts than larger company stocks. Because of this, if the Adviser wants to
sell a large quantity of a mid-cap company’s stock, it may have to sell at a
lower price than it might prefer, or it may have to sell in smaller than desired
quantities over a period of time.
•Foreign
Securities Risk. Investing
in foreign securities, including direct investments and through ADRs, which are
traded on U.S. exchanges and represent an ownership in a foreign security, poses
additional risks since political and economic events unique to a country or
region will affect those markets and their issuers. These risks will not
necessarily affect the U.S. economy or similar issuers located in the United
States, but may affect the U.S. companies with significant foreign operations.
In addition, changes in the value of a currency compared to the U.S. dollar may
affect the value of foreign securities. These currency movements may occur
separately from, and in response to, events that do not otherwise affect the
value of the security in the issuer’s home country. While ADRs provide an
alternative to directly purchasing the underlying foreign securities in their
respective national markets and currencies, investments in ADRs continue to be
subject to many of the risks associated with investing directly in foreign
securities.
•Emerging
Markets Risk. The
risks of foreign investments are usually much greater when they are made in
emerging markets. Investments in emerging markets may be considered speculative.
Emerging markets are riskier than more developed markets because they tend to
develop unevenly and may never fully develop. They are more likely to experience
high rates of inflation and currency devaluations, which may adversely affect
returns. In addition, many emerging markets have far lower trading volumes and
less liquidity than developed markets. Since these markets are often small, they
may be more likely to suffer sharp and frequent price changes or long-term price
depression because of adverse publicity, investor perceptions or the actions of
a few large investors. In addition, traditional measures of investment value
used in the U.S., such as price to earnings ratios, may not apply to certain
emerging markets. Also, there may be less publicly available information about
issuers in emerging markets than would be available about issuers in more
developed capital markets, and such issuers may not be subject to accounting,
auditing and financial
reporting
standards and requirements comparable to those to which companies in developed
countries are subject. In addition, investments in emerging market countries
present risks to a greater degree than those presented by investments in
countries with developed securities markets and more advanced regulatory
systems.
•Shares
of Other Investment Companies Risk. The
risk of owning other investment companies, including ETFs, generally reflects
the risks of owning the underlying investments the other investment company
holds. Additionally, you will indirectly bear fees and expenses charged by the
underlying funds in addition to a Fund’s direct fees and expenses and, as a
result, your cost of investing in such Fund will generally be higher than the
cost of investing directly in the underlying fund shares.
•Exchange-Traded
Funds Risk. An
investment in an ETF generally presents the same primary risks as other types of
investment companies (i.e.,
one that is not exchange traded) that has the same investment objective,
strategies and policies. The price of an ETF can fluctuate within a wide range,
and the Funds could lose money when investing in an ETF if the prices of the
securities owned by the ETF go down. In addition, ETFs are subject to the
following risks that do not apply to other types of investment companies: (1)
the market price of the ETF’s shares may trade at a discount to their NAV; (2)
an active trading market for an ETF’s shares may not develop or be maintained;
or (3) trading of an ETF’s shares may be halted if the listing exchange’s
officials deem such action appropriate, the shares are de-listed from the
exchange, or the activation of market-wide “circuit breakers” (which are tied to
large decreases in stock prices) halts stock trading generally. Additionally,
ETFs have management and other fees, which increase their cost.
•Cybersecurity
Risk. With
the increased use of technologies such as the Internet to conduct business, the
Funds are susceptible to operational, information security, and related risks.
In general, cyber incidents can result from deliberate attacks or unintentional
events. Cyber attacks include, but are not limited to, gaining unauthorized
access to digital systems (e.g.,
through “hacking” or malicious software coding) for purposes of misappropriating
assets or sensitive information, corrupting data, or causing operational
disruption. Cyber attacks may also be carried out in a manner that does not
require gaining unauthorized access, such as causing denial-of-service attacks
on websites (i.e.,
efforts to make network services unavailable to intended users). Cyber incidents
affecting the Funds or their service providers have the ability to cause
disruptions and impact business operations, potentially resulting in financial
losses, interference with the Funds’ ability to calculate their NAV, impediments
to trading, the inability of shareholders to transact business, violations of
applicable privacy and other laws, regulatory fines, penalties, reputational
damage, reimbursement or other compensation costs, or additional compliance
costs. Similar adverse consequences could result from cyber incidents affecting
issuers of securities in which the Funds invest, counterparties with which the
Funds engage in transactions, governmental and other regulatory authorities,
exchange and other financial market operators, banks, brokers, dealers,
insurance companies and other financial institutions (including financial
intermediaries and service providers for shareholders) and other parties. In
addition, substantial costs may be incurred in order to prevent any cyber
incidents in the future. While the Funds’ service providers have established
business continuity plans in the event of, and risk management systems to
prevent, such cyber incidents, there are inherent limitations in such plans and
systems including the possibility that certain risks have not been identified.
Furthermore, the Funds cannot control the cyber security plans and systems put
in place by their service providers or any other third parties whose operations
may affect the Funds or their shareholders. As a result, the Funds and their
shareholders could be negatively impacted.
•Not
Bank Deposits. Investments
by any investors in the Funds are not bank deposits, are not guaranteed by any
bank, are not insured or guaranteed by the Federal Deposit Insurance
Corporation
or any other government agency, and are subject to investment risks, including
possible loss of the principal invested.
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Portfolio
Holdings Information |
A
description of the Funds’ policies and procedures with respect to the disclosure
of the Funds’ portfolio holdings is available in the Funds’ Statement of
Additional Information (“SAI”). Disclosure of the Funds’ holdings is required to
be made quarterly within 60 days of the end of each fiscal quarter in the annual
and semi-annual reports to Fund shareholders and in the quarterly holdings
report on Part F of Form N-PORT. The annual and semi-annual reports to Fund
shareholders are available free of charge by contacting the Bright Rock Funds,
c/o U.S. Bank Global Fund Services, P.O. Box 701, Milwaukee, WI 53201-0701 or
calling 1-866-273-7223 or by visiting www.brightrockfunds.com. The Funds’
filings on Part F of Form N-PORT is available on the SEC’s website at
www.sec.gov.
The
Funds have entered into an investment advisory agreement (“Advisory Agreement”)
with Bright Rock Capital Management, LLC, located at 2036 Washington Street,
Hanover, MA 02339. The Adviser was organized in January 2010 and is an
SEC-registered investment adviser that provides discretionary equity portfolio
management services to the Funds and to institutional and individual clients
through separately-managed accounts. The Adviser is a wholly-owned subsidiary of
Rockland Trust Company (“Rockland Trust”), which in turn is a wholly-owned
subsidiary of Independent Bank Corp., a publicly-traded company. Rockland Trust
is a Massachusetts trust company regulated by the Commissioner of Banks of the
Commonwealth of Massachusetts. Under the Advisory Agreement, the Adviser manages
the Funds’ investments in accordance with each Fund’s investment objective,
policies and restrictions, subject to the supervision of the Board of Trustees.
For the fiscal year ended February 29, 2024, the Adviser received management
fees as a percentage of average daily net assets of 0.75% and 0.65% of the Mid
Cap Growth Fund and the Quality Large Cap Fund, respectively.
Fund
Expenses.
Each Fund is responsible for its own operating expenses. However, pursuant to an
operating expense limitation agreement between the Adviser and the Trust, on
behalf of the Funds, the Adviser has agreed to waive its management fees and/or
reimburse expenses to ensure that the total amount of each Fund’s operating
expenses (exclusive of any front-end or contingent deferred loads, Rule 12b-1
fees, shareholder servicing plan fees, taxes, leverage expenses (i.e.,
any expenses incurred in connection with borrowings made by the Funds), interest
(including interest incurred in connection with bank and custody overdrafts),
brokerage commissions expenses incurred in connection with any merger or
reorganization, dividends or interest expenses on short positions, AFFE or
extraordinary expenses such as litigation (collectively “Excluded Expenses”))
does not exceed 1.25% of each Fund’s average annual net assets through at least
June 28, 2025. To the extent a Fund incurs Excluded Expenses, Total Annual Fund
Operating Expenses After Fee Waiver and/or Expense Reimbursement may exceed
1.25%. The Adviser may request recoupment of previously waived fees and expenses
paid from a Fund for three years from the date such fees and expenses were
waived or paid, subject to the operating expense limitation agreement, if such
reimbursement will not cause the Fund’s expense ratio, after recoupment has been
taken into account, to exceed the lesser of: (1) the expense limitation in place
at the time of the waiver and/or expense payment; or (2) the expense limitation
in place at the time of the recoupment. Any such reimbursement will be reviewed
by the Board of Trustees. This operating expense limitation agreement may be
terminated only by, or with the consent of, the Board of Trustees.
