Trust for Professional Managers (APIE) N-CSR Certified annual shareholder report (management investment company)

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 811-10401

Trust for Professional Managers
(Exact name of registrant as specified in charter)

615 East Michigan Street

Milwaukee

, WI  53202

  
(Address of principal executive offices) (Zip code)

Jay S. Fitton

U.S. Bancorp Fund Services, LLC

 615 East Michigan Street

Milwaukee

, WI  53202

(Name and address of agent for service)

(513)-629-8104

Registrant's telephone number, including area code

Date of fiscal year end: November 30, 2022

Date of reporting period:  November 30, 2022

Item 1. Reports to Stockholders.

(a)

Rockefeller

Climate

Solutions

Fund

Annual

Report

November

30,

2022

Investment

Adviser

Rockefeller

&

Co.

LLC

45

Rockefeller

Plaza,

5th

Floor

New

York,

New

York

10111

Table

of

Contents

Letter

to

Shareholders

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3

Expense

Example

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6

INVESTMENT

HIGHLIGHTS

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8

Schedule

of

Investments

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11

Statement

of

Assets

and

Liabilities

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14

Statement

of

Operations

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15

Statements

of

Changes

in

Net

Assets

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16

Financial

Highlights

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17

Notes

to

Financial

Statements

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19

Report

of

Independent

Registered

Public

Accounting

Firm

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27

Basis

for

Trustees’

Approval

of

Investment

Advisory

Agreement

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29

Notice

of

Privacy

Policy

&

Practices

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32

Additional

Information

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33

3

Dear

Shareholder:

Global

equity

markets

were

down

during

the

relevant

period

–

the

MSCI

All-Country

World

Index

(net

dividends)

(“MSCI

ACWI”)

fell

11.9%

during

the

fiscal

year

ended

November

30,

2022

–

as

the

market

grappled

with

soaring

inflationary

pressures

and

the

attempts

of

global

central

banks

to

control

it.

The

U.S.

Federal

Reserve’s

(Fed),

and

other

central

bank’s

chief

weapon

to

stamp

out

inflation

has

been

to

increase

interest

rates,

which

comes

with

the

risk

of

negatively

impacting

global

growth

and

drifting

economies

into

a

possible

recession.

The

supply

chain

shortages,

aggressive

stimulus

and

monetary

policy

during

the

COVID-19

pandemic

created

meaningful

inflationary

pressures

on

U.S.

consumers.

U.S.

Consumer

Price

Index

(CPI)

has

come

down

from

its

peak

of

9.1%

in

June

2022

but

remains

an

important

data

marker

for

policymakers,

as

it

weighs

on

consumer

sentiment.

In

2022,

the

Fed

increased

interest

rates

seven

consecutive

times,

maintaining

a

hawkish

position

with

global

central

banks

following

suit.

Additionally,

the

invasion

of

Ukraine

translated

to

a

sharp

shift

in

the

energy

supply

of

the

Eurozone

that

exacerbated

the

global

inflation

problem

and

contributed

to

economic

deterioration

in

the

region.

Global

Economy

:

Global

markets

may

continue

to

decline

over

the

course

of

2022

and

into

2023

as

economic

uncertainty

remains.

The

main

concern

is

whether

central

banks

can

balance

rate

hike

increases

while

not

stunting

economic

growth.

Global

Purchasing

Managers’

Indices

are

descending

into

contraction

territory

which

is

likely

to

result

in

negative

growth

in

the

coming

year.

While

valuations

have

compressed

across

all

major

markets,

earnings

revisions

may

continue

to

drift

lower

as

companies

deal

with

volume

challenges

and

lingering

input

costs.

New

COVID

cases

continue

to

linger

globally,

however,

high

vaccination

rates

and

low

fatality

rates

have

desensitized

the

markets

to

COVID

related

news

outside

of

China

where

“Zero-COVID”

policy

remained

until

very

recently.

China

has

recently

eliminated

more

than

half

its

Zero-COVID

curbs

in

just

a

few

weeks,

with

the

explosive

about-turn

putting

the

economy

on

track

to

be

free

of

COVID

constraints

by

the

end

of

March

2023.

The

first

COVID

deaths

since

the

rules

easing

were

reported

on

December

18,

2022.

Rockefeller

Climate

Solutions

Fund:

For

the

fiscal

year

ended

November

30,

2022,

the

Institutional

Class

shares

of

the

Rockefeller

Climate

Solutions

Fund

returned

-14.55%(net)

versus

the

MSCI

ACWI

return

of

-11.62%

over

the

same

period.

The

Fund

was

negatively

impacted

during

the

period

by

its

structural

underweight

to

traditional

Energy,

which

had

an

exceptional

year,

given

the

portfolio’s

focus

on

companies

providing

climate

adaptation

or

mitigation

solutions.

Sweetgreen

was

the

largest

single

detractor,

as

the

market

has

punished

early-stage

growth

companies

with

short

operating

histories.

We

continue

to

have

conviction

in

Sweetgreen’s

brand

and

growth

prospects,

as

we

believe

it

is

well

positioned

to

benefit

from

changing

high-income

preferences

for

healthier

meals

with

a

relatively

lower

carbon

footprint.

Mueller

Industries

,

a

provider

of

components

for

water

infrastructure

and

heating,

ventilation,

and

air

conditioning

industries,

was

the

largest

contributor

to

relative

performance

during

the

period.

The

company

is

generating

high

cash

flows

while

also

operating

at

high

levels

of

efficiency

and

productivity.

Mueller

has

limited

sell-side

coverage,

and

we

believe

the

market

underappreciates

the

company’s

resilient

demand

backdrop

for

their

products.

4

Looking

Forward:

We

continue

to

believe

that

this

uncertain

and

inflationary

environment

favors

companies

that

can

quickly

and

efficiently

pass

along

prices

to

consumers.

Additionally,

the

economic

uncertainties

presented

by

Energy

markets

in

2022

will

likely

create

long-term

opportunities

for

lower-carbon

solutions

and

investments,

as

these

can

reduce

energy

dependencies

at

lower

costs

in

most

geographies.

In

the

face

of

economic

headwinds,

companies

that

address

complex

environmental

challenges

will

continue

to

see

opportunities.

The

energy

crisis

Europe

currently

faces

has

caused

short-term

gyrations

in

energy

use,

including

extending

the

life

of

nuclear

assets

set

for

retirement

(Germany,

Belgium)

and

higher

use

of

coal

for

electricity

generation.

The

prospect

of

a

cold

winter

will

dictate

how

the

region

continues

to

evaluate

its

position

in

2023,

with

short-term

fixes

to

maintain

consumer

prices

lower

being

the

current

goal.

The

European

Commission

has

proposed

obligatory

electricity

consumption

declines

of

5%

and

set

a

revenue

cap

on

electricity

to

discourage

high

energy

costs

as

well

as

collect

additional

revenue

from

electricity

producers

that

have

been

deemed

to

be

earning

excess

profits

from

high

power

prices.

While

we

are

witnessing

odd

distortions

in

energy

markets

today,

we

believe

these

will

drive

additional

demand

for

cleaner

fuels

tomorrow

not

only

due

to

price

dynamics

but

also

due

to

the

ability

for

governments

and

corporations

to

drive

domestic

production

and

enhance

energy

security.

Moreover,

if

Europe

is

able

to

navigate

the

current

crisis

reasonably

and

set

up

well

into

Winter

2023,

the

relief

will

create

the

opportunity

for

affected

stocks

to

outperform.

In

the

U.S.,

the

Inflation

Reduction

Act

(IRA)

signed

into

law

this

past

August

will

enable

nearly

$370

billion

in

incentives

to

boost

adoption

of

renewable

energy

and

accelerate

the

transition

to

a

low

carbon

U.S.

economy.

The

IRA

bill

will

also

contain

measures

to

help

accelerate

emissions

reductions

and

position

the

U.S.

on

track

to

reduce

emissions

by

40%

compared

to

2005

levels,

by

2030.

We

believe

the

passage

of

the

IRA

bill

will

provide

enhanced

visibility

to

enable

increased

investments

in

climate

change

solutions

such

as

renewable

energy,

electric

vehicles,

energy

efficiency

and

infrastructure

resiliency.

The

passage

of

the

IRA

bill

also

positions

the

U.S.

closer

in

line

with

the

commitments

pledged

under

the

Paris

Agreement

to

limit

temperature

increases

to

1.5

degrees

Celsius.

/s/

Rolando

Morillo

/s/

Jose

Garza

Portfolio

Manager,

Thematic

Investing

Portfolio

Manager,

Thematic

Investing

Rockefeller

Asset

Management

Rockefeller

Asset

Management

Opinions

expressed

are

those

of

Rockefeller

Asset

Management

and

are

subject

to

change,

are

not

guaranteed

and

should

not

be

considered

investment

advice.

Rockefeller

Asset

Management

is

a

division

of

Rockefeller

&

Co.

LLC,

the

investment

adviser

to

the

Rockefeller

Funds.

Must

be

preceded

or

accompanied

by

a

current

prospectus.

Past

performance

is

no

guarantee

of

future

results.

Mutual

fund

investing

involves

risk.

The

value

of

your

investment

in

the

Fund

could

go

down

as

well

as

up.

You

may

lose

money

investing

in

the

Fund,

including

the

loss

of

principal.

Investing

in

the

Fund

is

subject

to

certain

risks,

including

general

market

risk;

management

risk;

climate

solutions

risk;

the

risks

of

investing

in

equity

securities,

MLPs,

REITS,

other

investment

companies

and

exchange

traded

funds

and

other

types

of

securities.

Investments

in

large

capitalization

companies

may

be

unable

to

respond

quickly

to

new

competitive

challenges

such

as

changes

in

consumer

tastes

or

innovative

smaller

competitors.

Large

cap

companies

are

sometimes

unable

to

attain

the

high

growth

rates

of

successful,

smaller

companies,

especially

during

extended

periods

of

economic

expansion.

Investments

in

small-

and

medium-capitalization

companies

tend

to

have

limited

liquidity

and

greater

price

volatility

than

large-capitalization

companies.

Investments

in

non-U.S.

securities

may

be

more

sensitive

to

currency

fluctuations,

political

and

economic

instability,

differing

government

regulations

and

liquidity

risks.

These

risks

are

greater

5

in

emerging

markets.

Commodity-linked

investments

may

subject

the

Fund

to

greater

risks

and

volatility

as

commodity

prices

may

be

influenced

by

a

variety

of

factors

including

unfavorable

weather,

environmental

factors,

and

changes

in

government

regulations.

The

Fund’s

focus

on

environmental

criteria

will

limit

the

number

of

investment

opportunities

available

to

the

Fund

as

compared

to

other

mutual

funds

with

broader

investment

objectives,

and

as

a

result,

the

Fund

may

underperform

funds

that

are

not

subject

to

similar

investment

considerations.

Portfolio

companies

may

be

significantly

affected

by

environmental

considerations,

taxation,

government

regulation

(including

the

increased

cost

of

compliance),

inflation,

increases

in

interest

rates,

price

and

supply

fluctuations,

increases

in

the

cost

of

raw

materials

and

other

operating

costs,

technological

advances,

and

competition

from

new

market

entrants.

In

addition,

companies

may

share

common

characteristics

and

be

subject

to

similar

business

risks

and

regulatory

burdens.

A

downturn

in

the

demand

for

climate

change

mitigation

and

adaptation

products

and

services

is

likely

to

have

a

significant

negative

impact

on

the

value

of

the

Fund’s

investments.

As

a

result

of

these

and

other

factors,

the

Fund’s

portfolio

investments

are

expected

to

be

volatile,

which

may

result

in

significant

investment

losses

to

the

Fund.

The

MSCI

ACWI

total

return

indices

reinvest

dividends

after

the

deduction

of

withholding

taxes,

using

(for

international

indices)

a

tax

rate

applicable

to

non-resident

institutional

investors

who

do

not

benefit

from

double

taxation

treaties.

One

cannot

invest

directly

in

an

index.

