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 811-21422
Trust for Advised Portfolios
(Exact name of registrant as specified in charter)
615 East Michigan Street
Milwaukee, Wisconsin 53202
(Address of principal executive offices) (Zip code)
Russell B. Simon
Trust for Advised Portfolios
2020 East Financial Way, Suite 100
Glendora, CA 91741
(Name and address of agent for service)
(626) 914-7395
Registrant's telephone number, including area code
Date of fiscal year end: December 31
Date of reporting period: December 31, 2023
Item 1. Reports to Stockholders.
(a)
1919 FINANCIAL SERVICES FUND
1919 MARYLAND TAX-FREE INCOME FUND
1919 SOCIALLY RESPONSIVE BALANCED FUND
1919 Financial Services Fund | |
Letter to shareholders | | | 1 | | |
Fund performance | | | 5 | | |
Fund expenses | | | 7 | | |
Fund at a glance | | | 8 | | |
Schedule of investments | | | 9 | | |
Statement of assets and liabilities | | | 11 | | |
Statement of operations | | | 12 | | |
Statements of changes in net assets | | | 13 | | |
Financial highlights | | | 14 | | |
1919 Maryland Tax-Free Income Fund | |
Fund performance | | | 17 | | |
Fund expenses | | | 19 | | |
Fund at a glance | | | 20 | | |
Schedule of investments | | | 21 | | |
Statement of assets and liabilities | | | 24 | | |
Statement of operations | | | 25 | | |
Statements of changes in net assets | | | 26 | | |
Financial highlights | | | 27 | | |
1919 Socially Responsive Balanced Fund | |
Letter to shareholders | | | 30 | | |
Fund performance | | | 33 | | |
Fund expenses | | | 35 | | |
Fund at a glance | | | 36 | | |
Schedule of investments | | | 37 | | |
Statement of assets and liabilities | | | 45 | | |
Statement of operations | | | 46 | | |
Statements of changes in net assets | | | 47 | | |
Financial highlights | | | 48 | | |
Notes to financial statements | | | 51 | | |
Report of independent registered public accounting firm | | | 64 | | |
Other information | | | 66 | | |
Approval of investment advisory agreement | | | 68 | | |
Trustee and officer information | | | 71 | | |
Privacy notice | | | 74 | | |
Directory of Funds' service providers | | | Back Cover | | |
1919 Funds 2023 Annual Report
1919 Financial Services Fund
Letter to Shareholders (unaudited)
Dear Shareholder,
During 2023, many economists reversed their view that the US would inevitably enter a recession to one that was more optimistic — as the US continues to produce strong economic growth. This dramatic reversal propelled the S&P 500 Index from the January lows to a positive return of +26.29%. It is important to point out that not only did the US avoid a recession but produced stronger GDP growth and lower unemployment than in 2022. The dramatic upward revisions to GDP growth forced many investors to reposition their interest rate and equity exposures — driving continued volatility in debt and equity valuations. In addition to sizable swings in the yields of longer-term Treasuries and real-asset discount rates during 2023, investors contended with sizable reductions in the Federal Reserve's balance sheet, a March banking crisis, and an ever-increasing Fed Funds Rate. It is clear, that the widespread thesis — "Interest rate hikes would drive unemployment higher and ultimately a recession in 2023," — failed to materialize. Many economists' forecast for a recession was based on the +525 bps increase in the Federal Funds Target Rate where the rising cost of money, coupled with a reduction in money supply would (in theory) push unemployment higher and spending lower.
Digging a bit deeper, it is clear that the much stronger "Government Consumption and Investment" component of the US real GDP drove the growth rate to +2.5% YoY — above the +1.9% growth rate of 2022. As mentioned above, the US Unemployment rate unexpectedly held steady for most of 2023 — hovering between 3.5% to 3.7%, similar to the 2022 unemployment rates, as jobs remained plentiful. The current 3.7% unemployment rate is notably below the 3.9% year-end 2021 rate, and the 6.4% reading during January 2021 despite the 525 bps of rate hikes. The strong demand for workers, even in the face of slowing personal consumption, exemplifies how the markets and central bankers underestimated the short supply of skilled labor and the stickiness of the inflationary forces. Thus, the central bank had to continually increase the cost of money at one of the fastest paces in history.
The sudden and steady rise in interest rates reduced the valuation of many assets, including stocks and in particular bonds — causing the fear of unrealized securities losses at
1919 Funds 2023 Annual Report
1
1919 Financial Services Fund
Letter to Shareholders (unaudited) (cont'd)
many banks in March. The six-month SOFR/LIBOR rate increased by 510 bps — ending 2023 at 5.40% — after starting at 0.34% on March 15, 2022. Similarly, the bellwether 10-year US Treasury yield moved higher over the past two years but in a more volatile path. The 10-year yield started 2022 at 1.63%, peaked at 4.25% mid-year 2022, plummeted to 3.30% during March 2023, only to rally 150 bps reaching 5.00% in October. After the "The Fed Pivot," yields fell again by 100 bps ending the year at 3.88%. Characterizing the past 24 months as "a wild ride" would be an understatement.
Most economists did not forecast that employment could actually improve (let alone not-deteriorate) during an aggressive Fed tightening cycle. This persistent employment demand helped drive strong consumer spending which in turn has helped keep inflation measures elevated. Moving forward, the elevated supply of newly built apartments (which helps to lower housing costs) and a greater availability of autos and car parts (which helps to reduce auto spend) will continue to lower the headline inflation Indices. However, inflation remains elevated above the Federal Reserve's comfort levels. The strength in employment rates and the fast recovery in supply chains (following the highly disruptive Ukraine war) were clearly not fully contemplated by most economists. Investors remain more optimistic headed into 2024, but volatility could resurface from political shifts into a presidential election and continued heightened geopolitical risks.
For the full year ending December 31, 2023, the 1919 Financial Services Fund I Shares returned +1.69%. The Fund's unmanaged benchmarks, the S&P 500 Index returned +26.29%; the S&P 500 Financial Index returned +12.15%, and the S&P Regional Bank Index returned -7.43%.
Performance data quoted represents past performance; past performance 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 1-844-828-1919.
How did we respond to these changing market conditions?
During the year, the Fund added a few new positions and opportunistically added to a number of existing holdings in the regional and large cap banks, insurance, capital markets, and fin-tech sub-sectors. The Fund trimmed or exited out of a few positions that were close to fully-valued which better positions the portfolio for a more uncertain economic environment that may experience high interest rate volatility, uncertain deposit balances and funding costs, and a softening (but a still healthy) insurance pricing market.
What were the leading contributors to performance?
Our selections within the insurance industry contributed the most to performance.
1919 Funds 2023 Annual Report
2
The top contributors were Visa Inc., Fiserv Inc., Global Payments Inc. and Ameriprise Financial Inc. The payments companies continued to benefit from continued growth in spending volumes, as "consumer-spend" grew in 2023, particularly on travel and entertainment which grew by 15% YoY in 2023. Ameriprise Financial Inc. continued to benefit from higher investment yields, better retirement and wealth management revenues in 2023.
What were the leading detractors to performance?
The largest detractors to performance were Charles Schwab Corp, Stock Yards Bancorp Inc., Banner Corp and Heritage Financial Corp. Charles Schwab Corp and Heritage Financial Corp faced greater than expected pressure on funding costs, and Stock Yards Bancorp Inc. and Banner Corp saw slight revisions to earnings estimates due to overly optimistic earnings growth at the beginning of the year. Banner Corp, Stock Yards Bancorp Inc and Heritage Financial Corp were three of the top five outperforming stocks in the Fund during the prior year and gave back some of the outperformance this year.
Thank you for your investment in the 1919 Financial Services Fund. As always, we appreciate that you have chosen us to manage your assets, and we remain focused on achieving the Fund's investment goals.
Sincerely,
Charles C. King, CFA
Portfolio Manager & Chief Investment Officer
1919 Investment Counsel, LLC
John F. Helfst
Managing Director
1919 Investment Counsel, LLC
London Interbank Offered Rate (LIBOR) — is an interest-rate average calculated from estimates submitted by the leading banks in London.
S&P 500 Index — The S&P 500 Index is a broad based unmanaged index of 500 stocks, which is widely recognized as representative of the equity market in general.
S&P 500 Financials Index — The S&P 500 Financials Index is an unmanaged index that comprises those companies included in the S&P 500 that are classified as members of the Global Industry Classification Standard financials sector.
S&P 500 Regional Banks Index — The S&P Regional Banks Index comprises stocks in the S&P Total Market Index that are classified in the Global Industry Classification Standard Regional Banks sub-industry. One cannot invest directly in an index.
Secured Overnight Financing Rate (SOFR) — is a broad measure of the cost
1919 Funds 2023 Annual Report
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1919 Financial Services Fund
Letter to Shareholders (unaudited) (cont'd)
of borrowing cash overnight collateralized by Treasury securities.
Past performance is not a guarantee of future results.
Earnings growth is not representative of the Fund's future performance.
Opinions expressed herein are as of 12/31/23 and are subject to change at any time, are not a guaranteed and should not be considered investment advice.
Fund holdings and sector allocations are subject to change and are not a recommendation to buy or sell any security. Please refer to the Schedule of Investments for a complete list of Fund holdings.
This report has been prepared for shareholders and may be distributed to other if preceded or accompanied by a current prospectus.
Mutual fund investing involves risk. Principal loss is possible. The Fund may invest in small and medium-capitalization companies which tend to have limited liquidity and greater price volatility than larger-capitalization companies. The Fund may invest in foreign and emerging market securities which will involve greater volatility and political, economic and currency risks and differences in accounting methods. The risks are particularly significant for funds that invest in emerging markets. The Fund may make short sales of securities, which involves the risk that losses may exceed the original amount invested.
1919 Funds are distributed by Quasar Distributors, LLC.
1919 Funds 2023 Annual Report
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Fund performance (unaudited)
Value of $10,000 Investment
This chart illustrates the performance of a hypothetical $10,000 investment in the Fund's Class A shares over ten years, and assumes the deduction of the maximum initial sales charge of 5.75% at the time of investment and the reinvestment of dividends and capital gains, but does not reflect the effect of any other applicable sales charge, redemption fees or the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. This chart does not imply any future performance. The performance of the Fund's other classes may be greater or less than the Class A shares' performance indicated on this chart, depending on whether greater or lesser sales charges and fees were incurred by shareholders investing in the other classes.
1919 Funds 2023 Annual Report
5
Fund performance (unaudited) (cont'd)
Total Returns* as of December 31, 2023
| | 1 Year | | 5 Year | | 10 Year | |
1919 Financial Services Fund | |
With Sales Charges† | |
Class A | | | -4.41 | % | | | 6.81 | % | | | 6.84 | % | |
Class C | | | -0.21 | | | | 7.31 | | | | 6.72 | | |
Without Sales Charges | |
Class A | | | 1.42 | | | | 8.08 | | | | 7.47 | | |
Class C | | | 0.69 | | | | 7.31 | | | | 6.72 | | |
Class I | | | 1.69 | | | | 8.38 | | | | 7.80 | | |
S&P 500 Index(i) | | | 26.29 | | | | 15.69 | | | | 12.03 | | |
S&P 500 Financial Services Index(ii) | | | 12.15 | | | | 11.98 | | | | 10.05 | | |
* Returns over one year are annualized.
† Class A Shares have a maximum initial sales charge of 5.75% and Class C Shares have a contingent deferred sales charge (CDSC) of 1.00% for shares redeemed within one year of purchase.
As of the Fund's current prospectus dated April 30, 2023, the total annual operating expense ratios for Class A, Class C and Class I were 1.36%, 2.08% and 1.10% respectively. Actual expenses may be higher. For example, expenses may be higher than those shown if average net assets decrease. Net assets are more likely to decrease, and Fund expense ratios are more likely to increase when markets are volatile.
All figures represent past performance and are not a guarantee of future results. 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. Fund returns assume the reinvestment of all distributions, at net asset value and the deduction of all Fund expenses. Total returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. 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 1-844-828-1919.
(i) The S&P 500 Index is an unmanaged index of 500 stocks and is generally representative of the performance of larger companies in the U.S.
