LETTER TO SHAREHOLDERS |
3 |
EXPENSE EXAMPLES |
6 |
INVESTMENT HIGHLIGHTS |
7 |
SCHEDULE OF INVESTMENTS |
10 |
SCHEDULE OF SECURITIES SOLD SHORT |
16 |
STATEMENT OF ASSETS AND LIABILITIES |
24 |
STATEMENT OF OPERATIONS |
25 |
STATEMENTS OF CHANGES IN NET ASSETS |
26 |
STATEMENT OF CASH FLOWS |
27 |
FINANCIAL HIGHLIGHTS |
28 |
NOTES TO FINANCIAL STATEMENTS |
30 |
REPORT OF INDEPENDENT REGISTERED |
|
PUBLIC ACCOUNTING FIRM |
40 |
NOTICE OF PRIVACY POLICY &
PRACTICES |
41 |
ADDITIONAL INFORMATION |
42 |
Since | |||||||
Through |
One |
One |
Three |
Five |
Inception | ||
November 30,
2022 |
Month |
Quarter |
YTD |
Year |
Years |
Years |
Annualized |
Convergence |
|||||||
Long/Short Equity ETF |
|||||||
(CLSE@NAV) |
3.58% |
6.40% |
-3.24% |
2.39% |
6.63% |
6.45% |
11.15% |
Convergence |
|||||||
Long/Short Equity ETF |
|||||||
(CLSE@Market) |
3.35% |
6.14% |
-3.41% |
2.20% |
6.56% |
6.42% |
11.13% |
Russell 3000® |
|||||||
Total Return |
5.22% |
3.29% |
-14.18% |
-10.80% |
10.28% |
10.33% |
12.43% |
David J. Abitz,
CFA |
Justin Neuberg,
CFA |
President & Chief
Investment Officer |
Co-Portfolio
Manager |
Convergence Investment
Partners, LLC |
Convergence Investment
Partners, LLC |
Beginning |
Ending |
Expenses
Paid | |
Account
Value |
Account
Value |
During
Period | |
6/1/22 |
11/30/22 |
6/1/22 –
11/30/22* | |
Actual |
$1,000.00 |
$
981.40 |
$5.22 |
Hypothetical (5%
return |
|||
before
expenses) |
$1,000.00 |
$1,019.80 |
$5.32 |
* |
Expenses are equal to the
Fund’s annualized expense ratio of 1.05%, multiplied by the average
account value over the period, multiplied by 183/365 (to reflect the
one-half year period). Excluding dividends on short positions,
interest and broker expenses, the Fund’s annualized expense ratio would be
0.95%. |
Six |
One |
Five |
Ten | |
Months |
Year |
Years |
Years | |
Convergence Long/Short
Equity ETF — NAV |
-1.74% |
2.39% |
6.45% |
10.15% |
Convergence Long/Short
Equity ETF — Market |
-1.86% |
2.20% |
6.42% |
10.13% |
Russell 3000®
Total Return Index |
-0.33% |
-10.80% |
10.33% |
12.95% |
Schedule
of Investments |
Shares |
Value |
|||||||
COMMON STOCKS* –
118.70% |
||||||||
Accommodation –
0.56% |
||||||||
Boyd Gaming
Corp. |
2,232 |
$ |
136,888 |
|||||
Administrative and Support
Services – 5.06% |
||||||||
CBIZ, Inc. (a) |
1,708 |
84,801 |
||||||
Fair Isaac Corp.
(a) |
656 |
406,536 |
||||||
Mastercard, Inc. |
837 |
298,307 |
||||||
TripAdvisor, Inc.
(a) |
5,581 |
113,797 |
||||||
Visa, Inc. |
1,516 |
328,972 |
||||||
1,232,413 |
||||||||
Animal Production and
Aquaculture – 0.99% |
||||||||
Cal-Maine Foods,
Inc.(c) |
4,123 |
240,289 |
||||||
Broadcasting (except
Internet) – 0.61% |
||||||||
Sirius XM Holdings,
Inc. |
23,101 |
149,926 |
||||||
Building Material and
Garden Equipment – 1.51% |
||||||||
Home Depot, Inc. |
1,130 |
366,109 |
||||||
Chemical Manufacturing –
13.44% |
||||||||
AbbVie, Inc. |
2,258 |
363,945 |
||||||
Albemarle Corp. |
568 |
157,898 |
||||||
Amgen, Inc. |
1,162 |
332,797 |
||||||
Amicus Therapeutics, Inc.
(a) |
5,707 |
69,055 |
||||||
Bristol-Myers Squibb
Co. |
4,358 |
349,861 |
||||||
CF Industries Holdings,
Inc. |
1,693 |
183,167 |
||||||
Colgate-Palmolive
Co. |
2,046 |
158,524 |
||||||
Gilead Sciences,
Inc. |
4,510 |
396,112 |
||||||
Harmony Biosciences
Holdings, Inc. (a) |
2,090 |
124,919 |
||||||
Incyte Corp. (a) |
785 |
62,541 |
||||||
Ionis Pharmaceuticals,
Inc. (a) |
1,487 |
60,655 |
||||||
Lantheus Holdings, Inc.
(a) |
3,252 |
201,885 |
||||||
Merck & Co.,
Inc. |
2,577 |
283,779 |
||||||
Neurocrine Biosciences,
Inc. (a) |
399 |
50,697 |
||||||
Procter & Gamble
Co. |
654 |
97,551 |
||||||
Vertex Pharmaceuticals,
Inc. (a) |
1,207 |
381,895 |
||||||
3,275,281 |
||||||||
Computer and Electronic
Product Manufacturing – 21.33% |
||||||||
Advanced Energy
Industries, Inc. |
623 |
57,715 |
||||||
Alphabet, Inc. – Class A
(a) |
4,510 |
455,464 |
||||||
Alphabet, Inc. – Class C
(a) |
6,408 |
650,091 |
||||||
Apple, Inc.(c) |
3,730 |
552,152 |
Schedule
of Investments (Continued) |
Shares |
Value |
|||||||
Computer and Electronic
Product |
||||||||
Manufacturing –
21.33% (Continued) |
||||||||
Arista Networks, Inc.
(a) |
838 |
$ |
116,733 |
|||||
Broadcom, Inc. |
711 |
391,782 |
||||||
Cisco Systems,
Inc.(c) |
8,871 |
441,066 |
||||||
Enphase Energy, Inc.
(a) |
1,109 |
355,534 |
||||||
Extreme Networks, Inc.
(a) |
17,112 |
358,839 |
||||||
Hologic, Inc.
(a) |
1,094 |
83,319 |
||||||
Iridium Communications,
Inc. (a) |
6,168 |
327,521 |
||||||
Jabil, Inc. |
7,198 |
519,624 |
||||||
Microchip Technology,
Inc. |
4,236 |
335,449 |
||||||
Rambus, Inc. (a) |
1,473 |
56,534 |
||||||
Sanmina Corp.
(a) |
4,490 |
296,744 |
||||||
Sonos, Inc. (a) |
4,674 |
81,934 |
||||||
Super Micro Computer,
Inc. (a) |
1,321 |
119,194 |
||||||
5,199,695 |
||||||||
Construction of Buildings –
0.25% |
||||||||
NVR, Inc. (a) |
13 |
60,307 |
||||||
Couriers and Messengers –
0.77% |
||||||||
United Parcel Service,
Inc. – Class B |
992 |
188,212 |
||||||
Credit Intermediation and
Related Activities – 5.55% |
||||||||
Ameris Bancorp |
3,258 |
172,283 |
||||||
Bank of America
Corp. |
4,701 |
177,933 |
||||||
BankUnited, Inc. |
4,318 |
158,557 |
||||||
FNB Corp./PA |
11,890 |
167,649 |
||||||
JPMorgan Chase &
Co. |
1,382 |
190,965 |
||||||
Popular, Inc. |
1,871 |
136,620 |
||||||
Regions Financial
Corp. |
7,156 |
166,091 |
||||||
Wells Fargo &
Co. |
3,869 |
185,519 |
||||||
1,355,617 |
||||||||
Educational Services –
0.61% |
||||||||
Grand Canyon Education,
Inc. (a) |
1,326 |
149,931 |
||||||
Electrical Equipment,
Appliance, and Component – 0.75% |
||||||||
Hubbell, Inc. |
717 |
182,161 |
||||||
Fabricated Metal Product
Manufacturing – 1.33% |
||||||||
Mueller Industries,
Inc. |
2,844 |
195,582 |
||||||
Nucor Corp. |
856 |
128,357 |
||||||
323,939 |
||||||||
Food and Beverage Stores –
1.02% |
||||||||
Kroger Co. |
5,024 |
247,130 |
Schedule
of Investments (Continued) |
Shares |
Value |
|||||||
Food Manufacturing –
3.07% |
||||||||
Archer-Daniels-Midland
Co. |
3,077 |
$ |
300,008 |
|||||
General Mills,
Inc. |
2,534 |
216,150 |
||||||
TreeHouse Foods, Inc.
(a) |
4,726 |
233,606 |
||||||
749,764 |
||||||||
Food Services and Drinking
Places – 1.31% |
||||||||
Manhattan Associates,
Inc. (a) |
2,527 |
318,250 |
||||||
General Merchandise Stores
– 0.88% |
||||||||
Walmart, Inc. |
1,412 |
215,217 |
||||||
Health and Personal Care
Stores – 1.38% |
||||||||
CVS Health Corp. |
1,944 |
198,055 |
||||||
Ulta Beauty, Inc.
(a) |
301 |
139,917 |
||||||
337,972 |
||||||||
Heavy and Civil Engineering
Construction – 0.46% |
||||||||
Dycom Industries, Inc.
(a) |
1,240 |
113,014 |
||||||
Insurance Carriers and
Related Activities – 5.31% |
||||||||
American International
Group, Inc. |
2,321 |
146,478 |
||||||
Chubb Ltd. |
775 |
170,182 |
||||||
Cigna Corp. |
830 |
272,978 |
||||||
Jackson Financial,
Inc. |
2,515 |
93,936 |
||||||
MetLife, Inc. |
1,533 |
117,581 |
||||||
RLI Corp. |
872 |
113,421 |
||||||
UnitedHealth Group,
Inc. |
371 |
203,219 |
||||||
Unum Group |
4,214 |
177,748 |
||||||
1,295,543 |
||||||||
Machinery Manufacturing –
0.51% |
||||||||
Caterpillar,
Inc. |
526 |
124,352 |
||||||
Merchant Wholesalers,
Durable Goods – 0.62% |
||||||||
WW Grainger,
Inc. |
250 |
150,765 |
||||||
Merchant Wholesalers,
Nondurable Goods – 3.75% |
||||||||
AmerisourceBergen
Corp. |
1,749 |
298,536 |
||||||
Cardinal Health,
Inc. |
3,463 |
277,628 |
||||||
McKesson Corp. |
688 |
262,596 |
||||||
Wingstop, Inc. |
427 |
70,673 |
||||||
909,433 |
||||||||
Mining (except Oil and Gas)
– 2.01% |
||||||||
Alpha Metallurgical
Resources, Inc. |
1,130 |
193,490 |
Schedule
of Investments (Continued) |
Shares |
Value |
|||||||
Mining (except Oil and Gas)
– 2.01% (Continued) |
||||||||
APA Corp. |
6,356 |
$ |
297,780 |
|||||
491,270 |
||||||||
Miscellaneous Manufacturing
– 1.44% |
||||||||
Johnson &
Johnson |
1,491 |
265,398 |
||||||
Shockwave Medical, Inc.