A
discussion regarding the basis of the Trustees’ approval of the Advisory
Agreement between the Trust and the Adviser, on behalf of the Funds, is included
in the Funds’ semi-annual report to shareholders for the six-month period ended
August 31, 2023.
The
Funds, as series of the Trust, do not hold themselves out as related to any
other series of the Trust for purposes of investment and investor services, nor
do they share the same investment adviser with any other series of the
Trust.
The
Funds are managed by a team of portfolio managers, each of whom shares equal
responsibility in managing the Funds and making decisions regarding the Funds’
investments. The SAI provides additional information about the portfolio
managers’ compensation, other accounts managed and ownership of securities in
the Funds.
Douglas
S. Butler, CFA®,
CFP®
Douglas
Butler serves as a co-portfolio manager of the Funds. Mr. Butler has served as
Director of Research of the Adviser since 2004. Prior to joining the Adviser,
Mr. Butler had a consulting business, specializing in mergers and acquisitions
consulting for private manufacturing firms in the Chicago area. Prior to that,
Mr. Butler was an equity portfolio manager for Sanford C. Bernstein. Mr. Butler
is a CFA charter holder, a member of the CFA Institute and the Boston Security
Analysts Society and has also received his designation as a Certified Financial
PlannerTM.
David
B. Smith, CFA®
David
Smith serves as a co-portfolio manager of the Funds. Mr. Smith has worked in the
investment management field since 1990. Mr. Smith joined the Adviser in 2010. As
the Chief Investment Officer and Senior Portfolio Manager, he is responsible for
the oversight and direction of the Adviser. He also is responsible for managing
client portfolios. In this capacity, Mr. Smith is involved in performing
research and setting investment policy. Prior to joining the Adviser, Mr. Smith
was a founding partner, Senior Vice President and a Senior Portfolio Manager of
Mellon Growth Advisors (MGA), a subsidiary of Mellon Financial Corporation. He
was the lead portfolio manager for the firm’s MGA Small Cap Growth, MGA
Small/Mid Cap Growth, and MGA Mid Cap Growth strategies. Previously, Mr. Smith
was a Principal at State Street Global Advisors (SSgA) where he led the US
Small/Mid Cap Growth strategies in its Global Fundamental Strategies group.
Prior to this, he was Managing Director of real estate securities at the
Tuckerman Group, SSgA’s real estate subsidiary. Mr. Smith holds a B.A. in
Economics from the University of Massachusetts/Amherst and a M.S. in Finance
from the Sawyer School of Management at Suffolk University. He is a CFA charter
holder, a member of the CFA Institute and the Boston Security Analysts Society.
Mr. Smith serves on the SSgA Advisory Council and on the MSF Advisory Board for
the MSF Program at the Sawyer School of Management at Suffolk University. He is
also on the Board of Directors of Cardinal Cushing Centers Inc. and the
Investment Committee for the South Shore Chamber of Commerce.
CFA®
is a registered trademark owned by the CFA Institute. Certified Financial
Planner Board of Standards Inc. owns the certification marks CFP®,
Certified Financial PlannerTM
and federally registered CFP (with flame design) in the U.S., which it awards to
individuals who successfully complete CFP Board’s initial and ongoing
certification requirements.
Each
Fund offers Investor Class and Institutional Class shares in this Prospectus.
Investor Class shares of the Funds are not currently available for purchase. The
different classes of shares represent investments in the same portfolio of
securities, but the classes are subject to different expenses and may have
different share prices as outlined below:
•Investor
Class shares are offered for sale at NAV without the imposition of a sales
charge. Investor Class shares are subject to a Rule 12b‑1 distribution fee of
0.25% of the average daily net assets of a Fund attributable to Investor Class
shares, computed on an annual basis.
•Institutional
Class shares are offered for sale at NAV without the imposition of a sales
charge or Rule 12b-1 distribution fee.
Each
class of Fund shares has different expenses and distribution arrangements to
provide for different investment needs. You should always discuss the
suitability of your investment with your financial intermediary or financial
advisor.
The
price of a Fund’s shares is its NAV. The NAV is calculated by dividing the value
of a Fund’s total assets, less its liabilities, by the number of its shares
outstanding. In calculating the NAV, portfolio securities are valued using
current market values or official closing prices, if available. The NAV is
calculated at the close of regular trading on the New York Stock Exchange
(“NYSE”), which is generally 4:00 p.m., Eastern time. The NAV will not be
calculated on days on which the NYSE is closed for trading. If the NYSE closes
early, the Funds will calculate their NAVs as of the close of trading on the
NYSE on that day. If an emergency exists as permitted by the SEC, the NAV may be
calculated at a different time.
Each
equity security owned by a Fund, including shares of closed-end funds, that is
listed on a national securities exchange, except portfolio securities listed on
the NASDAQ Stock Market LLC (“NASDAQ”), is valued at its last sale price on that
exchange on the close of that exchange on the date as of which assets are
valued. If a security is listed on more than one exchange, a Fund will use the
price on the exchange that the Fund generally considers to be the principal
exchange on which the security is traded. Portfolio securities listed on NASDAQ
will be valued at the NASDAQ Official Closing Price (“NOCP”), which may not
necessarily represent the last sale price. If there has been no sale on such
exchange or on NASDAQ on such day, the security is valued at the mean between
the most recent quoted bid and asked prices at the close of the exchange on such
day the latest sales price on the “composite market” for the day such security
is being valued. The composite market is defined as the consolidation of the
trade information provided by national securities and foreign exchanges and
over-the-counter (“OTC”) markets as published by an approved independent pricing
service (“Pricing Service”).
Debt
securities, including short-term instruments having a maturity of 60 days or
less, are valued at the mean in accordance with prices supplied by a Pricing
Service. Pricing Services may use various valuation methodologies such as the
mean between the bid and ask prices, matrix pricing or other analytical pricing
models as well as market transactions and dealer quotations. When the price of a
debt security is not available from a Pricing Service, the most recent quotation
obtained from one or more broker-dealers known to follow the issue will be
obtained. Quotations will be valued at the mean between the bid and the offer.
Fixed income securities purchased on a delayed-delivery basis are
typically
marked to market daily until settlement at the forward settlement date. Any
discount or premium is accreted or amortized using the constant yield method
until maturity.
Redeemable
securities issued by open-end, registered investment companies are valued at the
NAVs of such companies for purchase and/or redemption orders placed on that day.
All exchange-traded funds are valued at the last reported sale price on the
exchange on which the security is principally traded. The prospectuses of ETFs
that the Funds may invest in explain the circumstances under which those ETFs
will use fair value pricing and the effects of using fair value pricing.
If
market quotations are not readily available or deemed unreliable, a security or
other asset will be valued at its fair value in accordance with Rule 2a-5 under
the 1940 Act as determined under the Adviser’s fair value pricing procedures
subject to oversight by the Board of Trustees. These fair value pricing
procedures will also be used to price a security when corporate events, events
in the securities market and/or world events cause the Adviser to believe that
the security’s last sale price may not reflect its actual fair market value. The
intended effect of using fair value pricing procedures is to ensure that Fund
shares are accurately priced. The Adviser will regularly evaluate whether the
Funds’ fair value pricing procedures continue to be appropriate in light of the
specific circumstances of the Funds and the quality of prices
obtained.
When
fair value pricing is employed, the prices of securities used by a Fund to
calculate its NAV may differ from quoted or published prices for the same
securities. Due to the subjective and variable nature of fair value pricing, it
is possible that the fair value determined for a particular security may be
materially different (higher or lower) from the price of the security quoted or
published by others or the value when trading resumes or is realized upon sale.
Therefore, if a shareholder purchases or redeems Fund shares when it holds
securities priced at a fair value, the number of shares purchased or redeemed
may be higher or lower than it would be if the Fund were using market-value
pricing. The Adviser anticipates that the Funds’ portfolio holdings will be fair
valued only if market quotations for those holdings are not readily available
considered unreliable.
