UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form N‑CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act File Number: 811‑01241
Eaton Vance Growth Trust
(Exact Name of Registrant as Specified in Charter)
One Post Office Square, Boston, Massachusetts 02109
(Address of Principal Executive Offices)
Deidre E. Walsh
One Post Office Square, Boston, Massachusetts 02109
(Name and Address of Agent for Services)
(617) 482‑8260
(Registrant’s Telephone Number)
November 30
Date of Fiscal Year End
May 31, 2024
Date of Reporting Period
Item 1. Reports to Stockholders
| | |
Eaton Vance International Small‑Cap Fund Class A EILAX Semi-Annual Shareholder Report May 31, 2024 | | |
This semi-annual shareholder report contains important information about the Eaton Vance International Small‑Cap Fund for the period of December 1, 2023 to May 31, 2024. You can find additional information about the Fund at www.eatonvance.com/open‑end‑mutual‑fund‑documents.php. You can also request this information by contacting us at 1‑800‑262‑1122.
What were the Fund costs for the last six months?
(based on a hypothetical $10,000 investment)
| | | | |
| | |
Class Name | | Costs of a $10,000 investment | | Costs paid as a percentage of a $10,000 investment |
Class A | | $67 | | 1.30% |
| | | | |
| |
Key Fund Statistics | | | |
Total Net Assets | | $ | 56,022,012 | |
| |
# of Portfolio Holdings | | | 103 | |
| |
Portfolio Turnover Rate | | | 25% | |
What did the Fund invest in?
The following tables reflect what the Fund invested in as of the report date.
|
|
Geographic Allocation (% of total investments) |
|
|
Top Ten Holdings (% of total investments)1 |
| | | | |
Diploma PLC | | | 2.0% | |
| |
IPSOS SA | | | 1.8% | |
| |
Sdiptech AB, Class B | | | 1.8% | |
| |
Chiba Bank Ltd. | | | 1.7% | |
| |
Cranswick PLC | | | 1.6% | |
| |
Greggs PLC | | | 1.6% | |
| |
JTC PLC | | | 1.5% | |
| |
CAR Group Ltd. | | | 1.5% | |
| |
Fukuoka Financial Group, Inc. | | | 1.5% | |
| |
Games Workshop Group PLC | | | 1.5% | |
| |
Total | | | 16.5% | |
| 1 | Excluding cash equivalents |
| | |
Additional Information If you wish to view additional information about the Fund, including the prospectus, statement of additional information, financial statements and holdings, please scan the QR code or visit www.eatonvance.com/open‑end‑mutual‑fund‑documents.php. Fund shares are not insured by the FDIC and are not deposits or other obligations of, or guaranteed by, any depository institution. Shares are subject to investment risks, including possible loss of principal invested. | |  |
Householding
The Funds may deliver a single copy of certain required shareholder documents (including prospectuses, shareholder reports, and proxy materials) to investors with the same last name and the same address. Your participation will continue indefinitely unless you instruct otherwise by calling 1‑800‑262‑1122 or by contacting your financial intermediary. Your instruction will typically be effective within 30 days of receipt.
Semi-Annual Shareholder Report May 31, 2024
EILAX ‑TSR‑SAR
| | |
Eaton Vance International Small‑Cap Fund Class I EILIX Semi-Annual Shareholder Report May 31, 2024 | | |
This semi-annual shareholder report contains important information about the Eaton Vance International Small‑Cap Fund for the period of December 1, 2023 to May 31, 2024. You can find additional information about the Fund at www.eatonvance.com/open‑end‑mutual‑fund‑documents.php. You can also request this information by contacting us at 1‑800‑262‑1122.
What were the Fund costs for the last six months?
(based on a hypothetical $10,000 investment)
| | | | |
| | |
Class Name | | Costs of a $10,000 investment | | Costs paid as a percentage of a $10,000 investment |
Class I | | $54 | | 1.05% |
| | | | |
| |
Key Fund Statistics | | | |
Total Net Assets | | $ | 56,022,012 | |
| |
# of Portfolio Holdings | | | 103 | |
| |
Portfolio Turnover Rate | | | 25% | |
What did the Fund invest in?
The following tables reflect what the Fund invested in as of the report date.
|
|
Geographic Allocation (% of total investments) |
|
|
Top Ten Holdings (% of total investments)1 |
| | | | |
Diploma PLC | | | 2.0% | |
| |
IPSOS SA | | | 1.8% | |
| |
Sdiptech AB, Class B | | | 1.8% | |
| |
Chiba Bank Ltd. | | | 1.7% | |
| |
Cranswick PLC | | | 1.6% | |
| |
Greggs PLC | | | 1.6% | |
| |
JTC PLC | | | 1.5% | |
| |
CAR Group Ltd. | | | 1.5% | |
| |
Fukuoka Financial Group, Inc. | | | 1.5% | |
| |
Games Workshop Group PLC | | | 1.5% | |
| |
Total | | | 16.5% | |
| 1 | Excluding cash equivalents |
| | |
Additional Information If you wish to view additional information about the Fund, including the prospectus, statement of additional information, financial statements and holdings, please scan the QR code or visit www.eatonvance.com/open‑end‑mutual‑fund‑documents.php. Fund shares are not insured by the FDIC and are not deposits or other obligations of, or guaranteed by, any depository institution. Shares are subject to investment risks, including possible loss of principal invested. | |  |
Householding
The Funds may deliver a single copy of certain required shareholder documents (including prospectuses, shareholder reports, and proxy materials) to investors with the same last name and the same address. Your participation will continue indefinitely unless you instruct otherwise by calling 1‑800‑262‑1122 or by contacting your financial intermediary. Your instruction will typically be effective within 30 days of receipt.
Semi-Annual Shareholder Report May 31, 2024
EILIX ‑TSR‑SAR
Item 2. Code of Ethics
Not required in this filing.
Item 3. Audit Committee Financial Expert
Not required in this filing.