(ii) The S&P 500 Financials Index is a capitalization-weighted index representing nine financial groups and fifty-three financial companies, calculated monthly with dividends reinvested at month-end.
The Indices are unmanaged and are not subject to the same management and trading expenses as a mutual fund. Please note that an investor cannot invest directly in an index.
1919 Funds 2023 Annual Report
6
Fund expenses (unaudited)
Example
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including front-end and back-end sales charges (loads) on purchase payments; and (2) ongoing costs, including management fees; service and/or distribution (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.
This example is based on an investment of $1,000 invested on July 1, 2023 and held for the six months ended December 31, 2023.
Actual expenses
The table below titled "Based on Actual Total Return" provides information about actual account values and actual expenses. You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled "Expenses Paid During the Period".
Hypothetical example for comparison purposes
The table below titled "Based on Hypothetical Total Return" provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio and an assumed rate of return of 5.00% 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 the information provided in this table to compare the ongoing costs of investing in the Fund and other funds. To do so, compare the 5.00% hypothetical example relating to the Fund with the 5.00% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, 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 transaction costs were included, your costs would have been higher.
Based on actual total return1
| | Actual Total Return2 | | Beginning Account Value | | Ending Account Value | | Annualized Expense Ratio | | Expenses Paid During the Period3 | |
Class A | | | 16.01 | % | | $ | 1,000.00 | | | $ | 1,160.10 | | | | 1.50 | % | | $ | 8.17 | | |
Class C | | | 15.60 | | | | 1,000.00 | | | | 1,156.00 | | | | 2.22 | | | | 12.06 | | |
Class I | | | 16.19 | | | | 1,000.00 | | | | 1,161.90 | | | | 1.22 | | | | 6.65 | | |
Based on hypothetical total return1
| | Hypothetical Annualized Total Return | | Beginning Account Value | | Ending Account Value | | Annualized Expense Ratio | | Expenses Paid During the Period3 | |
Class A | | | 2.48 | % | | $ | 1,000.00 | | | $ | 1,017.64 | | | | 1.50 | % | | $ | 7.63 | | |
Class C | | | 2.48 | | | | 1,000.00 | | | | 1,014.01 | | | | 2.22 | | | | 11.27 | | |
Class I | | | 2.48 | | | | 1,000.00 | | | | 1,019.06 | | | | 1.22 | | | | 6.21 | | |
1 For the six months ended December 31, 2023.
2 Assumes the reinvestment of all distributions at net asset value and does not reflect the deduction of the applicable sales charge with respect to Class A shares or the applicable contingent deferred sales charge ("CDSC") with respect to Class C shares. Total return is not annualized, as it may not be representative of the total return for the year. Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower.
3 Expenses (net of fee waivers and/or expense reimbursements) are equal to each class' annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (184), then divided by 365.
1919 Funds 2023 Annual Report
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Fund at a glance (unaudited)
Investment breakdown (%) as a percent of total investments
1919 Funds 2023 Annual Report
8
Schedule of investments
December 31, 2023
1919 Financial Services Fund
Security | | Shares | | Value | |
Common Stocks — 97.8% | |
Capital Markets — 7.5% | |
Ameriprise Financial Inc. | | | 13,200 | | | $ | 5,013,756 | | |
CME Group Inc. | | | 6,300 | | | | 1,326,780 | | |
MarketAxess Holdings Inc. | | | 2,300 | | | | 673,555 | | |
S&P Global Inc. | | | 4,400 | | | | 1,938,288 | | |
Total Capital Markets | | | | | 8,952,379 | | |
Commercial Banks — 42.3% | |
Bank of America Corp. | | | 113,973 | | | | 3,837,471 | | |
Banner Corp. | | | 60,172 | | | | 3,222,812 | | |
Coastal Financial Corp./WA (a) | | | 65,000 | | | | 2,886,650 | | |
Columbia Banking System Inc. | | | 58,682 | | | | 1,565,636 | | |
Community Bank System Inc. | | | 11,500 | | | | 599,265 | | |
Farmers & Merchants Bank of Long Beach | | | 200 | | | | 1,025,200 | | |
Fifth Third Bancorp | | | 88,300 | | | | 3,045,467 | | |
First Western Financial Inc. (a) | | | 77,000 | | | | 1,526,910 | | |
HBT Financial Inc. | | | 32,900 | | | | 694,519 | | |
Heritage Financial Corp. | | | 103,000 | | | | 2,203,170 | | |
JPMorgan Chase & Co. | | | 42,722 | | | | 7,267,012 | | |
M&T Bank Corp. | | | 14,400 | | | | 1,973,952 | | |
Pacific Premier Bancorp Inc. | | | 57,263 | | | | 1,666,926 | | |
PNC Financial Services Group Inc. | | | 18,000 | | | | 2,787,300 | | |
QCR Holdings Inc. | | | 57,580 | | | | 3,362,096 | | |
SmartFinancial Inc. | | | 61,000 | | | | 1,493,890 | | |
South State Corp. | | | 24,075 | | | | 2,033,134 | | |
Stock Yards Bancorp Inc. | | | 54,100 | | | | 2,785,609 | | |
U.S. Bancorp | | | 105,273 | | | | 4,556,215 | | |
Webster Financial Corp. | | | 40,535 | | | | 2,057,557 | | |
Total Commercial Banks | | | | | 50,590,791 | | |
Diversified Financial Services — 9.3% | |
Charles Schwab Corp/The | | | 57,170 | | | | 3,933,296 | | |
Intercontinental Exchange Inc. | | | 33,000 | | | | 4,238,190 | | |
Voya Financial Inc. | | | 40,000 | | | | 2,918,400 | | |
Total Diversified Financial Services | | | | | 11,089,886 | | |
Insurance — 20.6% | |
American Financial Group Inc. | | | 26,900 | | | | 3,198,141 | | |
Brown & Brown Inc. | | | 57,300 | | | | 4,074,603 | | |
Chubb Limited | | | 37,400 | | | | 8,452,400 | | |
First American Financial Corp. | | | 11,000 | | | | 708,840 | | |
Hanover Insurance Group Inc. | | | 25,000 | | | | 3,035,500 | | |
Marsh & McLennan Cos Inc. | | | 17,007 | | | | 3,222,316 | | |
Reinsurance Group of America Inc. | | | 12,000 | | | | 1,941,360 | | |
Total Insurance | | | | | 24,633,160 | | |
1919 Funds 2023 Annual Report
9
Schedule of investments (cont'd)
December 31, 2023
1919 Financial Services Fund
Security | | Shares | | Value | |
IT Services — 14.1% | |
Fidelity National Information Services Inc. | | | 49,600 | | | $ | 2,979,472 | | |
Fiserv Inc. (a) | | | 30,700 | | | | 4,078,188 | | |
Global Payments Inc. | | | 24,199 | | | | 3,073,273 | | |
I3 Verticals Inc., Class A Shares (a) | | | 82,480 | | | | 1,746,102 | | |
Visa Inc., Class A Shares | | | 19,000 | | | | 4,946,650 | | |
Total IT Services | | | | | 16,823,685 | | |
Professional Services — 2.0% | |
Verisk Analytics Inc. | | | 10,000 | | | | 2,388,600 | | |
Total Professional Services | | | | | 2,388,600 | | |
Real Estate Investment Trusts (REITs) — 2.0% | |
Prologis Inc. | | | 12,000 | | | | 1,599,600 | | |
Simon Property Group LP | | | 5,700 | | | | 813,048 | | |
Total Real Estate Investment Trusts (REITs) | | | | | 2,412,648 | | |
Total Common Stocks (Cost — $57,312,901) | | | | | 116,891,149 | | |
Short-Term Investments — 2.3% | |
Fidelity Investments Money Market — Government Portfolio — Class I — 5.25% (b) | | | 2,790,913 | | | | 2,790,913 | | |
Total Short-Term Investments (Cost — $2,790,913) | | | | | 2,790,913 | | |
Total Investments — 100.1% (Cost — $60,103,814) | | | | | 119,682,062 | | |
Liabilities in Excess of Other Assets — (0.1)% | | | | | (78,737 | ) | |
Total Net Assets — 100.0% | | | | $ | 119,603,325 | | |
Notes:
(a) Non-income producing security.
(b) The rate reported is the annualized seven-day yield as of December 31, 2023.
The Accompanying Notes are an Integral Part of these Financial Statements.
1919 Funds 2023 Annual Report
10
1919 Financial Services Fund
Statement of assets and liabilities
December 31, 2023
Assets: | |
Investments in securities at value (cost $60,103,814) | | $ | 119,682,062 | | |
Foreign currency at value (cost $18,177) | | | 17,609 | | |
Receivable for Fund shares sold | | | 4,107 | | |
Dividends and interest receivable | | | 164,058 | | |
Prepaid expenses | | | 27,599 | | |
Total Assets | | | 119,895,435 | | |
Liabilities: | |
Payable for Fund shares repurchased | | | 35,446 | | |
Advisory fees payable | | | 78,418 | | |
Distribution fees payable | | | 50,864 | | |
Accrued other expenses | | | 127,382 | | |
Total Liabilities | | | 292,110 | | |
Net Assets | | $ | 119,603,325 | | |
Components of Net Assets: | |
Paid-in capital | | $ | 56,685,996 | | |
Total distributable earnings | | | 62,917,329 | | |
Net Assets | | $ | 119,603,325 | | |
Class A: | |
Net Assets | | $ | 60,948,447 | | |
Shares Issued and Outstanding (unlimited shares authorized, no par value) | | | 2,379,670 | | |
Net Asset Value and Redemption Price | | $ | 25.61 | | |
Maximum Public Offering Price (based on maximum initial sales charge of 5.75%) | | $ | 27.17 | | |
Class C: | |
Net Assets | | $ | 19,145,874 | | |
Shares Issued and Outstanding (unlimited shares authorized, no par value) | | | 837,331 | | |
Net Asset Value, Redemption Price* and Offering Price Per Share | | $ | 22.87 | | |
Class I: | |
Net Assets | | $ | 39,509,004 | | |
Shares Issued and Outstanding (unlimited shares authorized, no par value) | | | 1,525,032 | | |
Net Asset Value, Redemption Price and Offering Price Per Share | | $ | 25.91 | | |
* Redemption price per share of Class C shares is NAV reduced by a 1.00% CDSC if shares are redeemed within one year of purchase. (See Note 7).
The Accompanying Notes are an Integral Part of these Financial Statements.
1919 Funds 2023 Annual Report
11
1919 Financial Services Fund
Statement of operations
For the Year Ended December 31, 2023
Investment Income: | |
Dividend income | | $ | 3,313,407 | | |
Interest income | | | 99,127 | | |
Total Investment Income | | | 3,412,534 | | |
Expenses: | |
Advisory fees (Note 3) | | | 1,073,618 | | |
Distribution fees (Note 6) | | | 370,941 | | |
Transfer agent fees and expenses (Note 3 & Note 6) | | | 251,758 | | |
Administration and fund accounting fees (Note 3) | | | 93,795 | | |
Registration fees | | | 53,469 | | |
Shareholder reporting fees | | | 29,668 | | |
Legal fees | | | 29,084 | | |
Custody fees (Note 3) | | | 19,085 | | |
Audit fees | | | 16,000 | | |
Trustees' fees (Note 3) | | | 15,215 | | |
Insurance fees | | | 8,121 | | |
Compliance fees (Note 3) | | | 6,071 | | |
Miscellaneous | | | 10,298 | | |
Total Expenses | | | 1,977,123 | | |
Net Investment Income | | | 1,435,411 | | |
Realized and Unrealized Gain (Loss) on Investments and Foreign Currency | |
Net realized gain on investments | | | 14,010,795 | | |
Net change in unrealized appreciation/depreciation on: | |
Investments | | | (18,990,018 | ) | |
Foreign currency | | | 376 | | |
Net Change in Unrealized Appreciation/Depreciation | | | (18,989,642 | ) | |
Net Realized and Unrealized Loss on Investments | | | (4,978,847 | ) | |
Net Decrease in Net Assets Resulting from Operations | | $ | (3,543,436 | ) | |
The Accompanying Notes are an Integral Part of these Financial Statements.