(a) |
340 |
86,224 |
||||||
351,622 |
||||||||
Motor Vehicle and Parts
Dealers – 2.50% |
||||||||
Group 1 Automotive,
Inc. |
1,548 |
299,290 |
||||||
Murphy USA, Inc. |
1,050 |
310,601 |
||||||
609,891 |
||||||||
Nonstore Retailers –
2.50% |
||||||||
Amazon.com, Inc.
(a) |
2,984 |
288,075 |
||||||
Box, Inc. (a) |
9,629 |
264,316 |
||||||
Dillard’s, Inc. |
165 |
59,351 |
||||||
611,742 |
||||||||
Other Information Services
– 1.09% |
||||||||
VeriSign, Inc.
(a) |
1,330 |
265,747 |
||||||
Paper Manufacturing –
1.18% |
||||||||
Boise Cascade
Co. |
2,555 |
189,172 |
||||||
Sylvamo Corp. |
1,810 |
97,903 |
||||||
287,075 |
||||||||
Petroleum and Coal Products
Manufacturing – 5.04% |
||||||||
Exxon Mobil
Corp.(c) |
2,333 |
259,756 |
||||||
Marathon Petroleum
Corp. |
2,056 |
250,441 |
||||||
PBF Energy,
Inc.(c) |
7,990 |
317,763 |
||||||
Phillips 66 |
987 |
107,030 |
||||||
Valero Energy
Corp. |
2,178 |
291,024 |
||||||
1,226,014 |
||||||||
Pipeline Transportation –
1.05% |
||||||||
Scorpio Tankers,
Inc. |
4,996 |
254,896 |
||||||
Primary Metal Manufacturing
– 1.41% |
||||||||
ATI, Inc. (a) |
2,423 |
73,926 |
||||||
Commercial Metals
Co. |
1,664 |
81,902 |
||||||
Encore Wire
Corp. |
1,274 |
186,144 |
||||||
341,972 |
||||||||
Professional, Scientific,
and Technical Services – 5.26% |
||||||||
Accenture PLC |
788 |
237,133 |
Schedule
of Investments (Continued) |
Shares |
Value |
|||||||
Professional, Scientific,
and Technical Services – 5.26% (Continued) |
||||||||
Booz Allen Hamilton
Holding Corp. |
382 |
$ |
40,645 |
|||||
DXC Technology Co.
(a) |
8,992 |
266,793 |
||||||
H&R Block,
Inc. |
3,227 |
141,052 |
||||||
Insperity, Inc. |
585 |
69,352 |
||||||
Jack Henry &
Associates, Inc. |
1,956 |
370,368 |
||||||
Parsons Corp.
(a) |
3,146 |
155,727 |
||||||
1,281,070 |
||||||||
Publishing Industries
(Except Internet) – 5.50% |
||||||||
Cadence Design Systems,
Inc. (a) |
2,590 |
445,583 |
||||||
Dropbox, Inc.
(a) |
11,019 |
259,608 |
||||||
Electronic Arts,
Inc. |
2,809 |
367,361 |
||||||
Qualys, Inc. (a) |
2,170 |
267,604 |
||||||
1,340,156 |
||||||||
Real Estate –
1.05% |
||||||||
Jefferies Financial
Group, Inc. |
6,725 |
255,483 |
||||||
Rental and Leasing Services
– 0.49% |
||||||||
Ryder System,
Inc. |
1,289 |
120,509 |
||||||
Securities, Commodity
Contracts, and Other Financial |
||||||||
Investments and
Related Activities – 5.16% |
||||||||
Cboe Global Markets,
Inc. |
1,986 |
251,904 |
||||||
LPL Financial Holdings,
Inc.(c) |
1,205 |
285,235 |
||||||
Raymond James Financial,
Inc. |
2,167 |
253,322 |
||||||
SLM Corp. |
12,717 |
222,038 |
||||||
StoneX Group, Inc.
(a) |
2,413 |
244,847 |
||||||
1,257,346 |
||||||||
Specialty Trade Contractors
– 1.64% |
||||||||
Comfort Systems USA,
Inc. |
1,051 |
133,225 |
||||||
EMCOR Group,
Inc. |
1,211 |
187,583 |
||||||
Installed Building
Products, Inc. |
931 |
79,070 |
||||||
399,878 |
||||||||
Transportation Equipment
Manufacturing – 3.97% |
||||||||
General Dynamics
Corp. |
692 |
174,654 |
||||||
General Motors
Co. |
6,558 |
265,993 |
||||||
Lockheed Martin
Corp. |
351 |
170,302 |
||||||
Tesla, Inc. (a) |
1,372 |
267,129 |
||||||
Visteon Corp.
(a) |
620 |
91,015 |
||||||
969,093 |
||||||||
Utilities – 4.53% |
||||||||
First Solar, Inc.
(a) |
2,361 |
407,343 |
||||||
FirstEnergy
Corp. |
4,195 |
173,002 |
Schedule
of Investments (Continued) |
Shares |
Value |
|||||||
Utilities – 4.53%
(Continued) |
||||||||
NRG Energy, Inc. |
4,554 |
$ |
193,316 |
|||||
ONE Gas, Inc. |
1,917 |
166,683 |
||||||
UGI Corp. |
4,321 |
167,007 |
||||||
1,107,351 |
||||||||
Warehousing and Storage –
0.91% |
||||||||
Landstar System,
Inc. |
1,273 |
220,203 |
||||||
Waste Management and
Remediation Services – 0.59% |
||||||||
Clean Harbors, Inc.
(a) |
1,185 |
142,200 |
||||||
Wood Product Manufacturing
– 0.31% |
||||||||
Skyline Champion Corp.
(a) |
1,442 |
74,970 |
||||||
TOTAL
COMMON STOCKS (Cost $25,500,249) |
28,930,696 |
|||||||
REAL ESTATE INVESTMENT
TRUSTS* – 2.79% |
||||||||
Real Estate –
2.33% |
||||||||
Apartment Income REIT
Corp. |
2,886 |
109,812 |
||||||
Apple Hospitality REIT,
Inc. |
6,860 |
117,032 |
||||||
Camden Property
Trust |
980 |
117,924 |
||||||
Equity
Commonwealth |
4,105 |
111,205 |
||||||
Equity
Residential |
1,716 |
111,300 |
||||||
567,273 |
||||||||
Warehousing and Storage –
0.46% |
||||||||
Extra Space Storage,
Inc. |
702 |
112,804 |
||||||
TOTAL
REAL ESTATE INVESTMENT TRUSTS (Cost $696,346) |
680,077 |
|||||||
MONEY MARKET FUNDS –
0.69% |
||||||||
Funds, Trusts, and Other
Financial Vehicles – 0.69% |
||||||||
First American Government
Obligations Fund – X Class, 3.668% (b)(c) |
167,708 |
167,708 |
||||||
TOTAL
MONEY MARKET FUNDS (Cost $167,708) |
167,708 |
|||||||
Total
Investments (Cost $26,364,303) – 122.18% |
29,778,481 |
|||||||
Liabilities in Excess of
Other Assets – (22.18)% |
(5,403,683 |
) | ||||||
TOTAL
NET ASSETS – 100.00% |
$ |
24,374,788 |
PLC |
Public Limited
Company |
* |
Unless otherwise noted,
all or a portion of these securities, totaling $27,023,010, are pledged as
collateral for securities sold short. |
(a) |
Non-income producing
security. |
(b) |
The rate shown represents
the seven-day yield as of November 30, 2022. |
(c) |
This security is not
pledged as collateral for securities sold short. |
Schedule
of Securities Sold Short |
Shares |
Value |
|||||||
COMMON STOCKS –
(45.71)% |
||||||||
Accommodation –
(0.37)% |
||||||||
Caesars Entertainment,
Inc. (a) |
(861 |
) |
$ |
(43,747 |
) | |||
Las Vegas Sands Corp.
(a) |
(973 |
) |
(45,575 |
) | ||||
(89,322 |
) | |||||||
Administrative and Support
Services – (2.86)% |
||||||||
AdaptHealth Corp.
(a) |
(2,024 |
) |
(45,155 |
) | ||||
Coinbase Global, Inc.
(a) |
(782 |
) |
(35,761 |
) | ||||
DigitalBridge Group,
Inc. |
(1,817 |
) |
(26,219 |
) | ||||
Equifax, Inc. |
(101 |
) |
(19,934 |
) | ||||
Fidelity National
Information Services, Inc. |
(2,790 |
) |
(202,498 |
) | ||||
GXO Logistics, Inc.
(a) |
(954 |
) |
(44,704 |
) | ||||
nCino, Inc. (a) |
(4,143 |
) |
(108,215 |
) | ||||
R1 RCM, Inc. (a) |
(5,703 |
) |
(51,612 |
) | ||||
ROBLOX Corp. (a) |
(1,854 |
) |
(58,902 |
) | ||||
Scotts Miracle-Gro
Co. |
(590 |
) |
(32,999 |
) | ||||
SentinelOne, Inc.
(a) |
(3,368 |
) |
(48,836 |
) | ||||
TransUnion |
(340 |
) |
(21,447 |
) | ||||
(696,282 |
) | |||||||
Air Transportation –
(0.27)% |
||||||||
Delta Air Lines, Inc.
(a) |
(1,391 |
) |
(49,199 |
) | ||||
Frontier Group Holdings,
Inc. (a) |
(1,322 |
) |
(17,239 |
) | ||||
(66,438 |
) | |||||||
Ambulatory Health Care
Services – (1.10)% |
||||||||
Guardant Health, Inc.
(a) |
(1,394 |
) |
(72,962 |
) | ||||
LifeStance Health Group,
Inc. (a) |
(5,926 |
) |
(30,163 |
) | ||||
Natera, Inc. (a) |
(1,139 |
) |
(46,836 |
) | ||||
Oak Street Health, Inc.
(a) |
(3,292 |
) |
(71,173 |
) | ||||
Teladoc Health, Inc.
(a) |
(1,776 |
) |
(50,634 |
) | ||||
(271,768 |
) | |||||||
Amusement, Gambling, and
Recreation Industries – (0.13)% |
||||||||
Wynn Resorts Ltd.
(a) |
(393 |
) |
(32,878 |
) | ||||
Apparel Manufacturing –
(0.09)% |
||||||||
VF Corp. |
(672 |
) |
(22,055 |
) | ||||
Beverage and Tobacco
Product Manufacturing – (0.56)% |
||||||||
Celsius Holdings, Inc.
(a) |
(629 |
) |
(70,033 |
) | ||||
MGP Ingredients,
Inc. |
(534 |
) |
(66,782 |
) | ||||
(136,815 |
) |
Schedule
of Securities Sold Short (Continued) |
Shares |
Value |
|||||||
Broadcasting (except
Internet) – (1.24)% |
||||||||
Cable One, Inc. |
(57 |
) |
$ |
(41,285 |
) | |||
Liberty Broadband Corp.