Item 4. Principal Accountant Fees and Services
Not required in this filing.
Item 5. Audit Committee of Listed Registrants
Not applicable.
Item 6. Schedule of Investments
(a) | Please see schedule of investments contained in the Financial Statements and Financial Highlights included under Item 7 of this Form N-CSR. |
Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies
Eaton Vance
International Small-Cap Fund
Semi-Annual Financial Statements and Additional Information
May 31, 2024
This report must be preceded or accompanied by a current summary prospectus or prospectus. Before investing, investors should consider carefully the investment objective, risks, and charges and expenses of a mutual fund. This and other important information is contained in the prospectus and/or statement of additional information, which can be obtained by calling 1-800-262-1122 or from a financial intermediary. Prospective investors should read the prospectus carefully before investing.
Semi-Annual Financial Statements and Additional Information May 31, 2024
Eaton Vance
International Small-Cap Fund
Eaton Vance
International Small-Cap Fund
May 31, 2024
Portfolio of Investments (Unaudited)
Security | Shares | Value |
Australia — 8.8% |
BlueScope Steel Ltd. | | 12,743 | $ 179,828 |
CAR Group Ltd. | | 37,012 | 864,250 |
Data#3 Ltd. | | 123,540 | 658,639 |
Dexus | | 98,627 | 447,464 |
Dicker Data Ltd. | | 87,682 | 540,176 |
EBOS Group Ltd. | | 29,664 | 603,120 |
Evolution Mining Ltd. | | 116,187 | 303,072 |
IGO Ltd. | | 27,117 | 127,020 |
Lynas Rare Earths Ltd.(1) | | 20,082 | 89,592 |
Northern Star Resources Ltd. | | 32,766 | 313,251 |
Steadfast Group Ltd. | | 161,713 | 596,332 |
Westgold Resources Ltd. | | 132,155 | 203,440 |
| | | $ 4,926,184 |
Austria — 0.8% |
BAWAG Group AG(2) | | 6,973 | $ 461,278 |
| | | $ 461,278 |
Belgium — 2.3% |
Azelis Group NV | | 29,314 | $ 623,563 |
KBC Ancora | | 6,255 | 315,015 |
VGP NV | | 2,885 | 333,201 |
| | | $ 1,271,779 |
Canada — 7.3% |
Agnico Eagle Mines Ltd. | | 4,118 | $ 280,838 |
Allied Properties Real Estate Investment Trust | | 45,503 | 563,884 |
ARC Resources Ltd. | | 14,435 | 273,142 |
ATS Corp.(1) | | 17,719 | 564,481 |
Descartes Systems Group, Inc.(1) | | 5,425 | 500,965 |
Keyera Corp. | | 14,456 | 382,785 |
Killam Apartment Real Estate Investment Trust | | 43,871 | 555,247 |
Pan American Silver Corp. | | 6,501 | 143,142 |
Peyto Exploration & Development Corp. | | 33,350 | 374,131 |
TMX Group Ltd. | | 15,999 | 429,395 |
| | | $ 4,068,010 |
Denmark — 0.5% |
Topdanmark AS | | 6,927 | $ 295,423 |
| | | $ 295,423 |
Security | Shares | Value |
France — 1.8% |
IPSOS SA | | 13,923 | $ 1,015,586 |
| | | $ 1,015,586 |
Germany — 2.6% |
Jenoptik AG | | 23,792 | $ 713,562 |
LEG Immobilien SE | | 5,440 | 483,802 |
Schott Pharma AG & Co. KGaA | | 8,317 | 265,215 |
| | | $ 1,462,579 |
Italy — 6.7% |
Amplifon SpA | | 15,543 | $ 574,517 |
BFF Bank SpA(2) | | 62,232 | 620,902 |
DiaSorin SpA | | 4,123 | 444,950 |
FinecoBank Banca Fineco SpA | | 25,760 | 417,790 |
Interpump Group SpA | | 13,237 | 624,307 |
Moncler SpA | | 8,385 | 559,527 |
Reply SpA | | 3,586 | 495,284 |
| | | $ 3,737,277 |
Japan — 27.4% |
As One Corp. | | 43,111 | $ 685,603 |
Asahi Intecc Co. Ltd. | | 31,317 | 452,553 |
Azbil Corp. | | 15,242 | 422,843 |
BayCurrent Consulting, Inc. | | 32,959 | 671,629 |
Chiba Bank Ltd. | | 99,507 | 951,033 |
Cosmos Pharmaceutical Corp. | | 5,988 | 482,708 |
Daiseki Co. Ltd. | | 22,924 | 472,182 |
dip Corp. | | 19,974 | 331,899 |
Fukuoka Financial Group, Inc. | | 29,526 | 863,869 |
Goldwin, Inc. | | 11,001 | 574,986 |
Hoshino Resorts REIT, Inc. | | 154 | 508,385 |
Hoshizaki Corp. | | 18,392 | 660,475 |
JMDC, Inc. | | 11,576 | 202,471 |
Kobe Bussan Co. Ltd. | | 25,749 | 569,533 |
Kyoritsu Maintenance Co. Ltd. | | 40,978 | 808,061 |
LaSalle Logiport REIT | | 677 | 636,091 |
Miura Co. Ltd. | | 17,464 | 361,157 |
NOF Corp. | | 52,830 | 680,443 |
Riken Keiki Co. Ltd. | | 31,702 | 800,794 |
Sanwa Holdings Corp. | | 41,426 | 771,201 |
SHIFT, Inc.(1) | | 2,746 | 266,006 |
Sumco Corp. | | 47,645 | 716,263 |
T Hasegawa Co. Ltd. | | 22,871 | 447,413 |
TechnoPro Holdings, Inc. | | 15,985 | 266,095 |
Tosei Corp. | | 40,063 | 576,179 |
1
See Notes to Financial Statements.