1919 Funds 2023 Annual Report
12
1919 Financial Services Fund
Statements of changes in net assets
For the Year Ended December 31, | | 2023 | | 2022 | |
Increase (Decrease) in Net Assets from: Operations: | |
Net investment income | | $ | 1,435,411 | | | $ | 1,290,181 | | |
Net realized gain on investments | | | 14,010,795 | | | | 2,073,089 | | |
Net change in unrealized appreciation/depreciation on investments | | | (18,989,642 | ) | | | (34,064,550 | ) | |
Net Decrease in Net Assets Resulting from Operations | | | (3,543,436 | ) | | | (30,701,280 | ) | |
Distributions to Shareholders (Note 5): | |
Class A | | | (6,079,021 | ) | | | (1,740,572 | ) | |
Class C | | | (2,042,301 | ) | | | (469,124 | ) | |
Class I | | | (4,110,118 | ) | | | (1,834,821 | ) | |
Total Distributions to Shareholders | | | (12,231,440 | ) | | | (4,044,517 | ) | |
Capital Transactions (Note 7): | |
Net proceeds from shares sold | | | 14,772,392 | | | | 25,267,230 | | |
Reinvestment of distributions | | | 11,337,223 | | | | 3,721,712 | | |
Cost of shares repurchased | | | (61,531,682 | ) | | | (49,838,164 | ) | |
Net Decrease in Net Assets from Capital Transactions | | | (35,422,067 | ) | | | (20,849,222 | ) | |
Total Decrease in Net Assets | | | (51,196,943 | ) | | | (55,595,019 | ) | |
Net Assets: | |
Beginning of year | | | 170,800,268 | | | | 226,395,287 | | |
End of year | | $ | 119,603,325 | | | $ | 170,800,268 | | |
The Accompanying Notes are an Integral Part of these Financial Statements.
1919 Funds 2023 Annual Report
13
1919 Financial Services Fund
Financial highlights
For a share of beneficial interest outstanding through each year presented:
Class A Shares | | 2023 | | 2022 | | 2021 | | 2020 | | 2019 | |
Net asset value, beginning of year | | $ | 28.14 | | | $ | 33.49 | | | $ | 26.87 | | | $ | 28.27 | | | $ | 22.77 | | |
Income (loss) from investment operations: | |
Net investment income1 | | | 0.28 | | | | 0.21 | | | | 0.19 | | | | 0.20 | | | | 0.17 | | |
Net realized and unrealized gain (loss) on investments | | | (0.01 | ) | | | (4.88 | ) | | | 8.05 | | | | (0.23 | ) | | | 6.42 | | |
Total income (loss) from investment operations | | | 0.27 | | | | (4.67 | ) | | | 8.24 | | | | (0.03 | ) | | | 6.59 | | |
Less distributions: | |
From net investment income | | | (0.34 | ) | | | (0.24 | ) | | | (0.15 | ) | | | (0.25 | ) | | | (0.17 | ) | |
From net realized gain on investments | | | (2.46 | ) | | | (0.44 | ) | | | (1.47 | ) | | | (1.12 | ) | | | (0.92 | ) | |
Total distributions | | | (2.80 | ) | | | (0.68 | ) | | | (1.62 | ) | | | (1.37 | ) | | | (1.09 | ) | |
Net asset value, end of year | | $ | 25.61 | | | $ | 28.14 | | | $ | 33.49 | | | $ | 26.87 | | | $ | 28.27 | | |
Total return2 | | | 1.42 | % | | | (13.97 | )% | | | 30.88 | % | | | 0.05 | % | | | 29.10 | % | |
Supplemental data and ratios: | |
Net assets, end of year (in thousands) | | $ | 60,948 | | | $ | 73,800 | | | $ | 86,303 | | | $ | 67,047 | | | $ | 78,401 | | |
Ratios to average net assets Gross expenses | | | 1.46 | % | | | 1.36 | % | | | 1.36 | % | | | 1.46 | % | | | 1.37 | % | |
Net expenses3,4 | | | 1.46 | | | | 1.36 | | | | 1.36 | | | | 1.46 | | | | 1.37 | | |
Net investment income | | | 1.09 | | | | 0.69 | | | | 0.59 | | | | 0.86 | | | | 0.64 | | |
Portfolio turnover rate5 | | | 4 | % | | | 4 | % | | | 10 | % | | | 2 | % | | | 8 | % | |
1 Per share amounts have been calculated using the average shares method.
2 Performance figures, exclusive of sales charges, may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results.
3 The Advisor agreed to limit the ratio of expenses to 1.50% of the average net assets of Class A shares. This expense limitation arrangement cannot be terminated prior to April 30, 2025 without the Board of Trustees' consent. See Note 3.
4 Does not include fees and expenses of the Underlying Funds in which the Fund invests.
5 Portfolio turnover rate is calculated for the Fund without distinguishing between classes.
The Accompanying Notes are an Integral Part of these Financial Statements.
1919 Funds 2023 Annual Report
14
For a share of beneficial interest outstanding through each year presented:
Class C Shares | | 2023 | | 2022 | | 2021 | | 2020 | | 2019 | |
Net asset value, beginning of year | | $ | 25.43 | | | $ | 30.27 | | | $ | 24.48 | | | $ | 25.82 | | | $ | 20.88 | | |
Income (loss) from investment operations: | |
Net investment income (loss)1 | | | 0.08 | | | | (0.01 | ) | | | (0.04 | ) | | | 0.03 | | | | (0.02 | ) | |
Net realized and unrealized gain (loss) on investments | | | (0.03 | ) | | | (4.39 | ) | | | 7.30 | | | | (0.23 | ) | | | 5.88 | | |
Total income (loss) from investment operations | | | 0.05 | | | | (4.40 | ) | | | 7.26 | | | | (0.20 | ) | | | 5.86 | | |
Less distributions: | |
From net investment income | | | (0.15 | ) | | | — | | | | — | | | | (0.02 | ) | | | — | | |
From net realized gain on investments | | | (2.46 | ) | | | (0.44 | ) | | | (1.47 | ) | | | (1.12 | ) | | | (0.92 | ) | |
Total distributions | | | (2.61 | ) | | | (0.44 | ) | | | (1.47 | ) | | | (1.14 | ) | | | (0.92 | ) | |
Net asset value, end of year | | $ | 22.87 | | | $ | 25.43 | | | $ | 30.27 | | | $ | 24.48 | | | $ | 25.82 | | |
Total return2 | | | 0.69 | % | | | (14.56 | )% | | | 29.88 | % | | | (0.64 | )% | | | 28.21 | % | |
Supplemental data and ratios: | |
Net assets, end of year (in thousands) | | $ | 19,146 | | | $ | 27,395 | | | $ | 36,122 | | | $ | 26,404 | | | $ | 40,880 | | |
Ratios to average net assets Gross expenses | | | 2.18 | % | | | 2.08 | % | | | 2.07 | % | | | 2.16 | % | | | 2.09 | % | |
Net expenses3,4 | | | 2.18 | | | | 2.08 | | | | 2.07 | | | | 2.16 | | | | 2.09 | | |
Net investment income (loss) | | | 0.36 | | | | (0.04 | ) | | | (0.12 | ) | | | 0.15 | | | | (0.09 | ) | |
Portfolio turnover rate5 | | | 4 | % | | | 4 | % | | | 10 | % | | | 2 | % | | | 8 | % | |
1 Per share amounts have been calculated using the average shares method.
2 Performance figures, exclusive of CDSC, may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results.
3 The Advisor agreed to limit the ratio of expenses to 2.25% of the average net assets of Class C shares. This expense limitation arrangement cannot be terminated prior to April 30, 2025 without the Board of Trustees' consent. See Note 3.
4 Does not include fees and expenses of the Underlying Funds in which the Fund invests.
5 Portfolio turnover rate is calculated for the Fund without distinguishing between classes.
The Accompanying Notes are an Integral Part of these Financial Statements.
1919 Funds 2023 Annual Report
15
1919 Financial Services Fund
Financial highlights (cont'd)
For a share of beneficial interest outstanding through each year presented:
Class I Shares | | 2023 | | 2022 | | 2021 | | 2020 | | 2019 | |
Net asset value, beginning of year | | $ | 28.44 | | | $ | 33.82 | | | $ | 27.18 | | | $ | 28.56 | | | $ | 22.98 | | |
Income (loss) from investment operations: | |
Net investment income1 | | | 0.35 | | | | 0.28 | | | | 0.29 | | | | 0.27 | | | | 0.24 | | |
Net realized and unrealized gain (loss) on investments | | | (0.01 | ) | | | (4.90 | ) | | | 8.11 | | | | (0.22 | ) | | | 6.50 | | |
Total income (loss) from investment operations | | | 0.34 | | | | (4.62 | ) | | | 8.40 | | | | 0.05 | | | | 6.74 | | |
Less distributions: | |
From net investment income | | | (0.41 | ) | | | (0.32 | ) | | | (0.29 | ) | | | (0.31 | ) | | | (0.24 | ) | |
From net realized gain on investments | | | (2.46 | ) | | | (0.44 | ) | | | (1.47 | ) | | | (1.12 | ) | | | (0.92 | ) | |
Total distributions | | | (2.87 | ) | | | (0.76 | ) | | | (1.76 | ) | | | (1.43 | ) | | | (1.16 | ) | |
Net asset value, end of year | | $ | 25.91 | | | $ | 28.44 | | | $ | 33.82 | | | $ | 27.18 | | | $ | 28.56 | | |
Total return2 | | | 1.69 | % | | | (13.71 | )% | | | 31.16 | % | | | 0.35 | % | | | 29.49 | % | |
Supplemental data and ratios: | |
Net assets, end of year (in thousands) | | $ | 39,509 | | | $ | 69,605 | | | $ | 103,970 | | | $ | 67,346 | | | $ | 97,936 | | |
Ratios to average net assets Gross expenses | | | 1.18 | % | | | 1.10 | % | | | 1.09 | % | | | 1.17 | % | | | 1.09 | % | |
Net expenses3,4 | | | 1.18 | | | | 1.10 | | | | 1.09 | | | | 1.17 | | | | 1.09 | | |
Net investment income | | | 1.34 | | | | 0.93 | | | | 0.87 | | | | 1.14 | | | | 0.92 | | |
Portfolio turnover rate5 | | | 4 | % | | | 4 | % | | | 10 | % | | | 2 | % | | | 8 | % | |
1 Per share amounts have been calculated using the average shares method.
2 Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results.
3 The Advisor agreed to limit the ratio of expenses to 1.25% of the average net assets of Class I shares. See Note 3. This expense limitation arrangement cannot be terminated prior to April 30, 2025 without the Board of Trustees' consent. See Note 3.
4 Does not include fees and expenses of the Underlying Funds in which the Fund invests.
5 Portfolio turnover rate is calculated for the Fund without distinguishing between classes.
The Accompanying Notes are an Integral Part of these Financial Statements.
1919 Funds 2023 Annual Report
16
1919 Maryland Tax-Free Income Fund
Fund performance (unaudited)
Value of $10,000 Investment
This chart illustrates the performance of a hypothetical $10,000 investment in the Fund's Class A shares over ten years, and assumes the deduction of the maximum initial sales charge of 4.25% at the time of investment and the reinvestment of dividends and capital gains, but does not reflect the effect of any other applicable sales charge, redemption fees or the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. This chart does not imply any future performance. The performance of the Fund's other classes may be greater or less than the Class A shares' performance indicated on this chart, depending on whether greater or lesser sales charges and fees were incurred by shareholders investing in the other classes.