In
the case of foreign securities, the occurrence of certain events after the close
of foreign markets, but prior to the time a Fund’s NAV is calculated (such as a
significant surge or decline in the U.S. or other markets) often will result in
an adjustment to the trading prices of foreign securities when foreign markets
open on the following business day. If such events occur, a Fund will value
foreign securities at fair value using prices supplied by a Pricing Service,
taking into account such events, in calculating the NAV. In such cases, use of
fair valuation can reduce an investor’s ability to seek to profit by estimating
a Fund’s NAV in advance of the time the NAV is calculated. In the event a Fund
holds portfolio securities that trade in foreign markets or that are primarily
listed on foreign exchanges that trade on weekends or other days when the Funds
do not price their shares, a Fund’s NAV may change on days when shareholders
will not be able to purchase or redeem the Funds’ shares.
All
purchase requests received in good order by the Funds’ transfer agent, U.S.
Bancorp Fund Services, LLC (the “Transfer Agent”), or by an authorized financial
intermediary (an “Authorized Intermediary,” as defined below) before the close
of the NYSE (generally 4:00 p.m., Eastern time) will be processed at that
day’s NAV per share. Purchase requests received by the Transfer Agent or an
Authorized Intermediary after the close of the NYSE (generally 4:00 p.m.,
Eastern time) will receive the next business day’s NAV per share. An Authorized
Intermediary is a financial intermediary (or its authorized designee) that has
made arrangements with a Fund to receive purchase and redemption orders on its
behalf. For additional information about purchasing shares through financial
intermediaries, please see “Purchasing Shares Through a Financial Intermediary,”
below.
All
account applications (each an “Account Application”) to purchase Fund shares are
subject to acceptance by the Funds and are not binding until so accepted. It is
the policy of the Funds not to accept Account Applications under certain
circumstances or in amounts considered disadvantageous to shareholders. The
Funds reserve the right to reject any Account Application. Your order will not
be accepted until a completed Account Application is received by the Funds or
the Transfer Agent.
The
Funds reserve the right to reject any purchase order or suspend the offering of
shares if, in their discretion, it is in the Funds’ best interest to do so. For
example, a purchase order may be refused if it appears so large that it would
disrupt the management of a Fund. Purchases may also be rejected from persons
believed to be “market-timers,” as described under the section entitled “Tools
to Combat Frequent Transactions,” below. In addition, a service fee, which is
currently $25, as well as any loss sustained by a Fund, will be deducted from a
shareholder’s account for any payment that is returned to the Transfer Agent
unpaid. Written notice of a rejected purchase order will be provided to the
investor within one or two business days under normal circumstances. The Funds
and the Transfer Agent will not be responsible for any losses, liability, cost
or expense resulting from rejecting any purchase order. Your order will not be
accepted until a completed Account Application is received by the Funds or the
Transfer Agent.
Shares
of the Funds have not been registered for sale outside of the United States. The
Funds generally do not sell shares to investors residing outside the United
States, even if they are United States citizens or lawful permanent residents,
except to investors with United States military APO or FPO
addresses.
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Minimum
Investment Amounts |
Investor
Class |
Institutional
Class |
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Minimum
Initial Investment |
$5,000 |
$100,000 |
Subsequent
Investments |
$1,000 |
$5,000 |
The
Funds reserve the right to waive the minimum initial investment or minimum
subsequent investment amounts at their discretion. Shareholders will be given at
least 30 days’ written notice of any increase in the minimum dollar amount of
initial or subsequent investments. The minimum investment may be modified for
certain financial intermediaries that submit trades on behalf of underlying
investors. Certain intermediaries also may have investment minimums, which may
differ from the Funds’ minimums, and may be waived at the intermediaries’
discretion. For accounts sold through financial intermediaries, it is the
primary responsibility of the financial intermediary to ensure compliance with
investment minimums.
Purchase
Requests Must be Received in Good Order
Your
share price will be the next NAV per share calculated after the Transfer Agent
or your Authorized Intermediary receives your purchase request in good order.
For purchases made through the Transfer Agent, “good order” means that your
purchase request includes:
•the
name of the Fund in which you are investing;
•the
dollar amount of shares to be purchased;
•your
Account Application or investment stub; and
•a
check payable to the name of the Fund in which you are investing.
For
more information about your financial intermediary’s requirements for purchases
in good order, please contact your financial intermediary.
Purchase
by Mail.
To purchase Fund shares by mail, simply complete and sign the Account
Application and mail it, together with your check made payable to the Fund in
which you are investing, to one of the addresses below. To make additional
investments once you have opened your account, write your account number on the
check and send it together with the Invest by Mail form from your
most
recent confirmation statement received from the Transfer Agent. If you do not
have the Invest by Mail form, include the Fund name and your name, address, and
account number on a separate piece of paper and mail it along with your check
made payable to:
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Regular
Mail |
Overnight
or Express Mail |
Bright
Rock Funds |
Bright
Rock Funds |
c/o
U.S. Bank Global Fund Services |
c/o
U.S. Bank Global Fund Services |
P.O.
Box 701 |
615
East Michigan Street, 3rd Floor |
Milwaukee,
WI 53201-0701 |
Milwaukee,
WI 53202 |
The
Funds do not consider the U.S. Postal Service or other independent delivery
services to be their agents. Therefore, deposit in the mail or with such
services, or receipt at the Transfer Agent’s post office box, of purchase orders
or redemption requests does not constitute receipt by the Transfer Agent.
Receipt of purchase orders or redemption requests is based on when the order is
received at the Transfer Agent’s offices. All purchase checks must be in U.S.
dollars drawn on a domestic financial institution. The Funds will not accept
payment in cash or money orders. To prevent check fraud, the Funds will not
accept third party checks, Treasury checks, credit card checks, traveler’s
checks or starter checks for the purchase of shares. The Funds are unable to
accept post-dated checks or any conditional order or payment.
Purchase
by Wire.
If you are making your first investment in the Funds through a wire purchase,
the Transfer Agent must have a completed Account Application before you wire
funds. You can mail or use an overnight service to deliver your Account
Application to the Transfer Agent at the above address. Upon receipt of your
completed Account Application, the Transfer Agent will establish an account for
you. Once your account has been established, you may instruct your bank to send
the wire. Prior to sending the wire, please call the Transfer Agent at
1-866-273-7223 to advise them of the wire and to ensure proper credit upon
receipt. Your bank must include the name of the Fund in which you are investing,
your name and your account number so that monies can be correctly applied. Your
bank should transmit immediately available funds by wire to:
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Wire
to: |
U.S.
Bank National Association |
| 777
East Wisconsin Avenue |
| Milwaukee,
WI 53202 |
ABA
Number: |
75000022 |
Credit: |
U.S.
Bancorp Fund Services, LLC |
Account: |
112-952-137 |
Further
Credit: |
(Name
of the Fund in which you are investing) |
|
(Shareholder
Name/Account Registration) |
|
(Shareholder
Account Number) |
Wired
funds must be received prior to the close of the NYSE (generally 4:00 p.m.,
Eastern time) to be eligible for same day pricing. The Funds and U.S. Bank
National Association, the Funds’ custodian, are not responsible for the
consequences of delays resulting from the banking or Federal Reserve wire
system, or from incomplete wiring instructions.
Investing
by Telephone.
Telephone purchase privileges are automatically provided unless you specifically
decline the option on your Account Application. If your account has been open
for at least 7 business days, you may purchase additional shares by calling the
Funds toll free at 1-866-273-7223. You must also have submitted a voided check
or a savings deposit slip to have banking information
established
on your account. This option allows investors to move money from their bank
account to their Fund account upon request. Only bank accounts held at domestic
financial institutions that are Automated Clearing House (“ACH”) members may be
used for telephone transactions. The minimum telephone purchase amount for
subsequent investments in Institutional Class shares and Investor Class shares
is $5,000 and $1,000, respectively. If your order is received by the Transfer
Agent prior to the close of the NYSE (generally 4:00 p.m., Eastern time), shares
will be purchased in your account at the applicable price determined on the day
your order is placed. During periods of high market activity, shareholders may
encounter higher than usual call waiting times. Please allow sufficient time to
place your telephone transaction.
Automatic
Investment Plan. For
your convenience, the Funds offer an Automatic Investment Plan (“AIP”). Under
the AIP, after your initial investment, you may authorize the Funds to withdraw
automatically from your personal checking or savings account an amount that you
wish to invest, which must be at least $100 on a monthly or quarterly basis. In
order to participate in the AIP, your bank must be a member of the ACH network.