(a) |
(817 |
) |
(74,233 |
) | ||||
Roku, Inc. (a) |
(1,214 |
) |
(72,075 |
) | ||||
Warner Bros Discovery,
Inc. (a) |
(10,097 |
) |
(115,106 |
) | ||||
(302,699 |
) | |||||||
Chemical Manufacturing –
(4.83)% |
||||||||
10X Genomics, Inc.
(a) |
(1,705 |
) |
(65,915 |
) | ||||
Blueprint Medicines Corp.
(a) |
(1,343 |
) |
(64,182 |
) | ||||
Bridgebio Pharma, Inc.
(a) |
(2,173 |
) |
(20,361 |
) | ||||
Element Solutions,
Inc. |
(1,523 |
) |
(29,790 |
) | ||||
Fate Therapeutics, Inc.
(a) |
(2,240 |
) |
(46,637 |
) | ||||
Green Plains, Inc.
(a) |
(1,678 |
) |
(57,992 |
) | ||||
Intellia Therapeutics,
Inc. (a) |
(1,548 |
) |
(79,660 |
) | ||||
Inter Parfums,
Inc. |
(598 |
) |
(56,983 |
) | ||||
Krystal Biotech, Inc.
(a) |
(1,176 |
) |
(91,422 |
) | ||||
Mirati Therapeutics, Inc.
(a) |
(1,408 |
) |
(128,663 |
) | ||||
Moderna, Inc.
(a) |
(559 |
) |
(98,334 |
) | ||||
Novavax, Inc.
(a) |
(2,129 |
) |
(35,107 |
) | ||||
Olaplex Holdings, Inc.
(a) |
(7,051 |
) |
(42,095 |
) | ||||
Pfizer, Inc. |
(3,777 |
) |
(189,341 |
) | ||||
QuidelOrtho Corp.
(a) |
(873 |
) |
(76,484 |
) | ||||
SiteOne Landscape Supply,
Inc. (a) |
(243 |
) |
(30,504 |
) | ||||
SpringWorks Therapeutics,
Inc. (a) |
(1,424 |
) |
(34,432 |
) | ||||
Twist Bioscience Corp.
(a) |
(1,078 |
) |
(29,483 |
) | ||||
(1,177,385 |
) | |||||||
Clothing and Clothing
Accessories Stores – (0.63)% |
||||||||
Five Below, Inc.
(a) |
(532 |
) |
(85,578 |
) | ||||
KKR & Co.,
Inc. |
(1,297 |
) |
(67,340 |
) | ||||
(152,918 |
) | |||||||
Computer and Electronic
Product Manufacturing – (3.53)% |
||||||||
Ambarella, Inc.
(a) |
(1,454 |
) |
(107,887 |
) | ||||
Power Integrations,
Inc. |
(1,088 |
) |
(87,562 |
) | ||||
SiTime Corp. (a) |
(855 |
) |
(90,168 |
) | ||||
Universal Display
Corp. |
(741 |
) |
(83,451 |
) | ||||
Vertiv Holdings
Co. |
(3,615 |
) |
(50,068 |
) | ||||
Viasat, Inc. (a) |
(3,849 |
) |
(131,212 |
) | ||||
Vicor Corp. (a) |
(582 |
) |
(31,422 |
) | ||||
Western Digital Corp.
(a) |
(3,485 |
) |
(128,074 |
) | ||||
Zebra Technologies Corp.
(a) |
(549 |
) |
(148,384 |
) | ||||
(858,228 |
) |
Schedule
of Securities Sold Short (Continued) |
Shares |
Value |
|||||||
Construction of Buildings –
(0.16)% |
||||||||
LGI Homes, Inc.
(a) |
(398 |
) |
$ |
(39,537 |
) | |||
Credit Intermediation and
Related Activities – (2.58)% |
||||||||
Affirm Holdings, Inc.
(a) |
(3,983 |
) |
(55,443 |
) | ||||
Ally Financial,
Inc. |
(1,642 |
) |
(44,350 |
) | ||||
Bank of Hawaii
Corp. |
(470 |
) |
(37,915 |
) | ||||
Citigroup, Inc. |
(1,714 |
) |
(82,975 |
) | ||||
First Republic
Bank/CA |
(329 |
) |
(41,984 |
) | ||||
Flywire Corp.
(a) |
(3,586 |
) |
(77,780 |
) | ||||
PacWest Bancorp |
(2,551 |
) |
(66,632 |
) | ||||
Signature Bank/New York
NY |
(287 |
) |
(40,037 |
) | ||||
Silvergate Capital Corp.
(a) |
(457 |
) |
(12,536 |
) | ||||
SVB Financial Group
(a) |
(303 |
) |
(70,229 |
) | ||||
TFS Financial
Corp. |
(2,777 |
) |
(37,906 |
) | ||||
Western Alliance
Bancorp |
(902 |
) |
(61,823 |
) | ||||
(629,610 |
) | |||||||
Data Processing, Hosting,
and Related Services – (0.56)% |
||||||||
Marqeta, Inc.
(a) |
(10,722 |
) |
(71,730 |
) | ||||
Shutterstock,
Inc. |
(899 |
) |
(48,384 |
) | ||||
Upwork, Inc. (a) |
(1,395 |
) |
(17,089 |
) | ||||
(137,203 |
) | |||||||
Electrical Equipment,
Appliance, and Component – (0.92)% |
||||||||
Fluence Energy, Inc.
(a) |
(1,808 |
) |
(31,061 |
) | ||||
Generac Holdings, Inc.
(a) |
(182 |
) |
(19,205 |
) | ||||
Littelfuse, Inc. |
(583 |
) |
(143,710 |
) | ||||
Plug Power, Inc.
(a) |
(1,815 |
) |
(28,967 |
) | ||||
(222,943 |
) | |||||||
Electronics and Appliance
Stores – (0.31)% |
||||||||
UiPath, Inc. (a) |
(6,134 |
) |
(76,491 |
) | ||||
Fabricated Metal Product
Manufacturing – (0.20)% |
||||||||
Stanley Black &
Decker, Inc. |
(611 |
) |
(49,931 |
) | ||||
Food and Beverage Stores –
(0.25)% |
||||||||
Grocery Outlet Holding
Corp. (a) |
(1,983 |
) |
(60,025 |
) | ||||
Food Manufacturing –
(1.26)% |
||||||||
Bunge Ltd. |
(641 |
) |
(67,202 |
) | ||||
Freshpet, Inc.
(a) |
(1,172 |
) |
(78,547 |
) | ||||
Ingredion, Inc. |
(254 |
) |
(24,884 |
) |
Schedule
of Securities Sold Short (Continued) |
Shares |
Value |
|||||||
Food Manufacturing –
(1.26)% (Continued) |
||||||||
J & J Snack Foods
Corp. |
(431 |
) |
$ |
(70,693 |
) | |||
McCormick & Co.,
Inc./MD |
(767 |
) |
(65,333 |
) | ||||
(306,659 |
) | |||||||
Food Services and Drinking
Places – (0.42)% |
||||||||
Casey’s General Stores,
Inc. |
(302 |
) |
(73,392 |
) | ||||
Shake Shack, Inc.
(a) |
(550 |
) |
(28,930 |
) | ||||
(102,322 |
) | |||||||
Furniture and Home
Furnishings Stores – (0.73)% |
||||||||
Floor & Decor
Holdings, Inc. (a) |
(1,052 |
) |
(78,511 |
) | ||||
MillerKnoll,
Inc. |
(933 |
) |
(19,024 |
) | ||||
RH (a) |
(282 |
) |
(80,886 |
) | ||||
(178,421 |
) | |||||||
General Merchandise Stores
– (0.38)% |
||||||||
Burlington Stores, Inc.
(a) |
(473 |
) |
(92,557 |
) | ||||
Heavy and Civil Engineering
Construction – (0.12)% |
||||||||
St Joe Co. |
(776 |
) |
(29,822 |
) | ||||
Insurance Carriers and
Related Activities – (0.79)% |
||||||||
Assured Guaranty
Ltd. |
(913 |
) |
(60,778 |
) | ||||
RenaissanceRe Holdings
Ltd. |
(200 |
) |
(37,782 |
) | ||||
Ryan Specialty Holdings,
Inc. (a) |
(709 |
) |
(28,559 |
) | ||||
Voya Financial,
Inc. |
(524 |
) |
(34,574 |
) | ||||
White Mountains Insurance
Group Ltd. |
(22 |
) |
(29,895 |
) | ||||
(191,588 |
) | |||||||
Leather and Allied Product
Manufacturing – (0.05)% |
||||||||
Crocs, Inc. (a) |
(130 |
) |
(13,130 |
) | ||||
Machinery Manufacturing –
(0.94)% |
||||||||
AAON, Inc. |
(589 |
) |
(46,684 |
) | ||||
Coherent Corp.
(a) |
(3,642 |
) |
(133,552 |
) | ||||
Xometry, Inc.
(a) |
(1,151 |
) |
(48,607 |
) | ||||
(228,843 |
) | |||||||
Management of Companies and
Enterprises – (0.78)% |
||||||||
AZEK Co., Inc.
(a) |
(1,762 |
) |
(34,077 |
) | ||||
Enstar Group Ltd.
(a) |
(212 |
) |
(46,214 |
) | ||||
Rivian Automotive, Inc.
(a) |
(2,057 |
) |
(65,906 |
) | ||||
Stock Yards Bancorp,
Inc. |
(584 |
) |
(43,228 |
) | ||||
(189,425 |
) |
Schedule
of Securities Sold Short (Continued) |
Shares |
Value |
|||||||
Merchant Wholesalers,
Durable Goods – (0.20)% |
||||||||
XPEL, Inc. (a) |
(717 |
) |
$ |
(49,150 |
) | |||
Merchant Wholesalers,
Nondurable Goods – (0.61)% |
||||||||
Arrowhead
Pharmaceuticals, Inc. (a) |
(3,005 |
) |
(96,761 |
) | ||||
Relay Therapeutics, Inc.
(a) |
(2,745 |
) |
(51,002 |
) | ||||
(147,763 |
) | |||||||
Mining (except Oil and Gas)
– (1.91)% |
||||||||
CNX Resources Corp.
(a) |
(3,202 |
) |
(55,619 |
) | ||||
Coterra Energy,
Inc. |
(4,786 |
) |
(133,577 |
) | ||||
Freeport-McMoRan,
Inc. |
(2,054 |
) |
(81,749 |
) | ||||
Hecla Mining Co. |
(5,996 |
) |
(32,678 |
) | ||||
Martin Marietta
Materials, Inc. |
(91 |
) |
(33,350 |
) | ||||
Novagold Resources, Inc.
(a) |
(6,270 |
) |
(36,178 |
) | ||||
Royal Gold, Inc. |
(284 |
) |
(31,902 |
) | ||||
Southwestern Energy Co.
(a) |
(8,392 |
) |
(58,073 |
) | ||||
(463,126 |
) | |||||||
Miscellaneous Manufacturing
– (1.30)% |
||||||||
ICU Medical, Inc.
(a) |
(360 |
) |
(57,323 |
) | ||||
Inari Medical, Inc.