1919 Funds 2023 Annual Report
17
Fund performance (unaudited) (cont'd)
Total Returns* as of December 31, 2023
| | 1 Year | | 5 Year | | 10 Year | |
1919 Maryland Tax-Free Income Fund | |
With Sales Charges† | |
Class A | | | -1.14 | % | | | 0.78 | % | | | 1.57 | % | |
Class C | | | 3.99 | | | | 1.09 | | | | 1.45 | | |
Without Sales Charges | |
Class A | | | 5.63 | | | | 1.66 | | | | 2.02 | | |
Class C | | | 4.99 | | | | 1.09 | | | | 1.45 | | |
Class I | | | 5.72 | | | | 1.80 | | | | 2.16 | | |
Bloomberg Municipal Bond Index(i) | | | 6.40 | | | | 2.25 | | | | 3.03 | | |
* Returns over one year are annualized.
† Class A Shares have a maximum initial sales charge of 4.25% and Class C Shares have a contingent deferred sales charge (CDSC) of 1.00% for shares redeemed within one year of purchase.
As of the Fund's current prospectus dated April 30, 2023, the total gross annual operating expense ratios for Class A, Class C and Class I were 1.10%, 1.64% and 0.97%, respectively. The total net annual operating expense ratios for Class A, Class C and Class I were 0.75%(ii), 1.30%(ii) and 0.60%(ii), respectively. Actual expenses may be higher. For example, expenses may be higher than those shown if average net assets decrease. Net assets are more likely to decrease and Fund expense ratios are more likely to increase when markets are volatile.
All figures represent past performance and are not a guarantee of future results. 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. Fund returns assume the reinvestment of all distributions, at net asset value and the deduction of all Fund expenses. Total returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. 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 1-844-828-1919.
(i) The Bloomberg Municipal Bond Index is a market value weighted index of investment grade municipal bonds with maturities of one year or more. The Index was previously named the Barclays Municipal Bond Index.
(ii) The Adviser has contractually agreed to waive fees and reimburse operating expenses through April 30, 2025.
The Indices are unmanaged and are not subject to the same management and trading expenses as a mutual fund. Please note that an investor cannot invest directly in an index.
1919 Funds 2023 Annual Report
18
Fund expenses (unaudited)
Example
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including front-end and back-end sales charges (loads) on purchase payments; and (2) ongoing costs, including management fees; service and/or distribution (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.
This example is based on an investment of $1,000 invested on July 1, 2023 and held for the six months ended December 31, 2023.
Actual expenses
The table below titled "Based on Actual Total Return" provides information about actual account values and actual expenses. You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled "Expenses Paid During the Period".
Hypothetical example for comparison purposes
The table below titled "Based on Hypothetical Total Return" provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio and an assumed rate of return of 5.00% 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 the information provided in this table to compare the ongoing costs of investing in the Fund and other funds. To do so, compare the 5.00% hypothetical example relating to the Fund with the 5.00% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, 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 transaction costs were included, your costs would have been higher.
Based on actual total return1
| | Actual Total Return2 | | Beginning Account Value | | Ending Account Value | | Annualized Expense Ratio | | Expenses Paid During the Period3 | |
Class A | | | 3.49 | % | | $ | 1,000.00 | | | $ | 1,034.90 | | | | 0.75 | % | | $ | 3.85 | | |
Class C | | | 3.14 | | | | 1,000.00 | | | | 1,031.40 | | | | 1.30 | | | | 6.66 | | |
Class I | | | 3.57 | | | | 1,000.00 | | | | 1,035.70 | | | | 0.60 | | | | 3.08 | | |
Based on hypothetical total return1
| | Hypothetical Annualized Total Return | | Beginning Account Value | | Ending Account Value | | Annualized Expense Ratio | | Expenses Paid During the Period3 | |
Class A | | | 2.48 | % | | $ | 1,000.00 | | | $ | 1,021.42 | | | | 0.75 | % | | $ | 3.82 | | |
Class C | | | 2.48 | | | | 1,000.00 | | | | 1,018.65 | | | | 1.30 | | | | 6.61 | | |
Class I | | | 2.48 | | | | 1,000.00 | | | | 1,022.18 | | | | 0.60 | | | | 3.06 | | |
1 The six months ended December 31, 2023.
2 Assumes the reinvestment of all distributions at net asset value and does not reflect the deduction of the applicable sales charge with respect to Class A shares or the applicable contingent deferred sales charge ("CDSC") with respect to Class C shares. Total return is not annualized, as it may not be representative of the total return for the year. Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower.
3 Expenses (net of fee waivers and/or expense reimbursements) are equal to each class' annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (184), then divided by 365.
1919 Funds 2023 Annual Report
19
Fund at a glance (unaudited)
Investment breakdown (%) as a percent of total investments
1919 Funds 2023 Annual Report
20
Schedule of investments
December 31, 2023
1919 Maryland Tax-Free Income Fund
Security | | Rate | | Maturity Date | | Principal Amount | | Value | |
Municipal Bonds — 84.4% | |
Education — 9.6% | |
Maryland Stadium Authority | | | 5.000 | % | | 5/1/42 | | $ | 2,000,000 | | | $ | 2,110,834 | | |
Maryland Stadium Authority, Built to Learn Revenue | | | 4.000 | % | | 6/1/39 | | | 500,000 | | | | 516,311 | | |
Maryland State EDC, Student Housing Revenue Bonds: | |
Maryland Economic Development Corp. | | | 5.000 | % | | 7/1/36 | | | 250,000 | | | | 251,351 | | |
Morgan State University Project | | | 5.625 | % | | 7/1/43 | | | 565,000 | | | | 613,222 | | |
Salisbury University Project | | | 5.000 | % | | 6/1/27 | | | 455,000 | | | | 455,174 | | |
University of Maryland, College Park Projects | | | 5.000 | % | | 7/1/31 | | | 500,000 | | | | 506,965 | | |
Washington College, Town of Chestertown MD | | | 5.000 | % | | 3/1/28 | | | 500,000 | | | | 525,012 | | |
Maryland State Health & Higher EFA Revenue Bonds: | |
Maryland Institute College of Art | | | 4.000 | % | | 6/1/42 | | | 250,000 | | | | 224,470 | | |
Stevenson University | | | 4.000 | % | | 6/1/34 | | | 500,000 | | | | 506,792 | | |
Total Education | | | | | | | | | 5,710,131 | | |
Health Care — 32.6% | |
County of Baltimore, Maryland: | |
Oak Crest Village Inc. | | | 5.000 | % | | 1/1/30 | | | 495,000 | | | | 509,629 | | |
Oak Crest Village Inc. | | | 4.000 | % | | 1/1/40 | | | 500,000 | | | | 489,700 | | |
Riderwood Village Obligated Group | | | 4.000 | % | | 1/1/45 | | | 1,000,000 | | | | 945,698 | | |
County of Prince George's, MD, COPS | | | 3.000 | % | | 10/1/31 | | | 2,500,000 | | | | 2,498,311 | | |
Maryland State Health & Higher EFA Revenue Bonds: | |
Adventist Healthcare Obligated Group | | | 5.000 | % | | 1/1/33 | | | 2,500,000 | | | | 2,690,911 | | |
Adventist Rehabilitation Hospital | | | 5.500 | % | | 1/1/27 | | | 1,250,000 | | | | 1,321,276 | | |
Broadmead Inc. | | | 4.250 | % | | 7/1/40 | | | 1,150,000 | | | | 1,086,010 | | |
Doctors Hospital Inc. Obligated Group | | | 5.000 | % | | 7/1/38 | | | 1,000,000 | | | | 1,024,751 | | |
Greater Baltimore Medical Center Inc. | | | 4.000 | % | | 7/1/38 | | | 1,000,000 | | | | 1,017,835 | | |
Helix Health Issue, AMBAC | | | 5.250 | % | | 8/15/38 | | | 3,000,000 | | | | 3,441,726 | | |
James Lawrence Kernan Hospital (a) | | | 3.050 | % | | 7/1/41 | | | 1,300,000 | | | | 1,300,000 | | |
MedStar Health Obligated Group | | | 5.000 | % | | 5/15/42 | | | 2,000,000 | | | | 2,061,507 | | |
UPMC Obligated Group | | | 4.000 | % | | 4/15/45 | | | 1,000,000 | | | | 993,464 | | |
Total Health Care | | | | | | | | | 19,380,818 | | |
Housing — 4.7% | |
Maryland Community Development Administration Local Government Infrastructure | | | 4.000 | % | | 6/1/47 | | | 1,000,000 | | | | 1,000,206 | | |
Bolton North LP | | | 3.350 | % | | 9/15/34 | | | 1,000,000 | | | | 986,388 | | |
Montgomery County Housing Opportunities Commission | | | 3.050 | % | | 7/1/44 | | | 1,000,000 | | | | 822,975 | | |
Total Housing | | | | | | | | | 2,809,569 | | |
Industrial Revenue — 0.6% | |
Maryland EDC, EDR, Lutheran World Relief Inc. and Immigration and Refugee Service | | | 5.250 | % | | 4/1/29 | | | 375,000 | | | | 375,200 | | |
Total Industrial Revenue | | | | | | | | | 375,200 | | |
1919 Funds 2023 Annual Report
21
Schedule of investments (cont'd)
December 31, 2023
1919 Maryland Tax-Free Income Fund
Security | | Rate | | Maturity Date | | Principal Amount | | Value | |
Leasing — 1.7% | |
Montgomery County, MD, Lease Revenue, Metrorail Garage Project | | | 5.000 | % | | 6/1/24 | | $ | 1,000,000 | | | $ | 1,000,813 | | |
Total Leasing | | | | | | | | | 1,000,813 | | |
Local General Obligation — 20.4% | |
County of Baltimore, Maryland | | | 4.000 | % | | 3/1/36 | | | 1,000,000 | | | | 1,050,223 | | |
County of Baltimore, Maryland | | | 4.000 | % | | 3/1/40 | | | 1,000,000 | | | | 1,047,657 | | |
County of Baltimore, Maryland | | | 5.000 | % | | 3/1/46 | | | 2,000,000 | | | | 2,268,031 | | |
County of Howard, Maryland | | | 4.000 | % | | 8/15/45 | | | 2,000,000 | | | | 2,044,437 | | |
County of Montgomery, Maryland (a) | | | 3.100 | % | | 11/1/37 | | | 2,780,000 | | | | 2,780,000 | | |
County of Prince George's, Maryland | | | 5.000 | % | | 7/15/40 | | | 1,750,000 | | | | 1,892,069 | | |
Maryland Stadium Authority, Ocean City Convention Facility Expansion | | | 4.000 | % | | 12/15/39 | | | 525,000 | | | | 540,186 | | |
State of Maryland | | | 4.000 | % | | 8/1/29 | | | 500,000 | | | | 500,085 | | |
Total Local General Obligation | | | | | | | | | 12,122,688 | | |
Pre-Refunded/Escrowed to Maturity(b) — 2.0% | |
City of Baltimore, Maryland, Mayor and City Council of Baltimore, Project and Refunding Revenue Bonds, Water Projects | | | 5.000 | % | | 7/1/24 | | | 1,185,000 | | | | 1,196,641 | | |
Total Pre-Refunded/Escrowed to Maturity | | | | | | | | | 1,196,641 | | |
Transportation — 6.8% | |
Maryland Economic Development Corp., Air Cargo Obligated Group | | | 4.000 | % | | 7/1/44 | | | 1,795,000 | | | | 1,626,047 | | |
Maryland State Transportation Authority Transportation Facilities Project Revenue | | | 3.000 | % | | 7/1/31 | | | 2,000,000 | | | | 2,001,797 | | |
Maryland State Transportation Authority Transportation Facilities Project Revenue | | | 5.000 | % | | 7/1/40 | | | 400,000 | | | | 442,466 | | |
Total Transportation | | | | | | | | | 4,070,310 | | |
Water & Sewer — 6.0% | |
County of Montgomery, Maryland, Water Quality Protection Charge Revenue | | | 4.000 | % | | 4/1/41 | | | 575,000 | | | | 597,438 | | |
County of Montgomery, Maryland, Water Quality Protection Charge Revenue | | | 4.000 | % | | 4/1/42 | | | 525,000 | | | | 543,201 | | |
County of Montgomery, Maryland, Water Quality Protection Charge Revenue | | | 4.000 | % | | 4/1/43 | | | 560,000 | | | | 577,779 | | |
Washington Suburban Sanitary District, Maryland, Montgomery and Prince George's Counties, Water Supply Refunding Bonds (a) | | | 3.200 | % | | 6/1/24 | | | 800,000 | | | | 800,000 | | |
1919 Funds 2023 Annual Report
22
1919 Maryland Tax-Free Income Fund
Security | | Rate | | Maturity Date | | Principal Amount | | Value | |
Water & Sewer — continued | |
Washington Suburban Sanitary District, Maryland, Montgomery and Prince George's Counties, Water Supply Refunding Bonds | | | 5.000 | % | | 6/1/37 | | $ | 1,000,000 | | | $ | 1,043,818 | | |
Total Water & Sewer | | | | | | | | | 3,562,236 | | |
Total Municipal Bonds (Cost — $50,607,524) | | | | | | | | | 50,228,406 | | |
Total Investments — 84.4% (Cost — $50,607,524) | | | | | | | | | 50,228,406 | | |
Other Assets in Excess of Liabilities — 15.6% | | | | | | | | | 9,263,633 | | |
Total Net Assets — 100.0% | | | | | | | | $ | 59,492,039 | | |
Notes:
(a) Variable rate security. Rate is determined on a periodic basis by Remarketing Agents to make a market for the bonds. Interest rate disclosed is rate at period end.