The

Rockefeller

Funds

are

distributed

by

Quasar

Distributors,

LLC.

6

Rockefeller

Climate

Solutions

Fund

Expense

Example

November

30,

2022

(Unaudited)

As

a

shareholder

of

the

Fund,

you

incur

two

types

of

costs:

(1)

transaction

costs,

and

(2)

ongoing

costs,

including

management

fees,

distribution

and

service

(12b-1)

fees

and

other

Fund

expenses.

This

Example

is intended

to

help

you

understand

your

ongoing

costs

(in

dollars)

of

investing

in

the

Fund,

and

to

compare

these

costs

with

the

ongoing

costs

of

investing

in

other

mutual

funds.

The

Example is

based

on

an

investment

of

$1,000

invested

at

the

beginning

of

the

period

and

held

for

the

entire

period

(6/1/22

–

11/30/22). 

Actual

Expenses

The

first

line

of

each

of

the

following

tables

provides

information

about

actual

account

values

and

actual

expenses.

Although

the

Fund

charges

no

sales

load,

you

will

be

assessed

fees

for

outgoing

wire

transfers,

returned

checks

and

stop

payment

orders

at

prevailing

rates

charged

by

U.S.

Bancorp

Fund

Services,

LLC,

the

Fund's

transfer

agent.

If

you

request

that

a

redemption

be

made

by

wire

transfer,

currently

a

$15.00

fee

is

charged

by

the

Fund's

transfer

agent.

Individual

Retirement

Accounts

will

be

charged

a

$15.00

annual

maintenance

fee.

To

the

extent

the

Fund

invests

in

shares

of

exchange-traded

funds

or

other

investment

companies

as

part

of its

investment

strategy,

you

will

indirectly

bear

your

proportionate

share

of

any

fees

and

expenses

charged

by

the

underlying

funds

in

which

the

Fund

invests

in

addition

to

the

expenses

of

the

Fund.

Actual

expenses

of

the

underlying

funds

are

expected

to

vary

among

the

various

underlying

funds.

These

expenses

are

not

included

in

the

Example.

The

Example

includes,

but is

not

limited

to,

management

fees,

fund

administration

fees

and

accounting,

custody

and

transfer

agent

fees.

You

may

use

the

information

in

this

line,

together

with

the

amount

you

invested,

to

estimate

the

expenses

that

you

paid

over

the

period.

Simply

divide

your

account

value

by

$1,000

(for

example,

an

$8,600

account

value

divided

by

$1,000

=

8.6),

then

multiply

the

result

by

the

number

in

the

first

line

under

the

heading

entitled

“Expenses

Paid

During

Period”

to

estimate

the

expenses

you

paid

on

your

account

during

this

period.

Hypothetical

Example

for

Comparison

Purposes

The

second

line

of

each

of

the

following

tables

provides

information

about

hypothetical

account

values

and

hypothetical

expenses

based

on

the

Fund's

actual

expense

ratio

and

an

assumed

rate

of

return

of

5%

per

year

before

expenses,

which

is

not

the

Fund's

actual

return.

The

hypothetical

account

values

and

expenses

may

not

be

used

to

estimate

the

actual

ending

account

balance

or

expenses

you

paid

for

the

period.

You

may

use

this

information

to

compare

the

ongoing

costs

of

investing

in

the

Fund

and

other

funds.

To

do

so,

compare

this

5%

hypothetical

example

with

the

5%

hypothetical

examples

that

appear

in

the

shareholder

reports

of

other

funds.

Please

note

that

the

expenses

shown

in

the

tables

are

meant

to

highlight

your

ongoing

costs

only

and

do

not

reflect

any

transactional

costs,

such

as

sales

charges

(loads),

redemption

fees

or

exchange

fees.

Therefore,

the

second

line

of

the

table

is

useful

in

comparing

ongoing

costs

only,

and

will

not

help

you

determine

the

relative

total

costs

of

owning

different

funds.

In

addition,

if

these

transactional

costs

were

included,

your

costs

would

have

been

higher.

7

Rockefeller

Climate

Solutions

Fund

Expense

Example

(Continued)

November

30,

2022

(Unaudited)

Rockefeller

Climate

Solutions

Fund

Beginning

Account

Value

6/01/22

Ending

Account

Value

11/30/22

Expenses

Paid

During

Period

6/01/22

—

11/30/22

*

Institutional

Class

Actual

.......................................

$1,000.00

$

1,003.60‌

$4.97

Hypothetical

(5%

return

before

expenses)

..................................

$1,000.00

$

1,020.10‌

$5.01

Class

A

Actual

.......................................

$1,000.00

$

1,002.40‌

$6.22

Hypothetical

(5%

return

before

expenses)

..................................

$1,000.00

$

1,018.85‌

$6.28

*

Expenses

are

equal

to

the

Fund's

annualized

expense

ratio

of

0.99%

and

1.24%

for

the

Institutional

Class

and

Class

A,

respectively,

multiplied

by

the

average

account

value

over

the

period,

multiplied

by

183/365

(to

reflect

the

period).

8

Rockefeller

Climate

Solutions

Fund

Investment

Highlights

November

30,

2022

(Unaudited)

The

Fund

seeks

long-term

growth

of

capital

principally

through

equity

investments

in

global

companies

across

the

market

capitalization

spectrum

offering

on

climate

change

mitigation

or

adaptation

products

and

services.

Rockefeller

&

Co.,

LLC

(the

“Adviser”)

typically

considers

a

company

to

be

focused

on

climate

mitigation

or

adaptation

solutions

where

it

generates

revenue

by

delivering

products

or

services

related

to

water

infrastructure

and

technologies,

waste

management

and

technologies,

energy

efficiency,

food,

agriculture

and

forestry,

renewable

and

alternative

energy,

healthcare,

pollution

control,

and/or

climate

support

systems

(“Climate

Solution

Activities”).

While

the

Fund

may

invest

in

companies

operating

in

any

industry

or

sector,

due

to

its

focus

on

Climate

Solutions

Activities,

the

Fund

is

expected

to

have

more

meaningful

exposure

to

companies

operating

in

the

Industrials

sector,

and

to

a

lesser

extent,

to

companies

operating

in

the

Consumer

Discretionary,

Communication

Services,

traditional

Energy,

and

Financials

sectors.

The

Adviser

believes

that

companies

positioned

alongside

environmental

sectors

have

the

potential

to

significantly

outperform

the

broader

equity

market

over

the

long-term.

Average

Annual

Returns

as

of

November

30,

2022

Allocation

of

Portfolio

Holdings

as

of

November

30,

2022

(%

of

Investments)

Common

Stocks

96.26‌

%

Money

Market

Funds

2.54‌

Real

Estate

Investment

Trusts

1.20‌

100.00‌

%

Allocation

of

Portfolio

Holdings

as

of

November

30,

2022

(%

of

Investments)

United

States

63.19‌

%

France

9.56‌

United

Kingdom

6.76‌

Japan

5.31‌

Netherlands

4.62‌

Canada

3.17‌

Faroe

Islands

2.68‌

Italy

2.13‌

Denmark

1.34‌

Switzerland

1.24‌

100.00‌

%

Class

A

(1)

MSCI

All

Country

World

Index

(Net

Dividends)

1

Year

................................

-14.76%

-11.62%

Since

Inception

........................

-10.75%

-7.70%

(1)

Class

A

Shares

of

the

Fund

commenced

operations

on

July

21,

2021.

9

Rockefeller

Climate

Solutions

Fund

Investment

Highlights

(Continued)

November

30,

2022

(Unaudited)

Average

Annual

Returns

as

of

November

30,

2022

Performance

data

quoted

represents

past

performance

and

does

not

guarantee

future

results.

The

investment

return

and

principal

value

of

an

investment

will

fluctuate

so

that

an

investor’s

shares,

when

redeemed,

may

be

worth

more

or

less

than

their

original

cost.

Current

performance

of

the

Fund

may

be

lower

or

higher

than

the

performance

quoted.

Performance

data

current

to

the

most

recent

month-end

may

be

obtained

by

calling

855-

369-6209.

Short-term

performance,

in

particular,

is

not

a

good

indication

of

the

Fund’s

future

performance,

and

an

investment

should

not

be

made

based

solely

on

historical

returns.

Investment

performance

reflects

fee

waivers

in

effect.

In

the

absence

of

such

waivers,

total

return

would

be

reduced.

The

returns

shown

assume

reinvestment

of

Fund

distributions

and

do

not

reflect

the

deduction

of

taxes

that

a

shareholder

would

pay

on

Fund

distributions

or

the

redemption

of

Fund

shares.

The

following

chart

illustrates

performance

of

a

hypothetical

investment

made

in

the

Fund

and

a

broad-based

securities

index

on

the

Fund’s

inception

date.

The

graph

does

not

reflect

any

future

performance.

The

MSCI

All

Country

World

Index

(Net

Dividends)

(“MSCI

ACWI”)

is

a

free

float-adjusted

market

capitalization

weighted

index

that

measures

the

equity

performance

of

global

developed

and

emerging

markets.

The

MSCI

returns

reflect

the

reinvestment

of

dividends

after

the

deduction

of

withholding

taxes,

using

(for

international

indices)

a

tax

rate

applicable

to

non-resident

institutional

investors

who

do

not

benefit

from

double

taxation

treaties.

Institutional

Class

(1)

MSCI

All

Country

World

Index

(Net

Dividends)

1

Year

................................

-14.55%

-11.62%

5

Years

...............................

6.75%

6.41%

10

Years

..............................

8.85%

8.66%

Since

Inception

........................

9.38%

9.47%

(1)

Performance

shown

prior

to

July

21,

2021

is

that

of

the

Rockefeller

Climate

Solutions

Fund,

L.P.

(the

"Predecessor

Fund").  The

Predecessor

Fund

commenced

operations

on

June

1,

2012.  The

Predecessor

Fund

was

reorganized

into

the

Fund

on

July

21,

2021

in

exchange

for

Institutional

Class

shares

of

the

Fund.

10

Rockefeller

Climate

Solutions

Fund

Investment

Highlights

(Continued)

November

30,

2022

(Unaudited)

*

Inception

Date

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

11

Rockefeller

Climate

Solutions

Fund

Schedule

of

Investments

November

30,

2022

Shares

Value

Common

Stocks

—

96

.27

%

Aerospace

&

Defense

—

1

.92

%

Maxar

Technologies,

Inc.

.................................

72,979

$

1,766,092‌

Building

Products

—

6

.44

%

A

O

Smith

Corp.

.......................................

30,942

1,879,417‌

AZEK

Co.,

Inc.

(a)

......................................

46,061

890,820‌

Cie

de

Saint-Gobain

....................................

43,764

2,018,034‌

Geberit

AG

...........................................

2,382

1,141,821‌

5,930,092‌

Chemicals

—

4

.96

%

Air

Products

and

Chemicals,

Inc.

...........................

9,041

2,804,156‌

Ginkgo

Bioworks

Holdings,

Inc.

(a)

.........................

29,933

59,567‌

Koninklijke

DSM

NV

....................................

13,138

1,704,049‌

4,567,772‌

Commercial

Services

&

Supplies

—

1

.68

%

Tetra

Tech,

Inc.

........................................

10,006

1,546,828‌

Construction

&

Engineering

—

7

.69

%

Arcadis

NV

...........................................

62,523

2,552,157‌

MasTec,

Inc.

(a)

.......................................

30,479

2,768,408‌

Stantec,

Inc.

..........................................

35,540

1,758,307‌

7,078,872‌

Diversified

Telecommunication

Services

—

2

.68

%

Iridium

Communications,

Inc.

(a)

...........................

46,541

2,471,327‌

Electric

Utilities

—

5

.27

%

Enel

SpA

............................................

363,786

1,962,556‌

SSE

PLC

............................................

139,347

2,890,146‌

4,852,702‌

Electrical

Equipment

—

5

.96

%

Array

Technologies,

Inc.

(a)

...............................

59,781

1,251,814‌

Schneider

Electric

SE

...................................