(a) |
(721 |
) |
(53,051 |
) | ||||
Neogen Corp. (a) |
(3,632 |
) |
(60,146 |
) | ||||
Peloton Interactive, Inc.
(a) |
(2,242 |
) |
(25,514 |
) | ||||
PROCEPT BioRobotics Corp.
(a) |
(1,230 |
) |
(52,767 |
) | ||||
Tandem Diabetes Care,
Inc. (a) |
(874 |
) |
(36,752 |
) | ||||
YETI Holdings, Inc.
(a) |
(605 |
) |
(27,158 |
) | ||||
(312,711 |
) | |||||||
Motor Vehicle and Parts
Dealers – (0.53)% |
||||||||
Carvana Co. (a) |
(3,662 |
) |
(28,234 |
) | ||||
Lithia Motors,
Inc. |
(417 |
) |
(99,792 |
) | ||||
(128,026 |
) | |||||||
Nonstore Retailers –
(0.59)% |
||||||||
DoorDash, Inc.
(a) |
(1,559 |
) |
(90,812 |
) | ||||
Wayfair, Inc.
(a) |
(1,485 |
) |
(54,410 |
) | ||||
(145,222 |
) | |||||||
Performing Arts, Spectator
Sports, and – (0.13)% |
||||||||
Madison Square Garden
Entertainment Corp. (a) |
(654 |
) |
(31,471 |
) | ||||
Personal and Laundry
Services – (0.28)% |
||||||||
IAC, Inc. (a) |
(1,323 |
) |
(68,650 |
) |
Schedule
of Securities Sold Short (Continued) |
Shares |
Value |
|||||||
Petroleum and Coal Products
Manufacturing – (0.43)% |
||||||||
EQT Corp. |
(1,585 |
) |
$ |
(67,220 |
) | |||
Quaker Chemical
Corp. |
(188 |
) |
(36,997 |
) | ||||
(104,217 |
) | |||||||
Pipeline Transportation –
(0.14)% |
||||||||
Equitrans Midstream
Corp. |
(4,019 |
) |
(33,719 |
) | ||||
Plastics and Rubber
Products Manufacturing – (0.35)% |
||||||||
Entegris, Inc. |
(1,119 |
) |
(86,488 |
) | ||||
Professional, Scientific,
and Technical Services – (2.43)% |
||||||||
AppLovin Corp.
(a) |
(4,536 |
) |
(65,364 |
) | ||||
Bumble, Inc. (a) |
(2,811 |
) |
(68,476 |
) | ||||
Cognizant Technology
Solutions Corp. – Class A |
(2,410 |
) |
(149,926 |
) | ||||
Coursera, Inc.
(a) |
(2,780 |
) |
(38,753 |
) | ||||
Digital Turbine, Inc.
(a) |
(3,235 |
) |
(59,071 |
) | ||||
Match Group, Inc.
(a) |
(1,206 |
) |
(60,975 |
) | ||||
Trade Desk, Inc.
(a) |
(785 |
) |
(40,930 |
) | ||||
Unity Software, Inc.
(a) |
(2,699 |
) |
(106,638 |
) | ||||
(590,133 |
) | |||||||
Publishing Industries
(Except Internet) – (1.56)% |
||||||||
BigCommerce Holdings,
Inc. (a) |
(2,481 |
) |
(21,436 |
) | ||||
Bill.com Holdings, Inc.
(a) |
(589 |
) |
(70,927 |
) | ||||
Clear Secure,
Inc. |
(1,852 |
) |
(57,560 |
) | ||||
Confluent, Inc.
(a) |
(3,019 |
) |
(69,528 |
) | ||||
Okta, Inc. (a) |
(1,336 |
) |
(71,236 |
) | ||||
Toast, Inc. (a) |
(2,675 |
) |
(49,113 |
) | ||||
ZoomInfo Technologies,
Inc. (a) |
(1,354 |
) |
(38,724 |
) | ||||
(378,524 |
) | |||||||
Real Estate –
(0.86)% |
||||||||
CBRE Group, Inc.
(a) |
(499 |
) |
(39,721 |
) | ||||
Howard Hughes Corp.
(a) |
(434 |
) |
(32,350 |
) | ||||
MP Materials Corp.
(a) |
(959 |
) |
(31,887 |
) | ||||
Walker & Dunlop,
Inc. |
(478 |
) |
(42,690 |
) | ||||
Zillow Group, Inc. –
Class A (a) |
(755 |
) |
(28,237 |
) | ||||
Zillow Group, Inc. –
Class C (a) |
(953 |
) |
(36,195 |
) | ||||
(211,080 |
) | |||||||
Rental and Leasing Services
– (0.10)% |
||||||||
Hertz Global Holdings,
Inc. (a) |
(1,390 |
) |
(23,908 |
) |
Schedule
of Securities Sold Short (Continued) |
Shares |
Value |
|||||||
Securities, Commodity
Contracts, and Other |
||||||||
Financial
Investments and Related Activities – (3.40)% |
||||||||
Ares Management
Corp. |
(838 |
) |
$ |
(65,691 |
) | |||
Beauty Health Co.
(a) |
(3,614 |
) |
(38,851 |
) | ||||
Blackstone, Inc. |
(664 |
) |
(60,776 |
) | ||||
Brighthouse Financial,
Inc. (a) |
(1,455 |
) |
(81,102 |
) | ||||
Carlyle Group,
Inc. |
(1,885 |
) |
(58,755 |
) | ||||
ChargePoint Holdings,
Inc. (a) |
(2,586 |
) |
(32,118 |
) | ||||
Clarivate PLC
(a) |
(2,209 |
) |
(21,626 |
) | ||||
DraftKings, Inc.
(a) |
(1,927 |
) |
(29,522 |
) | ||||
E2open Parent Holdings,
Inc. (a) |
(12,351 |
) |
(72,747 |
) | ||||
Enovix Corp. (a) |
(1,975 |
) |
(25,774 |
) | ||||
Joby Aviation, Inc.
(a) |
(6,873 |
) |
(28,317 |
) | ||||
Morningstar,
Inc. |
(257 |
) |
(62,998 |
) | ||||
Robinhood Markets, Inc.
(a) |
(5,124 |
) |
(49,139 |
) | ||||
Rocket Lab USA, Inc.
(a) |
(8,010 |
) |
(33,562 |
) | ||||
S&P Global,
Inc. |
(181 |
) |
(63,857 |
) | ||||
SoFi Technologies, Inc.
(a) |
(7,145 |
) |
(34,510 |
) | ||||
Stem, Inc. (a) |
(2,643 |
) |
(34,544 |
) | ||||
Trupanion, Inc.
(a) |
(663 |
) |
(34,655 |
) | ||||
(828,544 |
) | |||||||
Specialty Trade Contractors
– (0.35)% |
||||||||
Ameresco, Inc.
(a) |
(522 |
) |
(34,201 |
) | ||||
Sunrun, Inc. (a) |
(1,567 |
) |
(51,053 |
) | ||||
(85,254 |
) | |||||||
Support Activities for
Mining – (0.76)% |
||||||||
Civitas Resources,
Inc. |
(871 |
) |
(58,671 |
) | ||||
Northern Oil and Gas,
Inc. |
(1,649 |
) |
(60,007 |
) | ||||
SSR Mining, Inc. |
(1,980 |
) |
(30,017 |
) | ||||
Targa Resources
Corp. |
(487 |
) |
(36,228 |
) | ||||
(184,923 |
) | |||||||
Telecommunications –
(1.32)% |
||||||||
Bandwidth, Inc.
(a) |
(572 |
) |
(13,076 |
) | ||||
Doximity, Inc.
(a) |
(1,405 |
) |
(47,756 |
) | ||||
Frontier Communications
Parent, Inc. (a) |
(3,414 |
) |
(87,979 |
) | ||||
Integer Holdings Corp.
(a) |
(439 |
) |
(32,627 |
) | ||||
Twilio, Inc. (a) |
(1,062 |
) |
(52,059 |
) | ||||
Zoom Video
Communications, Inc. (a) |
(1,186 |
) |
(89,460 |
) | ||||
(322,957 |
) | |||||||
Transit and Ground
Passenger Transportation – (0.12)% |
||||||||
Lyft, Inc. (a) |
(2,617 |
) |
(29,363 |
) |
Schedule
of Securities Sold Short (Continued) |
Shares |
Value |
|||||||
Transportation Equipment
Manufacturing – (0.39)% |
||||||||
Boeing Co. (a) |
(279 |
) |
$ |
(49,908 |
) | |||
Luminar Technologies,
Inc. (a) |
(6,167 |
) |
(47,239 |
) | ||||
(97,147 |
) | |||||||
Utilities –
(1.69)% |
||||||||
ALLETE, Inc. |
(481 |
) |
(31,842 |
) | ||||
American States Water
Co. |
(300 |
) |
(29,397 |
) | ||||
Atmos Energy
Corp. |
(615 |
) |
(73,923 |
) | ||||
MGE Energy, Inc. |
(435 |
) |
(31,324 |
) | ||||
New Fortress Energy,
Inc. |
(1,124 |
) |
(57,212 |
) | ||||
PG&E Corp.