(b) Pre-Refunded bonds are escrowed with U.S. government obligations and/or U.S. government agency securities and are considered by the manager to be triple-A rated even if issuer has not applied for new ratings
Abbreviations used in this schedule:
AMBAC — American Municipal Bond Assurance Corporation — Insured Bonds
COPS — Community Oriented Policing Services
EDC — Economic Development Corporation
EDR — Economic Development Revenue
EFA — Educational Facilities Authority
LP — Limited Partnership
Ratings table*
Standard & Poor's/Moody's/Fitch** | |
AAA/Aaa | | | 32.7 | % | |
AA/Aa | | | 25.1 | % | |
A | | | 21.9 | % | |
BBB/Baa | | | 18.8 | % | |
BB/Ba | | | 1.5 | % | |
| | | 100.0 | % | |
* As a percentage of total investments.
** The ratings shown are based on each portfolio security's rating as determined by Standard & Poor's, Moody's or Fitch, each a Nationally Recognized Statistical Rating Organization ("NRSRO"). These ratings are the opinions of the NRSRO and are not measures of quality or guarantees of performance. Securities may be rated by other NRSROs, and these ratings may be higher or lower. In the event that a security is rated by multiple NRSROs and receives different ratings, the Fund will treat the security as being rated in the highest rating category received from a NRSRO.
The Accompanying Notes are an Integral Part of these Financial Statements.
1919 Funds 2023 Annual Report
23
1919 Maryland Tax-Free Income Fund
Statement of assets and liabilities
December 31, 2023
Assets: | |
Investments in securities at value (cost $50,607,524) | | $ | 50,228,406 | | |
Cash | | | 4,484,865 | | |
Receivable for securities sold | | | 4,270,105 | | |
Receivable for Fund shares sold | | | 84,720 | | |
Dividends and interest receivable | | | 720,871 | | |
Prepaid expenses | | | 22,958 | | |
Total Assets | | | 59,811,925 | | |
Liabilities: | |
Payable for Fund shares repurchased | | | 211,123 | | |
Distributions to shareholders | | | 9,389 | | |
Advisory fees payable | | | 2,972 | | |
Distribution fees payable | | | 12,859 | | |
Accrued other expenses | | | 83,543 | | |
Total Liabilities | | | 319,886 | | |
Net Assets | | $ | 59,492,039 | | |
Components of Net Assets: | |
Paid-in capital | | $ | 61,683,411 | | |
Total accumulated loss | | | (2,191,372 | ) | |
Net Assets | | $ | 59,492,039 | | |
Class A: | |
Net Assets | | $ | 34,414,408 | | |
Shares Issued and Outstanding (unlimited shares authorized, no par value) | | | 2,301,100 | | |
Net Asset Value and Redemption Price | | $ | 14.96 | | |
Maximum Public Offering Price (based on maximum initial sales charge of 4.25%) | | $ | 15.62 | | |
Class C: | |
Net Assets | | $ | 2,314,616 | | |
Shares Issued and Outstanding (unlimited shares authorized, no par value) | | | 154,823 | | |
Net Asset Value, Redemption Price* and Offering Price Per Share | | $ | 14.95 | | |
Class I: | |
Net Assets | | $ | 22,763,015 | | |
Shares Issued and Outstanding (unlimited shares authorized, no par value) | | | 1,521,655 | | |
Net Asset Value, Redemption Price and Offering Price Per Share | | $ | 14.96 | | |
* Redemption price per share of Class C shares is NAV reduced by a 1.00% CDSC if shares are redeemed within one year of purchase. (See Note 7).
The Accompanying Notes are an Integral Part of these Financial Statements.
1919 Funds 2023 Annual Report
24
1919 Maryland Tax-Free Income Fund
Statement of operations
For the Year Ended December 31, 2023
Investment Income: | |
Interest Income | | $ | 2,223,747 | | |
Total Investment Income | | | 2,223,747 | | |
Expenses: | |
Advisory fees (Note 3) | | | 354,943 | | |
Transfer agent fees and expenses (Note 3 & Note 6) | | | 96,954 | | |
Administration and fund accounting fees (Note 3) | | | 95,422 | | |
Distribution fees (Note 6) | | | 75,797 | | |
Registration fees | | | 39,909 | | |
Legal fees | | | 31,307 | | |
Audit fees | | | 21,300 | | |
Trustees' fees (Note 3) | | | 15,215 | | |
Shareholder reporting fees | | | 9,094 | | |
Insurance fees | | | 6,461 | | |
Compliance fees (Note 3) | | | 6,216 | | |
Custody fees (Note 3) | | | 4,321 | | |
Miscellaneous | | | 9,870 | | |
Total Expenses | | | 766,809 | | |
Expenses waived by the Adviser (Note 3) | | | (303,802 | ) | |
Net Expenses | | | 463,007 | | |
Net Investment Income | | | 1,760,740 | | |
Realized and Unrealized Gain (Loss) on Investments | |
Net Realized Loss on Investments | | | (4,860 | ) | |
Net Change in Unrealized Appreciation/Depreciation on Investments | | | 1,596,718 | | |
Net Realized and Unrealized Gain on Investments | | | 1,591,858 | | |
Net Increase in Net Assets Resulting from Operations | | $ | 3,352,598 | | |
The Accompanying Notes are an Integral Part of these Financial Statements.
1919 Funds 2023 Annual Report
25
1919 Maryland Tax-Free Income Fund
Statements of changes in net assets
For the Years Ended December 31, | | 2023 | | 2022 | |
Increase (Decrease) in Net Assets from: | |
Operations: | |
Net investment income | | $ | 1,760,740 | | | $ | 1,387,933 | | |
Net realized gain (loss) on investments | | | (4,860 | ) | | | 9,994 | | |
Net change in unrealized appreciation/depreciation on investments | | | 1,596,718 | | | | (6,704,558 | ) | |
Net Increase (Decrease) in Net Assets Resulting from Operations | | | 3,352,598 | | | | (5,306,631 | ) | |
Distributions to Shareholders (Note 5): | |
Class A | | | (996,669 | ) | | | (836,400 | ) | |
Class C | | | (62,125 | ) | | | (57,151 | ) | |
Class I | | | (701,950 | ) | | | (494,384 | ) | |
Total Distributions to Shareholders | | | (1,760,744 | ) | | | (1,387,935 | ) | |
Capital Transactions (Note 7): | |
Net proceeds from shares sold | | | 10,817,578 | | | | 12,362,081 | | |
Reinvestment of distributions | | | 1,646,286 | | | | 1,266,740 | | |
Cost of shares repurchased | | | (20,786,833 | ) | | | (29,155,048 | ) | |
Net Decrease in Net Assets from Capital Transactions | | | (8,322,969 | ) | | | (15,526,227 | ) | |
Total Decrease in Net Assets | | | (6,731,115 | ) | | | (22,220,793 | ) | |
Net Assets: | |
Beginning of year | | | 66,223,154 | | | | 88,443,947 | | |
End of year | | $ | 59,492,039 | | | $ | 66,223,154 | | |
The Accompanying Notes are an Integral Part of these Financial Statements.
1919 Funds 2023 Annual Report
26
1919 Maryland Tax-Free Income Fund
Financial highlights
For a share of beneficial interest outstanding through each year presented:
Class A Shares | | 2023 | | 2022 | | 2021 | | 2020 | | 2019 | |
Net asset value, beginning of year | | $ | 14.55 | | | $ | 15.77 | | | $ | 15.90 | | | $ | 15.68 | | | $ | 15.34 | | |
Income (loss) from investment operations: | |
Net investment income1 | | | 0.40 | | | | 0.26 | | | | 0.23 | | | | 0.35 | | | | 0.40 | | |
Net realized and unrealized gain (loss) on investments | | | 0.42 | | | | (1.21 | ) | | | (0.14 | ) | | | 0.22 | | | | 0.34 | | |
Total income (loss) from investment operations | | | 0.82 | | | | (0.95 | ) | | | 0.09 | | | | 0.57 | | | | 0.74 | | |
Less distributions: | |
From net investment income | | | (0.41 | ) | | | (0.27 | ) | | | (0.22 | ) | | | (0.35 | ) | | | (0.40 | ) | |
Total distributions | | | (0.41 | ) | | | (0.27 | ) | | | (0.22 | ) | | | (0.35 | ) | | | (0.40 | ) | |
Net asset value, end of year | | $ | 14.96 | | | $ | 14.55 | | | $ | 15.77 | | | $ | 15.90 | | | $ | 15.68 | | |
Total return2 | | | 5.63 | % | | | (6.06 | )% | | | 0.61 | % | | | 3.70 | % | | | 4.87 | % | |
Supplemental data and ratios: | |
Net assets, end of year (in thousands) | | $ | 34,414 | | | $ | 38,648 | | | $ | 54,353 | | | $ | 55,439 | | | $ | 57,000 | | |
Ratios to average net assets Gross expenses | | | 1.21 | % | | | 1.10 | % | | | 1.08 | % | | | 1.09 | % | | | 1.07 | % | |
Net expenses3,4 | | | 0.75 | | | | 0.75 | | | | 0.75 | | | | 0.755 | | | | 0.755 | | |
Net investment income | | | 2.70 | | | | 1.77 | | | | 1.42 | | | | 2.24 | | | | 2.57 | | |
Portfolio turnover rate6 | | | 44 | % | | | 33 | % | | | 26 | % | | | 27 | % | | | 21 | % | |
1 Per share amounts have been calculated using the average shares method.
2 Performance figures, exclusive of sales charges, may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results.
3 The Adviser agreed to limit the ratio of expenses to 0.75% of the average net assets of Class A shares. This expense limitation arrangement cannot be terminated prior to April 30, 2025 without the Board of Trustees' consent. See Note 3.
4 Does not include fees and expenses of the Underlying Funds in which the Fund invests.
5 Interest expense was less than 0.01% for the year ended December 31, 2020 and 2019.
6 Portfolio turnover rate is calculated for the Fund without distinguishing between classes.
The Accompanying Notes are an Integral Part of these Financial Statements.