20,347

3,004,741‌

Vestas

Wind

Systems

AS

................................

47,515

1,234,545‌

5,491,100‌

Electronic

Equipment,

Instruments

&

Components

—

11

.36

%

Badger

Meter,

Inc.

......................................

22,829

2,644,055‌

Halma

PLC

...........................................

60,604

1,607,606‌

TE

Connectivity

Ltd.

....................................

14,798

1,866,324‌

Teledyne

Technologies,

Inc.

(a)

............................

4,304

1,808,110‌

Trimble,

Inc.

(a)

........................................

42,380

2,532,205‌

10,458,300‌

Food

Products

—

5

.65

%

Bakkafrost

P/F

........................................

44,888

2,468,878‌

Darling

Ingredients,

Inc.

(a)

...............................

38,015

2,730,617‌

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

12

Rockefeller

Climate

Solutions

Fund

Schedule

of

Investments

(Continued)

November

30,

2022

Shares

Value

Common

Stocks

—

96.27%

(Continued)

Food

Products

—

5.65%

(Continued)

$

5,199,495‌

Hotels,

Restaurants

&

Leisure

—

1

.30

%

Sweetgreen,

Inc.

(a)

....................................

83,802

1,200,883‌

Independent

Power

and

Renewable

Electricity

Producers

—

3

.55

%

Brookfield

Renewable

Corp.

..............................

61,455

2,004,047‌

Brookfield

Renewable

Partners

LP

.........................

10,289

291,076‌

Sunnova

Energy

International,

Inc.

(a)

.......................

42,770

976,439‌

3,271,562‌

Industrial

Conglomerates

—

1

.67

%

Hitachi

Ltd.

...........................................

28,800

1,540,209‌

Life

Sciences

Tools

&

Services

—

9

.02

%

Danaher

Corp.

........................................

15,460

4,226,919‌

Thermo

Fisher

Scientific,

Inc.

.............................

7,282

4,079,522‌

8,306,441‌

Machinery

—

15

.83

%

ATS

Corp.

(a)

.........................................

26,206

873,176‌

Kubota

Corp.

.........................................

121,100

1,800,596‌

METAWATER

Co.

Ltd.

...................................

117,800

1,542,819‌

Mueller

Industries,

Inc.

..................................

46,633

3,206,952‌

Mueller

Water

Products,

Inc.

..............................

107,811

1,257,076‌

Pentair

PLC

..........................................

37,682

1,724,705‌

Timken

Co.

...........................................

30,426

2,311,768‌

Xylem,

Inc./NY

........................................

16,549

1,859,280‌

14,576,372‌

Professional

Services

—

6

.91

%

Bureau

Veritas

SA

......................................

144,323

3,784,984‌

Verisk

Analytics,

Inc.

....................................

14,015

2,574,696‌

6,359,680‌

Software

—

2

.87

%

ANSYS,

Inc.

(a)

.......................................

5,566

1,415,434‌

Roper

Technologies,

Inc.

.................................

2,798

1,228,014‌

2,643,448‌

Water

Utilities

—

1

.51

%

American

Water

Works

Co.,

Inc.

...........................

9,134

1,386,176‌

T

otal

Common

Stocks

(Cost

$

99,068,362

)

................

88,647,351‌

Real

Estate

Investment

Trusts

—

1

.20

%

Mortgage

Real

Estate

Investment

Trusts

(REITs)

—

1

.20

%

Hannon

Armstrong

Sustainable

Infrastructure

Capital,

Inc.

........

34,167

1,108,377‌

T

otal

Real

Estate

Investment

Trusts

(Cost

$

1,899,929

)

......

1,108,377‌

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

13

Rockefeller

Climate

Solutions

Fund

Schedule

of

Investments

(Continued)

November

30,

2022

The

Global

Industry

Classification

Standard

(GICS

®

)

was

developed

by

and/or

is

the

exclusive

property

of

MSCI,

Inc.

(“MSCI”)

and

Standard

&

Poor’s

Financial

Services

LLC

(“S&P”).

GICS

is

a

service

mark

of

MSCI

and

S&P

and

has

been

licensed

for

use

by

U.S.

Bancorp

Fund

Services,

LLC.

Shares

Value

Money

Market

Funds

—

2

.54

%

Morgan

Stanley

Institutional

Liquidity

Funds

-

Treasury

-

Institutional

Class

,

4

.096

%

(b)

......................................

2,338,894

$

2,338,894‌

Total

Money

Market

Funds

(Cost

$

2,338,894

)

.............

2,338,894‌

Total

Investments

(Cost

$103,307,185)

—

100.01%

92,094,622‌

Liabilities

in

E

xcess

of

Other

Assets

—

(

0

.01

)

%

.............

(

7,737‌

)

Total

Net

Assets

—

100.00%

.............................

$

92,086,885‌

Percentages

are

stated

as

a

percent

of

net

assets.

PLC

Public

Limited

Company

SA

An

abbreviation

used

by

many

countries

to

signify

a

stock

company

whereby

shareholders

have

limited

liability.

SE

Societas

Europaea

is

a

term

for

a

European

Public

Liability

Company.

(a)

Non-income

producing

security.

(b)

The

rate

shown

represents

the

seven-day

yield

as

of

November

30,

2022.

Rockefeller

Climate

Solutions

Fund

Statement

of

Assets

and

Liabilities

November

30,

2022

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

14

Assets

Investments,

at

value

(Cost:

$103,307,185

)

............................................................

$

92,094,622‌

Dividends

and

interest

receivable

.....................................................................

122,487‌

Receivable

for

investment

securities

sold

...........................................................

1,157,579‌

Other

assets

................................................................................................

24,738‌

Total

Assets

...........................................................................................

93,399,426‌

Liabilities

Payable

to

Adviser

........................................................................................

27,940‌

Payable

for

fund

shares

redeemed

...................................................................

1,100‌

Payable

for

investments

purchased

..................................................................

1,185,270‌

Payable

for

12b-1

fees

-

Class

A

......................................................................

423‌

Payable

to

affiliates

.......................................................................................

55,766‌

Accrued

expenses

and

o

ther

liabilities

..............................................................

42,042‌

Total

Liabilities

.......................................................................................

1,312,541‌

Net

Assets

.................................................................................................

$

92,086,885‌

Net

Assets

Consist

of:

Paid-in

capital

...............................................................................................

$

84,349,266‌

Total

distributable

earnings

.............................................................................

7,737,619‌

Net

Assets

.............................................................................................

$

92,086,885‌

Class

A

......................................................................................................

Net

assets

..................................................................................................

$

1,144,565‌

Shares

of

beneficial

interest

outstanding

(unlimited

shares

authorized,

$0.001

par

value)

....................................................................................................

134,163‌

Net

asset

value,

redemption

price

and

offering

price

per

share

...........................

$

8.53‌

Institutional

Class

.......................................................................................

Net

assets

..................................................................................................

$

90,942,320‌

Shares

of

beneficial

interest

outstanding

(unlimited

shares

authorized,

$0.001

par

value)

....................................................................................................

10,624,761‌

Net

asset

value,

redemption

price

and

offering

price

per

share

...........................

$

8.56‌

Rockefeller

Climate

Solutions

Fund

Statement

of

Operations

November

30,

2022

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

15

Investment

Income

Dividend

income

...........................................................................................

$

1,363,702‌

Less:

Foreign

withholding

taxes

and

issuance

fees

...............................................

(

139,303‌

)

Interest

income

.............................................................................................

35,739‌

Total

Investment

Income

.........................................................................

1,260,138‌

Expenses

Management

fees

..........................................................................................

824,515‌

Administration

and

accounting

fees

...................................................................

174,764‌

Transfer

agent

fees

and

expenses

.....................................................................

45,809‌

Federal

&

state

registration

fees

.......................................................................

43,073‌

Audit

and

tax

fees

..........................................................................................

35,584‌

Legal

fees

....................................................................................................

27,385‌

Directors'

or

trustees'

fees

...............................................................................

18,866‌

Custody

fees

................................................................................................

18,030‌

Chief

Compliance

Officer

fees

..........................................................................

11,998‌

Pricing

fees

..................................................................................................

6,802‌

Insurance

expense

........................................................................................

3,904‌

12b-1

fees

–

Class

A

......................................................................................

2,867‌

Reports

to

shareholders

.................................................................................

2,736‌

Other

expense

..............................................................................................

7,882‌

Total

expenses

..............................................................................................

1,224,215‌

Net

advisory

recoupment/(waivers)

(Note

4)

........................................................

(

261,030‌

)

Net

e

xpenses

........................................................................................

963,185‌

Net

Investment

Income/(Loss)

.......................................................................

296,953‌

Realized

and

Unrealized

Gain

(Loss)

on

Investments

Net

realized

gain/(loss)

on:

Investments

............................................................................................

(

5,935,508‌

)

Foreign

currency

......................................................................................

(

19,732‌

)

Net

change

in

unrealized

appreciation/(depreciation)

on:

Investments

............................................................................................

(

11,855,055‌

)

Foreign

currency

......................................................................................

(

309‌

)

Net

Realized

and

Unrealized

Loss

on

Investments

...........................................

(

17,810,604‌

)

Net

Decrease

in

Net

Assets

f

rom

Operations

...................................................

$

(

17,513,651‌

)

16

Rockefeller

Climate

Solutions

Fund

Statements

of

Changes

in

Net

Assets

Year

Ended

November

30,

2022

Period

From

July

21,

2021

(1)

to

November

30,

2021

From

Operations

Net

investment

income/(loss)

....................................

$

296,953‌

$

(165,710‌)

Net

realized

loss

from

investments

and

foreign

currency

translation

..............................

(

5,955,240‌)

(

330,173‌)

Net

change

in

unrealized

appreciation/(depreciation)

on

investment

and

foreign

currency

translation

...............

(

11,855,364‌)

642,166‌

Net

increase/(decrease)

in

net

assets

from

operations

.......

(17,513,651‌)

146,283‌

From

Distributions

Net

dividends

and

distributions

...................................

(491,300‌)

–‌

Net

decrease

in

net

assets

resulting

from

distributions

paid

.

(491,300‌)

–‌

From

Capital

Share

Transactions

Proceeds

from

shares

sold

—

Class

A

.........................

726,666‌

910,655‌

Proceeds

from

shares

sold

—

Institutional

Class

............

8,695,113‌

23,389,127‌

Proceeds

from

shares

issued

from

transfers

in

-kind—

Class

A

..............................................................

–‌

10,000‌

Proceeds

from

shares

issued

from

transfers

in

-kind—

Institutional

Class

.................................................

–‌

91,552,365‌

Reinvestments

—

Class

A

.........................................

3,754‌

–‌

Reinvestments

—

Institutional

Class

............................

333,438‌

–‌

Cost

of

shares

redeemed

—

Class

A

...........................

(

276,404‌)

(

10,385‌)

Cost

of

shares

redeemed

—

Institutional

Class

..............

(

13,512,820‌)

(

1,875,956‌)

Net

increase/(decrease)

in

net

assets

from

capital

share

transactions

............................................................

(

4,030,253‌)

113,975,806‌

Total

increase/(decrease)

in

Net

Assets

.......................

(

22,035,204‌)

114,122,089‌

Net

Assets

Beginning

of

the

year

....................................................

114,122,089‌

–‌

End

of

the

year

.............................................................

$

92,086,885‌

$

114,122,089‌

(1)

Commenced

operations

on

July

21,

2021

.

17

Rockefeller

Climate

Solutions

Fund

–

Institutional

Class

Financial

Highlights

Year

Ended

November

30,

2022

Period

Ended

November

30,

2021

(1)

Net

Asset

Value,

Beginning

of

Period

.....................

$10.06‌

$10.00‌

Income

from

investment

operations:

Net

investment

income/(loss) 

(2)

.........................

0.03‌

(0.01‌)

Net

realized

and

unrealized

gain/(loss)

....................

(1.49‌)

0.07‌

Total

From

Investment

Operations

.........................

(1.46‌)

0.06‌

Paid

from

net

investment

income

........................