(a) |
(5,446 |
) |
(85,502 |
) | ||||
Public Service Enterprise
Group, Inc. |
(914 |
) |
(55,343 |
) | ||||
Sunnova Energy
International, Inc. (a) |
(2,117 |
) |
(48,331 |
) | ||||
(412,874 |
) | |||||||
Wood Product Manufacturing
– (0.20)% |
||||||||
Enviva, Inc. |
(859 |
) |
(48,748 |
) | ||||
TOTAL
COMMON STOCKS (Proceeds $13,599,008) |
(11,139,293 |
) | ||||||
REAL ESTATE INVESTMENT
TRUSTS – (1.32)% |
||||||||
Accommodation –
(0.11)% |
||||||||
Sunstone Hotel Investors,
Inc. |
(2,410 |
) |
(26,486 |
) | ||||
Real Estate –
(1.05)% |
||||||||
AGNC Investment
Corp. |
(4,805 |
) |
(48,002 |
) | ||||
Annaly Capital
Management, Inc. |
(2,293 |
) |
(49,689 |
) | ||||
Host Hotels &
Resorts, Inc. |
(1,721 |
) |
(32,596 |
) | ||||
Independence Realty
Trust, Inc. |
(1,493 |
) |
(27,053 |
) | ||||
Kite Realty Group
Trust |
(1,625 |
) |
(37,050 |
) | ||||
Pebblebrook Hotel
Trust |
(1,831 |
) |
(30,486 |
) | ||||
Ryman Hospitality
Properties, Inc. |
(357 |
) |
(32,676 |
) | ||||
(257,552 |
) | |||||||
Wood Product Manufacturing
– (0.16)% |
||||||||
Weyerhaeuser Co. |
(1,160 |
) |
(37,944 |
) | ||||
TOTAL
REAL ESTATE INVESTMENT TRUSTS (Proceeds $334,368) |
(321,982 |
) | ||||||
TOTAL
SECURITIES SOLD SHORT |
||||||||
(Proceeds
$13,933,376) – (47.03)% |
$ |
(11,461,275 |
) |
PLC |
Public Limited
Company |
S&P |
Standards &
Poor’s |
(a) |
Non-income producing
security. |
Statement
of Assets and Liabilities |
Assets |
||||
Investments, at value (cost
$26,364,303) |
$ |
29,778,481 |
||
Deposit for short sales at broker |
6,034,681 |
|||
Dividends and interest receivable |
47,511 |
|||
Total
Assets |
35,860,673 |
|||
Liabilities |
||||
Securities sold short, at value (proceeds
$13,933,376) |
11,461,275 |
|||
Dividends payable on short positions |
6,833 |
|||
Payable to Adviser |
17,777 |
|||
Total
Liabilities |
11,485,885 |
|||
Net Assets |
$ |
24,374,788 |
||
Net Assets Consist
Of: |
||||
Paid-in capital |
19,691,916 |
|||
Total distributable earnings |
4,682,872 |
|||
Net Assets |
$ |
24,374,788 |
||
Shares of beneficial interest outstanding
(unlimited |
||||
number of shares authorized,
$0.001 par value) |
1,577,329 |
|||
Net asset value, redemption price and offering
price per share |
$ |
15.45 |
Statement
of Operations |
Investment Income |
||||
Dividend income |
$ |
452,349 |
||
Interest Income |
8,961 |
|||
Total
Investment Income |
461,310 |
|||
Expenses |
||||
Management fees |
241,647 |
|||
Dividend expense |
72,853 |
|||
Administration fees |
30,532 |
|||
Federal and state registration fees |
22,964 |
|||
Legal fees |
6,425 |
|||
Trustees’ fees |
6,224 |
|||
Chief Compliance Officer fees |
3,998 |
|||
Transfer agent fees and expenses |
3,488 |
|||
Insurance fees |
2,748 |
|||
Reports to shareholders |
1,767 |
|||
Fund accounting fees |
1,501 |
|||
Interest and broker expenses |
657 |
|||
Custody fees |
528 |
|||
Other expenses |
680 |
|||
Total
Expenses |
396,012 |
|||
Expense
reimbursement due from Adviser (Note 4) |
(50,044 |
) | ||
Net
Expenses |
345,968 |
|||
Net Investment
Income |
115,342 |
|||
Realized and Unrealized
Gain (Loss) on Investments |
||||
Net realized gain (loss) from: |
||||
Investments |
(3,695,829 |
) | ||
Short
transactions |
2,398,166 |
|||
In-kind
redemptions |
4,375,199 |
|||
Change in net unrealized
appreciation/depreciation on: |
||||
Investments |
(3,199,363 |
) | ||
Short
transactions |
757,203 |
|||
Realized and Unrealized
Gain on Investments |
635,376 |
|||
Net Increase in Net Assets
from Operations |
$ |
750,718 |
(a) |
The Fund converted from a
mutual fund to an ETF pursuant to an Agreement and Plan of Reorganization
on February 18, 2022. See Note 1 in the Notes to Financial Statements for
additional information about the Reorganization. |
Statements
of Changes in Net Assets |
Year
Ended |
Year
Ended |
|||||||
November
30, |
November
30, |
|||||||
2022(a) |
2021 |
|||||||
From Operations |
||||||||
Net
investment income |
$ |
115,342 |
$ |
(50,567 |
) | |||
Net
realized gain (loss) from: |
||||||||
Investments |
(3,695,829 |
) |
9,853,452 |
|||||
Short
transactions |
2,398,166 |
(3,340,029 |
) | |||||
In-kind
redemptions |
4,375,199 |
— |
||||||
Change
in net unrealized appreciation/depreciation on: |
||||||||
Investments |
(3,199,363 |
) |
(1,146,890 |
) | ||||
Short
transactions |
757,203 |
1,511,174 |
||||||
Net increase in net assets from
operations |
750,718 |
6,827,140 |
||||||
From Distributions |
||||||||
Net
distributions |
(4,719,159 |
) |
(62,000 |
) | ||||
Net decrease in net assets resulting |
||||||||
from distributions paid |
(4,719,159 |
) |
(62,000 |
) | ||||
From Capital Share
Transactions |
||||||||
Proceeds
from shares sold |
17,432,127 |
12,942,673 |
||||||
Net
asset value of shares issued in |
||||||||
reinvestment
of distributions to shareholders |
4,325,163 |
28,272 |
||||||
Payments
for shares redeemed |
(22,727,413 |
) |
(12,959,595 |
) | ||||
Net increase (decrease) in net assets |
||||||||
from capital share
transactions |
(970,123 |
) |
11,350 |
|||||
Total Increase (Decrease)
In Net Assets |
(4,938,564 |
) |
6,776,490 |
|||||
Net Assets |
||||||||
Beginning
of year |
29,313,352 |
22,536,862 |
||||||
End
of year |
$ |
24,374,788 |
$ |
29,313,352 |
(a) |
The Fund converted from a
mutual fund to an ETF pursuant to an Agreement and Plan of Reorganization
on February 18, 2022. See Note 1 in the Notes to Financial Statements for
additional information about the Reorganization. |
Statement
of Cash Flows |
CASH FLOWS FROM OPERATING
ACTIVITIES: |
||||
Net
increase in net assets resulting from operations |
$ |
750,718 |
||
Adjustments
to reconcile net increase in net assets |
||||
from
operations to net cash used in operating activities: |
||||
Purchases
of investments |
(86,725,690 |
) | ||
Purchases
of short-term investments, net |
(96,659 |
) | ||
Proceeds
from sales of long-term investments |
87,956,761 |
|||
Return
of capital distributions received from underlying investments |
53,666 |
|||
Increase
in dividends and interest receivable |
(1,393 |
) | ||
Decrease
in receivable for investment securities sold |
2,387,695 |
|||
Decrease
in other assets |
15,061 |
|||
Proceeds
from securities sold short |
30,224,648 |
|||
Purchases
to cover securities sold short |
(25,418,470 |
) | ||
Increase
in payable for investment securities purchased |
(2,550,385 |
) | ||
Decrease
in payable for fund shares redeemed |
(6,824 |
) | ||
Increase
in dividends payable on short positions |
3,366 |
|||
Decrease
in payable to broker for interest expense |
(1,929 |
) | ||
Increase
in payable to Adviser |
662 |
|||
Decrease
in accrued expenses and other liabilities |
(86,410 |
) | ||
Unrealized
depreciation on investments |
3,199,363 |
|||
Unrealized
appreciation on short transactions |
(757,203 |
) | ||
Net
realized gain on investments |
(679,370 |
) | ||
Net
realized gain on short transactions |
(2,398,166 |
) | ||
Net
cash provided by operating activities |
5,869,441 |
|||
CASH FLOWS FROM FINANCING
ACTIVITIES: |
||||
Proceeds
from shares sold |
17,452,127 |
|||
Payment
on shares redeemed |
(22,727,413 |
) | ||
Cash
distributions paid to shareholders |
(393,996 |
) | ||
Net
cash used in financing activities |
(5,669,282 |
) | ||
Net change in cash |
200,159 |
|||
Beginning
balance |
5,834,522 |
|||
Ending
balance |
$ |
6,034,681 |
||
SUPPLEMENTAL
DISCLOSURES: |
||||
Cash
paid for interest |
6,125 |
|||
Non-cash
operating activities – purchases of investment securities in-kind |
(15,161,175 |
) | ||
Non-cash
operating activities – sales of investment securities in-kind |
16,069,429 |
|||
Non-cash
operating activities – proceeds from shares sold in-kind |
15,161,175 |
|||
Non-cash
financing activities – payment on shares redeemed in-kind |
(16,069,429 |
) | ||
Non-cash
financing activities – distributions reinvested |
4,325,163 |
|||
Non-cash
financing activities – decrease in receivable for Fund shares
sold |
20,000 |
|||
Non-cash
financing activities – decrease in payable for Fund shares
redeemed |
6,824 |
|||
RESTRICTED AND UNRESTRICTED
CASH: |
||||
Beginning
Balances: |
||||
Cash |
— |
|||
Deposit
with brokers short sale proceeds |
5,834,522 |
|||
Ending
Balances: |
||||
Cash |
— |
|||
Deposit
with brokers short sale proceeds |
6,034,681 |
(a) |
The Fund converted from a
mutual fund to an ETF pursuant to an Agreement and Plan of Reorganization
on February 18, 2022. See Note 1 in the Notes to Financial Statements for
additional information about the Reorganization. |
Financial
Highlights |
(1) |
Per share net investment
income was calculated using the daily average shares outstanding
method. |
(2) |
Total return on net asset
value (NAV) represents the rate that the investor would have earned or
lost on an investment in the Fund, assuming reinvestment of
dividends. |
(3) |
The ratio of expenses to
average net assets includes dividends on short positions, interest and
broker expenses. The annualized before waiver, expense reimbursement
and recoupments and after waiver, expense reimbursement and recoupments
ratios excluding dividends on short positions, interest and broker
expenses were 1.28% and 1.08%, 1.95% and 1.50%, 1.69% and 1.50%, 1.32% and
1.32%, 1.27% and 1.27% for the years ended November 30, 2022, November 30,
2021, November 30, 2020, November 30, 2019, November 30, 2018,
respectively. |
(4) |
Total return on market
price is calculated assuming an initial investment made at the market
price on the first day of the period, reinvestment of dividends and
distributions at market price during the period and redemption at market
price on the last day of the period. |
(5) |
Excludes the impact of
in-kind transactions. |
(6) |
The Fund converted from a
mutual fund to an ETF pursuant to an Agreement and Plan of Reorganization
on February 18, 2022. See Note 1 in the Notes to Financial
Statements for additional information about the
Reorganization. |
Year
Ended November 30, |
||||||||||||||||||
2022(6) |
2021 |
2020 |
2019 |
2018 |
||||||||||||||
$ |
17.94 |
$ |
14.03 |
$ |
19.76 |
$ |
19.83 |
$ |
21.03 |
|||||||||
0.07 |
(0.03 |
) |
0.01 |
0.14 |
0.01 |
|||||||||||||
0.31 |
3.98 |
(1.11 |
) |
0.65 |
1.47 |
|||||||||||||
0.38 |
3.95 |
(1.10 |
) |
0.79 |
1.48 |
|||||||||||||
— |
(0.04 |
) |
(0.13 |
) |
(0.07 |
) |
(0.04 |
) | ||||||||||
(2.87 |
) |
— |
(4.50 |
) |
(0.79 |
) |
(2.64 |
) | ||||||||||
(2.87 |
) |
(0.04 |
) |
(4.63 |
) |
(0.86 |
) |
(2.68 |
) | |||||||||
$ |
15.45 |
$ |
17.94 |
$ |
14.03 |
$ |
19.76 |
$ |
19.83 |
|||||||||
$ |
15.43 |
$ |
— |
$ |
— |
$ |
— |
$ |
— |
|||||||||
2.39 |
% |
28.26 |
% |
-7.68 |
% |
4.72 |
% |
7.69 |
% | |||||||||
2.20 |
% |
— |
% |
— |
% |
— |
% |
— |
% | |||||||||
$ |
24,375 |
$ |
29,313 |
$ |
22,537 |
$ |
67,741 |
$ |
112,861 |
|||||||||
1.58 |
% |
2.56 |
% |
2.58 |
% |
2.18 |
% |
2.20 |
% | |||||||||
1.38 |
% |
2.11 |
% |
2.39 |
% |
2.18 |
% |
2.20 |
% | |||||||||
0.26 |
% |
(0.63 |
)% |
(0.13 |
)% |
0.76 |
% |
0.03 |
% | |||||||||
0.46 |
% |
(0.18 |
)% |
0.06 |
% |
0.76 |
% |
0.03 |
% | |||||||||
244.44 |
%(5) |
303.76 |
% |
251.72 |
% |
239.08 |
% |
193.55 |
% |
(1) |
Organization |
Trust for Professional
Managers (the “Trust”) was organized as a Delaware statutory trust under a
Declaration of Trust dated May 29, 2001. The Trust is registered under the
Investment Company Act of 1940, as amended (the “1940 Act”), as an
open-end management investment company. The Convergence Long/Short Equity
ETF (the “Fund”) represents a distinct diversified series with its own
investment objectives, and policies within the Trust. The investment
objective of the Fund is to seek long-term capital growth. The Fund is an
actively managed exchange-traded fund (“ETF”). The Trust may issue an
unlimited number of shares of beneficial interest at $0.001 par
value. | |
Effective February 18,
2022, the Fund converted from a mutual fund to an ETF, pursuant to an
Agreement and Plan of Reorganization. The reorganization was accomplished
by a tax-free exchange of shares (with an exception for fractional mutual
fund shares). The costs of the reorganization were borne by the Fund’s
investment adviser Convergence Investment Partners, LLC (the “Adviser”).