1919 Funds 2023 Annual Report
27
1919 Maryland Tax-Free Income Fund
Financial highlights (cont'd)
For a share of beneficial interest outstanding through each year presented:
Class C Shares | | 2023 | | 2022 | | 2021 | | 2020 | | 2019 | |
Net asset value, beginning of year | | $ | 14.55 | | | $ | 15.77 | | | $ | 15.90 | | | $ | 15.68 | | | $ | 15.34 | | |
Income (loss) from investment operations: | |
Net investment income1 | | | 0.31 | | | | 0.18 | | | | 0.14 | | | | 0.27 | | | | 0.32 | | |
Net realized and unrealized gain (loss) on investments | | | 0.42 | | | | (1.22 | ) | | | (0.13 | ) | | | 0.22 | | | | 0.34 | | |
Total income (loss) from investment operations | | | 0.73 | | | | (1.04 | ) | | | 0.01 | | | | 0.49 | | | | 0.66 | | |
Less distributions: | |
From net investment income | | | (0.33 | ) | | | (0.18 | ) | | | (0.14 | ) | | | (0.27 | ) | | | (0.32 | ) | |
Total distributions | | | (0.33 | ) | | | (0.18 | ) | | | (0.14 | ) | | | (0.27 | ) | | | (0.32 | ) | |
Net asset value, end of year | | $ | 14.95 | | | $ | 14.55 | | | $ | 15.77 | | | $ | 15.90 | | | $ | 15.68 | | |
Total return2 | | | 4.99 | % | | | (6.57 | )% | | | 0.06 | % | | | 3.13 | % | | | 4.29 | % | |
Supplemental data and ratios: | |
Net assets, end of year (in thousands) | | $ | 2,315 | | | $ | 4,178 | | | $ | 5,454 | | | $ | 7,436 | | | $ | 7,875 | | |
Ratios to average net assets Gross expenses | | | 1.75 | % | | | 1.64 | % | | | 1.61 | % | | | 1.62 | % | | | 1.61 | % | |
Net expenses3,4 | | | 1.30 | | | | 1.30 | | | | 1.30 | | | | 1.305 | | | | 1.305 | | |
Net investment income | | | 2.14 | | | | 1.22 | | | | 0.89 | | | | 1.70 | | | | 2.07 | | |
Portfolio turnover rate6 | | | 44 | % | | | 33 | % | | | 26 | % | | | 27 | % | | | 21 | % | |
1 Per share amounts have been calculated using the average shares method.
2 Performance figures, exclusive of CDSC, may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results.
3 The Adviser agreed to limit the ratio of expenses to 1.30% of the average net assets of Class C shares. This expense limitation arrangement cannot be terminated prior to April 30, 2025 without the Board of Trustees' consent. See Note 3.
4 Does not include fees and expenses of the Underlying Funds in which the Fund invests.
5 Interest expense was less than 0.01% for the year ended December 31, 2020 and 2019.
6 Portfolio turnover rate is calculated for the Fund without distinguishing between classes.
The Accompanying Notes are an Integral Part of these Financial Statements.
1919 Funds 2023 Annual Report
28
For a share of beneficial interest outstanding through each year presented:
Class I Shares | | 2023 | | 2022 | | 2021 | | 2020 | | 2019 | |
Net asset value, beginning of year | | $ | 14.56 | | | $ | 15.78 | | | $ | 15.90 | | | $ | 15.69 | | | $ | 15.35 | | |
Income (loss) from investment operations: | |
Net investment income1 | | | 0.40 | | | | 0.29 | | | | 0.25 | | | | 0.37 | | | | 0.42 | | |
Net realized and unrealized gain (loss) on investments | | | 0.44 | | | | (1.22 | ) | | | (0.12 | ) | | | 0.22 | | | | 0.34 | | |
Total income (loss) from investment operations | | | 0.84 | | | | (0.93 | ) | | | 0.13 | | | | 0.59 | | | | 0.76 | | |
Less distributions: | |
From net investment income | | | (0.44 | ) | | | (0.29 | ) | | | (0.25 | ) | | | (0.38 | ) | | | (0.42 | ) | |
Total distributions | | | (0.44 | ) | | | (0.29 | ) | | | (0.25 | ) | | | (0.38 | ) | | | (0.42 | ) | |
Net asset value, end of year | | $ | 14.96 | | | $ | 14.56 | | | $ | 15.78 | | | $ | 15.90 | | | $ | 15.69 | | |
Total return2 | | | 5.72 | % | | | (5.91 | )% | | | 0.83 | % | | | 3.79 | % | | | 5.02 | % | |
Supplemental data and ratios: | |
Net assets, end of year (in thousands) | | $ | 22,763 | | | $ | 23,398 | | | $ | 28,636 | | | $ | 24,691 | | | $ | 19,277 | | |
Ratios to average net assets Gross expenses | | | 1.08 | % | | | 0.97 | % | | | 0.94 | % | | | 0.96 | % | | | 0.93 | % | |
Net expenses3,4 | | | 0.60 | | | | 0.60 | | | | 0.60 | | | | 0.605 | | | | 0.605 | | |
Net investment income | | | 2.85 | | | | 1.92 | | | �� | 1.57 | | | | 2.38 | | | | 2.69 | | |
Portfolio turnover rate6 | | | 44 | % | | | 33 | % | | | 26 | % | | | 27 | % | | | 21 | % | |
1 Per share amounts have been calculated using the average shares method.
2 Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results.
3 The Adviser agreed to limit the ratio of expenses to 0.60% of the average net assets of Class I shares. This expense limitation arrangement cannot be terminated prior to April 30, 2025 without the Board of Trustees' consent. See Note 3.
4 Does not include fees and expenses of the Underlying Funds in which the Fund invests.
5 Interest expense was less than 0.01% for the year ended December 31, 2020 and 2019.
6 Portfolio turnover rate is calculated for the Fund without distinguishing between classes.
The Accompanying Notes are an Integral Part of these Financial Statements.
1919 Funds 2023 Annual Report
29
1919 Socially Responsive Balanced Fund
Letter to Shareholders (unaudited)
Dear Shareholder,
We are pleased to bring you the annual report on the 1919 Socially Responsive Balanced Fund ("the Fund") through December 31, 2023.
Throughout the year, the Fund took a variety of measures to respond to changing market conditions. During the first half of the year, we increased exposure to the Information Technology, Consumer Discretionary, Industrials and Materials sectors and decreased exposure to the Real Estate, Health Care, and Communication Services sectors. During the second half of the year, we added to the Information Technology and Consumer Staples sectors while reducing exposure to the Consumer Discretionary sector and repositioned within the Financials sector.
Throughout the year, we remained overweight relative to the S&P 500 Index in the Health Care and Industrials sectors and maintained our underweight positioning in the Energy, Real Estate, and Utilities sectors. We added to the Information Technology sector throughout the year and finished the year overweight the sector relative to the index.
In the fixed-income portion of the Fund, we purchased primarily longer-dated Corporates to extend duration and take advantage of higher yields and coupons. We maintained the overweight to corporate bonds for the same reasons. Going forward, we look for the Treasury curve to continue to flatten and un-invert, as the Fed gets closer to its first rate cut. As the curve re-steepens, we will look for opportunities to adjust the term structure of the portfolio and lock-in yields.
In the equity portion of the Fund, our stock selection in the Health Care, Industrials, and Information Technology, and Materials sectors contributed to relative performance in 2023. In terms of sector positioning, our underweighting of Energy and Utilities and our overweighting of Information Technology also enhanced results. On an individual stock basis, the largest contributors to performance for the year were Palo Alto Networks, Broadcom, Salesforce.com, Advanced Drainage Systems, and Eli Lilly.
1919 Funds 2023 Annual Report
30
The leading contributor to performance in the fixed-income portion of the Fund was the overweight to the corporate sector. On an individual security basis, the largest contributors to return were International US Treasury 2.5% 1/31/25, Amgen Inc. 3.0% 2/22/29, Target Corp. 4.5% 9/15/32, Autodesk Inc. 2.4% 12/15/31 and Honda Motor Co., Ltd. 2.271% 3/10/25.
In the equity portion of the Fund, selection in the Financials, Consumer Discretionary, and Consumer Staples sectors detracted from relative results for the year. In terms of sector positioning, our overweighting of Health Care and underweighting of Communication Services detracted from performance. On an individual stock basis, the largest detractors from performance were SolarEdge Technologies, Estee Lauder, Charles Schwab, American Water Works, and Truist Financial.
In the fixed-income portion of the Fund, the leading detractor to performance was a duration shorter than the benchmark. On an individual security basis, the largest detractors from performance were FNMA Pool 490446 6.5% 3/1/2029, Pool 891596 5.5% 6/1/2036, Pool 190375 5.5% 11/1/2036, Pool 808156 4.5% 2/1/2035 and FHLMC Gold Pool G08179 5.5% 2/1/2037.
Thank you for your investment in the 1919 Socially Responsive Balanced Fund. As always, we appreciate that you have chosen us to manage your assets and we remain focused on achieving the Fund's investment and social goals.
Sincerely,
Ronald T. Bates
Portfolio Manager (Equity Portion)
1919 Investment Counsel, LLC
Aimee M. Eudy
Portfolio Manager (Fixed-Income Portion)
1919 Investment Counsel, LLC
Robert P. Huesman, CFA
Portfolio Manager (Equity Portion)
1919 Investment Counsel, LLC
Alison R. Bevilacqua
Portfolio Manager
(Head of Social Research)
1919 Investment Counsel, LLC
Past performance is not a guarantee of future results.
Duration — commonly used measure of the potential volatility of the price of a debt security, or the aggregate market value of a portfolio of debt securities, prior to maturity. Securities with a longer duration generally have more volatile prices than securities of a comparable quality with a shorter duration.
1919 Funds 2023 Annual Report
31
1919 Socially Responsive Balanced Fund
Letter to Shareholders (unaudited) (cont'd)
S&P 500 Index — The S&P 500 Index is a broad-based, unmanaged index of 500 stocks, which is widely recognized as representative of the equity market in general. One cannot invest directly in an index.
Opinions expressed herein are as of 12/31/2023 and are subject to change at any time, are not guaranteed and should not be considered investment advice.
Fund holdings and sector allocations are subject to change and are not a recommendation to buy or sell any security. Please refer to the Schedule of Investments for a complete list of Fund holdings.
This report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.
Mutual fund investing involves risk. Principal loss is possible. The Fund's social policy may cause it to make or avoid investments for social reasons when it is otherwise disadvantageous to do so. The Fund may invest in foreign and emerging market securities which will involve greater volatility and political, economic and currency risks and differences in accounting methods. The risks are particularly significant for funds that invest in emerging markets. Fixed income securities involve interest rate, credit, inflation and reinvestment risks; and possible loss of principal. As interest rates rise, the value of fixed income securities falls. The manager's investment style may become out of favor and/or the manager's selection process may prove incorrect; which may have a negative impact on the Fund's performance.
1919 Funds are distributed by Quasar Distributors, LLC.
1919 Funds 2023 Annual Report
32
Fund performance (unaudited)
Value of $10,000 Investment
(Assumes reinvestment of dividends and capital gains)
This chart illustrates the performance of a hypothetical $10,000 investment in the Fund's Class A shares over ten years, and assumes the deduction of the maximum initial sales charge of 5.75% at the time of investment and the reinvestment of dividends and capital gains, but does not reflect the effect of any other applicable sales charge, redemption fees or the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. This chart does not imply any future performance. The performance of the Fund's other classes may be greater or less than the Class A shares' performance indicated on this chart, depending on whether greater or lesser sales charges and fees were incurred by shareholders investing in the other classes.
1919 Funds 2023 Annual Report
33
Fund performance (unaudited) (cont'd)
Total Returns* as of December 31, 2023
| | 1 Year | | 5 Year | | 10 Year | |
1919 Socially Responsive Balanced Fund | |
With Sales Charges† | |
Class A | | | 12.78 | % | | | 9.73 | % | | | 7.47 | % | |
Class C | | | 17.80 | | | | 10.24 | | | | 7.34 | | |
Without Sales Charges | |
Class A | | | 19.66 | | | | 11.03 | | | | 8.11 | | |
Class C | | | 18.80 | | | | 10.24 | | | | 7.34 | | |
Class I | | | 19.95 | | | | 11.34 | | | | 8.40 | | |
S&P 500 Index(i) | | | 26.29 | | | | 15.69 | | | | 12.03 | | |
Bloomberg U.S. Aggregate Bond Index(ii) | | | 5.53 | | | | 1.10 | | | | 1.81 | | |
Blended S&P 500 Index (70%) and Bloomberg U.S. Aggregate Index (30%)(iii) | | | 19.78 | | | | 11.43 | | | | 9.10 | | |
* Returns over one year are annualized.
† Class A Shares have a maximum initial sales charge of 5.75%. Class C Shares have a CDSC of 1.00% for shares redeemed within one year of purchase.