–‌

–‌

Paid

from

realized

gains

...............................

(0.04‌)

–‌

Total

Distributions

.....................................

(0.04‌)

–‌

Net

Asset

Value,

End

of

Period

..........................

$8.56‌

$10.06‌

Total

return

.........................................

-14.55%

0.58% 

(3)

Supplemental

Data

and

Ratios:

Net

assets,

end

of

year

(000)

.............................

$90,942

$113,235

Ratio

of

expenses

to

average

net

assets:

Before

waiver,

expense

recoupment

......................

1.26%

1.25% 

(4)

After

waiver,

expense

recoupment

.......................

0.99%

0.99% 

(4)

Ratio

of

net

investment

income/(loss)

to

average

net

assets:

Before

waiver,

expense

recoupment

......................

0.04%

(0.69)% 

(4)

Net

after

waiver,

expense

recoupment

....................

0.31%

(0.43)% 

(4)

Portfolio

turnover

rate

..................................

16.93%

13.14% 

(5)

(1)

Commenced

operations

on

July

21,

2021

.

(2)

Net

investment

income

per

share

has

been

calculated

based

on

average

shares

outstanding

during

the

year.

(3)

Not

annualized

for

periods

less

than

one

year.

(4)

Annualized

for

periods

less

than

one

year.

(5)

Portfolio

turnover

rate

is

not

annualized

and

excludes

the

value

of

portfolio

securities

received

as

a

result

of

in-kind

subscriptions.

18

Rockefeller

Climate

Solutions

Fund

–

Class

A

Financial

Highlights

Year

Ended

November

30,

2022

Period

Ended

November

30,

2021

(1)

Net

Asset

Value,

Beginning

of

Period

.....................

$10.05‌

$10.00‌

Income

from

investment

operations:

Net

investment

income/(loss) 

(2)

.........................

0.01‌

(0.03‌)

Net

realized

and

unrealized

gain/(loss)

....................

(1.49‌)

0.08‌

Total

From

Investment

Operations

.........................

(1.48‌)

0.05‌

Paid

from

net

investment

income

........................

–‌

–‌

Paid

from

realized

gains

...............................

(0.04‌)

–‌

Total

Distributions

.....................................

(0.04‌)

–‌

Net

Asset

Value,

End

of

Period

..........................

$8.53‌

$10.05‌

Total

return

.........................................

-14.76%

0.50% 

(3)

Supplemental

Data

and

Ratios:

Net

assets,

end

of

year

(000)

.............................

$1,145

$887

Ratio

of

expenses

to

average

net

assets:

Before

waiver,

expense

recoupment

......................

1.53%

1.56% 

(4)

After

waiver,

expense

recoupment

.......................

1.24%

1.24% 

(4)

Ratio

of

net

investment

income/(loss)

to

average

net

assets:

Before

waiver,

expense

recoupment

......................

(0.19)%

(1.21)% 

(4)

Net

after

waiver,

expense

recoupment

....................

0.08%

(0.89)% 

(4)

Portfolio

turnover

rate

..................................

16.93%

13.14% 

(5)

(1)

Commenced

operations

on

July

21,

2021.

(2)

Net

investment

income

per

share

has

been

calculated

based

on

average

shares

outstanding

during

the

year.

(3)

Not

annualized

for

periods

less

than

one

year.

(4)

Annualized

for

periods

less

than

one

year.

(5)

Portfolio

turnover

rate

is

not

annualized

and

excludes

the

value

of

portfolio

securities

received

as

a

result

of

in-kind

subscriptions.

19

Rockefeller

Climate

Solutions

Fund

Notes

to

Financial

Statements

November

30,

2022

(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

Rockefeller

Climate

Solutions

Fund

(the

"Fund") represents

a

distinct

diversified series

with

its

own

investment

objective

and

policies

within

the

Trust.

The

investment

objective

of

the Fund

is

to

seek

long-term

growth

of

capital

principally

through

equity

investments

in

public

companies

across

the

market

capitalization

spectrum

offering

climate

change

mitigation

or

adaptation

products

and

services.

The

Trust

may

issue

an

unlimited

number

of

shares

of

beneficial

interest

at

$0.001

par

value.

Costs

incurred

by

the

Fund

in

connection

with

the

organization,

registration

and

initial

public

offering

of

shares

were

borne

by

the

Adviser.

(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

accounting

principles

generally

accepted

in

the

United

States

of

America

(“GAAP”).

The

Fund is

an

investment

company and

accordingly

follows

the

investment

company

accounting

reporting

guidance

of

the

Financial

Accounting

Standards

Board

(FASB)

Accounting

Standard

Codification

Topic

946

“Financial

Services-Investment

Companies”.

(a)

Investment

Valuation

Each

equity

security

owned

by

the

Fund

that

is

listed

on

a

securities

exchange,

except

for

securities

listed

on

the

NASDAQ

Stock

Market

LLC

(“NASDAQ”),

is

valued

at

its

last

sale

price

at

the

close

of

that

exchange

on

the

date

as

of

which

assets

are

valued.

If

a

security

is

listed

on

more

than

one

exchange,

the

Fund

will

use

the

price

on

the

exchange

that

the

Fund

generally

considers

to

be

the

principal

exchange

on

which

the

security

is

traded.

Fund

securities,

including

common

stocks,

preferred

stocks

and

exchange

traded

funds,

listed

on

NASDAQ

will

be

valued

at

the

NASDAQ

Official

Closing

Price,

which

may

not

necessarily

represent

the

last

sale

price.

If,

on

a

particular

day,

an

exchange-listed

or

NASDAQ

security

does

not

trade,

then:

(i)

the

security

is

valued

at

the

mean

between

the

most

recent

quoted

bid

and

asked

prices

at

the

close

of

the

exchange

on

such

day;

or

(ii)

the

security

is

valued

at

the

latest

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

the

over-

the-counter

markets

as

published

by

an

approved

independent

pricing

service

(“Pricing

Service”).

Foreign

securities

will

be

priced

in

their

local

currencies

as

of

the

close

of

their

primary

exchange

or

market

or

as

of

the

time

the

Fund

calculates

its

NAV,

whichever

is

earlier.

Foreign

securities,

currencies

and

other

assets

denominated

in

foreign

currencies

are

then

translated

into

U.S.

dollars

at

the

exchange

rate

of

such

currencies

against

the

U.S.

dollar

using

the

applicable

currency

exchange

rates

as

of

the

close

of

the

New

York

Stock

Exchange

(“NYSE”),

generally

4:00

p.m.

Eastern

Time.

Foreign

securities

are

traded

on

foreign

exchanges

which

typically

close

before

the

close

of

business

on

each

day

on

which

the

NYSE

is

open.

Each

security

trading

on

20

Rockefeller

Climate

Solutions

Fund

Notes

to

Financial

Statements

(Continued)

November

30,

2022

these

exchanges

may

be

valued

utilizing

a

systematic

fair

valuation

model

provided

by

a

pricing

service.

The

valuation

of

each

security

that

meets

certain

criteria

in

relation

to

the

valuation

model

is

systematically

adjusted

to

reflect

the

impact

of

movement

in

the

U.S.

market

after

the

foreign

markets

close

and

are

classified

as

Level

2

securities.

Securities

that

do

not

meet

the

criteria,

or

that

are

principally

traded

in

other

foreign

markets,

are

valued

as

of

the

last

reported

sale

price

at

the

time

the

respective

Fund

determines

its

NAV,

or

when

reliable

market

prices

or

quotations

are

not

readily

available,

at

the

mean

between

the

most

recent

bid

and

asked

quotations

as

of

the

close

of

the

appropriate

exchange

or

other

designated

time.

Debt

securities,

including

short-term

debt

instruments

having

a

maturity

of

60

days

or

less,

are

generally

valued

at

the

mean

in

accordance

with

prices

provided

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.

When

market

quotations

are

not

readily

available,

any

security

or

other

financial

instrument

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

pricing procedures

will

also

be

used

to

price

a

security

when

corporate

events,

events

in

the

securities

market

and/or

world

events

cause

the

Adviser

to

believe

that

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.

The Adviser

will

regularly

evaluate

whether

the

Fund's

fair

value

pricing

procedures

continue

to

be

appropriate

in

light

of

the

specific

circumstances

of

the

Fund

and

the

quality

of

prices

obtained

through

the

application

of

such

procedures.

The

Fund

has

adopted

Statement

of

Financial

Accounting

Standards,

“Fair

Value

Measurements

and

Disclosures,”

which

requires

the

Fund

to

classify its

securities

based

on

a

valuation

method.

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

the

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:

21

Rockefeller

Climate

Solutions

Fund

Notes

to

Financial

Statements

(Continued)

November

30,

2022

The

Fund

held

no

Level

3

securities

during

the year

ended

November

30,

2022.

The

Fund

did

not

invest

in

derivative

securities

or

engage

in

hedging

activities

during

the year

ended

November

30,

2022.

(b)

Federal

Income

Taxes

The

Fund

complies

with

the

requirements

of

Subchapter

M

of

the

Internal

Revenue

Code

of

1986,

as

amended

the

(“Code”),

necessary

to

qualify

as

a

regulated

investment

company

and

make

the

requisite

distributions

of

income

and

capital

gains

to

shareholders

sufficient

to

relieve

them

from

all

or

substantially

all

federal

income

taxes.

Therefore,

no

federal

income

tax

provision

has

been

provided.

(c)

Distributions

to

Shareholders

The

Fund

will

distribute

net

investment

income

(less

operation

expenses)

and

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.

The

amounts

of

dividends

from

net

investment

income

and

distributions

from

net

realized

gains

are

determined

in

accordance

with

federal

income

tax

regulations,

which

may

differ

from

GAAP.

These

differences

are

either

temporary

or

permanent

in

nature.

To

the

extent

these

differences

are

permanent

in

nature,

such

amounts

are

reclassified

within

the

composition

of

net

assets

based

on

their

federal

tax-basis

treatment.

(d)

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.

Rockefeller

Climate

Solutions

Fund

Level

1

Level

2

Level

3

Total

Assets

(1)

:

Equities:

Common

Stock

$

59,394,209‌

$

29,253,142‌

$

–‌

$

88,647,351‌

Real

Estate

Investment

Trusts

1,108,377‌

–‌

–‌

1,108,377‌

Total

Equity

Securities

60,502,586‌

29,253,142‌

–‌

89,755,728‌

Money

Market

Funds

2,338,894‌

–‌

–‌

2,338,894‌

Total

Investments

in

Securities

$

62,841,480‌

$

29,253,142‌

$

–‌

$

92,094,622‌

(1)

See

the

Schedule

of

Investments

for

industry

classifications.

22

Rockefeller

Climate

Solutions

Fund

Notes

to

Financial

Statements

(Continued)

November

30,

2022

(e)

Share

Valuation

The

NAV

per

share

of the

Fund

is

calculated

by

dividing

the

sum

of

the

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,

rounded

to

the

nearest

cent.

The

Fund's

shares

will

not

be

priced

on

the

days

on

which

the

NYSE

is

closed

for

trading.

The

offering

and

redemption

price

per

share

for��the

Fund

is

equal

to the

Fund’s

NAV

per

share.

(f)

Expenses

Expenses

associated

with

a

specific

fund

in

the

Trust

are

charged

to

that

fund.

Expenses

are

recognized

on

an

accrual

basis.

Common

expenses

are

typically

allocated

evenly

between

the

series

of

the

Trust,

or

by

other

equitable

means.

(g)

Other

Investment

transactions

are

recorded

on

the

trade

date.

The

Fund

determines

the

gain

or

loss

from

investment

transactions

on

a

high

amortized

cost

basis.

Dividend

income

is

recognized

on

the

ex-dividend

date

and

interest

income

is

recognized

on

an

accrual

basis.

Distributions

received

from

the

Fund's

investments

in

REITs

are

comprised

of

ordinary

income,

capital

gains

and

return

of

capital,

as

applicable.