The reorganization did not result in a material change to the investment
portfolio. The mutual fund offered Institutional Class shares and
commenced operations on December 29, 2009. The following table illustrates
the specifics of the reorganization of the mutual fund into the
ETF: |
Shares
Issued |
|||||
Convergence |
to
Shareholders |
Convergence |
|||
Long/Short |
of
Convergence |
Long/Short |
|||
Equity
Fund |
Long/Short |
Equity
ETF |
Combined |
Tax
Status | |
Net
Assets* |
Equity
Fund |
Net
Assets |
Net
Assets |
of
Transfer | |
$26,419,556 |
1,707,329 |
$ — |
$26,419,556 |
Non-Taxable |
* |
Includes accumulated net
investment losses, accumulated realized gains and unrealized appreciation
in the amounts of $(86,871), $2,453,571, and $8,049,316,
respectively. |
The Fund is an investment
company and accordingly follows the investment company accounting and
reporting guidance of the Financial Accounting Standards Board (“FASB”)
Accounting Standard Codification Topic 946 “Financial Services–Investment
Companies.” | |
(2) |
Significant
Accounting Policies |
The following is a
summary of significant accounting policies consistently followed by the
Fund in the preparation of the financial statements. These policies are in
conformity with generally accepted accounting principles in the United
States of America (“GAAP”). | |
(a) Investment Valuation | |
Each security owned by
the Fund, including long and short positions of common stock and real
estate investment trusts, that is listed on a securities exchange, except
those listed on the NASDAQ Stock Market LLC (“NASDAQ”), is valued at its
last sale price on that exchange on the date as of which assets are
valued. When the security is listed on more than one exchange, the Fund
will use the price of the exchange that the Fund generally consider to be
the principal exchange on which the stock is
traded. |
Fund securities listed on
NASDAQ will be valued at the NASDAQ Official Closing Price, 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 shall be valued at,
(i) the mean between the most recent quoted bid and asked prices at the
close of the exchange on such day or (ii) the last sales price on the
Composite Market for the day such security is being valued. “Composite
Market” means a consolidation of the trade information provided by
national securities and foreign exchanges and over-the-counter markets, as
published by an approved independent pricing service (“Pricing
Service”). | |
Debt securities,
including short-term debt 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 the asked prices, matrix pricing and
other analytical pricing models as well as market transactions and dealer
quotations. If a price 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. In the absence of available quotations, the
securities will be priced at fair value, as described below. 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 net
asset value (“NAV”) of such companies for purchase and/or redemption
orders placed on that day. If, on a particular day, a share of an
investment company is not listed on NASDAQ, such security’s fair value
will be determined as described below. Money market mutual funds are
valued at cost. If cost does not represent current market value the
securities will be priced at fair value. | |
When market quotations
are not readily available, any security or other asset is valued at its
fair value in accordance with Rule 2a-5 of the 1940 Act as determined
under the Adviser’s fair value pricing procedures, subject to oversight by
the Trust’s Board of Trustees. These fair value procedures will also be
used to price a security when corporate events, events in the securities
market or world events cause the Adviser to believe that a 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 the Fund
is accurately priced. | |
FASB Accounting Standards
Codification, “Fair Value Measurements and Disclosures” Topic 820 (“ASC
820”), establishes an authoritative definition of fair value and sets out
a hierarchy for measuring fair value. ASC 820 requires an entity to
evaluate certain factors to determine whether there has been a significant
decrease in volume and level of activity for the security such that recent
transactions and quoted prices may not be determinative of fair value and
further analysis and adjustment may be necessary to estimate fair value.
ASC 820 also requires enhanced disclosures regarding the inputs and
valuation techniques used to measure fair value in those instances as well
as expanded disclosure of valuation levels for each class of investments.
These inputs are summarized in the three broad levels listed
below: |
Level 1— |
Quoted prices in active
markets for identical securities. |
Level 2— |
Other significant
observable inputs (including quoted prices for similar securities,
interest rates, prepayment speeds, credit risk, etc.). | |
Level 3— |
Significant unobservable
inputs (including a Fund’s own assumptions in determining the fair value
of investments). |
The inputs or methodology
used for valuing securities are not necessarily an indication of the risk
associated with investing in those securities. The following is a summary
of the inputs used to value the Fund’s investments carried at fair value
as of November 30, 2022: |
Level
1 |
Level
2 |
Level
3 |
Total |
||||||||||||||
Assets(1): |
|||||||||||||||||
Common Stock |
$ |
28,930,696 |
$ |
— |
$ |
— |
$ |
28,930,696 |
|||||||||
Real Estate Investment
Trusts |
680,077 |
— |
— |
680,077 |
|||||||||||||
Short-Term
Investments |
167,708 |
— |
— |
167,708 |
|||||||||||||
Total
Investments |
29,778,481 |
— |
— |
29,778,481 |
|||||||||||||
Total
Assets |
$ |
29,778,481 |
$ |
— |
$ |
— |
$ |
29,778,481 |
|||||||||
Liabilities: |
|||||||||||||||||
Securities
Sold Short |
|||||||||||||||||
Common Stocks |
$ |
(11,139,293 |
) |
$ |
— |
$ |
— |
$ |
(11,139,293 |
) | |||||||
Real Estate Investment
Trusts |
(321,982 |
) |
— |
— |
(321,982 |
) | |||||||||||
Total
Securities Sold Short |
(11,461,275 |
) |
— |
— |
(11,461,275 |
) | |||||||||||
Total
Liabilities |
$ |
(11,461,275 |
) |
$ |
— |
$ |
— |
$ |
(11,461,275 |
) |
(1)
See the Schedule of Investments for industry
classifications. |
The Fund did not hold any
Level 3 securities during the year ended November 30, 2022. | |
Except for securities
sold short, the Fund did not engage in any derivative securities or engage
in hedging activities during the year ended November 30, 2022. | |
(b) Short Positions | |
The Fund may sell a
security it does not own in anticipation of a decline in the fair value of
that security. When the Fund sells a security short, it must borrow the
security sold short and deliver it to the broker-dealer through which it
made the short sale. A gain, limited to the price at which the Fund sold
the security short, or a loss, unlimited in size, will be recognized upon
the termination of a short sale. For financial statement purposes, an
amount equal to the settlement amount is included in the Statement of
Assets and Liabilities as a liability. The amount of the liability is
subsequently marked-to-market to reflect the current value of the short
positions. Subsequent fluctuations in the market prices of the securities
sold, but not yet purchased, may require purchasing the securities at
prices which could differ from the amount reflected in the Statement of
Assets and Liabilities. The Fund is liable for any dividends or interest
payable on securities while those securities are in a short position. Such
amounts are recorded on the ex-dividend date as a dividend expense, and
interest expense is accrued daily. As collateral for its short positions,
the Fund is required under the 1940 Act to
maintain |
segregated assets
consisting of cash, cash equivalents or liquid securities. The segregated
assets are valued consistent with Note 2a above. The amount of segregated
assets is required to be adjusted daily to the extent additional
collateral is required based on the change in fair value of the securities
sold short. The Fund’s securities sold short and deposits for short sales
are held with one major securities broker-dealer. The Fund does not
require this broker-dealer to maintain collateral in support of the
receivable for proceeds on securities sold short. | |
Rule 18f-4 imposes limits
on the amount of derivatives a fund can enter into, eliminates the asset
segregation framework currently used by funds to comply with Section 18 of
the 1940 Act, treats derivatives as senior securities and requires funds
whose use of derivatives is more than a limited specified exposure amount
to establish and maintain a comprehensive derivatives risk management
program and appoint a derivatives risk manager. Effective August 19, 2022,
the Fund has adopted a Full Derivatives Fund Program and the Adviser has
nominated a Derivatives Risk Manager. | |
(c) Federal Income Taxes | |
The Fund complies with
the requirements of Subchapter M of the Internal Revenue Code, as amended,
necessary to qualify as a regulated investment company and makes the
requisite distributions of income and capital gains to their shareholders
sufficient to relieve them from all or substantially all federal income
taxes. Therefore, no federal income tax provision has been
provided. | |
As of and during the year
ended November 30, 2022, the Fund did not have a liability for any
unrecognized tax benefits. The Fund recognizes interest and penalties, if
any, related to unrecognized tax benefits as income tax expense in the
Statement of Operations. During the year ended November 30, 2022, the Fund
did not incur any interest or penalties. The Fund is not subject to
examination by U.S. taxing authorities for the tax periods prior to the
year ended November 30, 2019. | |
(d) Distributions to
Shareholders | |
The Fund will distribute
any net investment income and any net capital gains at least annually.