Eaton Vance
International Small-Cap Fund
May 31, 2024
Portfolio of Investments (Unaudited) — continued
Security | Shares | Value |
Japan (continued) |
Toyo Suisan Kaisha Ltd. | | 9,825 | $ 708,332 |
USS Co. Ltd. | | 55,571 | 434,520 |
| | | $15,322,724 |
Luxembourg — 0.2% |
APERAM SA | | 4,283 | $ 123,538 |
| | | $ 123,538 |
Netherlands — 3.6% |
BE Semiconductor Industries NV | | 4,274 | $ 635,833 |
Euronext NV(2) | | 7,126 | 701,670 |
IMCD NV | | 4,536 | 692,217 |
| | | $ 2,029,720 |
New Zealand — 1.0% |
Spark New Zealand Ltd. | | 222,010 | $ 569,937 |
| | | $ 569,937 |
Portugal — 0.7% |
NOS SGPS SA | | 114,997 | $ 414,157 |
| | | $ 414,157 |
Singapore — 0.9% |
Daiwa House Logistics Trust | | 1,149,106 | $ 489,243 |
| | | $ 489,243 |
Spain — 1.9% |
Acciona SA | | 4,202 | $ 539,480 |
Inmobiliaria Colonial Socimi SA | | 77,191 | 523,675 |
| | | $ 1,063,155 |
Sweden — 9.4% |
AddTech AB, Class B | | 34,034 | $ 806,405 |
Autoliv, Inc. | | 5,421 | 691,557 |
Boliden AB | | 5,718 | 200,434 |
Cibus Nordic Real Estate AB publ | | 46,918 | 686,834 |
Indutrade AB | | 17,487 | 453,657 |
Lagercrantz Group AB, Class B | | 28,383 | 486,164 |
Sdiptech AB, Class B(1) | | 30,569 | 993,399 |
SmartCraft ASA(1) | | 240,665 | 691,400 |
SSAB AB, Class B | | 41,730 | 242,457 |
| | | $ 5,252,307 |
Switzerland — 1.2% |
Galenica AG(2) | | 5,168 | $ 428,456 |
Security | Shares | Value |
Switzerland (continued) |
VZ Holding AG | | 2,003 | $ 248,725 |
| | | $ 677,181 |
United Kingdom — 19.9% |
Allfunds Group PLC | | 44,239 | $ 265,912 |
Cranswick PLC | | 16,236 | 925,273 |
Diploma PLC | | 21,723 | 1,138,710 |
DiscoverIE Group PLC | | 90,176 | 846,214 |
Games Workshop Group PLC | | 6,644 | 849,992 |
Grainger PLC | | 97,135 | 311,106 |
Greggs PLC | | 23,079 | 867,940 |
Intermediate Capital Group PLC | | 16,247 | 484,071 |
JTC PLC(2) | | 75,040 | 866,096 |
Judges Scientific PLC | | 4,841 | 690,280 |
Nomad Foods Ltd. | | 15,126 | 265,613 |
Shaftesbury Capital PLC | | 250,135 | 469,125 |
SSP Group PLC | | 206,173 | 440,666 |
Vistry Group PLC(1) | | 33,418 | 553,666 |
Volution Group PLC | | 139,598 | 811,579 |
Wise PLC, Class A(1) | | 72,163 | 758,292 |
Zegona Communications PLC(1) | | 193,240 | 630,690 |
| | | $11,175,225 |
Total Common Stocks (identified cost $46,826,229) | | | $54,355,303 |
Short-Term Investments — 3.2% |
Security | Shares | Value |
Morgan Stanley Institutional Liquidity Funds - Government Portfolio, Institutional Class, 5.23%(3) | | 1,760,423 | $ 1,760,423 |
Total Short-Term Investments (identified cost $1,760,423) | | | $ 1,760,423 |
| | |
Total Investments — 100.2% (identified cost $48,586,652) | | | $56,115,726 |
Other Assets, Less Liabilities — (0.2)% | | | $ (93,714) |
Net Assets — 100.0% | | | $56,022,012 |
2
See Notes to Financial Statements.
Eaton Vance
International Small-Cap Fund
May 31, 2024
Portfolio of Investments (Unaudited) — continued
The percentage shown for each investment category in the Portfolio of Investments is based on net assets. |
(1) | Non-income producing security. |
(2) | Security exempt from registration under Rule 144A of the Securities Act of 1933, as amended. These securities may be sold in certain transactions in reliance on an exemption from registration (normally to qualified institutional buyers). At May 31, 2024, the aggregate value of these securities is $3,078,402 or 5.5% of the Fund's net assets. |
(3) | May be deemed to be an affiliated investment company. The rate shown is the annualized seven-day yield as of May 31, 2024. |
Sector Classification of Portfolio |
Sector | Percentage of Net Assets | Value |
Industrials | 21.0% | $11,779,450 |
Financials | 14.8 | 8,275,803 |
Information Technology | 12.4 | 6,927,929 |
Real Estate | 11.8 | 6,584,236 |
Consumer Discretionary | 10.3 | 5,780,915 |
Health Care | 6.5 | 3,656,885 |
Communication Services | 6.2 | 3,494,620 |
Materials | 5.9 | 3,334,468 |
Consumer Staples | 5.3 | 2,951,459 |
Energy | 1.8 | 1,030,058 |
Utilities | 1.0 | 539,480 |
Short-Term Investments | 3.2 | 1,760,423 |
Total Investments | 100.2% | $56,115,726 |
3
See Notes to Financial Statements.