For

financial

statement

purposes,

the

Fund

uses

estimates

to

characterize

these

distributions

received

as

return

of

capital,

capital

gain

or

ordinary

income.

Such

estimates

are

based

on

historical

information

available

from

each

REIT

and

other

industry

sources.

These

estimates

may

subsequently

be

revised

based

on

information

received

for

the

security

after

the

tax

reporting

periods

are

concluded,

as

the

actual

character

of

these

distributions

is

not

known

until

after

the

fiscal

year

end

of

the

Fund.

Changes

to

estimates

will

be

recorded

in

the

period

they

are

known.

The

distributions

received

from

REIT

securities

that

have

been

classified

as

income

and

capital

gains

are

included

in

dividend

income

and

net

realized

gain

on

investments,

respectively,

on

the

Statement

of

Operations.

The

distributions

received

that

are

classified

as

return

of

capital

reduced

the

cost

of

investments

on

the

Statement

of

Assets

and

Liabilities.

Any

discount

or

premium

is

accreted

or

amortized

using

the

constant

yield

method

until

maturity,

or

where

applicable,

the

first

call

date

of

the

security.

Constant

yield

amortization

takes

into

account

the

income

that

is

produced

on

a

debt

security.

This

accretion/amortization

type

utilizes

the

discount

rate

used

in

computing

the

present

value

of

all

future

principal

and

interest

payments

made

by

a

debt

instrument

and

produces

an

amount

equal

to

the

cost

of

the

debt

instrument.

(3)

Federal

Tax

Matters

The

tax

character

of

distributions

paid

during

the

year

ended November

30,

2022

was

as

follows:

Distributions

paid

from:

Ordinary

Income

..................................................

$

–‌

Long-Term

Capital

Gains

............................................

491,300‌

Total

Distributions

Paid

............................................

$

491,300‌

23

Rockefeller

Climate

Solutions

Fund

Notes

to

Financial

Statements

(Continued)

November

30,

2022

As

of November

30,

2022,

the

components

of

accumulated

earnings

(losses)

for

income

tax

purposes

were

as

follows:

The

difference

between

cost

amounts

for

financial

statement

and

federal

income

tax

purposes

is

due

to

wash

sale

and

partnership adjustments

and

timing

differences

in

recognizing

certain

gains

and

losses

in

security

transactions.

As

of

November

30,

2022,

the

Fund

had

short-term

capital

losses

of

$3,979,753 and

long-term

capital

losses

of

$539,008,

which

will

be

carried

forward

indefinitely

to

offset

future

realized

capital

gains.

As

of

November

30,

2022,

the

tax

years 2021

and

2022

remain

open

to

examination

in

the

Fund's

major

tax

jurisdictions.

The

Fund is

also

not

aware

of

any

tax

positions

for

which

it

is

reasonably

possible

that

the

total

amounts

of

unrecognized

tax

benefits

will

significantly

change

in

the

next

year.

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,

the

Fund

did

not

incur

any

interest

or

penalties,

nor

were

any

accrued

as

of

November

30,

2022.

GAAP

requires

that

certain

components

of

net

assets

relating

to

permanent

differences

be

reclassified

between

financial

and

tax

reporting.

These

reclassifications

have

no

effect

on

net

assets

or

NAV

per

share.

For

the year

ended

November

30,

2022,

the

following

reclassifications

were

made

for

permanent

tax

differences

on

the

Statement

of

Assets

and

Liabilities.

(4)

Investment

Adviser

The

Trust

has

an

Investment

Advisory

Agreement

(the

“Agreement”)

with

the

Adviser

to

furnish

investment

advisory

services

to

the

Fund.

Under

the

terms

of

the

Agreement,

the

Fund

compensates

the

Adviser

for

its

management

services

at

the

annual

rate

of

0.85%,

of

the

average

daily

net

assets

of

the

Fund. 

The

Adviser

has

contractually

agreed

to

waive

its

management

fee

and/or

reimburse the

Fund’s

other

expenses

through

the

expiration

date

listed

below

to

the

extent

necessary

to

ensure

that the

Fund’s

total

annual

operating

expenses

do

not

exceed

the

Fund’s

Expense

Limitation

Cap,

listed

below,

of

the

Fund’s

average

daily

net

assets.

Cost

basis

of

investments

for

federal

income

tax

purposes

$

79,953,273‌

Gross

tax

unrealized

appreciation

28,077,849‌

Gross

tax

unrealized

depreciation

(15,937,134‌)

Net

tax

unrealized

appreciation

12,140,715‌

Undistributed

ordinary

income

115,665‌

Undistributed

capital

gains

–‌

Total

other

accumulated

loss

(4,518,761‌)

Total

distributable

earnings

$

7,737,619‌

Total

Distributable

Earnings/(Losses)

$

(11,277‌)

Paid-In

Capital

11,277‌

Expense

Limitation

Cap

Expiration

Date

Rockefeller

Climate

Solutions

Fund

.................

0.99%

March

31,

2024

24

Rockefeller

Climate

Solutions

Fund

Notes

to

Financial

Statements

(Continued)

November

30,

2022

Any

such

waiver

or

reimbursement

is

subject

to

later

adjustment

to

allow

the

Adviser

to

recover

amounts

waived

or

reimbursed

to

the

extent

actual

fees

and

expenses

for

a

fiscal

period

do

not

exceed

the

lesser

of:

(1)

the

Expense

Limitation

Cap

in

place

at

the

time

of

the

waiver

and/or

reimbursement;

or

(2)

the

Expense

Limitation

Cap

in

place

at

the

time

of

recovery;

provided,

however,

that

the

Adviser

shall

only

be

entitled

to

recover

such

amounts

for

a

period

of

up

to

three

years

from

the

date

such

amount

was

waived

or

reimbursed.

For

the year

ended

November

30,

2022, $261,030 of

expenses

were

waived, which

are

eligible

for

recoupment

through

November

30,

2025. 

(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

(“US

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

and

expenses

incurred

for

the year

ended

November

30,

2022,

and

owed

as

of

November

30,

2022,

are

as

follows:

The

Fund

has

a

line

of

credit

with

US

Bank

(see

Note

9).

Certain

officers

of

the

Fund

are

also

employees

of

Fund

Services.

(6)

Distribution

Plan

The

Trust

has

adopted

a

Distribution

Plan

pursuant

to

Rule

12b-1

under

the

1940

Act

(the

“12b-1

Plan”),

on

behalf

of

the

Class

A

shares

of

the

Fund which

authorizes

the

Trust

to

pay

Quasar

Distributors,

LLC

(the

“Distributor”),

the

Fund's

principal

distributor,

a

distribution

fee

of

0.25%

of the

Fund’s

average

daily

net

assets

of the

Fund's Class

A

shares.

During

the year

ended

November

30,

2022,

the

Class

A

shares

incurred

fees

pursuant

to

the

12b-1

Plan

of

$2,867.

(7)

Capital

Share

Transactions

Transactions

in

the

shares

of

the

Fund

were

as

follows:

Incurred

Owed

Administration

&

Accounting

$

174,764‌

$

31,146‌

Pricing

$

6,802‌

$

190‌

Transfer

Agency

$

45,809‌

$

16,495‌

Custody

$

18,030‌

$

2,732‌

Chief

Compliance

Officer

$

11,998‌

$

5,583‌

Class

A

Year

Ended

November

30,

2022

Period

Ended

November

30,

2021

Shares

Sold

..................................................

79,448

88,305

Shares

issued

from

transfer-in-kind

–

1,000

Shares

Reinvested

.........................................

366

–

25

Rockefeller

Climate

Solutions

Fund

Notes

to

Financial

Statements

(Continued)

November

30,

2022

(8)

Investment

Transactions

The

aggregate

securities

transactions,

excluding

short-term

investments

and

amounts

transferred

in-kind

noted

below,

for

the

Fund

for

the

year ended

November

30,

2022

are

listed

below.

(9)

Line

of

Credit

As

of

November

30,

2022,

the

Fund

had

a

line

of

credit

in

the

amount

of

$10,000,000,

which will

mature

on

August

5,

2023.

This

secured

line

of

credit is

intended

to

provide

short-term

financing,

if

necessary,

and

subject

to

certain

restrictions,

in

connection

with

shareholder

redemptions.

The

credit

facility

is

the

Fund's

custodian,

US

Bank.

Interest

will

accrue

at

the

prime

rate.

The

Fund

did

not

utilize

the

line

of

credit

during

the

year

ended November

30,

2022.

(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. 

Shares

Redeemed

..........................................

(33,956)

(1,000)

Net

Increase

..................................................

45,858

88,305

Institutional

Class

Year

Ended

November

30,

2022

Period

Ended

November

30,

2021

Shares

Sold

..................................................

968,830

2,286,459

Shares

issued

from

transfer-in-kind

–

9,155,236

Shares

Reinvested

.........................................

32,467

–

Shares

Redeemed

..........................................

(1,635,005)

(183,226)

Net

(Decrease)/Increase

..................................

(633,708)

11,258,469

Purchases

Sales

U.S.

Government

Securities

Purchases

U.S.

Government

Securities

Sales

Rockefeller

Climate

Solutions

Fund

..................

$

16,041,728‌

$

18,817,753‌

$

–‌

$

–‌

26

Rockefeller

Climate

Solutions

Fund

Notes

to

Financial

Statements

(Continued)

November

30,

2022

(11)

Subsequent

Events

The

Fund

has

evaluated

events

and

transactions

that

have

occurred

subsequent

to November

30,

2022

and

determined

there

were

no

subsequent

events

that

would

require

recognition

or

disclosure

within

the

financial

statements

other

than

as

described

below.

On

December

20,

2022,

the

Fund

declared

and

paid

distributions

from

ordinary

income

to

shareholders

of

record

as

of

December

19,

2022,

of

$123,855

for

the

Institutional

class.

27

Rockefeller

Climate

Solutions

Fund

Report

of

Independent

Registered

Public

Accounting

Firm

To

the

Shareholders

of

the

Rockefeller

Climate

Solutions

Fund

and

the

Board

of

Trustees

of

Trust

for

Professional

Managers:

Opinion

on

the

Financial

Statements

and

Financial

Highlights

We

have

audited

the

accompanying

statement

of

assets

and

liabilities,

including

the

schedule

of

investments,

of

Rockefeller

Climate

Solutions

Fund

(the

“Fund”),

a

portfolio

of

the

series

constituting

the

Trust

for

Professional

Managers,

as

of

November

30,

2022,

the

related

statement

of

operations

for

the

year

then

ended,

the

statements

of

changes

in

net

assets

and

the

financial

highlights

for

the

year

then

ended

and

for

the

period

from

July

21,

2021

(commencement

date)

to

November

30,

2021,

and

the

related

notes.

In

our

opinion,

the

financial

statements

and

financial

highlights

present

fairly,

in

all

material

respects,

the

financial

position

of

the

Fund

as

of

November

30,

2022,

and

the

results

of

its

operations

for

the

year

then

ended,

the

changes

in

its

net

assets

and

the

financial

highlights

for

the

year

then

ended

and

period

from

July

21,

2021

(commencement

date)

to

November

30,

2021,

in

conformity

with

accounting

principles

generally

accepted

in

the

United

States

of

America.

Basis

for

Opinion

The

financial

statements

and

financial

highlights

are

the

responsibility

of

the

Fund’s

management.

Our

responsibility

is

to

express

an

opinion

on

the

Fund’s

financial

statements

and

financial

highlights

based

on

our

audit.

We

are

a

public

accounting

firm

registered

with

the

Public

Company

Accounting

Oversight

Board

(United

States)

(PCAOB)

and

are

required

to

be

independent

with

respect

to

the

Fund

in

accordance

with

the

U.S.

federal

securities

laws

and

the

applicable

rules

and

regulations

of

the

Securities

and

Exchange

Commission

and

the

PCAOB.

We

conducted

our

audits

in

accordance

with

the

standards

of

the

PCAOB.

Those

standards

require

that

we

plan

and

perform

the

audit

to

obtain

reasonable

assurance

about

whether

the

financial

statements

and

financial

highlights

are

free

of

material

misstatement,

whether

due

to

error

or

fraud.