Distributions from net realized gains for book purposes may include
short-term capital gains. All short-term capital gains are included in
ordinary income for tax purposes. Distributions to shareholders are
recorded on the ex-dividend date. The Fund may also pay a special
distribution at the end of the calendar year to comply with federal tax
requirements. | |
(e) Use of Estimates | |
The preparation of
financial statements in conformity with GAAP requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the
date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from
those estimates. |
(f) Share Valuation | |
The NAV per share of the
Fund is calculated by dividing the sum of the fair value of the securities
held by the Fund, plus cash or other assets, minus all liabilities
(including estimated accrued expenses) by the total number of shares
outstanding for the Fund, rounded to the nearest cent. The Fund’s shares
will not be priced on the days on which the New York Stock Exchange is
closed for trading. The Fund does not charge a redemption fee, and
therefore the offering and redemption price per share are equal to the
Fund’s NAV per share. | |
(g) Allocation of Income, Expenses and
Gains/Losses | |
Expenses associated with
a specific fund in the Trust are charged to that Fund. Common Trust
expenses are typically allocated evenly between the funds of the Trust, or
by other equitable means. | |
(h) Other | |
Investment transactions
are recorded on the trade date. The Fund determines the gain or loss from
investment transactions on the identified cost basis by comparing original
cost of the security lot sold with the net sale proceeds. Dividend income
and expense is recognized on the ex-dividend date and interest income and
expense is recognized on an accrual basis. Dividend income from real
estate investment trusts (“REITs”) is recognized on the ex-date and
included in dividend income. The calendar year-end classification of
distributions received from REITs during the fiscal year are reported
subsequent to year end; accordingly, the Fund estimates the character of
REIT distributions based on the most recent information available and
adjusts for actual classifications in the calendar year the information is
reported. | |
Withholding taxes on
foreign dividends, net of any reclaims, have been provided for in
accordance with the Fund’s understanding of the applicable country’s tax
rules and rates. | |
(3) |
Federal Tax
Matters |
The tax character of
distributions paid by the Fund during the fiscal years ended November 30,
2022 and November 30, 2021 was as follows: |
November
30, 2022 |
November
30, 2021 | ||
Ordinary Income |
$2,017,958 |
$
62,000 | |
Long-Term Capital
Gain |
$2,701,201 |
$
— |
The Fund designated as
long-term capital gain dividend, pursuant to Internal Revenue Code Section
852(b)(3), the amount necessary to reduce the earnings and profits of the
Fund related to net capital gain to zero for the tax year ended November
30, 2022. The Fund utilized earnings and profits distributed to
shareholders on redemption of shares as part of the dividend paid
deduction. The amounts designated as gain for the fiscal years ended
November 30, 2022 and 2021 were as follows: |
November
30, 2022 |
November
30, 2021 | ||
Long-term |
$
— |
$1,489,805 |
As of November 30, 2022,
the components of distributable earnings on a tax basis were as
follows: |
Cost basis of investments
for federal income tax purposes(1) |
$ |
12,632,469 |
|||
Gross tax unrealized
appreciation |
$ |
6,866,549 |
|||
Gross tax unrealized
depreciation |
(1,181,812 |
) | |||
Net tax unrealized
appreciation |
5,684,737 |
||||
Undistributed ordinary
income |
122,991 |
||||
Undistributed long-term
capital gain |
— |
||||
Total distributable
earnings |
122,991 |
||||
Other accumulated
losses |
(1,124,856 |
) | |||
Total distributable
earnings |
$ |
4,682,872 |
(1)
Includes securities sold short. |
The tax basis of
distributable earnings for tax and financial reporting purposes differs
principally due to the deferral of losses on wash sales. | |
At November 30, 2022, the
Fund had short-term capital loss carryovers of $1,074,293. | |
Income and capital gains
distributions may differ from GAAP, primarily due to timing differences in
the recognition of income, gains and losses, and equalization by the Fund.
To the extent that these differences are attributable to permanent book
and tax accounting differences, the components of net assets have been
adjusted. Additionally, GAAP requires that certain components of net
assets relating to permanent differences be reclassified between financial
and tax reporting. These reclassifications are due to redemptions in-kind
and have no effect on net assets or NAV per share. For the year ended
November 30, 2022, the following table shows the reclassifications
made: |
Paid-in capital |
$ |
4,285,565 |
|||
Total distributable
earnings |
$ |
(4,285,565 |
) |
(4) |
Investment
Adviser |
The Trust has an
Investment Advisory Agreement (the “Agreement”) with the Adviser to
furnish investment advisory services to the Fund. For the year ended
November 30, 2022, under the terms of the Agreement, the Fund compensated
the Adviser for its management services at the annual rate of 0.96% of the
Fund’s average daily net assets. This represents a blended rate of 1.00%
pre-Reorganization and 0.95% post-Reorganization. | |
Prior to the
Reorganization, the Adviser contractually agreed to waive its management
fee and/or reimburse the Fund’s other expenses at least through the
expiration date listed below, at the discretion of the Adviser and the
Board of Trustees, to the extent necessary to ensure that the Fund’s
operating expenses (exclusive of front-end or contingent deferred loads,
Rule 12b-1 plan fees, shareholder servicing plan fees, taxes, leverage
(i.e., any expenses incurred in connection with borrowings made by the
Fund), interest (including interest incurred in connection with bank and
custody overdrafts), |
brokerage commissions and
other transactional expenses, expenses incurred in connection with any
merger or reorganization, dividends or interest on short positions,
acquired fund fees and expenses or extraordinary expenses such as
litigation) did not exceed 1.50% of the Fund’s average daily net assets
(the “Expense Limitation Cap”). | |
Pursuant to the
Reorganization, any previously waived expenses are no longer subject to
recoupment and have expired. | |
After the Reorganization,
under the terms of the Agreement, the Adviser has agreed to pay all
expenses of the Fund except interest charges on any borrowings, dividends,
and other expenses on securities sold short, taxes, brokerage commissions
and other expenses incurred in placing orders for the purchase and sale of
securities and other investments, acquired fund fees and expenses, accrued
deferred tax liability, extraordinary expenses, distribution fees and
expenses paid by the Fund under any distribution plan adopted pursuant to
Rule 12b-1 under the 1940 Act (the “Excluded Expenses”), and the unitary
management fee payable to the Adviser. | |
(5) |
Related
Party Transactions |
U.S. Bancorp Fund
Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund
Services” or the “Administrator”), acts as the Fund’s administrator under
an Administration Agreement. The Administrator prepares various federal
and state regulatory filings, reports and returns for the Fund; prepares
reports and materials to be supplied to the Trustees; monitors the
activities of the Fund’s custodian, transfer agent and accountants;
coordinates the preparation and payment of the Fund’s expenses and reviews
the Fund’s expense accruals. Fund Services also serves as the fund
accountant and transfer agent to the Fund. U.S. Bank National Association
(“U.S. Bank”), an affiliate of Fund Services, serves as the Fund’s
custodian. The Trust’s Chief Compliance Officer is also an employee of
Fund Services. Fees incurred for the year ended November 30, 2022, and
owed as of November 30, 2022 were as follows: |
Incurred |
Owed |
||||||||
Fund Administration and Accounting |
$ |
30,532 |
$ |
— |
|||||
Pricing |
$ |
1,501 |
$ |
— |
|||||
Transfer Agency |
$ |
3,488 |
$ |
— |
|||||
Custody |
$ |
528 |
$ |
— |
|||||
Chief Compliance Officer |
$ |
3,998 |
$ |
— |
The Adviser paid the
above referenced expenses for any periods following the Reorganization due
to the unitary fee structure adopted by the Fund in connection with the
Reorganization. | |
The Fund had a line of
credit with U.S. Bank through February 18, 2022 (see Note 9). | |
Quasar Distributors, LLC
(“Quasar”), a wholly owned broker-dealer subsidiary of Foreside Financial
Group, LLC, acts as the Fund’s principal underwriter in a continuous
public offering of Fund shares. | |
Certain officers of the
Fund are also employees of Fund Services. A Trustee of the Trust is
affiliated with Fund Services and U.S. Bank. |
(6) |
Capital
Share Transactions |
Transactions in the Fund
were as follows: |
Year
Ended |
Year
Ended |
||||||||
November 30,
2022 |
November 30,
2021 |
||||||||
Shares sold |
1,135,206 |
836,583 |
|||||||
Shares
reinvested |
283,803 |
1,964 |
|||||||
Shares redeemed |
(1,475,356 |
) |
(811,170 |
) | |||||
Net increase
(decrease) |
(56,347 |
) |
27,377 |
(7) |
Investment
Transactions |
The aggregate purchases
and sales of securities (excluding short-term investments and securities
sold short), creations in-kind and redemptions in-kind for the Fund for
the year ended November 30, 2022 is summarized below. There were no
purchases or sales of U.S. government securities for the
Fund. |
Purchases |
Sales |
Creations
In-Kind |
Redemptions
In-Kind |
$71,564,514 |
$71,887,333 |
$15,161,175 |
$16,069,429 |
(8) |
Creation
and Redemption Transactions |
Shares of the Fund are
listed and traded on the Cboe BZX Exchange, Inc. (the “Exchange”). The
Fund issues and redeems shares on a continuous basis at NAV only in large
blocks of shares called “Creation Units.” A Creation Unit generally
consists of 10,000 shares. Creation Units are to be issued and redeemed
principally in kind for a basket of securities and a balancing cash
amount. Shares generally will trade in the secondary market in amounts
less than a Creation Unit at market prices that change throughout the day.
Market prices for the shares may be different from their NAV. The NAV is
determined as of the close of trading (generally, 4:00 p.m. Eastern Time)
on each day the NYSE is open for trading. The NAV of the shares of the
Fund will be equal to the Fund’s total assets minus the Fund’s total
liabilities divided by the total number of shares outstanding. The NAV
that is published will be rounded to the nearest cent; however, for
purposes of determining the price of Creation Units, the NAV will be
calculated to five decimal places. | |
Only “Authorized
Participants” may purchase or redeem shares directly from the Fund. An
Authorized Participant is either (i) a broker-dealer or other participant
in the clearing process through the Continuous Net Settlement System of
National Securities Clearing Corporation or (ii) a DTC participant and, in
each case, must have executed a Participant Agreement with the
Distributor. Most retail investors will not qualify as Authorized
Participants or have the resources to buy and sell whole Creation Units.
Therefore, they will be unable to purchase or redeem the shares directly
from the Fund. Rather, most retail investors will purchase shares in the
secondary market with the assistance of a broker and will be subject to
customary brokerage commissions or fees. Securities received or delivered
in connection with in-kind creates and redeems are valued as of the close
of business on the effective date of the creation or
redemption. |
Creation
Unit Transaction Fee | |
Authorized Participants
will be required to pay to the Custodian a fixed transaction fee (the
“Creation Transaction Fee”) in connection with the issuance of Creation
Units. The standard Creation Transaction Fee will be the same regardless
of the number of Creation Units purchased by an investor on the applicable
Business Day. The Creation Transaction Fee for the Fund is
$300. | |
An additional variable
fee of up to a maximum of 2% of the value of the Creation Units subject to
the transaction may be imposed for cash purchases, non-standard orders, or
partial purchase of Creation Units. The variable charge is primarily
designed to cover additional costs (e.g., brokerage, taxes) involved with
buying the securities with cash. The Fund may determine to not charge a
variable fee on certain orders when the Adviser has determined that doing
so is in the best interests of Fund shareholders. | |
A creation unit will
generally not be issued until the transfer of good title of the deposit
securities to the Fund and the payment of any cash amounts have been
completed. To the extent contemplated by the applicable participant
agreement, Creation Units of the Fund will be issued to such authorized
participant notwithstanding the fact that the Fund’s deposits have not
been received in part or in whole, in reliance on the undertaking of the
authorized participant to deliver the missing deposit securities as soon
as possible. If the Fund or its agents do not receive all of the deposit
securities, or the required cash amounts, by such time, then the order may
be deemed rejected and the authorized participant shall be liable to the
Fund for losses, if any. | |
(9) |
Line
of Credit |
The Fund had a line of
credit in the amount of the lesser of 33.33% of the fair value of
unencumbered assets of the Fund or $4,000,000 through February 18, 2022.