As of the Fund's current prospectus dated April 30, 2023, the total annual operating expense ratios for Class A, Class C and Class I were 0.98%, 1.71% and 0.73%, respectively. Actual expenses may be higher. For example, expenses may be higher than those shown if average net assets decrease. Net assets are more likely to decrease and Fund expense ratios are more likely to increase when markets are volatile.
All figures represent past performance and are not a guarantee of future results. 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. Fund returns assume the reinvestment of all distributions, at net asset value and the deduction of all Fund expenses. Total returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. 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 1-844-828-1919.
(i) The S&P 500 Index is an unmanaged index of 500 stocks and is generally representative of the performance of larger companies in the U.S.
(ii) The Bloomberg U.S. Aggregate Bond Index is a broad-based bond index comprised of government, corporate, mortgage and asset-backed issues, rated investment grade or higher, and having at least one year to maturity. The Index was previously named the Barclays Aggregate Bond Index.
(iii) The Blended S&P 500 Index (70%) and Bloomberg U.S. Aggregate Index (30%) has been prepared to parallel the targeted allocation of investments between equity and fixed-income securities. It consists of 70% of the performance of the S&P 500 Index and 30% of the Bloomberg Barclays U.S. Aggregate Index.
The Indices are unmanaged and are not subject to the same management and trading expenses as a mutual fund. Please note that an investor cannot invest directly in an index.
1919 Funds 2023 Annual Report
34
Fund expenses (unaudited)
Example
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including front-end and back-end sales charges (loads) on purchase payments; and (2) ongoing costs, including management fees; service and/or distribution (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.
This example is based on an investment of $1,000 invested on July 1, 2023 and held for the six months ended December 31, 2023.
Actual expenses
The table below titled "Based on Actual Total Return" provides information about actual account values and actual expenses. You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled "Expenses Paid During the Period".
Hypothetical example for comparison purposes
The table below titled "Based on Hypothetical Total Return" provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio and an assumed rate of return of 5.00% 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 the information provided in this table to compare the ongoing costs of investing in the Fund and other funds. To do so, compare the 5.00% hypothetical example relating to the Fund with the 5.00% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, 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 transaction costs were included, your costs would have been higher.
Based on actual total return1
| | Actual Total Return2 | | Beginning Account Value | | Ending Account Value | | Annualized Expense Ratio | | Expenses Paid During the Period3 | |
Class A | | | 7.48 | % | | $ | 1,000.00 | | | $ | 1,074.80 | | | | 0.98 | % | | $ | 5.13 | | |
Class C | | | 7.09 | | | | 1,000.00 | | | | 1,070.90 | | | | 1.70 | | | | 8.87 | | |
Class I | | | 7.62 | | | | 1,000.00 | | | | 1,076.20 | | | | 0.72 | | | | 3.77 | | |
Based on hypothetical total return1
| | Hypothetical Annualized Total Return | | Beginning Account Value | | Ending Account Value | | Annualized Expense Ratio | | Expenses Paid During the Period3 | |
Class A | | | 2.48 | % | | $ | 1,000.00 | | | $ | 1,020.27 | | | | 0.98 | % | | $ | 4.99 | | |
Class C | | | 2.48 | | | | 1,000.00 | | | | 1,016.64 | | | | 1.70 | | | | 8.64 | | |
Class I | | | 2.48 | | | | 1,000.00 | | | | 1,021.58 | | | | 0.72 | | | | 3.67 | | |
1 For the six months ended December 31, 2023.
2 Assumes the reinvestment of all distributions at net asset value and does not reflect the deduction of the applicable sales charge with respect to Class A shares or the applicable contingent deferred sales charge ("CDSC") with respect to Class C shares. Total return is not annualized, as it may not be representative of the total return for the year. Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower.
3 Expenses (net of fee waivers and/or expense reimbursements) are equal to each class' annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (184), then divided by 365.
1919 Funds 2023 Annual Report
35
Fund at a glance (unaudited)
Investment breakdown (%) as a percent of total investments
* Less than 0.01%.
1919 Funds 2023 Annual Report
36
Schedule of investments
December 31, 2023
1919 Socially Responsive Balanced Fund
Security | | Shares | | Value | |
Common Stocks — 67.4% | |
Communication Services — 4.7% | |
Alphabet Inc., Class A Shares (a) | | | 173,402 | | | $ | 24,222,525 | | |
Netflix Inc. (a) | | | 23,501 | | | | 11,442,167 | | |
Total Communication Services | | | | | 35,664,692 | | |
Consumer Discretionary — 7.1% | |
Amadeus IT Group SA (a) | | | 120,012 | | | | 8,650,465 | | |
Amazon.com Inc. (a) | | | 127,770 | | | | 19,413,374 | | |
Chipotle Mexican Grill Inc. (a) | | | 2,966 | | | | 6,783,123 | | |
Home Depot Inc/The | | | 28,748 | | | | 9,962,619 | | |
TJX Cos Inc. | | | 99,250 | | | | 9,310,643 | | |
Total Consumer Discretionary | | | | | 54,120,224 | | |
Consumer Staples — 4.3% | |
Costco Wholesale Corp. | | | 17,131 | | | | 11,307,830 | | |
Darling International Inc. (a) | | | 69,133 | | | | 3,445,589 | | |
Estee Lauder Cos. Inc., Class A Shares | | | 32,627 | | | | 4,771,699 | | |
Hershey Co/The | | | 26,695 | | | | 4,977,016 | | |
PepsiCo Inc. | | | 45,532 | | | | 7,733,155 | | |
Total Consumer Staples | | | | | 32,235,289 | | |
Financials — 6.2% | |
Bank of America Corp. | | | 330,867 | | | | 11,140,292 | | |
Charles Schwab Corp/The | | | 137,936 | | | | 9,489,997 | | |
Chubb Limited | | | 29,977 | | | | 6,774,802 | | |
M&T Bank Corp. | | | 37,875 | | | | 5,191,905 | | |
Reinsurance Group of America Inc. | | | 41,297 | | | | 6,681,029 | | |
Truist Financial Corp. | | | 211,684 | | | | 7,815,373 | | |
Total Financials | | | | | 47,093,398 | | |
Health Care — 11.2% | |
AstraZeneca PLC | | | 130,964 | | | | 8,820,425 | | |
Boston Scientific Corp. (a) | | | 233,846 | | | | 13,518,637 | | |
Danaher Corp. | | | 35,911 | | | | 8,307,651 | | |
Eli Lilly & Co. | | | 26,749 | | | | 15,592,527 | | |
IQVIA Holdings Inc. (a) | | | 48,066 | | | | 11,121,511 | | |
Thermo Fisher Scientific Inc. | | | 21,668 | | | | 11,501,158 | | |
UnitedHealth Group Inc. | | | 19,568 | | | | 10,301,965 | | |
Zoetis Inc. | | | 27,432 | | | | 5,414,254 | | |
Total Health Care | | | | | 84,578,128 | | |
Industrials — 7.9% | |
Advanced Drainage Systems Inc. | | | 72,931 | | | | 10,257,016 | | |
Cintas Corp. | | | 22,302 | | | | 13,440,523 | | |
Eaton Corp. PLC | | | 56,888 | | | | 13,699,768 | | |
Old Dominion Freight Line Inc. | | | 17,318 | | | | 7,019,505 | | |
1919 Funds 2023 Annual Report
37
Schedule of investments (cont'd)
December 31, 2023
1919 Socially Responsive Balanced Fund
Security | | | | | | Shares | | Value | |
Industrials — continued | |
Rockwell Automation Inc. | | | | | | | 24,673 | | | $ | 7,660,473 | | |
Union Pacific Corp. | | | | | | | 28,413 | | | | 6,978,801 | | |
Veralto Corp. | | | | | | | 11,864 | | | | 975,933 | | |
Total Industrials | | | | | | | | | 60,032,019 | | |
Information Technology — 22.0% | |
Analog Devices Inc. | | | | | | | 27,901 | | | | 5,540,023 | | |
Apple Inc. | | | | | | | 165,927 | | | | 31,945,925 | | |
Broadcom Inc. | | | | | | | 13,686 | | | | 15,276,997 | | |
Intuit Inc. | | | | | | | 14,818 | | | | 9,261,694 | | |
Microsoft Corp. | | | | | | | 95,421 | | | | 35,882,113 | | |
NVIDIA Corp. | | | | | | | 28,880 | | | | 14,301,954 | | |
Palo Alto Networks Inc. (a) | | | | | | | 46,226 | | | | 13,631,123 | | |
Salesforce.com Inc. (a) | | | | | | | 46,088 | | | | 12,127,596 | | |
ServiceNow Inc. (a) | | | | | | | 14,746 | | | | 10,417,902 | | |
SolarEdge Technologies Inc. (a) | | | | | | | 25,554 | | | | 2,391,854 | | |
Visa Inc., Class A Shares | | | | | | | 39,948 | | | | 10,400,462 | | |
Workday Inc., Class A Shares (a) | | | | | | | 21,447 | | | | 5,920,659 | | |
Total Information Technology | | | | | | | | | 167,098,302 | | |
Materials — 1.6% | |
Linde PLC | | | | | | | 18,963 | | | | 7,788,294 | | |
Steel Dynamics Inc. | | | | | | | 41,213 | | | | 4,867,255 | | |
Total Materials | | | | | | | | | 12,655,549 | | |
Real Estate Investment Trusts (REITs) — 1.1% | |
Prologis Inc. | | | | | | | 62,398 | | | | 8,317,653 | | |
Total Real Estate Investment Trusts (REITs) | | | | | | | | | 8,317,653 | | |
Utilities — 1.3% | |
American Water Works Co. Inc. | | | | | | | 74,805 | | | | 9,873,512 | | |
Total Utilities | | | | | | | | | 9,873,512 | | |
Total Common Stocks (Cost — $295,850,418) | | | | | | | | | 511,668,766 | | |
Security | | Rate | | Maturity Date | | Principal Amount | | Value | |
Asset Backed Securities — 0.2% | |
World Omni Auto Receivables Trust 2021-B, A3 | | | 0.420 | % | | 6/15/26 | | $ | 1,804,854 | | | $ | 1,760,638 | | |
Total Asset Backed Securities (Cost — $1,804,808) | | | | | | | | | 1,760,638 | | |
Collateralized Mortgage Obligations — 0.0% | |
Federal National Mortgage Association (FNMA) 2011-53, CY | | | 4.000 | % | | 6/25/41 | | | 21,349 | | | | 20,585 | | |