Eaton Vance
International Small-Cap Fund
May 31, 2024
Statement of Assets and Liabilities (Unaudited)
| May 31, 2024 |
Assets | |
Unaffiliated investments, at value (identified cost $46,826,229) | $54,355,303 |
Affiliated investments, at value (identified cost $1,760,423) | 1,760,423 |
Dividends receivable | 137,982 |
Dividends receivable from affiliated investments | 5,219 |
Receivable for Fund shares sold | 1,975 |
Tax reclaims receivable | 52,212 |
Receivable from affiliates | 7,269 |
Trustees' deferred compensation plan | 4,203 |
Total assets | $56,324,586 |
Liabilities | |
Payable for Fund shares redeemed | $3,858 |
Due to custodian — foreign currency, at value (identified cost $185,382) | 185,246 |
Payable to affiliates: | |
Investment adviser and administration fee | 41,908 |
Distribution and service fees | 230 |
Trustees' fees | 724 |
Trustees' deferred compensation plan | 4,203 |
Payable for custodian fee | 33,474 |
Payable for legal and accounting services | 23,813 |
Accrued expenses | 9,118 |
Total liabilities | $302,574 |
Net Assets | $56,022,012 |
Sources of Net Assets | |
Paid-in capital | $56,158,220 |
Accumulated loss | (136,208) |
Net Assets | $56,022,012 |
Class A Shares | |
Net Assets | $1,094,196 |
Shares Outstanding | 86,054 |
Net Asset Value and Redemption Price Per Share (net assets ÷ shares of beneficial interest outstanding) | $12.72 |
Maximum Offering Price Per Share (100 ÷ 94.75 of net asset value per share) | $13.42 |
Class I Shares | |
Net Assets | $54,927,816 |
Shares Outstanding | 4,304,937 |
Net Asset Value, Offering Price and Redemption Price Per Share (net assets ÷ shares of beneficial interest outstanding) | $12.76 |
On sales of $50,000 or more, the offering price of Class A shares is reduced. |
4
See Notes to Financial Statements.
Eaton Vance
International Small-Cap Fund
May 31, 2024
Statement of Operations (Unaudited)
| Six Months Ended |
| May 31, 2024 |
Investment Income | |
Dividend income (net of foreign taxes withheld of $77,279) | $773,287 |
Dividend income from affiliated investments | 33,771 |
Total investment income | $807,058 |
Expenses | |
Investment adviser and administration fee | $261,816 |
Distribution and service fees: | |
Class A | 1,368 |
Trustees’ fees and expenses | 2,224 |
Custodian fee | 27,531 |
Transfer and dividend disbursing agent fees | 4,076 |
Legal and accounting services | 24,571 |
Printing and postage | 889 |
Registration fees | 14,450 |
Miscellaneous | 7,031 |
Total expenses | $343,956 |
Deduct: | |
Waiver and/or reimbursement of expenses by affiliates | $38,045 |
Total expense reductions | $38,045 |
Net expenses | $305,911 |
Net investment income | $501,147 |
Realized and Unrealized Gain (Loss) | |
Net realized gain (loss): | |
Investment transactions | $(1,573,916) |
Foreign currency transactions | (3,870) |
Net realized loss | $(1,577,786) |
Change in unrealized appreciation (depreciation): | |
Investments | $4,548,343 |
Foreign currency | (3,767) |
Net change in unrealized appreciation (depreciation) | $4,544,576 |
Net realized and unrealized gain | $2,966,790 |
Net increase in net assets from operations | $3,467,937 |
5
See Notes to Financial Statements.
Eaton Vance
International Small-Cap Fund
May 31, 2024
Statements of Changes in Net Assets
| Six Months Ended May 31, 2024 (Unaudited) | Year Ended November 30, 2023 |
Increase (Decrease) in Net Assets | | |
From operations: | | |
Net investment income | $501,147 | $1,137,839 |
Net realized loss | (1,577,786) | (3,131,369) |
Net change in unrealized appreciation (depreciation) | 4,544,576 | 3,121,587 |
Net increase in net assets from operations | $3,467,937 | $1,128,057 |
Distributions to shareholders: | | |
Class A | $(16,695) | $(10,863) |
Class I | (1,023,633) | (613,137) |
Total distributions to shareholders | $(1,040,328) | $(624,000) |
Transactions in shares of beneficial interest: | | |
Class A | $(24,591) | $(30,807) |
Class I | (2,238,105) | (1,118,722) |
Net decrease in net assets from Fund share transactions | $(2,262,696) | $(1,149,529) |
Net increase (decrease) in net assets | $164,913 | $(645,472) |
Net Assets | | |
At beginning of period | $55,857,099 | $56,502,571 |
At end of period | $56,022,012 | $55,857,099 |
6
See Notes to Financial Statements.
Eaton Vance
International Small-Cap Fund
May 31, 2024
| Class A |
| Six Months Ended May 31, 2024 (Unaudited) | Year Ended November 30, |
| 2023 | 2022 | 2021 | 2020 | 2019 |
Net asset value — Beginning of period | $12.130 | $12.030 | $15.960 | $13.790 | $12.670 | $11.790 |
Income (Loss) From Operations | | | | | | |
Net investment income(1) | $0.093 | $0.208 | $0.125 | $0.065 | $0.037 | $0.131 |
Net realized and unrealized gain (loss) | 0.688 | 0.007(2) | (3.141) | 2.221 | 1.287 | 1.233 |
Total income (loss) from operations | $0.781 | $0.215 | $(3.016) | $2.286 | $1.324 | $1.364 |
Less Distributions | | | | | | |
From net investment income | $(0.191) | $(0.115) | $(0.198) | $(0.116) | $(0.204) | $(0.096) |
From net realized gain | — | — | (0.716) | — | — | (0.388) |
Total distributions | $(0.191) | $(0.115) | $(0.914) | $(0.116) | $(0.204) | $(0.484) |
Net asset value — End of period | $12.720 | $12.130 | $12.030 | $15.960 | $13.790 | $12.670 |
Total Return(3)(4) | 6.34%(5) | 1.83% | (20.24)% | 16.66% | 10.54% | 12.37% |
Ratios/Supplemental Data | | | | | | |
Net assets, end of period (000’s omitted) | $1,094 | $1,068 | $1,090 | $703 | $1,417 | $1,717 |
Ratios (as a percentage of average daily net assets): | | | | | | |
Expenses(4) | 1.30%(6)(7) | 1.30%(7) | 1.36%(7) | 1.40% | 1.40% | 1.40% |
Net investment income | 1.49%(6) | 1.73% | 0.99% | 0.42% | 0.30% | 1.12% |
Portfolio Turnover | 25%(5) | 36% | 51% | 59% | 61% | 70% |
(1) | Computed using average shares outstanding. |
(2) | The per share amount is not in accord with the net realized and unrealized gain (loss) for the period because of the timing of sales of Fund shares and the amount of the per share realized and unrealized gains and losses at such time. |
(3) | Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges. |
(4) | The investment adviser and administrator and sub-adviser reimbursed certain operating expenses (equal to 0.13%, 0.12%, 0.07%, 0.01%, 0.16% and 0.21% of average daily net assets for the six months ended May 31, 2024 and the years ended November 30, 2023, 2022, 2021, 2020 and 2019, respectively). Absent this reimbursement, total return would be lower. |
(5) | Not annualized. |
(6) | Annualized. |
(7) | Includes a reduction by the investment adviser of a portion of its investment adviser and administration fee due to the Fund's investment in the Liquidity Fund (equal to less than 0.005% of average daily net assets for the six months ended May 31, 2024 and the years ended November 30, 2023 and 2022). |
7
See Notes to Financial Statements.