If you wish to enroll in the AIP, complete the appropriate section in the
Account Application. The Funds may terminate or modify this privilege at any
time. You may terminate your participation in the AIP at any time by notifying
the Transfer Agent five days prior to the effective date. A $25 fee will be
charged if your bank does not honor the AIP draft for any reason.
Purchasing
Shares Through a Financial Intermediary.
Investors may be charged a fee if they effect transactions through a financial
intermediary. If you are purchasing shares through a financial intermediary, you
must follow the procedures established by your financial intermediary. Your
financial intermediary is responsible for sending your purchase order and wiring
payment to the Transfer Agent. Your financial intermediary holds the shares in
your name and receives all confirmations of purchases and sales. Financial
intermediaries placing orders for themselves or on behalf of their customers
should call the Funds toll free at 1-866-273-7223, or follow the instructions
listed in the sections above entitled “Investing by Telephone,” “Purchase by
Mail” and “Purchase by Wire.”
If
you place an order for the Funds’ shares through a financial intermediary that
is not an Authorized Intermediary in accordance with such financial
intermediary’s procedures, and such financial intermediary then transmits your
order to the Transfer Agent in accordance with the Transfer Agent’s
instructions, your purchase will be processed at the next calculated NAV after
the Transfer Agent receives your order. The financial intermediary must promise
to send to the Transfer Agent immediately available funds in the amount of the
purchase price in accordance with the Transfer Agent’s procedures. If payment is
not received within the time specified, the Transfer Agent may rescind the
transaction and the financial intermediary will be held liable for any resulting
fees or losses.
In
the case of Authorized Intermediaries that have made satisfactory payment or
redemption arrangements with the Funds, orders will be processed at the next
calculated NAV after receipt in good order by the Authorized Intermediary (or
its authorized designee), consistent with applicable laws and regulations. An
order is deemed to be received when a Fund or an Authorized Intermediary accepts
the order. Authorized Intermediaries may be authorized to designate other
intermediaries to receive purchase and redemption requests on behalf of the
Funds.
For
more information about your financial intermediary’s rules and procedures,
whether your financial intermediary is an Authorized Intermediary, and whether
your financial intermediary imposes cut-off times for the receipt of orders that
are earlier than the cut-off times established by the Funds, you should consult
your financial intermediary directly.
Anti-Money
Laundering Program.
The Trust has established an Anti-Money Laundering Compliance Program (the
“Program”) as required by the Uniting and Strengthening America by Providing
Appropriate
Tools Required to Intercept and Obstruct Terrorism Act of 2001 (the “USA PATRIOT
Act”) and related anti-money laundering laws and regulations. To ensure
compliance with these laws, the Account Application asks for, among other
things, the following information for all “customers” seeking to open an
“account” (as those terms are defined in rules adopted pursuant to the USA
PATRIOT Act):
•full
name;
•date
of birth (individuals only);
•Social
Security or taxpayer identification number; and
•permanent
street address (a P.O. Box number alone is not acceptable).
If
you are opening an account in the name of a legal entity (e.g.,
a partnership, limited liability company, business trust, corporation, etc.),
you must also supply the identity of the beneficial owners of the legal entity.
Accounts opened by entities, such as corporations, limited liability companies,
partnerships or trusts, will require additional documentation.
If
any information listed above is missing, your Account Application will be
returned and your account will not be opened. In compliance with the USA PATRIOT
Act and other applicable anti-money laundering laws and regulations, the
Transfer Agent will verify the information on your application. The Funds
reserve the right to request additional clarifying information and may close
your account and
redeem
your shares at the next computed NAV if such clarifying information is not
received by the Funds within a reasonable time of the request or if the Funds
cannot form a reasonable belief as to the true identity of a customer. In the
rare event that the Funds are unable to verify your identity, the Funds reserve
the right to redeem your account at the current day’s NAV. If you require
additional assistance when completing your application, please contact the
Transfer Agent at 1-866-273-7223.
Orders
to sell or “redeem” shares may be placed directly with the Funds or through an
Authorized Intermediary. If you originally purchased your shares through a
financial intermediary, including an Authorized Intermediary, your redemption
order must be placed with the same financial intermediary in accordance with the
procedures established by that financial intermediary. Your financial
intermediary is responsible for sending your order to the Transfer Agent and for
crediting your account with the proceeds. You may redeem Fund shares on any
business day that the applicable Fund calculates its NAV. To redeem shares
directly with the Funds, you must contact the Funds either by mail or by
telephone to place a redemption request. Shares of the Funds are redeemed at the
next calculated NAV after the Funds have received your redemption request in
good order. Your redemption request must be received in good order (as discussed
under “Payment of Redemption Proceeds,” below) prior to the close of the regular
trading session of the NYSE (generally 4:00 p.m., Eastern time) by the Transfer
Agent or by your Authorized Intermediary. Redemption requests received by the
Transfer Agent or an Authorized Intermediary after the close of the NYSE will be
treated as though received on the next business day.
Shareholders
who hold their shares through an IRA or other retirement plan must indicate on
their written redemption request whether or not to withhold federal income tax.
Redemption requests failing to indicate an election not to have tax withheld
will generally be subject to 10% withholding. Shares held in IRA or other
retirement plan accounts may be redeemed by telephone at 1-866-273-7223.
Investors will be asked whether or not to withhold taxes from any
distribution.
Payment
of Redemption Proceeds.
You may redeem your Fund shares at the NAV per share next determined after the
Transfer Agent or your Authorized Intermediary receives your redemption request
in good order. Your redemption request cannot be processed on days the NYSE is
closed. All requests
received
by the Transfer Agent or your Authorized Intermediary in good order before the
close of the regular trading session of the NYSE (generally 4:00 p.m., Eastern
time) will usually be sent one to three business days following the receipt of
your redemption request.
A
redemption request made through the Transfer Agent will be deemed in “good
order” if it includes:
•the
shareholder’s name;
•the
name of the Fund and share class you are redeeming shares from;
•the
account number;
•the
share or dollar amount to be redeemed; and
•signatures
by all shareholders on the account and signature guarantee(s), if
applicable.
The
Funds reserve the right to change the requirements of “good order.” Shareholders
will be given advance notice if the requirements of “good order” change. For
more information about your financial intermediary’s requirements for redemption
requests in “good order”, please contact your financial
intermediary.
You
may receive proceeds of your sale by a check sent to the address of record,
electronically via the ACH network using the previously established bank
instructions or via federal wire transfer to your pre-established bank account.
The Funds typically expect that it will take one to three days following the
receipt of your redemption request to pay out redemption proceeds, regardless of
whether the redemption proceeds are paid by check, ACH transfer or wire. Please
note that wires are subject to a $15 fee. There is no charge to have proceeds
sent via ACH; however, funds are typically credited to your bank within two to
three days after redemption. Proceeds will be processed within seven calendar
days after the Funds receive your redemption request, unless the Funds have
suspended your right of redemption or postponed the payment date as permitted
under the federal securities laws. The Funds may delay paying redemption
proceeds for up to seven calendar days after receiving a request if an earlier
payment could adversely affect the Funds.
The
Funds typically expect they will hold cash or cash equivalents to meet
redemption requests. The Funds may also use the proceeds from the sale of
portfolio securities to meet redemption requests if consistent with the
management of the Funds. These redemption methods will be used regularly under
normal conditions and may also be used during periods of stressed market
conditions.
If
the Transfer Agent has not yet collected payment for recently purchased shares
that you are selling, it may delay sending the proceeds until the payment is
collected, which may take up to 12 calendar days from the purchase date or until
your payment has cleared. This delay will not apply if you purchased your shares
via wire payment. Furthermore, there are certain times when you may be unable to
sell Fund shares or receive proceeds. Specifically, the Funds may suspend the
right to redeem shares or postpone the date of payment upon redemption for more
than seven calendar days as determined by the SEC: (1) for any period
during which the NYSE is closed (other than customary weekend or holiday
closings) or trading on the NYSE is restricted; (2) for any period during
which an emergency exists as a result of which disposal by a Fund of securities
owned by it is not reasonably practicable or it is not reasonably practicable
for a Fund to fairly determine the value of its net assets; or (3) for such
other periods as the SEC may permit for the protection of shareholders. Your
ability to redeem shares online or by telephone may be delayed or restricted
after you change your address. You may change your address at any time by
telephone or written request, addressed to the Transfer Agent. Confirmations of
address changes will be sent to both your old and new address. Redemption
proceeds will be sent to the address of record. The Funds will not be
responsible for interest lost on redemption amounts due to lost or misdirected
mail.