The

Fund

is

not

required

to

have,

nor

were

we

engaged

to

perform,

an

audit

of

its

internal

control

over

financial

reporting.

As

part

of

our

audits,

we

are

required

to

obtain

an

understanding

of

internal

control

over

financial

reporting

but

not

for

the

purpose

of

expressing

an

opinion

on

the

effectiveness

of

the

Fund’s

internal

control

over

financial

reporting.

Accordingly,

we

express

no

such

opinion.

Our

audits

included

performing

procedures

to

assess

the

risks

of

material

misstatement

of

the

financial

statements

and

financial

highlights,

whether

due

to

error

or

fraud,

and

performing

procedures

that

respond

to

those

risks.

Such

procedures

included

examining,

on

a

test

basis,

evidence

regarding

the

amounts

and

disclosures

in

the

financial

statements

and

financial

highlights.

Our

audits

also

included

evaluating

the

accounting

principles

used

and

significant

estimates

made

by

management,

as

well

as

evaluating

the

overall

presentation

of

the

financial

statements

and

financial

highlights.

Our

procedures

included

confirmation

of

securities

owned

as

of

November

30,

2022,

by

correspondence

with

the

custodian

and

brokers;

when

replies

were

not

received

from

brokers,

we

performed

other

auditing

procedures.

We

believe

that

our

audits

provide

a

reasonable

basis

for

our

opinion.

/s/

Deloitte

&

Touche

LLP

Chicago,

Illinois

January

27,

2023

28

Rockefeller

Climate

Solutions

Fund

Report

of

Independent

Registered

Public

Accounting

Firm

(Continued)

We

have

served

as

the

auditor

of

one

or

more

Trust

for

Professional

Managers’

investment

companies

since

2002.

29

Rockefeller

Climate

Solutions

Fund

Basis

for

Trustees’

Approval

of

Investment

Advisory

Agreement

(Unaudited)

The

Board

of

Trustees

(the

“Trustees”)

of

Trust

for

Professional

Managers

(the

“Trust”)

met

on

August

26,

2022

to

consider

the

renewal

of

the

Investment

Advisory

Agreement

(the

“Agreement”)

between

the

Trust,

on

behalf

of

the

Rockefeller

Climate

Solutions

Fund

(the

“Fund”),

a

series

of

the

Trust,

and

Rockefeller

&

Co.

LLC,

the

Fund’s

investment

adviser

(the

“Adviser”).

The

Trustees

also

met

at

a

prior

meeting

held

on

June

13,

2022

(the

“June

13,

2022

Meeting”)

to

review

materials

related

to

the

renewal

of

the

Agreement.

Prior

to

these

meetings,

the

Trustees

requested

and

received

materials

to

assist

them

in

considering

the

renewal

of

the

Agreement.

The

materials

provided

contained

information

with

respect

to

the

factors

enumerated

below,

including

a

copy

of

the

Agreement,

a

memorandum

prepared

by

the

Trust’s

outside

legal

counsel

discussing

in

detail

the

Trustees’

fiduciary

obligations

and

the

factors

they

should

assess

in

considering

the

renewal

of

the

Agreement,

detailed

comparative

information

relating

to

the

Fund’s

performance,

as

well

as

the

management

fees

and

other

expenses

of

the

Fund,

due

diligence

materials

relating

to

the

Adviser

(including

a

due

diligence

questionnaire

completed

on

behalf

of

the

Fund

by

the

Adviser,

the

Adviser’s

Form

ADV,

select

financial

statements

of

the

Adviser,

bibliographic

information

of

the

Adviser’s

key

management

and

compliance

personnel,

comparative

fee

information

for

the

Fund

and

a

summary

detailing

key

provisions

of

the

Adviser’s

written

compliance

program,

including

its

code

of

ethics)

and

other

pertinent

information.

The

Trustees

also

received

information

periodically

throughout

the

year

that

was

relevant

to

the

Agreement

renewal

process,

including

performance,

management

fee

and

other

expense

information.

Based

on

their

evaluation

of

the

information

provided

by

the

Adviser,

in

conjunction

with

the

Fund’s

other

service

providers,

the

Trustees,

by

a

unanimous

vote

(including

a

separate

vote

of

the

Trustees

who

are

not

“interested

persons,”

as

that

term

is

defined

in

the

Investment

Company

Act

of

1940,

as

amended

(the

“Independent

Trustees”)),

approved

the

continuation

of

the

Agreement

for

an

additional

one-year

term

ending

August

31,

2023.

DISCUSSION

OF

FACTORS

CONSIDERED

In

considering

the

renewal

of

the

Agreement

and

reaching

their

conclusions,

the

Trustees

reviewed

and

analyzed

various

factors

that

they

determined

were

relevant,

including

the

factors

enumerated

below.

1.

NATURE,

EXTENT

AND

QUALITY

OF

SERVICES

TO

BE

PROVIDED

TO

THE

FUND

The

Trustees

considered

the

nature,

extent

and

quality

of

services

provided

by

the

Adviser

to

the

Fund

and

the

amount

of

time

devoted

to

the

Fund’s

operation

by

the

Adviser’s

staff.

The

Trustees

considered

the

Adviser’s

specific

responsibilities

in

all

aspects

of

day-to-day

management

of

the

Fund,

including

the

investment

strategies

implemented

by

the

Adviser,

as

well

as

the

qualifications,

experience

and

responsibilities

of

Casey

C.

Clark

and

Rolando

F.

Morillo,

the

Fund’s

portfolio

managers,

and

other

key

personnel

at

the

Adviser

involved

in

the

day-to-day

activities

of

the

Fund.

The

Trustees

reviewed

information

provided

by

the

Adviser

in

a

due

diligence

questionnaire,

including

the

structure

of

the

Adviser’s

compliance

program

and

its

continuing

commitment

to

the

Fund.

The

Trustees

noted

that

during

the

course

of

the

prior

year

the

Adviser

had

participated

in

a

Trust

board

meeting

to

discuss

the

Fund’s

performance

and

outlook,

along

with

the

compliance

efforts

made

by

the

Adviser.

The

Trustees

also

noted

any

services

that

extended

beyond

portfolio

management,

and

they

considered

the

brokerage

practices

of

the

Adviser.

The

Trustees

discussed

the

Adviser’s

handling

of

compliance

matters,

including

the

reports

of

the

Trust’s

chief

compliance

officer

30

Rockefeller

Climate

Solutions

Fund

Basis

for

Trustees’

Approval

of

Investment

Advisory

Agreement

(Continued)

to

the

Trustees

on

the

effectiveness

of

the

Adviser’s

compliance

program.

The

Trustees

also

considered

the

Adviser’s

overall

financial

condition,

as

well

as

the

implementation

and

operational

effectiveness

of

the

Adviser’s

business

continuity

plan

in

response

to

the

COVID-19

pandemic.

The

Trustees

concluded

that

the

Adviser

had

sufficient

quality

and

depth

of

personnel,

resources,

investment

methods

and

compliance

policies

and

procedures

essential

to

performing

its

duties

under

the

Agreement

and

that

the

nature,

overall

quality

and

extent

of

the

management

services

provided

to

the

Fund,

as

well

as

the

Adviser’s

compliance

program,

were

satisfactory

and

reliable.

2.

INVESTMENT

PERFORMANCE

OF

THE

FUND

AND

THE

ADVISER

The

Trustees

discussed

the

performance

of

the

Fund

for

the

quarter

and

since

inception

periods

ended

March

31,

2022.

In

assessing

the

quality

of

the

portfolio

management

services

delivered

by

the

Adviser,

the

Trustees

also

compared

the

short-term

and

longer-

term

performance

of

the

Fund

on

both

an

absolute

basis

and

in

comparison

to

a

benchmark

index

(the

MSCI

All

Country

World

Index)

and

in

comparison

to

a

peer

group

of

funds

as

constructed

using

publicly-available

data

provided

by

Morningstar,

Inc.

and

presented

by

Barrington

Financial

Group,

LLC

d/b/a

Barrington

Partners,

an

independent

third-party

benchmarking

firm,

through

its

cohort

selection

process

(a

peer

group

of

U.S.

open-end

global

small/mid-cap

stock,

global

large-cap

stock

blend,

global

large-cap

stock

growth

and

mid-cap

blend

funds)

(the

“Barrington

Cohort”).

The

Trustees

also

reviewed

information

on

the

historical

performance

of

other

separately-managed

accounts

of

the

Adviser

with

the

same

or

similar

investment

strategies

as

the

Fund.

The

Trustees

noted

the

Fund

did

not

yet

have

a

full

year

of

performance

as

of

March

31,

2022,

and

therefore

a

comparison

of

the

performance

of

the

Fund

to

the

Barrington

Cohort

was

not

available.

The

Trustees

noted

that

for

the

quarter

and

since

inception

periods

ended

March

31,

2022,

the

Fund

had

underperformed

the

MSCI

All

Country

World

Index.

After

considering

all

of

the

information,

the

Trustees

concluded

that

the

performance

obtained

by

the

Adviser

for

the

Fund

was

satisfactory

under

current

market

conditions.

Although

past

performance

is

not

a

guarantee

or

indication

of

future

results,

the

Trustees

determined

that

the

Fund

and

its

shareholders

were

likely

to

benefit

from

the

Adviser’s

continued

management.

3.

COSTS

OF

SERVICES

PROVIDED

AND

PROFITS

TO

BE

REALIZED

BY

THE

ADVISER

The

Trustees

considered

the

cost

of

services

and

the

structure

of

the

Adviser’s

fees,

including

a

review

of

the

expense

analyses

and

other

pertinent

material

with

respect

to

the

Fund.

The

Trustees

reviewed

the

related

statistical

information

and

other

materials

provided,

including

the

comparative

expenses

and

Barrington

Cohort

comparisons.

The

Trustees

considered

the

cost

structure

of

the

Fund

relative

to

the

Barrington

Cohort

and

the

separately-managed

accounts

of

the

Adviser

with

the

same

or

similar

investment

strategies

as

the

Fund,

as

well

as

any

fee

waivers

and

expense

reimbursements

of

the

Adviser.

The

Trustees

also

considered

the

overall

profitability

of

the

Adviser

and

reviewed

the

Adviser’s

financial

information.

The

Trustees

also

examined

the

level

of

profits

that

could

be

expected

to

accrue

to

the

Adviser

from

the

fees

payable

under

the

Agreement,

as

well

as

the

Fund’s

brokerage

practices

and

use

of

soft

dollars

by

the

Adviser.

These

considerations

were

based

on

materials

requested

by

the

Trustees

and

the

Fund’s

administrator

specifically

31

Rockefeller

Climate

Solutions

Fund

Basis

for

Trustees’

Approval

of

Investment

Advisory

Agreement

(Continued)

for

the

June

13,

2022

meeting

and

the

August

26,

2022

meeting

at

which

the

Agreement

was

formally

considered,

as

well

as

the

reports

prepared

by

the

Adviser

over

the

course

of

the

year.

The

Trustees

noted

that

the

Fund’s

contractual

management

fee

of

0.85%

was

above

the

Barrington

Cohort

average

of

0.82%.

The

Trustees

noted

that

the

Fund

was

operating

above

its

expense

cap

of

0.99%.

The

Trustees

observed

that

the

Fund’s

total

expense

ratio

(net

of

fee

waivers

and

expense

reimbursements)

of

0.99%

was

below

the

Barrington

Cohort

average

of

1.02%.

The

Trustees

also

compared

the

fees

paid

by

the

Fund

to

the

fees

paid

by

separately-managed

accounts

of

the

Adviser

that

are

managed

by

the

Adviser

with

similar

investment

strategies.

The

Trustees

concluded

that

the

Fund’s

expenses

and

the

management

fees

paid

to

the

Adviser

were

fair

and

reasonable

in

light

of

the

comparative

performance,

expense

and

management

fee

information.