Eaton Vance
International Small-Cap Fund
May 31, 2024
Financial Highlights — continued
| Class I |
| Six Months Ended May 31, 2024 (Unaudited) | Year Ended November 30, |
| 2023 | 2022 | 2021 | 2020 | 2019 |
Net asset value — Beginning of period | $12.190 | $12.070 | $16.030 | $13.850 | $12.720 | $11.840 |
Income (Loss) From Operations | | | | | | |
Net investment income(1) | $0.108 | $0.239 | $0.171 | $0.131 | $0.074 | $0.161 |
Net realized and unrealized gain (loss) | 0.685 | 0.012(2) | (3.169) | 2.200 | 1.289 | 1.242 |
Total income (loss) from operations | $0.793 | $0.251 | $(2.998) | $2.331 | $1.363 | $1.403 |
Less Distributions | | | | | | |
From net investment income | $(0.223) | $(0.131) | $(0.246) | $(0.151) | $(0.233) | $(0.135) |
From net realized gain | — | — | (0.716) | — | — | (0.388) |
Total distributions | $(0.223) | $(0.131) | $(0.962) | $(0.151) | $(0.233) | $(0.523) |
Net asset value — End of period | $12.760 | $12.190 | $12.070 | $16.030 | $13.850 | $12.720 |
Total Return(3)(4) | 6.49%(5) | 2.13% | (20.05)% | 16.86% | 10.82% | 12.73% |
Ratios/Supplemental Data | | | | | | |
Net assets, end of period (000’s omitted) | $54,928 | $54,789 | $55,413 | $73,293 | $49,028 | $42,132 |
Ratios (as a percentage of average daily net assets): | | | | | | |
Expenses(4) | 1.05%(6)(7) | 1.05%(7) | 1.11%(7) | 1.15% | 1.15% | 1.15% |
Net investment income | 1.73%(6) | 1.98% | 1.35% | 0.82% | 0.61% | 1.37% |
Portfolio Turnover | 25%(5) | 36% | 51% | 59% | 61% | 70% |
(1) | Computed using average shares outstanding. |
(2) | The per share amount is not in accord with the net realized and unrealized gain (loss) for the period because of the timing of sales of Fund shares and the amount of the per share realized and unrealized gains and losses at such time. |
(3) | Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested. |
(4) | The investment adviser and administrator and sub-adviser reimbursed certain operating expenses (equal to 0.13%, 0.12%, 0.07%, 0.01%, 0.16% and 0.21% of average daily net assets for the six months ended May 31, 2024 and the years ended November 30, 2023, 2022, 2021, 2020 and 2019, respectively). Absent this reimbursement, total return would be lower. |
(5) | Not annualized. |
(6) | Annualized. |
(7) | Includes a reduction by the investment adviser of a portion of its investment adviser and administration fee due to the Fund's investment in the Liquidity Fund (equal to less than 0.005% of average daily net assets for the six months ended May 31, 2024 and the years ended November 30, 2023 and 2022). |
8
See Notes to Financial Statements.
Eaton Vance
International Small-Cap Fund
May 31, 2024
Notes to Financial Statements (Unaudited)
1 Significant Accounting Policies
Eaton Vance International Small-Cap Fund (the Fund) is a diversified series of Eaton Vance Growth Trust (the Trust). The Trust is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company. The Fund’s investment objective is to seek long-term capital appreciation. The Fund offers two classes of shares. Class A shares are generally sold subject to a sales charge imposed at time of purchase. Class I shares are sold at net asset value and are not subject to a sales charge. Each class represents a pro rata interest in the Fund, but votes separately on class-specific matters and (as noted below) is subject to different expenses. Realized and unrealized gains and losses and net investment income and losses, other than class-specific expenses, are allocated daily to each class of shares based on the relative net assets of each class to the total net assets of the Fund. Each class of shares differs in its distribution plan and certain other class-specific expenses.
The following is a summary of significant accounting policies of the Fund. The policies are in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP). The Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946.
A Investment Valuation—The following methodologies are used to determine the market value or fair value of investments.
Equity Securities. Equity securities listed on a U.S. securities exchange generally are valued at the last sale or closing price on the day of valuation or, if no sales took place on such date, at the mean between the closing bid and ask prices on the exchange where such securities are principally traded. Equity securities listed on the NASDAQ National Market System are valued at the NASDAQ official closing price. Unlisted or listed securities for which closing sales prices or closing quotations are not available are valued at the mean between the latest available bid and ask prices.