Redemption
In-Kind.
The Funds generally pay redemption proceeds in cash. However, the Trust, on
behalf of the Funds, has filed a notice of election under Rule 18f-1 under the
Investment Company Act of 1940, as amended (the “1940 Act”) with the SEC, under
which the Trust, on behalf of the Funds, has reserved the right for a Fund to
redeem in-kind under certain circumstances, meaning that redemption proceeds are
paid in liquid securities with a market value equal to the redemption price. If
a Fund pays your redemption proceeds by a distribution of securities, you could
incur brokerage or order charges when converting securities to cash. These
securities redeemed in-kind remain subject to general market risks until sold.
For federal income tax purposes, redemptions in-kind are taxed in the same
manner to a redeeming shareholder as redemptions made in cash. In addition,
sales of such in-kind securities may generate taxable gains.
Redemptions
in-kind are typically used to meet redemption requests that represent a large
percentage of a Fund’s net assets in order to minimize the effect of large
redemptions on the Fund and its remaining shareholders. Redemptions in-kind may
be used in circumstances as described above, and may also be used in stressed
market conditions. The Funds have in place a line of credit that may be used to
meet redemption requests during stressed market conditions.
Redemption
in-kind proceeds are limited to securities that are traded on a public
securities market or for which quoted bid prices are available. In the unlikely
event that the Funds redeem shares in-kind, the procedures utilized by the Funds
to determine the securities to be distributed to redeeming shareholders will
generally be representative of a shareholder’s interest in a Fund’s portfolio
securities. However, the Funds may also redeem in-kind using individual
securities as circumstances dictate.
Signature
Guarantees.
The Transfer Agent may require a signature guarantee for certain redemption
requests. Signature guarantees can be obtained from domestic banks, brokers,
dealers, credit unions, national securities exchanges, registered securities
associations, clearing agencies and savings associations, as well as from
participants in the New York Stock Exchange Medallion Signature Program and the
Securities Transfer Agents Medallion Program (“STAMP”), but not from a notary
public. A signature guarantee, from either a Medallion program member or a
non-Medallion program member, of each owner is required in the following
situations:
•if
ownership is being changed on your account;
•when
redemption proceeds are payable or sent to any person, address or bank account
not on record;
•when
a redemption request is received by the Transfer Agent and the account address
has changed within the last 15 calendar days; or
•for
all redemptions in excess of $100,000 from any shareholder account.
Non-financial
transactions, including establishing or modifying certain services on an
account, may require a signature guarantee, signature verification from a
Signature Validation Program member, or other acceptable form of authentication
from a financial institution source.
In
addition to the situations described above, the Funds and/or the Transfer Agent
reserve the right to require a signature guarantee or other acceptable signature
verification in other instances based on the circumstances relative to the
particular situation.
Redemption
by Mail.
You can execute most redemptions by furnishing an unconditional written request
to the Funds to redeem your shares at the current NAV per share. Redemption
requests in writing should be sent to the Transfer Agent at:
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Regular
Mail |
Overnight
or Express Mail |
Bright
Rock Funds |
Bright
Rock Funds |
c/o
U.S. Bank Global Fund Services |
c/o
U.S. Bank Global Fund Services |
P.O.
Box 701 |
615
East Michigan Street, 3rd Floor |
Milwaukee,
WI 53201-0701 |
Milwaukee,
WI 53202 |
The
Funds do not consider the U.S. Postal Service or other independent delivery
services to be their agents. Therefore, deposit in the mail or with such
services, or receipt at the U.S. Bancorp Fund Services, LLC post office box, of
purchase orders or redemption requests does not constitute receipt by the
Transfer Agent. Receipt of purchase orders or redemption requests is based on
when the order is received at the Transfer Agent’s offices.
Telephone
Redemption.
Telephone redemption privileges are automatically provided unless you
specifically decline the option on your Account Application. You may redeem
shares, in amounts of $100,000 or less, by instructing the Funds by telephone at
1-866-273-7223. A signature verification from a Signature Validation Program
member or other acceptable form of authentication from a financial intermediary
source may be required of all shareholders in order to qualify for or to change
telephone redemption privileges on an existing account. Telephone redemptions
cannot be made if you have notified the Transfer Agent of a change of address
within 15 calendar days before the redemption request. Once a telephone
transaction has been placed, it may not be cancelled or modified after the close
of regular trading on the NYSE (generally, 4:00 p.m., Eastern time). If an
account has more than one owner or authorized person, the Funds will accept
telephone instructions from any one owner or authorized person. All telephone
calls will be recorded for your protection. Written confirmations will be
provided for all purchase and redemption transactions initiated by telephone.
Wire
Redemption.
Wire transfers may be arranged to redeem shares. The Transfer Agent charges a
fee, currently $15, per wire redemption against your account on dollar specific
trades, and from proceeds on complete redemptions and share-specific trades.
There is no such charge to have proceeds sent via ACH.
Systematic
Withdrawal Program (“SWP”). The
Funds offer a SWP whereby shareholders or their representatives may request a
redemption in a specific dollar amount be sent to them each month, calendar
quarter or annually. Investors may choose to have a check sent to the address of
record, or proceeds may be sent to a pre-designated bank account via the ACH
network. To start this program, your account must have Fund shares with a value
of at least $10,000, and the minimum amount that may be withdrawn each month or
quarter is $100. This program may be modified by the Funds at any time. You may
terminate your participation in the SWP at any time in writing or by telephoning
the Transfer Agent no later than five days before the next scheduled withdrawal.
A withdrawal under the SWP involves a redemption of Fund shares, and may result
in a taxable capital gain or loss for federal income tax purposes. In addition,
if the amount withdrawn exceeds the amounts credited to your account, the
account ultimately may be depleted. To establish the SWP, complete the SWP
section of the Account Application. Please call 1-866-273-7223 for additional
information regarding the SWP.
The
Funds’ Right to Redeem an Account.
The Funds reserve the right to redeem the shares of any shareholder whose
account balance is less than $2,500, other than as a result of a decline in the
NAV of a Fund or for market reasons. The Funds will provide a shareholder with
written notice 30 days prior to redeeming the shareholder’s account. Redemption
of a shareholder’s account by the Funds may result in a taxable capital gain or
loss for federal income tax purposes.
You
may exchange all or a portion of your investment from one Fund in the Bright
Rock Fund Family to an identically registered account in the same share class of
another Fund in the Bright Rock Fund Family. Any new account established through
an exchange will be subject to the minimum investment requirements described
above under “How to Purchase Shares”, unless that account qualifies for a waiver
of the initial investment requirement. Exchanges will be executed on the basis
of the relative NAV of the shares exchanged. An exchange is considered to be a
sale of shares for federal income tax purposes which may result in a taxable
capital gain or loss. Call the Funds (toll-free) at 1-866-273-7223 to learn more
about exchanges.
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Tools
to Combat Frequent Transactions |
The
Funds are intended for long-term investors. Short-term “market-timers” who
engage in frequent purchases and redemptions may disrupt a Fund’s investment
program and create additional transaction costs that are borne by all of a
Fund’s shareholders. The Board of Trustees has adopted policies and procedures
that are designed to discourage excessive, short-term trading and other abusive
trading practices that may disrupt portfolio management strategies and harm
performance. The Funds take steps to reduce the frequency and effect of these
activities in the Funds. These steps may include, among other things, monitoring
trading activity and using fair value pricing, as determined by the Board of
Trustees, when the Adviser determines current market prices are not readily
available. Although these efforts are designed to discourage abusive trading
practices, these tools cannot eliminate the possibility that such activity will
occur. The Funds seek to exercise their judgment in implementing these tools to
the best of their ability in a manner that they believe is consistent with
shareholder interests. Except as noted herein, the Funds will apply all
restrictions uniformly in all applicable cases.
Monitoring
Trading Practices.
The Funds monitor selected trades in an effort to detect short-term trading
activities. Short-term trading occurs when an investor (through one or more
accounts) makes more than one round-trip (a purchase into a fund followed by a
redemption) within a short period of time. Investors are limited to no more than
four round-trip transactions in a 12-month period after which time future
purchases into the Funds will be restricted. If, as a result of this monitoring,
the Funds believe that an investor has engaged in excessive short-term trading,
they may, in their discretion, ask the shareholder to stop such activities or
refuse to process purchases in the shareholder’s accounts. In making such
judgments, the Funds seek to act in a manner that they believe is consistent
with the best interests of shareholders.