The unsecured line of credit was intended to provide short-term financing,
if necessary, subject to certain restrictions, in connection with
shareholder redemptions. The credit facility was with the Fund’s
custodian, U.S. Bank. Interest was accrued at the prime rate of 3.25%.
There were no loans outstanding for the Fund as of November 30, 2022. The
following table provides information regarding usage of the line of credit
for the year ended November 30, 2022. |
Average |
Maximum |
Maximum | ||
Days |
Amount
of |
Interest |
Amount
of |
Borrowing |
Utilized |
Borrowing |
Expense* |
Borrowing |
Dates |
3 |
$63,167 |
$10 |
$89,000 |
2/11/2022
through |
2/13/2022 |
* Interest expense
is included within Interest and broker expenses on the Statement of
Operations. |
(10) |
Recent
Market Events |
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 rising inflation,
uncertainty |
regarding central banks’
interest rate increases, the possibility of a national or global
recession, trade tensions, political events, the war between Russia and
Ukraine and the impact of the coronavirus (COVID-19) global pandemic. The
global recovery from 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. 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. Continuing market volatility as a
result of recent market conditions or other events may have adverse
effects on your account. | |
(11) |
Subsequent
Events |
Management has evaluated
the Fund’s related events and transactions that occurred subsequent to
November 30, 2022, through the date of issuance of the Fund’s financial
statements. Management has determined that there were no subsequent events
requiring recognition or disclosure in the financial statements other than
the following: | |
The Fund paid
distributions to shareholders as follows: |
Ordinary |
Ordinary | |||
Record |
Reinvestment |
Income |
Distribution | |
Date |
Ex-Date |
Payable
Date |
Rate |
Paid |
12/16/22 |
12/15/22 |
12/19/22 |
0.12498259 |
$194,639 |
Other | |||||
Directorships | |||||
Term of |
Number of |
Principal |
Held by | ||
Office and |
Portfolios |
Occupation(s) |
Trustee | ||
Position(s) |
Length |
in Trust |
During the |
During the | |
Name, Address |
Held with |
of Time |
Overseen |
Past Five |
Past Five |
and Year of
Birth |
the Trust |
Served |
by Trustee |
Years |
Years |
Independent
Trustees |
|||||
Michael D. Akers, Ph.D. |
Trustee |
Indefinite |
22 |
Professor Emeritus, |
Independent |
615 E. Michigan St. |
Term; Since |
Department |
Trustee, USA | ||
Milwaukee, WI 53202 |
August 22, |
of Accounting, |
MUTUALS | ||
Year of Birth: 1955 |
2001 |
(June 2019– |
(an open-end | ||
present), Professor, |
investment | ||||
Department |
company) | ||||
of Accounting, |
(2001–2021). | ||||
(2004–May 2019), |
|||||
Chair, Department |
|||||
of Accounting |
|||||
(2004–2017), |
|||||
Marquette University. |
|||||
Gary A. Drska |
Trustee |
Indefinite |
22 |
Retired; |
Independent |
615 E. Michigan St. |
Term; Since |
Former Pilot, |
Trustee, USA | ||
Milwaukee, WI 53202 |
August 22, |
Frontier/Midwest |
MUTUALS | ||
Year of Birth: 1956 |
2001 |
Airlines, Inc. |
(an open-end | ||
(airline company) |
investment | ||||
(1986–2021). |
company) | ||||
(2001–2021). | |||||
Vincent P. Lyles |
Trustee |
Indefinite |
22 |
System Vice |
Independent |
615 E. Michigan St. |
Term; Since |
President of |
Director, BMO | ||
Milwaukee, WI 53202 |
April 6, |
Community |
Funds, Inc. (an | ||
Year of Birth: 1961 |
2022 |
Relations, Advocate |
open-end | ||
Aurora Health |
investment | ||||
Care (health care |
company) | ||||
provider) (2019– |
(2017–2022). | ||||
present); President |
|||||
and Chief Executive |
|||||
Officer, Boys & Girls |
|||||
Club of Greater |
|||||
Milwaukee |
|||||
(2012–2018). |
Other | |||||
Directorships | |||||
Term of |
Number of |
Principal |
Held by | ||
Office and |
Portfolios |
Occupation(s) |
Trustee | ||
Position(s) |
Length |
in Trust |
During the |
During the | |
Name, Address |
Held with |
of Time |
Overseen |
Past Five |
Past Five |
and Year of
Birth |
the Trust |
Served |
by Trustee |
Years |
Years |
Erik K. Olstein |
Trustee |
Indefinite |
22 |
Retired; President |
Trustee, The |
615 E. Michigan St. |
Term; Since |
and Chief Operating |
Olstein Funds | ||
Milwaukee, WI 53202 |
April 6, |
Officer (2000– |
(an open-end | ||
Year of Birth: 1967 |
2022 |
2020), Vice |
investment | ||
President of Sales |
company) | ||||
and Chief Operating |
(1995–2018). | ||||
Officer (1995–2000), |
|||||
Olstein Capital |
|||||
Management, L.P. |
|||||
(asset management |
|||||
firm); Secretary and |
|||||
Assistant Treasurer, |
|||||
The Olstein Funds |
|||||
(1995–2018). |
|||||
Lisa Zúñiga Ramírez |
Trustee |
Indefinite |
22 |
Retired; Principal |
N/A |
615 E. Michigan St. |
Term; Since |
and Senior Portfolio |
|||
Milwaukee, WI 53202 |
April 6, |
Manager, Segall, |
|||
Year of Birth: 1969 |
2022 |
Bryant & Hamill, LLC |
|||
(asset management |
|||||
firm) (2018–2020); |
|||||
Partner and Senior |
|||||
Portfolio Manager, |
|||||
Denver Investments |
|||||
LLC (asset |
|||||
management firm) |
|||||
(2009–2018). |
|||||
Gregory M. Wesley |
Trustee |
Indefinite |
22 |
Senior Vice |
N/A |
615 E. Michigan St. |
Term; Since |
President of |
|||
Milwaukee, WI 53202 |
April 6, |
Strategic Alliances |
|||
Year of Birth: 1969 |
2022 |
and Business |
|||
Development, Medical |
|||||
College of Wisconsin |
|||||
(2016–present). |
Other | |||||
Directorships | |||||
Term of |
Number of |
Principal |
Held by | ||
Office and |
Portfolios |
Occupation(s) |
Trustee | ||
Position(s) |
Length |
in Trust |
During the |
During the | |
Name, Address |
Held with |
of Time |
Overseen |
Past Five |
Past Five |
and Year of
Birth |
the Trust |
Served |
by Trustee |
Years |
Years |
Officers |
|||||
John P. Buckel |
President |
Indefinite |
N/A |
Vice President, |
N/A |
615 E. Michigan St. |
and |
Term; Since |
U.S. Bancorp Fund |
||
Milwaukee, WI 53202 |
Principal |
January 24, |
Services, LLC |
||
Year of Birth: 1957 |
Executive |
2013 |
(2004–present). |
||
Officer |
|||||
Jennifer A. Lima |
Vice |
Indefinite |
N/A |
Vice President, |
N/A |
615 E. Michigan St. |
President, |
Term; Since |
U.S. Bancorp Fund |
||
Milwaukee, WI 53202 |
Treasurer |
January 24, |
Services, LLC |
||
Year of Birth: 1974 |
and |
2013 |
(2002–present). |
||
Principal |
|||||
Financial |
|||||
and |
|||||
Accounting |
|||||
Officer |
Other | |||||
Directorships | |||||
Term of |
Number of |
Principal |
Held by | ||
Office and |
Portfolios |
Occupation(s) |
Trustee | ||
Position(s) |
Length |
in Trust |
During the |
During the | |
Name, Address |
Held with |
of Time |
Overseen |
Past Five |
Past Five |
and Year of
Birth |
the Trust |
Served |
by Trustee |
Years |
Years |
Deanna B. Marotz |
Chief |
Indefinite |
N/A |
Senior Vice President |
N/A |
615 E. Michigan St. |
Compliance |
Term; Since |
US Bancorp Fund |
||
Milwaukee, WI 53202 |
Officer, |
October 21, |
Services, LLC |
||
Year of Birth: 1965 |
Vice |
2021 |
(2021–present); |
||
President |
Chief Compliance |
||||
and Anti- |
Officer of Keeley-Teton |
||||
Money |
Advisors, LLC and |
||||
Laundering |
Teton Advisors, Inc |
||||
Officer |
(since 2017); Chief |
||||
Compliance Officer |
|||||
of Keeley Asset |
|||||
Management Corp. |
|||||
(2015–2017). |
|||||
Jay S. Fitton |
Secretary |
Indefinite |
N/A |
Assistant Vice |
N/A |
615 E. Michigan St. |
Term; Since |
President, U.S. |
|||
Milwaukee, WI 53202 |
July 22, 2019 |
Bancorp Fund |
|||
Year of Birth: 1970 |
Services, LLC |
||||
(2019–present); |
|||||
Partner, Practus, LLP |
|||||
(2018–2019); |
|||||
Counsel, Drinker |
|||||
Biddle & Reath, LLP |
|||||
(2016–2018). |
|||||
Kelly A. Strauss |
Assistant |
Indefinite |
N/A |
Assistant Vice |
N/A |
615 E. Michigan St. |
Treasurer |
Term; Since |
President, U.S. |
||
Milwaukee, WI 53202 |
April 23, |
Bancorp Fund |
|||
Year of Birth: 1987 |
2015 |
Services, LLC |
|||
(2011–present). |
|||||
Shannon Coyle |
Assistant |
Indefinite |
N/A |
Officer, |
N/A |
615 E. Michigan St. |
Treasurer |
Term; Since |
U.S. Bancorp Fund |
||
Milwaukee, WI 53202 |
August 26, |
Services, LLC |
|||
Year of Birth: 1990 |
2022 |
(2015–present). |
|||
Laura A. Carroll |
Assistant |
Indefinite |
N/A |
Assistant Vice |
N/A |
615 E. Michigan St. |
Treasurer |
Term; Since |
President, U.S. |
||
Milwaukee, WI 53202 |
August 20, |
Bancorp Fund |
|||
Year of Birth: 1985 |
2018 |
Services, LLC |
|||
(2007–present). |
Investment
Adviser |
Convergence
Investment Partners, LLC |
3801 PGA
Boulevard | |
Suite 1001 | |
Palm Beach Gardens,
Florida 33410 | |
Legal Counsel |
Godfrey
& Kahn, S.C. |
833 East Michigan
Street | |
Suite 1800 | |
Milwaukee,
Wisconsin 53202 | |
Independent Registered
Public |
Cohen
& Company, Ltd. |
Accounting
Firm |
342 North Water
Street |
Suite 830 | |
Milwaukee,
Wisconsin 53202 | |
Transfer Agent, Fund
Accountant and |
U.S.
Bancorp Fund Services, LLC |
Fund
Administrator |
615 East Michigan
Street |
Milwaukee,
Wisconsin 53202 | |
Custodian |
U.S.
Bank National Association |
Custody
Operations | |
1555 North River Center
Drive | |
Milwaukee,
Wisconsin 53212 | |
Distributor |
Foreside
Fund Services |
Three Canal
Plaza | |
Suite 100 | |
Portland, Maine
04101 |