Foreign Securities and Currencies. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rate quotations supplied by a third party pricing service. The pricing service uses a proprietary model to determine the exchange rate. Inputs to the model include reported trades and implied bid/ask spreads. The daily valuation of exchange-traded foreign securities generally is determined as of the close of trading on the principal exchange on which such securities trade. Events occurring after the close of trading on foreign exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the close of regular trading on the New York Stock Exchange. When valuing foreign equity securities that meet certain criteria, the Fund's Trustees have approved the use of a fair value service that values such securities to reflect market trading that occurs after the close of the applicable foreign markets of comparable securities or other instruments that have a strong correlation to the fair-valued securities.
Other. Investments in management investment companies (including money market funds) that do not trade on an exchange are valued at the net asset value as of the close of each business day.
Fair Valuation. In connection with Rule 2a-5 of the 1940 Act, the Trustees have designated the Fund’s investment adviser as its valuation designee. Investments for which valuations or market quotations are not readily available or are deemed unreliable are valued by the investment adviser, as valuation designee, at fair value using methods that most fairly reflect the security’s “fair value”, which is the amount that the Fund might reasonably expect to receive for the security upon its current sale in the ordinary course. Each such determination is based on a consideration of relevant factors, which are likely to vary from one pricing context to another. These factors may include, but are not limited to, the type of security, the existence of any contractual restrictions on the security’s disposition, the price and extent of public trading in similar securities of the issuer or of comparable companies or entities, quotations or relevant information obtained from broker/dealers or other market participants, information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities), an analysis of the company’s or entity’s financial statements, and an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold.
B Investment Transactions—Investment transactions for financial statement purposes are accounted for on a trade date basis. Realized gains and losses on investments sold are determined on the basis of identified cost.
C Income—Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities. However, if the ex-dividend date has passed, certain dividends from foreign securities are recorded as the Fund is informed of the ex-dividend date. Withholding taxes on foreign dividends and capital gains have been provided for in accordance with the Fund's understanding of the applicable countries’ tax rules and rates. Distributions from investment companies are recorded as dividend income, capital gains or return of capital based on the nature of the distribution.
D Federal Taxes—The Fund's policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute to shareholders each year substantially all of its net investment income, and all or substantially all of its net realized capital gains. Accordingly, no provision for federal income or excise tax is necessary.
As of May 31, 2024, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. The Fund files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.
E Expenses—The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.
Eaton Vance
International Small-Cap Fund
May 31, 2024
Notes to Financial Statements (Unaudited) — continued
F Foreign Currency Translation—Investment valuations, other assets, and liabilities initially expressed in foreign currencies are translated each business day into U.S. dollars based upon current exchange rates. Purchases and sales of foreign investment securities and income and expenses denominated in foreign currencies are translated into U.S. dollars based upon currency exchange rates in effect on the respective dates of such transactions. Recognized gains or losses on investment transactions attributable to changes in foreign currency exchange rates are recorded for financial statement purposes as net realized gains and losses on investments. That portion of unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.
G Use of Estimates—The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expense during the reporting period. Actual results could differ from those estimates.
H Indemnifications—Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Fund. Under Massachusetts law, if certain conditions prevail, shareholders of a Massachusetts business trust (such as the Trust) could be deemed to have personal liability for the obligations of the Trust. However, the Trust’s Declaration of Trust contains an express disclaimer of liability on the part of Fund shareholders and the By-laws provide that the Trust shall assume, upon request by the shareholder, the defense on behalf of any Fund shareholders. Moreover, the By-laws also provide for indemnification out of Fund property of any shareholder held personally liable solely by reason of being or having been a shareholder for all loss or expense arising from such liability. Additionally, in the normal course of business, the Fund enters into agreements with service providers that may contain indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.
I Interim Financial Statements—The interim financial statements relating to May 31, 2024 and for the six months then ended have not been audited by an independent registered public accounting firm, but in the opinion of the Fund’s management, reflect all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the financial statements.
2 Distributions to Shareholders and Income Tax Information
It is the present policy of the Fund to make at least one distribution annually (normally in December) of all or substantially all of its net investment income and to distribute annually all or substantially all of its net realized capital gains. Distributions to shareholders are recorded on the ex-dividend date. Distributions are declared separately for each class of shares. Shareholders may reinvest income and capital gain distributions in additional shares of the same class of the Fund at the net asset value as of the ex-dividend date or, at the election of the shareholder, receive distributions in cash. Distributions to shareholders are determined in accordance with income tax regulations, which may differ from U.S. GAAP. As required by U.S. GAAP, only distributions in excess of tax basis earnings and profits are reported in the financial statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital. For tax purposes, distributions from short-term capital gains are considered to be from ordinary income.
At November 30, 2023, the Fund, for federal income tax purposes, had deferred capital losses of $5,947,406 which would reduce its taxable income arising from future net realized gains on investment transactions, if any, to the extent permitted by the Internal Revenue Code, and thus would reduce the amount of distributions to shareholders, which would otherwise be necessary to relieve the Fund of any liability for federal income or excise tax. The deferred capital losses are treated as arising on the first day of the Fund’s next taxable year and retain the same short-term or long-term character as when originally deferred. Of the deferred capital losses at November 30, 2023, $3,948,265 are short-term and $1,999,141 are long-term.