Due
to the complexity and subjectivity involved in identifying abusive trading
activity and the volume of shareholder transactions the Funds handle, there can
be no assurance that the Funds’ efforts will identify all trades or trading
practices that may be considered abusive. In particular, since the Funds receive
purchase and sale orders through Authorized Intermediaries that use group or
omnibus accounts, the Funds cannot always detect frequent trading. However, the
Funds will work with Authorized Intermediaries as necessary to discourage
shareholders from engaging in abusive trading practices and to impose
restrictions on excessive trades. In this regard, the Funds have entered into
information sharing agreements with Authorized Intermediaries pursuant to which
these intermediaries are required to provide to the Funds, at the Funds’
request, certain information relating to their customers investing in the Funds
through non-disclosed or omnibus accounts. The Funds will use this information
to attempt to identify abusive trading practices. Authorized Intermediaries are
contractually required to follow any instructions from the Funds to restrict or
prohibit future purchases from shareholders that are found to have engaged in
abusive trading in violation of the Funds’ policies. However, the Funds cannot
guarantee the accuracy of the information provided to them from Authorized
Intermediaries and cannot ensure that they will always be able to detect abusive
trading practices that occur through non-disclosed and omnibus accounts. As a
result, the Funds’ ability to monitor and discourage abusive trading practices
in non-disclosed or omnibus accounts may be limited.
Fair
Value Pricing.
The Funds employ fair value pricing selectively to ensure greater accuracy in
their daily NAVs and to prevent dilution by frequent traders or market timers
who seek to take advantage of temporary market anomalies. The Adviser has
developed procedures which utilize fair value pricing when reliable market
quotations are not readily available or the Funds’ Pricing Service does not
provide a valuation (or provides a valuation that, in the judgment of the
Adviser, does not represent the security’s fair value), or when, in the judgment
of the Adviser, events have rendered the market value unreliable. Valuing
securities at fair value involves reliance on judgment. Fair value
determinations are made in good faith in accordance with procedures adopted by
the Adviser. There can be no assurance that a Fund will obtain the fair value
assigned to a security if it were to sell the security at approximately the time
at which a Fund determines its NAV per share. More detailed information
regarding fair value pricing and changes to the Funds’ fair value pricing
procedures can be found in this Prospectus under the heading entitled “Share
Price.”
Telephone
Transactions.
If you have not declined telephone privileges on the Account Application or in a
letter to the Funds, you may be responsible for any fraudulent telephone orders
as long as the Funds have taken reasonable precautions to verify your identity.
In addition, once you place a telephone transaction request, it cannot be
canceled or modified after the close of regular trading on the NYSE (generally,
4:00 p.m., Eastern time).
During
periods of significant economic or market change, telephone transactions may be
difficult to complete. If you are unable to contact the Funds by telephone, you
may also mail the requests to the Funds at the address listed previously in the
section entitled “How to Purchase Shares” above. Neither the Funds nor the
Transfer Agent are liable for any loss incurred due to failure to complete a
telephone transaction prior to the close of the NYSE (generally 4:00 p.m.,
Eastern time).
Telephone
trades must be received by or prior to the close of the NYSE (generally 4:00
p.m., Eastern time). During periods of high market activity, shareholders may
encounter higher than usual call waiting times. Please allow sufficient time to
ensure that you will be able to complete your telephone transaction prior to the
close of the NYSE. The Funds are not responsible for delays due to
communications or transmission outages subject to applicable law.
Neither
the Funds nor any of their service providers will be liable for any loss or
expense in acting upon instructions that are reasonably believed to be genuine
subject to applicable law. If an account has more than one owner or authorized
person, the Funds will accept telephone instructions from any one owner or
authorized person. To confirm that all telephone instructions are genuine, the
Funds will use reasonable procedures, such as requesting that you correctly
state:
•your
Fund account number;
•the
name in which your account is registered; or
•the
Social Security or taxpayer identification number under which the account is
registered.
Policies
of Authorized Intermediaries. An
Authorized Intermediary or its designee may establish policies that differ from
those of the Funds. For example, the intermediary may charge transaction fees,
set higher minimum investments or impose certain limitations on buying or
selling shares in addition to those identified in this Prospectus. Please
contact your financial intermediary for details.
Closure
of a Fund.
The Adviser retains the right to close the Funds (or partially close the Funds)
to new purchases if it is determined to be in the best interest of shareholders.
Based on market and Fund conditions, the Adviser may decide to close a Fund to
new investors, all investors or certain classes of investors (such as Fund
supermarkets) at any time. If a Fund is closed to new purchases it will continue
to
honor redemption requests, unless the right to redeem shares has been
temporarily suspended as permitted by federal law.
Householding.
In an effort to decrease costs, the Funds intend to reduce the number of
duplicate prospectuses, supplements and certain other shareholder documents you
receive by sending only one copy of each to those addresses shared by two or
more accounts and to shareholders the Funds reasonably believe are from the same
family or household. If you would like to discontinue householding for your
accounts, please call toll-free at 1-866-273-7223 to request individual copies
of these documents or if your shares are held through an Authorized
Intermediary, please contact them directly. Once the Funds receive notice to
stop householding, the Funds will begin sending individual copies within 30 days
after receiving your request. This policy does not apply to account
statements.
Lost
Shareholders, Inactive Accounts and Unclaimed Property.
It is important that the Funds maintain a correct address for each shareholder.
An incorrect address may cause a shareholder’s account statements and other
mailings to be returned to the Funds. Based upon statutory requirements for
returned mail, the Funds will attempt to locate the shareholder or rightful
owner of the account. If the Funds are unable to locate the shareholder, then
they will determine whether the shareholder’s account can legally be considered
abandoned. Your mutual fund account may be transferred to the state government
of your state of residence if no activity occurs within your account during the
“inactivity period” specified in your state’s abandoned property laws. The Funds
are legally obligated to escheat (or transfer) abandoned property to the
appropriate state’s unclaimed property administrator in accordance with
statutory requirements. The shareholder’s last known address of record
determines which state has jurisdiction. Please proactively contact the Transfer
Agent toll-free at 1-866-273-7223 at least annually to ensure your account
remains in active status.
If
you are a resident of the state of Texas, you may designate a representative to
receive notifications that, due to inactivity, your mutual fund account assets
may be delivered to the Texas Comptroller. Please contact the Transfer Agent if
you wish to complete a Texas Designation of Representative form.
IRA
Accounts. IRA
accounts will be charged a $15.00 annual maintenance fee.
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Distribution
of Fund Shares |
The
Trust has entered into a Distribution Agreement (the “Distribution Agreement”)
with Quasar Distributors, LLC, a wholly-owned subsidiary of Foreside Financial
Group, LLC d/b/a ACA Group (the “Distributor”), located at Three Canal Plaza,
Suite 100, Portland, ME 04101, pursuant to which the Distributor acts as the
Funds’ principal underwriter, provides certain administration services and
promotes and arranges for the sale of the Funds’ shares. The offering of the
Funds’ shares is continuous, and the Distributor distributes the Funds’ shares
on a best efforts basis. The Distributor is not obligated to sell any certain
number of shares of the Funds. The Distributor is a registered broker-dealer and
member of the Financial Industry Regulatory Authority, Inc.
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Distribution
(Rule 12b-1) and Shareholder Servicing
Plans |
The
Funds have adopted a Distribution and Shareholder Servicing Plan pursuant to
Rule 12b-1 (the “Plan”) under the 1940 Act. Under the Plan, each Fund is
authorized to pay the Distributor a Rule 12b-1 fee for the sale and distribution
of the Fund’s Investor Class shares and services it provides to Investor Class
shareholders. The maximum amount of the Rule 12b-1 fee authorized is 0.25% of a
Fund’s average daily net assets attributable to Investor Class shares annually.
Because these fees are paid out of each Fund’s assets attributable to Investor
Class shares on an on-going basis, over time these fees will increase the cost
of your investment in Investor Class shares of the Funds and may cost you
more
than paying other types of sales charges. Investor Class shares of the Funds are
not currently offered for purchase. Institutional Class shares of the Funds are
not subject to a Rule 12b-1 distribution or shareholder servicing
fee.