The

Trustees

noted,

based

on

a

profitability

analysis

prepared

by

the

Adviser,

that

the

Fund

was

not

profitable

to

the

Adviser,

but

the

Adviser

maintained

adequate

profit

levels

to

support

its

services

to

the

Fund

from

the

revenues

of

its

overall

investment

advisory

business,

despite

its

subsidies

to

support

the

Fund’s

operations.

4.

EXTENT

OF

ECONOMIES

OF

SCALE

AS

THE

FUND

GROWS

The

Trustees

compared

the

Fund’s

expenses

relative

to

its

peer

group

and

discussed

realized

and

potential

economies

of

scale.

The

Trustees

also

reviewed

the

structure

of

the

Fund’s

management

fee

and

whether

the

Fund

was

large

enough

to

generate

economies

of

scale

for

shareholders

or

whether

economies

of

scale

would

be

expected

to

be

realized

as

Fund

assets

grow

(and

if

so,

how

those

economies

of

scale

were

being

or

would

be

shared

with

shareholders).

The

Trustees

reviewed

all

fee

waivers,

expense

reimbursements

and

potential

recoupments

by

the

Adviser

with

respect

to

the

Fund.

The

Trustees

noted

that

the

Fund’s

management

fee

structure

did

not

contain

any

breakpoint

reductions

as

the

Fund’s

assets

grow

in

size,

but

that

the

feasibility

of

incorporating

breakpoints

would

continue

to

be

reviewed

on

a

regular

basis.

With

respect

to

the

Adviser’s

fee

structure,

the

Trustees

concluded

that

the

current

fee

structure

was

reasonable

and

reflected

a

sharing

of

economies

of

scale

between

the

Adviser

and

the

Fund

at

the

Fund’s

current

asset

level.

5.

BENEFITS

TO

BE

DERIVED

FROM

THE

RELATIONSHIP

WITH

THE

FUND

The

Trustees

considered

the

direct

and

indirect

benefits

that

could

be

received

by

the

Adviser

from

its

association

with

the

Fund.

The

Trustees

examined

the

brokerage

practices

of

the

Adviser

with

respect

to

the

Fund.

The

Trustees

concluded

that

the

benefits

the

Adviser

may

receive,

such

as

greater

name

recognition

and

increased

ability

to

obtain

research

or

brokerage

services

or

attract

additional

investor

assets,

appear

to

be

reasonable,

and

in

many

cases

may

benefit

the

Fund.

CONCLUSIONS

The

Trustees

considered

all

of

the

foregoing

factors.

In

considering

the

renewal

of

the

Agreement,

the

Trustees

did

not

identify

any

one

factor

as

all-important,

but

rather

considered

these

factors

collectively

in

light

of

the

Fund’s

surrounding

circumstances.

Based

on

this

review,

the

Trustees,

including

a

majority

of

the

Independent

Trustees,

approved

the

continuation

of

the

Agreement

for

an

additional

term

ending

August

31,

2023

as

being

in

the

best

interests

of

the

Fund

and

its

shareholders.

32

Rockefeller

Climate

Solutions

Fund

Notice

of

Privacy

Policy

&

Practices

November

30,

2022

(Unaudited)

We

collect

non-public

personal

information

about

you

from

the

following

sources:

information

we

receive

about

you

on

applications

or

other

forms;

information

you

give

us

orally;

and

information

about

your

transactions

with

us

or

others.

The

types

of

non-public

personal

information

we

collect

and

share

can

include:

social

security

numbers;

account

balances;

account

transactions;

transaction

history;

wire

transfer

instructions;

and

checking

account

information.

What

Information

We

Disclose

We

do

not

disclose

any

non-public

personal

information

about

our

shareholders

or

former

shareholders

without

the

shareholder’s

authorization,

except

as

permitted

by

law

or

in

response

to

inquiries

from

governmental

authorities.

We

may

share

information

with

affiliated

parties

and

unaffiliated

third

parties

with

whom

we

have

contracts

for

servicing

the

Fund.

We

will

provide

unaffiliated

third

parties

with

only

the

information

necessary

to

carry

out

their

assigned

responsibility.

How

We

Protect

Your

Information

All

shareholder

records

will

be

disposed

of

in

accordance

with

applicable

law.

We

maintain

physical,

electronic

and

procedural

safeguards

to

protect

your

non-public

personal

information

and

require

third

parties

to

treat

your

non-public

personal

information

with

the

same

high

degree

of

confidentiality.

In

the

event

that

you

hold

shares

of

the

Fund

through

a

financial

intermediary,

including,

but

not

limited

to,

a

broker-dealer,

bank

or

trust

company,

the

privacy

policy

of

your

financial

intermediary

would

govern

how

your

non-public

personal

information

would

be

shared

with

unaffiliated

third

parties.

33

Rockefeller

Climate

Solutions

Fund

Additional

Information

November

30,

2022(Unaudited)

Tax

Information

For

the

year

ended

November

30,

2022,

certain

dividends

paid

by

the

Fund

may

be

subject

to

a

maximum

tax

rate

of

23.8%,

as

provided

for

by

the

Jobs

and

Growth

Tax

Relief

Reconciliation

Act

of

2003.

The

percentage

of

dividends

declared

from

ordinary

income

designated

as

qualified

dividend

income

was

0.00%.

For

corporate

shareholders,

the

percent

of

ordinary

income

distributions

qualifying

for

the

corporate

dividends

received

deduction

for

the

fiscal

year

ended

November

30,

2022,

was

0.00%.

For

the

year

ended

November

30,

2022,

the

percentage

of

taxable

ordinary

income

distributions

designated

as

short-term

capital

gain

distributions

under

Section

871(k)(2)(c)

of

the

Code

for

the

Funds

was

0.00%.

Indemnifications

Under

the

Trust’s

organizational

documents,

its

officers

and

Trustees

are

indemnified

against

certain

liabilities

arising

out

of

the

performance

of

their

duties

to

the

Fund.

In

addition,

in

the

normal

course

of

business,

the

Fund

enters

into

contracts

that

provide

general

indemnifications

to

other

parties.

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.

However,

the

Fund

has

not

had

prior

claims

or

losses

pursuant

to

these

contracts

and

expect

the

risk

of

loss

to

be

remote.

Information

about

Trustees

The

business

and

affairs

of

the

Trust

are

managed

under

the

direction

of

the

Board

of

Trustees.

Information

pertaining

to

the

Trustees

of

the

Trust

is

set

forth

below.

The

Statement

of

Additional

Information

includes

additional

information

about

the

Trustees

and

is

available,

without

charge,

upon

request

by

calling

855-369-6209.

Name,

Address

and

Year

of

Birth

Position(s)

Held

with

the

Trust 

Term

of

Office

and

Length

of

Time

Served

Number

of

Portfolios

in

Trust

Overseen

by

Trustee

Principal

Occupation(s)

During

the

Past

Five

Years 

Other

Directorships

Held

by

Trustee

During

the

Past

Five

Years

Independent

Trustees

Michael

D.

Akers,

Ph.D.

615

E.

Michigan

St.

Milwaukee,

WI

53202

Year

of

Birth:

1955

Trustee

Indefinite

Term;

Since

August

22,

2001

22

Professor

Emeritus

Department

of

Accounting

(June

2019-present),

Professor

Department

of

Accounting

(2004-May

2019

Marquette

University. 

Independent

Trustee,

USA

MUTUALS

(an

open-end

investment

company)

(2001-2021). 

34

Rockefeller

Climate

Solutions

Fund

Additional

Information

(Continued)

November

30,

2022(Unaudited)

Name,

Address

and

Year

of

Birth

Position(s)

Held

with

the

Trust 

Term

of

Office

and

Length

of

Time

Served

Number

of

Portfolios

in

Trust

Overseen

by

Trustee

Principal

Occupation(s)

During

the

Past

Five

Years 

Other

Directorships

Held

by

Trustee

During

the

Past

Five

Years

Gary

A.

Drska

615

E.

Michigan

St.

Milwaukee,

WI

53202

Year

of

Birth:

1956

Trustee 

Indefinite

Term;

Since

August

22,

2001 

22 

Retired;

Former

Pilot,

Frontier/

Midwest

Airlines,

Inc.

(airline

company)

(1986-2021). 

Independent

Trustee,

USA

MUTUALS

(an

open-end

investment

company)

(2001-2021).

Vincent

P.

Lyles

615

E.

Michigan

St.

Milwaukee,

WI

53202

Year

of

Birth:

1961

Trustee 

Indefinite

Term;

Since

April

6,

2022 

22 

System

Vice

President

of

Community

Relations,

Advocate

Aurora

Health

Care

(health

care

provider)

(2019-present);

President

and

Chief

Executive

Officer,

Boys

&

Girls

Club

of

Greater

Milwaukee

(2012-2018).

Independent

Director,

BMO

Funds,

Inc.

(an

open-end

investment

company)

(2017-2022). 

Erik

K.

Olstein

615

E.

Michigan

St.

Milwaukee,

WI

53202

Year

of

Birth:

1967

Trustee 

Indefinite

Term;

Since

April

6,

2022 

22 

Retired;

President

and

Chief

Operation

Officer

(2000-2020),

Vice

President

of

Sales

and

Chief

Operating

Officer

(1995-2000),

Olstein

Capital

Management,

L.P.

(asset

management

firm);

Secretary

and

Assistant

Treasurer,

The

Olstein

Funds

(1995-2018). 

Trustee,

The

Olstein

Funds

(an

open-end

investment

company)

(1995-2018). 

35

Rockefeller

Climate

Solutions

Fund

Additional

Information

(Continued)

November

30,

2022(Unaudited)

Name,

Address

and

Year

of

Birth

Position(s)

Held

with

the

Trust 

Term

of

Office

and

Length

of

Time

Served

Number

of

Portfolios

in

Trust

Overseen

by

Trustee

Principal

Occupation(s)

During

the

Past

Five

Years 

Other

Directorships

Held

by

Trustee

During

the

Past

Five

Years

Lisa

Zúñiga

Ramírez

615

E.

Michigan

St.

Milwaukee,

WI

53202

Year

of

Birth:

1969

Trustee 

Indefinite

Term;

Since

April

6,

2022 

22 

Retired;

Principal

and

Senior

Portfolio

Manager,

Segall

,

Bryan

&

Hamill,

LLC

(asset

management

firm)

(2018-2020);

Partner

and

Senior

Portfolio

Manager,

Denver

Investments

LLC

(asset

management

firm)

(2009-2018).

N/A

Gregory

M.

Wesley

615

E.

Michigan

St.

Milwaukee,

WI

53202

Year

of

Birth:

1969

Trustee 

Indefinite

Term;

Since

April

6,

2022 

22 

Senior

Vice

President

of

Strategic

Alliances

and

Business

Development,

Medical

College

of

Wisconsin

(2016-present). 

N/A

Officers

John

P.

Buckel

615

E.

Michigan

St.

Milwaukee,

WI

53202

Year

of

Birth:

1957

President

and

Principal

Executive

Officer 

Indefinite

Term;

Since

January

24,

2013 

N/A 

Vice

President

U.S.

Bancorp

Fund

Services,

LLC

(2004-present).  

N/A

Jennifer

A.

Lima

615

E.

Michigan

St.

Milwaukee,

WI

53202

Year

of

Birth:

1974

Vice

President,

Treasurer

and

Principal

Financial

and

Accounting

Officer 

Indefinite

Term;

Since

January

24,

2013 

N/A 

Vice

President

U.S.

Bancorp

Fund

Services,

LLC

(2002-present).  

N/A 

36

Rockefeller

Climate

Solutions

Fund

Additional

Information

(Continued)

November

30,

2022(Unaudited)

Name,

Address

and

Year

of

Birth

Position(s)

Held

with

the

Trust 

Term

of

Office

and

Length

of

Time

Served

Number

of

Portfolios

in

Trust

Overseen

by

Trustee

Principal

Occupation(s)

During

the

Past

Five

Years 

Other

Directorships

Held

by

Trustee

During

the

Past

Five

Years

Deanna

B.

Marotz

615

E.