The cost and unrealized appreciation (depreciation) of investments of the Fund at May 31, 2024, as determined on a federal income tax basis, were as follows:
Aggregate cost | $49,753,331 |
Gross unrealized appreciation | $10,027,615 |
Gross unrealized depreciation | (3,665,220) |
Net unrealized appreciation | $6,362,395 |
Eaton Vance
International Small-Cap Fund
May 31, 2024
Notes to Financial Statements (Unaudited) — continued
3 Investment Adviser and Administration Fee and Other Transactions with Affiliates
The investment adviser and administration fee is earned by Eaton Vance Management (EVM), an indirect, wholly-owned subsidiary of Morgan Stanley, as compensation for investment advisory and administrative services rendered to the Fund. The investment adviser and administration fee is computed at an annual rate as a percentage of the Fund’s average daily net assets as follows and is payable monthly:
Average Daily Net Assets | Annual Fee Rate |
Up to $500 million | 0.900% |
$500 million but less than $1 billion | 0.850% |
$1 billion but less than $2.5 billion | 0.825% |
$2.5 billion but less than $5 billion | 0.800% |
$5 billion and over | 0.780% |
For the six months ended May 31, 2024, the investment adviser and administration fee amounted to $261,816 or 0.90% (annualized) of the Fund’s average daily net assets. Pursuant to an investment sub-advisory agreement, EVM has delegated the investment management of the Fund to Eaton Vance Advisers International Ltd. (EVAIL), an affiliate of EVM and an indirect wholly-owned subsidiary of Morgan Stanley. EVAIL uses the portfolio management, research and other resources of its affiliate, MSIM Fund Management (Ireland) Limited (MSIM FMIL), to render investment advisory services to the Fund. MSIM FMIL has entered into a Memorandum of Understanding with EVAIL pursuant to which MSIM FMIL is considered a participating affiliate of the sub-adviser as that term is used in relief granted by the staff of the U.S. Securities and Exchange Commission allowing U.S. registered investment advisers to use portfolio management or research resources of unregistered advisory affiliates subject to the supervision of a U.S. registered adviser. EVM pays EVAIL a portion of its investment adviser and administration fee for sub-advisory services provided to the Fund. The Fund may invest in a money market fund, the Institutional Class of the Morgan Stanley Institutional Liquidity Funds - Government Portfolio (the “Liquidity Fund"), an open-end management investment company managed by Morgan Stanley Investment Management Inc., a wholly-owned subsidiary of Morgan Stanley. The investment adviser and administration fee paid by the Fund is reduced by an amount equal to its pro rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Fund. For the six months ended May 31, 2024, the investment adviser and administration fee paid was reduced by $978 relating to the Fund’s investment in the Liquidity Fund.
EVM and EVAIL have agreed to reimburse the Fund’s expenses to the extent that total annual operating expenses (relating to ordinary operating expenses only and excluding such expenses as brokerage commissions, acquired fund fees and expenses of unaffiliated funds, borrowing costs, taxes or litigation expenses) exceed 1.30% and 1.05% of the Fund’s average daily net assets for Class A and Class I, respectively, through April 1, 2025. Thereafter, the reimbursement may be changed or terminated at any time. Pursuant to this agreement, EVM and EVAIL were allocated $37,067 in total of the Fund’s operating expenses for the six months ended May 31, 2024.
EVM provides sub-transfer agency and related services to the Fund pursuant to a Sub-Transfer Agency Support Services Agreement. For the six months ended May 31, 2024, EVM earned $1,089 from the Fund pursuant to such agreement, which is included in transfer and dividend disbursing agent fees on the Statement of Operations. The Fund was informed that Eaton Vance Distributors, Inc. (EVD), an affiliate of EVM and the Fund’s principal underwriter, received less than $100 as its portion of the sales charges on sales of Class A shares for the six months ended May 31, 2024. EVD received distribution and service fees from Class A shares (see Note 4).
Trustees and officers of the Fund who are members of EVM’s organization receive remuneration for their services to the Fund out of the investment adviser and administration fee. Trustees of the Fund who are not affiliated with EVM may elect to defer receipt of all or a percentage of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. Certain officers and Trustees of the Fund are officers of EVM.
4 Distribution Plan
The Fund has in effect a distribution plan for Class A shares (Class A Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class A Plan, the Fund pays EVD a distribution and service fee of 0.25% per annum of its average daily net assets attributable to Class A shares for distribution services and facilities provided to the Fund by EVD, as well as for personal services and/or the maintenance of shareholder accounts. Distribution and service fees paid or accrued to EVD for the six months ended May 31, 2024 amounted to $1,368 for Class A shares.
Distribution and service fees are subject to the limitations contained in the Financial Industry Regulatory Authority Rule 2341(d).
5 Contingent Deferred Sales Charges
Class A shares may be subject to a 1% contingent deferred sales charge (CDSC) if redeemed within 12 months of purchase (depending on the circumstances of purchase). Generally, the CDSC is based upon the lower of the net asset value at date of redemption or date of purchase. No charge is levied on shares acquired by reinvestment of dividends or capital gain distributions. For the six months ended May 31, 2024, the Fund was informed that EVD received no CDSCs paid by Class A shareholders.
Eaton Vance
International Small-Cap Fund
May 31, 2024
Notes to Financial Statements (Unaudited) — continued
6 Purchases and Sales of Investments
Purchases and sales of investments, other than short-term obligations, aggregated $14,144,003 and $17,000,192, respectively, for the six months ended May 31, 2024.
7 Shares of Beneficial Interest
The Fund’s Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value). Such shares may be issued in a number of different series (such as the Fund) and classes. Transactions in Fund shares were as follows:
| Six Months Ended May 31, 2024 (Unaudited) | | Year Ended November 30, 2023 |
| Shares | Amount | | Shares | Amount |
Class A | | | | | |
Sales | 290 | $ 3,629 | | 9,647 | $ 116,599 |
Issued to shareholders electing to receive payments of distributions in Fund shares | 992 | 12,729 | | 729 | 8,476 |
Redemptions | (3,265) | (40,949) | | (12,922) | (155,882) |
Net decrease | (1,983) | $ (24,591) | | (2,546) | $ (30,807) |
Class I | | | | | |
Sales | 357,126 | $4,492,259 | | 434,195 | $5,173,548 |
Issued to shareholders electing to receive payments of distributions in Fund shares | 79,536 | 1,023,633 | | 52,675 | 613,137 |
Redemptions | (625,867) | (7,753,997) | | (582,436) | (6,905,407) |
Net decrease | (189,205) | $(2,238,105) | | (95,566) | $(1,118,722) |
At May 31, 2024, EVM and donor advised and pooled income funds (established and maintained by a public charity) managed by EVM owned in the aggregate 70.1% of the value of the outstanding shares of the Fund.