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Payments
to Financial Intermediaries |
The
Funds may pay fees to intermediaries such as banks, broker-dealers, financial
advisers or other financial institutions, including affiliates of the Adviser,
for recordkeeping, sub-administration, sub-accounting, sub-transfer agency and
other shareholder services (collectively, “sub-TA services”) associated with
shareholders whose shares are held of record in omnibus and networked accounts,
retirement plans, other group accounts or accounts traded through registered
securities clearing agents in lieu of the transfer agent providing such
services.
The
Adviser, out of its own resources and legitimate profits and without additional
cost to the Funds or their shareholders, may provide additional cash payments to
certain intermediaries. These payments, sometimes referred to as revenue
sharing, are in addition to Rule 12b-1 fees and sub-TA fees paid by the Funds,
if any. Revenue sharing payments may be made to intermediaries for sub-TA
services or distribution-related services, such as marketing support; access to
third party platforms; access to sales meetings, sales representatives and
management representatives of the intermediary; and inclusion of the Funds on a
sales list, including a preferred or select sales list, and in other sales
programs. The Adviser may also pay cash compensation in the form of finder’s
fees that vary depending on the dollar amount of the shares sold. From time to
time, and in accordance with applicable rules and regulations, the Adviser may
also provide non-cash compensation to representatives of various intermediaries
who sell Fund shares or provide services to Fund shareholders.
The
Mid Cap Growth Fund will make distributions of net investment income and net
capital gain, if any, at least annually, typically during the month of December.
The Quality Large Cap Fund will make distributions of net investment income, if
any, at least quarterly, and net capital gain, if any, at least annually. The
Funds may make additional distributions if deemed to be desirable at another
time during the year.
All
distributions will be reinvested in additional shares of the distributing Fund
unless you choose one of the following options: (1) receive distributions
of net capital gain in cash, while reinvesting net investment income
distributions in additional Fund shares; (2) receive all distributions in
cash; or (3) reinvest net capital gain distributions in additional Fund shares,
while receiving distributions of net investment income in cash.
If
you wish to change your distribution option, write to or call the Transfer Agent
in advance of the payment date of the distribution. However, any such change
will be effective only as to distributions for which the record date is five or
more calendar days after the Transfer Agent has received the
request.
If
you elect to receive distributions in cash and the U.S. Postal Service is unable
to deliver your check, or if the check remains uncashed for six months, each
Fund reserves the right to reinvest the distribution check in your account at
such Fund’s then current NAV per share and to reinvest all subsequent
distributions.
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Federal
Income Tax Consequences |
Changes
in income tax laws, potentially with retroactive effect, could impact the Funds’
investments or the tax consequences to you of investing in the Funds. Some of
the changes could affect the timing, amount and tax treatment of a Fund’s
distributions made to shareholders. Please consult your tax advisor before
investing.
Distributions
of the Funds’ investment company taxable income (which includes, but is not
limited to, interest, dividends, net short-term capital gain and net gain from
foreign currency transactions), if any, are generally taxable to the Funds’
shareholders as ordinary income. For a non-corporate shareholder, to the extent
that a Fund’s distributions of investment company taxable income are
attributable to and reported as “qualified dividend” income, such income may be
subject to tax at the reduced federal income tax rates applicable to net
long-term capital gain, if certain holding period requirements have been
satisfied by the shareholder. For a corporate shareholder, a portion of a Fund’s
distributions of investment company taxable income may qualify for the
intercorporate dividends-received deduction to the extent the Fund receives
dividends directly or indirectly from U.S. corporations, reports the amount
distributed as eligible for the deduction and the corporate shareholder meets
certain holding period requirements with respect to its shares. To the extent
that a Fund’s distributions of investment company taxable income are
attributable to net short-term capital gain, such distributions will be treated
as ordinary income and cannot generally be offset by a shareholder’s capital
losses from other investments.
Distributions
of a Fund’s net capital gain (net long-term capital gain less net short-term
capital loss) are generally taxable to such Fund’s shareholders as long-term
capital gain regardless of the length of time that a shareholder has owned Fund
shares. Distributions of net capital gain are not eligible for qualified
dividend income treatment or the dividends-received deduction referred to
above.
You
will be taxed in the same manner whether you receive your distributions (of
investment company taxable income or net capital gain) in cash or reinvest them
in additional Fund shares. Distributions are generally taxable when received.
However, distributions declared in October, November or December to shareholders
of record and paid the following January are taxable as if received on December
31.
In
addition to the federal income tax, certain individuals, trusts and estates may
be subject to a Net investment income (“NII”) tax of 3.8%. The NII tax is
imposed on the lesser of: (i) the taxpayer’s investment income, net of
deductions properly allocable to such income; or (ii) the amount by which such
taxpayer’s modified adjusted gross income exceeds certain thresholds ($250,000
for married individuals filing jointly, $200,000 for unmarried individuals and
$125,000 for married individuals filing separately). The Funds’ distributions
are includable in a shareholder’s investment income for purposes of this NII
tax. In addition, any capital gain realized by a shareholder upon a sale,
exchange or redemption of Fund shares is includable in such shareholder’s
investment income for purposes of this NII tax.
Shareholders
who sell, exchange or redeem shares generally will have a capital gain or loss
from the sale, exchange or redemption. The amount of the gain or loss and the
applicable rate of federal income tax will depend generally upon the amount paid
for the shares, the amount received from the sale, exchange or redemption
(including in-kind redemptions) and how long the shares were held by a
shareholder. Gain or loss realized upon a sale, exchange or redemption of Fund
shares will generally be treated as a long-term capital gain or loss if the
shares have been held for more than one year and, if held for one year or less,
as a short-term capital gain or loss. Any loss arising from the sale, exchange
or redemption of shares held for six months or less, however, is treated as a
long-term capital loss to the extent of any distributions of net capital gain
received or deemed to be received with respect to such shares. In determining
the holding period of such shares for this purpose, any period during which your
risk of loss is offset by means of options, short sales or similar transactions
is not counted. If you
purchase
a Fund’s shares (through reinvestment of distributions or otherwise) within 30
days before or after selling, exchanging or redeeming such Fund’s shares at a
loss, all or part of that loss will not be deductible and will instead increase
the basis of the new shares.
The
Funds are required to report to certain shareholders and the IRS the cost basis
of Fund shares acquired on or after January 1, 2012, when those shareholders
subsequently sell, exchange or redeem those shares. The Funds will determine
cost basis of such shares using the average cost method unless you elect in
writing any alternate IRS-approved cost basis method. Please see the SAI for
more information regarding cost basis reporting.
The
federal income tax status of all distributions made by the Funds for the
preceding year will be annually reported to shareholders. Distributions made by
the Funds may also be subject to state and local taxes. Additional tax
information may be found in the SAI.
This
section is not intended to be a full discussion of federal income tax laws and
the effect of such laws on you. There may be other federal, state, foreign or
local tax considerations applicable to a particular investor. You are urged to
consult your own tax advisor.
Pursuant
to the Trust’s Amended and Restated Declaration of Trust (the “Declaration of
Trust”), and subject to the limitations disclosed in the Declaration of Trust, a
Fund shareholder may only bring a derivative action if (i) the shareholder or
shareholders make a pre-suit demand upon the Board of Trustees to bring the
subject action unless an effort to cause the Board of Trustees to bring such an
action is not likely to succeed (as defined in the Declaration of Trust); (ii)
shareholders eligible to bring such derivative action under the Delaware
Statutory Trust Act who hold at least 10% of the outstanding voting securities
of the Trust, or 10% of the outstanding voting securities of the series or class
to which such action relates, shall join in the request for the Board of
Trustees to commence such action; and (iii) the Board of Trustees is afforded a
reasonable amount of time to consider such shareholder request and to
investigate the basis of such claim. The Board of Trustees shall be entitled to
retain counsel or other advisors in considering the merits of the request and
shall require an undertaking by the shareholders making such request to
reimburse the Trust for the expense of any such advisors in the event that the
Trustees determine not to bring such action. The provision requiring at least
10% of the outstanding voting securities of the Trust, applicable series or
class to join in the request to bring the derivative action and the provision
requiring an undertaking by the requesting shareholders to reimburse the Trust
for the expense of any advisors retained by the Board of Trustees in the event
that the Trustees determine not to bring such action, do not apply to claims
brought under federal securities laws.