Michigan

St.

Milwaukee,

WI

53202

Year

of

Birth:

1965

Chief

Compliance

Officer,

Vice

President

and

Anti-

Money

Laundering

Officer 

Indefinite

Term;

Since

October

21,

2021 

N/A 

Senior

Vice

President,

U.S.

Bancorp

Fund

Services,

LLC

(2021-present);

Chief

Compliance

Officer

of

Keeley-

Teton

Advisors,

LLC

and

Teton

Advisors,

Inc.

(2017-2021). 

N/A 

Jay

S.

Fitton

615

E.

Michigan

St.

Milwaukee,

WI

53202

Year

of

Birth:

1970

Secretary 

Indefinite

Term;

Since

July

22,

2019

N/A 

Assistant

Vice

President,

U.S.

Bancorp

Fund

Services,

LLC

(2019–present);

Partner,

Practus

,

LLP

(2018-2019);

Counsel,

Drinker

Biddle

&

Reath

LLP

(2016-2018).

N/A 

Kelly

A.

Strauss

615

E.

Michigan

St.

Milwaukee,

WI

53202

Year

of

Birth:

1987

Assistant

Treasurer 

Indefinite

Term;

Since

April

23,

2015

N/A 

Assistant

Vice

President,

U.S.

Bancorp

Fund

Services,

LLC

(2011–present). 

N/A 

Shannon

Coyle

615

E.

Michigan

St.

Milwaukee,

WI

53202

Year

of

Birth:

1990

Assistant

Treasurer 

Indefinite

Term;

Since

August

26,

2022

N/A 

Officer,

U.S.

Bancorp

Fund

Services,

LLC

(2015–present). 

N/A 

37

Rockefeller

Climate

Solutions

Fund

Additional

Information

(Continued)

November

30,

2022(Unaudited)

Name,

Address

and

Year

of

Birth

Position(s)

Held

with

the

Trust 

Term

of

Office

and

Length

of

Time

Served

Number

of

Portfolios

in

Trust

Overseen

by

Trustee

Principal

Occupation(s)

During

the

Past

Five

Years 

Other

Directorships

Held

by

Trustee

During

the

Past

Five

Years

Laura

A.

Carroll

615

E.

Michigan

St.

Milwaukee,

WI

53202

Year

of

Birth:

1985

Assistant

Treasurer 

Indefinite

Term;

Since

August

20,

2018

N/A 

Assistant

Vice

President,

U.S.

Bancorp

Fund

Services,

LLC

(2007–present). 

N/A 

38

!

!

!

A

NOTE

ON

FORWARD

LOOKING

STATEMENTS

(Unaudited)

Except

for

historical

information

contained

in

this

report

for

the

Fund,

the

matters

discussed

in

this

report

may

constitute

forward-looking

statements

made

pursuant

to

the

safe-harbor

provisions

of

the

Private

Securities

Litigation

Reform

Act

of

1995.

These

include

any

adviser

or

portfolio

manager

predictions,

assessments,

analyses

or

outlooks

for

individual

securities,

industries,

market

sectors

and/or

markets.

These

statements

involve

risks

and

uncertainties.

In

addition

to

the

general

risks

described

for

the

Fund

in

the

current

Prospectus,

other

factors

bearing

on

this

report

include

the

accuracy

of

the

Adviser’s

or

portfolio

managers’

forecasts

and

predictions,

and

the

appropriateness

of

the

investment

programs

designed

by

the

Adviser

or

portfolio

managers

to

implement

their

strategies

efficiently

and

effectively.

Any

one

or

more

of

these

factors,

as

well

as

other

risks

affecting

the

securities

markets

and

investment

instruments

generally,

could

cause

the

actual

results

of

the

Fund

to

differ

materially

as

compared

to

benchmarks

associated

with

the

Fund.

ADDITIONAL

INFORMATION

(Unaudited)

The

Fund

adopted

proxy

voting

policies

and

procedures

that

delegate

to

the

Adviser

the

authority

to

vote

proxies.

A

description

of

the

Fund’s

proxy

voting

policies

and

procedures

is

available

without

charge,

upon

request,

by

calling

the

Fund

toll

free

at

855-369-6209.

A

description

of

these

policies

and

procedures

is

also

included

in

the

Fund’s

Statement

of

Additional

Information,

which

is

available

on

the

SEC’s

website

at

http://www.sec.gov

.

The

Fund’s

proxy

voting

records

for

the

most

recent

12-month

period

ended

June

30

are

available

without

charge,

either

upon

request

by

calling

the

Fund

toll

free

at

855-369-6209

or

by

accessing

the

SEC’s

website

at

http://www.sec.gov

.

The

Fund

files

its

complete

schedules

of

portfolio

holdings

with

the

SEC

for

the

first

and

third

quarters

of

each

fiscal

year

on

Part

F

of

Form

N-PORT.

Shareholders

may

view

the

Part

F

of

Form

N-PORT

reports,

on

the

SEC’s

website

at

http://www.sec.gov

.

HOUSEHOLDING

(Unaudited)

In

an

effort

to

decrease

costs,

the

Fund

intends

to

reduce

the

number

of

duplicate

prospectuses

and

certain

other

shareholder

documents

you

receive

by

sending

only

one

copy

of

each

to

those

addresses

shared

by

two

or

more

accounts

and

to

shareholders

the

Fund

reasonably

believes

are

from

the

same

family

or

household.

Once

implemented,

if

you

would

like

to

discontinue

householding

for

your

accounts,

please

call

toll-free

at

855-

369-6209

to

request

individual

copies

of

these

documents.

Once

the

Fund

receives

notice

to

stop

householding,

the

Fund

will

begin

sending

individual

copies

30

days

after

receiving

your

request.

This

policy

does

not

apply

to

account

statements.

39

!

!

!

ROCKEFELLER

FUNDS

Investment

Adviser

Rockefeller

&

Co.

LLC

45

Rockefeller

Plaza,

5th

Floor

New

York,

New

York

10111

Legal

Counsel

Godfrey

&

Kahn,

S.C.

833

East

Michigan

Street

Suite

1800

Milwaukee,

Wisconsin

53202

Independent

Registered

Public

Accounting

Firm

Deloitte

&

Touche

LLP

111

South

Wacker

Drive

Chicago,

Illinois

60606

Transfer

Agent,

Fund

Accountant

and

Fund

Administrator

U.S.

Bancorp

Fund

Services,

LLC

615

East

Michigan

Street

Milwaukee,

Wisconsin

53202

Custodian

U.S.

Bank

National

Association

Custody

Operations

1555

North

River

Center

Drive

Suite

302

Milwaukee,

Wisconsin

53212

Distributor

Quasar

Distributors,

LLC

111

East

Kilbourn

Avenue

Suite

2200

Milwaukee,

Wisconsin

53202

This

report

is

intended

for

shareholders

of

the

Funds

and

may

not

be

used

as

sales

literature

unless

preceded

or

accompanied

by

a

current

prospectus.

(b) Not applicable

Item 2. Code of Ethics.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer and principal financial officer.  The registrant has not made any amendments to its code of ethics during the period covered by this report.  The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report. Incorporated by reference to the Registrant’s Form N-CSR filed on February 6, 2019.

Item 3. Audit Committee Financial Expert.

The registrant’s board of trustees h

as determined that there is at least one audit committee financial expert serving on its audit committee.  Dr. Michael Akers is the “audit committee financial expert” and is considered to be “independent” as each term is defined in Item 3 of Form N‑CSR. Dr. Akers holds a Ph.D. in accountancy and is a professor of accounting at Marquette University in Milwaukee, Wisconsin.

Item 4. Principal Accountant Fees and Services.

The registrant has engaged its principal accountant to perform audit services, audit-related services, tax services and other services during the past two fiscal years.  “Audit services” refer to performing an audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years.  “Audit-related services” refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit.  “Tax services” refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning.  The following table details the aggregate fees billed or expected to be billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal accountant.

	FYE  11/30/2022	FYE  11/30/2021
Audit Fees	$28,900	$28,000
Audit-Related Fees	0	0
Tax Fees	$6,375	$6,200
All Other Fees	0	0

The audit committee has adopted pre-approval policies and procedures that require the audit committee to pre‑approve all audit and non‑audit services of the registrant, including services provided to any entity affiliated with the registrant. 

The percentage of fees billed by

Deloitte & Touche LLP

applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:

	FYE  11/30/2022	FYE  11/30/2021
Audit-Related Fees	0%	0%
Tax Fees	0%	0%
All Other Fees	0%	0%

All of the principal accountant’s hours spent on auditing the registrant’s financial statements were attributed to work performed by full‑time permanent employees of the principal accountant. 

The following table indicates the non-audit fees billed or expected to be billed by the registrant’s accountant for services to the registrant and to the registrant’s investment adviser (and any other controlling entity, etc.—not sub-adviser) for the last two years.  The audit committee of the board of trustees/directors has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser is compatible with maintaining the principal accountant's independence and has concluded that the provision of such non-audit services by the accountant has not compromised the accountant’s independence.

Non-Audit Related Fees	FYE  11/30/2022	FYE  11/30/2021
Registrant	$0	$0
Registrant’s Investment Adviser	$613,700	$613,700

Item 5. Audit Committee of Listed Registrants.

Not applicable to registrants who are not listed issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934).

Item 6. Investments.

(a)

Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form. 

(b)

Not Applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 9. Purchases of Equity Securities by Closed‑End Management Investment Company and Affiliated Purchasers.

Not applicable to open-end investment companies.

Item 10. Submission o

f Matters to a Vote of Security Holders.

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of trustees. 

Item 11. Controls and Procedures.

(a)

The Registrant’s President

and Treasurer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d‑15(b) under the Securities Exchange Act of 1934.  Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.

(b)

There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred 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 12. Disclosure of Securiti

es Lending Activities for Closed-End Management Investment Companies

            Not applicable to open-end investment companies.

Item 13. Exhibits.

(a)

       (1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Incorporated by reference to the Registrant’s Form N-CSR filed on February 6, 2019.

(2) A separate certification for each principal executive and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.  Filed herewith.

(3) Any written solicitation to purchase securities under Rule 23c‑1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons.  Not applicable to open-end investment companies.

(4) Change in the registrant’s independent public accountant.  There was no change in the registrant’s independent public accountant for the period covered by this report.

(b)        Certifications pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002.

  Furnished herewith.

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.

(Registrant)  Trust for Professional Managers                                              

By (Signature and Title

/s/ John Buckel

_____________

John Buckel, President

Date   1/31/2023

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 (Signature and Title)*

/s/ John Buckel

_____________

John Buckel, President

Date   1/31/2023

By (Signature and Title)*

/s/ Jennifer Lima

____________

Jennifer Lima, Treasurer

Date   1/31/2023

* Print the name and title of each signing officer under his or her signature.

CERTIFICATIONS

I, John Buckel, certify that:

1.

I have reviewed this report on Form N-CSR of Trust for Professional Managers;

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)

Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

(d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred 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; and

5.

The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

  Date: 1/31/2023   /s/ John Buckel _____________ John Buckel
President

CERTIFICATIONS

I, Jennifer Lima, certify that:

1.

I have reviewed this report on Form N-CSR of Trust for Professional Managers;

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

(d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred 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; and

5.

The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: 1/31/2023 /s/ Jennifer Lima ____________ Jennifer Lima
Treasurer

Certification Pursuant to Section 906 of the Sarbanes-Oxley Act

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned officers of the Trust for Professional Managers (the “Trust”), does hereby certify, to such officer’s knowledge, that the report on Form N-CSR of the Trust for the year ended November 30, 2022 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as applicable, and that the information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Trust for the stated period. 

/s/ John Buckel _____________ John Buckel President, Trust for Professional Managers	/s/ Jennifer Lima ____________ Jennifer Lima Treasurer, Trust for Professional Managers
Dated: 1/31/2023

This statement accompanies this report on Form N-CSR pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not be deemed as filed by the Trust for purposes of Section 18 of the Securities Exchange Act of 1934.