8 Line of Credit
The Fund participates with other portfolios and funds managed by EVM and its affiliates in a $650 million unsecured revolving line of credit agreement with a group of banks, which is in effect through October 22, 2024. Borrowings are made by the Fund solely for temporary purposes related to redemptions and other short-term cash needs. Interest is charged to the Fund based on its borrowings at an amount above either the Secured Overnight Financing Rate (SOFR) or Federal Funds rate. In addition, a fee computed at an annual rate of 0.15% on the daily unused portion of the line of credit is allocated among the participating portfolios and funds at the end of each quarter. In connection with the renewal of the agreement in October 2023, an arrangement fee of $150,000 was incurred that was allocated to the participating portfolios and funds. Because the line of credit is not available exclusively to the Fund, it may be unable to borrow some or all of its requested amounts at any particular time. The Fund did not have any significant borrowings or allocated fees during the six months ended May 31, 2024.
Eaton Vance
International Small-Cap Fund
May 31, 2024
Notes to Financial Statements (Unaudited) — continued
9 Affiliated Investments
At May 31, 2024, the value of the Fund's investment in funds that may be deemed to be affiliated was $1,760,423, which represents 3.2% of the Fund's net assets. Transactions in such investments by the Fund for the six months ended May 31, 2024 were as follows:
Name | Value, beginning of period | Purchases | Sales proceeds | Net realized gain (loss) | Change in unrealized appreciation (depreciation) | Value, end of period | Dividend income | Shares, end of period |
Short-Term Investments |
Liquidity Fund | $1,435,224 | $10,069,481 | $(9,744,282) | $ — | $ — | $1,760,423 | $33,771 | 1,760,423 |
10 Fair Value Measurements
Under generally accepted accounting principles for fair value measurements, a three-tier hierarchy to prioritize the assumptions, referred to as inputs, is used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.
• | Level 1 – quoted prices in active markets for identical investments |
• | Level 2 – other significant observable inputs (including quoted prices for similar investments, 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) |
In cases where the inputs used to measure fair value fall in different levels of the fair value hierarchy, the level disclosed is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
At May 31, 2024, the hierarchy of inputs used in valuing the Fund's investments, which are carried at fair value, were as follows:
Asset Description | Level 1 | Level 2 | Level 3 | Total |
Common Stocks: | | | | |
Asia | $ — | $ 15,811,967 | $ — | $15,811,967 |
Australasia/Pacific | — | 5,496,121 | — | 5,496,121 |
Developed Europe | 957,170 | 28,022,035 | — | 28,979,205 |
North America | 4,068,010 | — | — | 4,068,010 |
Total Common Stocks | $5,025,180 | $49,330,123* | $ — | $54,355,303 |
Short-Term Investments | $1,760,423 | $ — | $ — | $ 1,760,423 |
Total Investments | $6,785,603 | $ 49,330,123 | $ — | $56,115,726 |
* | Includes foreign equity securities whose values were adjusted to reflect market trading of comparable securities or other correlated instruments that occurred after the close of trading in their applicable foreign markets. |
11 Risks and Uncertainties
Risks Associated with Foreign Investments
Foreign investments can be adversely affected by political, economic and market developments abroad, including the imposition of economic and other sanctions by the United States or another country. There may be less publicly available information about foreign issuers because they may not be subject to reporting practices, requirements or regulations comparable to those to which United States companies are subject. Foreign markets may be smaller, less liquid and more volatile than the major markets in the United States. Trading in foreign markets typically involves higher expense than trading in the United States. The Fund may have difficulties enforcing its legal or contractual rights in a foreign country. Securities that trade or are denominated in currencies other than the U.S. dollar may be adversely affected by fluctuations in currency exchange rates.
Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies
Not applicable.
Item 9. Proxy Disclosures for Open-End Management Investment Companies
Not applicable.
Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies
The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSR.
Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract
Not applicable.
Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies
Not applicable.
Item 13. Portfolio Managers of Closed-End Management Investment Companies
Not applicable.
Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers
Not applicable.
Item 15. Submission of Matters to a Vote of Security Holders
There have been no material changes to the procedures by which shareholders may recommend nominee to the Fund’s Board of Directors since the Fund last provided disclosure in response to this item.
Item 16. Controls and Procedures
(a) | It is the conclusion of the registrant’s principal executive officer and principal financial officer that the effectiveness of the registrant’s current disclosure controls and procedures (such disclosure controls and procedures having been evaluated within 90 days of the date of this filing) provide reasonable assurance that the information required to be disclosed by the registrant has been recorded, processed, summarized and reported within the time period specified in the Commission’s rules and forms and that the information required to be disclosed by the registrant has been accumulated and communicated to the registrant’s principal executive officer and principal financial officer in order to allow timely decisions regarding required disclosure. |
(b) | There have been no changes in the registrant’s internal controls over financial reporting during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting. |
Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies
Not applicable.
Item 18. Recovery of Erroneously Awarded Compensation
Not applicable.
Item 19. Exhibits
(a)(1) | Registrant’s Code of Ethics – Not applicable (please see Item 2). |
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| | |
Eaton Vance Growth Trust |
| |
By: | | /s/ Kenneth A. Topping |
| | Kenneth A. Topping |
| | Principal Executive Officer |
Date: July 22, 2024
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| | |
By: | | /s/ James F. Kirchner |
| | James F. Kirchner |
| | Principal Financial Officer |
|
Date: July 22, 2024 |
| |
By: | | /s/ Kenneth A. Topping |
| | Kenneth A. Topping |
| | Principal Executive Officer |
Date: July 22, 2024