The
financial highlights tables are intended to help you understand the Funds’
financial performance for the fiscal years ended February 29, 2020, February 28,
2021, February 28, 2022, February 28, 2023, and February 29, 2024. Certain
information reflects financial results for a single share of a Fund. The total
return in the table represents the rate that you would have earned or lost on an
investment in the Funds (assuming you reinvested all distributions). This
information has been derived from the Funds’ financial statements and financial
highlights, which have been audited by Deloitte & Touche LLP, the
independent registered public accounting firm of the Funds, whose report, along
with the Funds’ financial statements, are included in the Funds’ 2024
Annual
Report to Shareholders,
which is available upon request. Because Investor Class shares of the Funds are
not currently offered for purchase, the financial highlights for this class are
not presented.
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Bright
Rock Mid Cap Growth Fund – Institutional Class |
|
Per
Share Data for a Share Outstanding Throughout Each Year |
|
| Year
Ended |
| Year
Ended |
| Year
Ended |
| February
29, |
| February
28, |
| February
29, |
| 2024 |
| 2023 |
| 2022 |
| 2021 |
| 2020 |
Net
Asset Value, Beginning of Year |
$21.56 |
| $23.35 |
| $22.90 |
| $18.67 |
| $17.89 |
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Income
(loss) from investment operations: |
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Net
investment income (loss)(1) |
0.03 |
| (0.01) |
| (0.07) |
| (0.06) |
| (0.07) |
Net
realized and unrealized gain (loss) on investments |
2.66 |
| (0.59) |
| 2.65 |
| 5.52 |
| 1.56 |
Total
from investment operations |
2.69 |
| (0.60) |
| 2.58 |
| 5.46 |
| 1.49 |
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Less
distributions paid: |
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From
investment income |
— |
| — |
| — |
| — |
| (0.02) |
From
net realized gain on investments |
— |
| (1.19) |
| (2.13) |
| (1.23) |
| (0.69) |
Total
distributions paid |
— |
| (1.19) |
| (2.13) |
| (1.23) |
| (0.71) |
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Net
Asset Value, End of Year |
$24.25 |
| $21.56 |
| $23.35 |
| $22.90 |
| $18.67 |
|
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Total
Return |
12.43% |
| -2.29% |
| 10.52% |
| 29.12% |
| 8.07% |
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Supplemental
Data and Ratios: |
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Net
Assets, end of year (000’s omitted) |
$88,436 |
| $94,877 |
| $90,405 |
| $82,862 |
| $67,142 |
Ratio
of expenses to average net assets |
1.17% |
| 1.13% |
| 1.07% |
| 1.11% |
| 1.14% |
Ratio
of net investment income (loss) to average net assets |
0.13% |
| (0.04)% |
| (0.28)% |
| (0.31)% |
| (0.34)% |
Portfolio
turnover rate |
8.3% |
| 17.5% |
| 20.1% |
| 14.1% |
| 29.1% |
(1)Per
share net investment income (loss) was calculated using average shares
outstanding.
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Bright
Rock Quality Large Cap Fund – Institutional Class |
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Per
Share Data for a Share Outstanding Throughout Each Year |
|
| Year
Ended |
| Year
Ended |
| Year
Ended |
| February
29, |
| February
28, |
| February
29, |
| 2024 |
| 2023 |
| 2022 |
| 2021 |
| 2020 |
Net
Asset Value, Beginning of Year |
$18.04 |
| $21.08 |
| $19.87 |
| $16.58 |
| $16.42 |
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Income
from investment operations: |
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Net
investment income(1) |
0.15 |
| 0.16 |
| 0.20 |
| 0.22 |
| 0.23 |
Net
realized and unrealized gain (loss) on investments |
4.68 |
| (0.41) |
| 2.94 |
| 3.75 |
| 0.87 |
Total
from investment operations |
4.83 |
| (0.25) |
| 3.14 |
| 3.97 |
| 1.10 |
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Less
distributions paid: |
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From
investment income |
(0.14) |
| (0.16) |
| (0.23) |
| (0.23) |
| (0.23) |
From
net realized gain on investments |
(0.46) |
| (2.63) |
| (1.70) |
| (0.45) |
| (0.71) |
Total
distributions paid |
(0.60) |
| (2.79) |
| (1.93) |
| (0.68) |
| (0.94) |
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Net
Asset Value, End of Year |
$22.27 |
| $18.04 |
| $21.08 |
| $19.87 |
| $16.58 |
|
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Total
Return |
27.11% |
| -1.01% |
| 15.35% |
| 24.40% |
| 6.24% |
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Supplemental
Data and Ratios: |
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Net
Assets, end of year (000’s omitted) |
$386,420 |
| $307,065 |
| $320,491 |
| $290,793 |
| $237,734 |
Ratio
of expenses to average net assets |
0.87% |
| 0.88% |
| 0.83% |
| 0.86% |
| 0.87% |
Ratio
of net investment income to average net assets |
0.74% |
| 0.79% |
| 0.87% |
| 1.27% |
| 1.28% |
Portfolio
turnover rate |
27.2% |
| 39.6% |
| 30.4% |
| 30.7% |
| 28.3% |
(1)Per
share net investment income was calculated using average shares
outstanding.
The
Funds collect non-public personal information about you from the following
sources:
•information
the Funds receive about you on applications or other forms;
•information
you give the Funds orally; and/or
•information
about your transactions with the Funds or others.
The
types of non-public personal information we collect and share can
include:
•social
security numbers;
•account
balances;
•account
transactions;
•transaction
history;
•wire
transfer instructions; and
•checking
account information.
What
Information We Disclose
The
Funds do not disclose any non-public personal information about their
shareholders or former shareholders without the shareholder’s authorization,
except as permitted by law or in response to inquiries from governmental
authorities. The Funds may share information with affiliated parties and
unaffiliated third parties with whom they have contracts for servicing the
Funds. The Funds will provide unaffiliated third parties with only the
information necessary to carry out their assigned responsibility.
How
We Protect Your Information
All
shareholder records will be disposed of in accordance with applicable law. The
Funds maintain physical, electronic and procedural safeguards to protect your
non-public personal information and require third parties to treat your
non-public personal information with the same high degree of
confidentiality.
In
the event that you hold shares of the Funds through a financial intermediary,
including, but not limited to, a broker-dealer, bank or trust company, the
privacy policy of your financial intermediary governs how your non-public
personal information is shared with unaffiliated third parties.
Investment
Adviser
Bright
Rock Capital Management, LLC
2036
Washington Street
Hanover,
Massachusetts 02339
Independent
Registered Public Accounting Firm
Deloitte
& Touche LLP
111
South Wacker Drive
Chicago,
Illinois 60606
Legal
Counsel
Godfrey
& Kahn, S.C.
833
East Michigan Street, Suite 1800
Milwaukee,
Wisconsin 53202
Custodian
U.S.
Bank National Association
Custody
Operations
1555
North River Center Drive, Suite 302
Milwaukee,
Wisconsin 53212
Transfer
Agent, Fund Accountant and Fund Administrator
U.S.
Bancorp Fund Services, LLC
615
East Michigan Street
Milwaukee,
Wisconsin 53202
Distributor
Quasar
Distributors, LLC
Three
Canal Plaza, Suite 100
Portland,
Maine 04101
Bright
Rock Funds
Each
a series of Trust for Professional Managers
You
can find more information about the Funds in the following
documents:
Statement
of Additional Information
The
Funds’ SAI provides additional details about the investments and techniques of
the Funds and certain other additional information. A current SAI is on file
with the SEC and is incorporated into this Prospectus by reference. This means
that the Funds’ SAI is legally considered a part of this Prospectus even though
it is not physically within this Prospectus.
Annual
and Semi-Annual Reports
Additional
information about the Funds’ investments is available in the Funds’ annual and
semi-annual reports to shareholders and in Form N-CSR. The Funds’ annual report
contains a discussion of the market conditions and investment strategies that
significantly affected the Funds’ performance during the Funds’ prior fiscal
year. In Form N-CSR, you will find the Funds’ annual and semi-annual financial
statements.
You
can request a free copy of these documents, request other information, such as
the Funds’ financial statements, or make general inquiries about the Funds by
calling the Funds (toll-free) at 1-866-273-7223, by visiting the Funds’ website
at www.brightrockfunds.com or by writing to:
Bright
Rock Funds
c/o
U.S. Bank Global Fund Services
P.O.
Box 701
Milwaukee,
WI 53201-0701
Shareholder
reports and other information about the Funds are also available:
•free
of charge from the SEC’s EDGAR database on the SEC’s Internet website at
http://www.sec.gov;
or
•for
a fee, by electronic request at the following e-mail address:
[email protected].
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(The
Trust’s SEC Investment Company Act of 1940 file number is
811‑10401) |