Total Collateralized Mortgage Obligations (Cost — $21,521) | | | | | | | | | 20,585 | | |
1919 Funds 2023 Annual Report
38
1919 Socially Responsive Balanced Fund
Security | | Rate | | Maturity Date | | Principal Amount | | Value | |
Corporate Bonds — 19.7% | |
Communication Services — 2.0% | |
Alphabet Inc. | | | 0.450 | % | | 8/15/25 | | $ | 1,500,000 | | | $ | 1,408,825 | | |
AT&T Inc. | | | 2.300 | % | | 6/1/27 | | | 1,350,000 | | | | 1,254,767 | | |
AT&T Inc. | | | 4.350 | % | | 3/1/29 | | | 465,000 | | | | 459,570 | | |
AT&T Inc. | | | 2.750 | % | | 6/1/31 | | | 1,250,000 | | | | 1,098,189 | | |
Comcast Corp. | | | 4.650 | % | | 2/15/33 | | | 2,680,000 | | | | 2,695,423 | | |
Comcast Corp. | | | 5.650 | % | | 6/15/35 | | | 600,000 | | | | 645,092 | | |
Verizon Communications Inc. | | | 4.329 | % | | 9/21/28 | | | 777,000 | | | | 769,954 | | |
Verizon Communications Inc. | | | 3.875 | % | | 2/8/29 | | | 410,000 | | | | 398,191 | | |
Verizon Communications Inc. | | | 1.750 | % | | 1/20/31 | | | 1,325,000 | | | | 1,088,925 | | |
Verizon Communications Inc. | | | 4.500 | % | | 8/10/33 | | | 350,000 | | | | 342,215 | | |
Verizon Communications Inc. | | | 5.250 | % | | 3/16/37 | | | 335,000 | | | | 348,732 | | |
Walt Disney Co/The | | | 1.750 | % | | 1/13/26 | | | 1,550,000 | | | | 1,467,757 | | |
Walt Disney Co/The | | | 2.200 | % | | 1/13/28 | | | 3,215,000 | | | | 2,978,455 | | |
Total Communication Services | | | | | | | | | 14,956,095 | | |
Consumer Discretionary — 2.4% | |
Amazon.com Inc. | | | 4.700 | % | | 12/1/32 | | | 905,000 | | | | 932,060 | | |
California Endowment/The | | | 2.498 | % | | 4/1/51 | | | 1,700,000 | | | | 1,116,131 | | |
Ford Foundation/The | | | 2.415 | % | | 6/1/50 | | | 1,000,000 | | | | 665,324 | | |
Home Depot Inc/The | | | 1.500 | % | | 9/15/28 | | | 1,900,000 | | | | 1,687,619 | | |
Honda Motor Co Ltd. | | | 2.271 | % | | 3/10/25 | | | 6,150,000 | | | | 5,964,819 | | |
Lowe's Cos Inc. | | | 1.300 | % | | 4/15/28 | | | 2,100,000 | | | | 1,848,193 | | |
Starbucks Corp. | | | 2.450 | % | | 6/15/26 | | | 250,000 | | | | 238,136 | | |
Starbucks Corp. | | | 2.250 | % | | 3/12/30 | | | 1,255,000 | | | | 1,103,432 | | |
Target Corp. | | | 4.500 | % | | 9/15/32 | | | 3,600,000 | | | | 3,644,726 | | |
Toyota Motor Credit Corp. | | | 1.125 | % | | 6/18/26 | | | 965,000 | | | | 891,858 | | |
Whirlpool Corp. | | | 2.400 | % | | 5/15/31 | | | 1,775,000 | | | | 1,480,305 | | |
Total Consumer Discretionary | | | | | | | | | 19,572,603 | | |
Consumer Staples — 0.6% | |
PepsiCo Inc. | | | 3.900 | % | | 7/18/32 | | | 1,200,000 | | | | 1,172,303 | | |
PepsiCo Inc. | | | 3.500 | % | | 3/19/40 | | | 575,000 | | | | 491,748 | | |
Walmart Inc. | | | 1.800 | % | | 9/22/31 | | | 2,700,000 | | | | 2,292,628 | | |
Total Consumer Staples | | | | | | | | | 3,956,679 | | |
Financials — 5.4% | |
Affiliated Managers Group Inc. | | | 3.300 | % | | 6/15/30 | | | 755,000 | | | | 673,297 | | |
Allstate Corp/The | | | 1.450 | % | | 12/15/30 | | | 1,345,000 | | | | 1,089,607 | | |
Bank of America Corp. (effective 9/25/2024, US SOFR + 0.910%) (b) | | | 0.981 | % | | 9/25/25 | | | 1,650,000 | | | | 1,593,048 | | |
Bank of America Corp. (effective 12/6/2024, US SOFR + 0.650%) (b) | | | 1.530 | % | | 12/6/25 | | | 4,425,000 | | | | 4,255,037 | | |
1919 Funds 2023 Annual Report
39
Schedule of investments (cont'd)
December 31, 2023
1919 Socially Responsive Balanced Fund
Security | | Rate | | Maturity Date | | Principal Amount | | Value | |
Financials — continued | |
Bank of America Corp. (effective 1/23/2025, 3M US LIBOR + 1.071%) (b) | | | 3.366 | % | | 1/23/26 | | $ | 550,000 | | | $ | 537,451 | | |
Bank of America Corp. (3M US LIBOR + 1.021%) (b) | | | 6.406 | % | | 9/15/26 | | | 1,602,000 | | | | 1,581,937 | | |
Bank of America Corp. | | | 4.183 | % | | 11/25/27 | | | 525,000 | | | | 511,024 | | |
Bank of Montreal (effective 1/10/2032, 5 YR CMT + 1.400%) (b) | | | 3.088 | % | | 1/10/37 | | | 2,515,000 | | | | 2,035,388 | | |
Bank of New York Mellon Corp/The | | | 1.600 | % | | 4/24/25 | | | 415,000 | | | | 398,695 | | |
BlackRock Inc. | | | 3.250 | % | | 4/30/29 | | | 455,000 | | | | 437,971 | | |
BlackRock Inc. | | | 2.400 | % | | 4/30/30 | | | 710,000 | | | | 635,526 | | |
Boston Properties LP | | | 4.500 | % | | 12/1/28 | | | 1,335,000 | | | | 1,272,340 | | |
Citigroup Inc. (effective 10/30/2023, US SOFR + 0.686%) (b) | | | 6.066 | % | | 10/30/24 | | | 2,200,000 | | | | 2,201,507 | | |
Citigroup Inc. | | | 5.500 | % | | 9/13/25 | | | 325,000 | | | | 326,727 | | |
Citigroup Inc. (effective 11/3/2024, US SOFR + 0.528%) (b) | | | 1.281 | % | | 11/3/25 | | | 690,000 | | | | 664,150 | | |
Citigroup Inc. (effective 6/3/2030, US SOFR + 2.107%) (b) | | | 2.572 | % | | 6/3/31 | | | 1,500,000 | | | | 1,283,922 | | |
Goldman Sachs Group Inc/The | | | 3.500 | % | | 11/16/26 | | | 1,830,000 | | | | 1,763,634 | | |
Goldman Sachs Group Inc/The | | | 2.600 | % | | 2/7/30 | | | 1,250,000 | | | | 1,099,936 | | |
Host Hotels & Resorts LP | | | 3.375 | % | | 12/15/29 | | | 1,600,000 | | | | 1,441,231 | | |
Intercontinental Exchange Inc. | | | 3.750 | % | | 12/1/25 | | | 500,000 | | | | 491,778 | | |
MetLife Inc. | | | 4.550 | % | | 3/23/30 | | | 660,000 | | | | 664,756 | | |
PNC Financial Services Group Inc. | | | 2.200 | % | | 11/1/24 | | | 975,000 | | | | 948,348 | | |
PNC Financial Services Group Inc. (effective 1/26/2026, US SOFR + 1.085%) (b) | | | 4.758 | % | | 1/26/27 | | | 1,350,000 | | | | 1,340,450 | | |
Prudential Financial Inc. | | | 1.500 | % | | 3/10/26 | | | 1,570,000 | | | | 1,464,644 | | |
Royal Bank of Canada | | | 1.150 | % | | 7/14/26 | | | 3,500,000 | | | | 3,204,851 | | |
Simon Property Group LP | | | 3.375 | % | | 12/1/27 | | | 510,000 | | | | 487,041 | | |
State Street Corp. | | | 3.550 | % | | 8/18/25 | | | 360,000 | | | | 353,465 | | |
State Street Corp. (effective 11/1/2029, US SOFR + 1.490%) (b) | | | 3.031 | % | | 11/1/34 | | | 1,000,000 | | | | 896,103 | | |
Toronto-Dominion Bank/The | | | 1.150 | % | | 6/12/25 | | | 1,175,000 | | | | 1,113,380 | | |
Truist Financial Corp. (effective 3/2/2026, US SOFR + 0.609%) (b) | | | 1.267 | % | | 3/2/27 | | | 2,675,000 | | | | 2,450,927 | | |
Wells Fargo & Co. (effective 5/19/2024, US SOFR + 0.510%) (b) | | | 0.805 | % | | 5/19/25 | | | 3,300,000 | | | | 3,236,165 | | |
Total Financials | | | | | | | | | 40,454,336 | | |
Health Care — 2.4% | |
AbbVie Inc. | | | 4.250 | % | | 11/14/28 | | | 600,000 | | | | 597,820 | | |
AbbVie Inc. | | | 4.400 | % | | 11/6/42 | | | 1,120,000 | | | | 1,043,558 | | |
Amgen Inc. | | | 3.000 | % | | 2/22/29 | | | 3,475,000 | | | | 3,273,798 | | |
Anthem Inc. | | | 2.875 | % | | 9/15/29 | | | 1,530,000 | | | | 1,405,339 | | |
Bristol-Myers Squibb Co. | | | 3.900 | % | | 2/20/28 | | | 365,000 | | | | 359,134 | | |
Bristol-Myers Squibb Co. | | | 3.400 | % | | 7/26/29 | | | 725,000 | | | | 688,827 | | |
Bristol-Myers Squibb Co. | | | 1.450 | % | | 11/13/30 | | | 1,580,000 | | | | 1,300,492 | | |
1919 Funds 2023 Annual Report
40
1919 Socially Responsive Balanced Fund
Security | | Rate | | Maturity Date | | Principal Amount | | Value | |
Health Care — continued | |
CVS Health Corp. | | | 3.875 | % | | 7/20/25 | | $ | 910,000 | | | $ | 894,722 | | |
CVS Health Corp. | | | 4.780 | % | | 3/25/38 | | | 345,000 | | | | 327,924 | | |
CVS Health Corp. | | | 5.625 | % | | 2/21/53 | | | 3,445,000 | | | | 3,511,851 | | |
Gilead Sciences Inc. | | | 1.650 | % | | 10/1/30 | | | 1,700,000 | | | | 1,427,107 | | |
Gilead Sciences Inc. | | | 4.600 | % | | 9/1/35 | | | 320,000 | | | | 317,156 | | |
Pfizer Investment Enterprises Pte Ltd. | | | 5.300 | % | | 5/19/53 | | | 1,100,000 | | | | 1,128,254 | | |
UnitedHealth Group Inc. | | | 2.000 | % | | 5/15/30 | | | 1,600,000 | | | | 1,385,617 | | |
UnitedHealth Group Inc. | | | 3.500 | % | | 8/15/39 | | | 515,000 | | | | 439,426 | | |
Total Health Care | | | | | | | | | 18,101,025 | | |
Industrials — 1.1% | |
Allegion US Holding Co. Inc. | | | 5.411 | % | | 7/1/32 | | | 2,300,000 | | | | 2,359,384 | | |
Archer-Daniels-Midland Co. | | | 2.900 | % | | 3/1/32 | | | 3,000,000 | | | | 2,672,981 | | |
Johnson Controls International PLC | | | 1.750 | % | | 9/15/30 | | | 2,225,000 | | | | 1,851,520 | | |
Xylem Inc./NY | | | 1.950 | % | | 1/30/28 | | | 1,785,000 | | | | 1,615,649 | | |
Total Industrials | | | | | | | | | 8,499,534 | | |
Information Technology — 2.9% | |
Adobe Inc. | | | 2.150 | % | | 2/1/27 | | | 850,000 | | | | 798,311 | | |
Autodesk Inc. | | | 2.400 | % | | 12/15/31 | | | 3,775,000 | | | | 3,237,753 | | |
Fortinet Inc. | | | 1.000 | % | | 3/15/26 | | | 2,185,000 | | | | 2,005,644 | | |
Intuit Inc. | | | 5.500 | % | | 9/15/53 | | | 2,215,000 | | | | 2,424,528 | | |
Jabil Inc. | | | 4.250 | % | | 5/15/27 | | | 2,515,000 | | | | 2,452,771 | | |
Mastercard Inc. | | | 3.300 | % | | 3/26/27 | | | 1,350,000 | | | | 1,310,971 | | |
Mastercard Inc. | | | 1.900 | % | | 3/15/31 | | | 4,000,000 | | | | 3,423,080 | | |
Microsoft Corp. | | | 4.200 | % | | 11/3/35 | | | 565,000 | | | | 568,463 | | |
NVIDIA Corp. | | | 0.584 | % | | 6/14/24 | | | 3,115,000 | | | | 3,048,943 | | |
Salesforce.com Inc. | | | 1.500 | % | | 7/15/28 | | | 2,135,000 | | | | 1,902,633 | | |
Texas Instruments Inc. | | | 5.000 | % | | 3/14/53 | | | 575,000 | | | | 591,925 | | |
Total Information Technology | | | | | | | | | 21,765,022 | | |
Materials — 0.1% | |
Nutrien Ltd. | | | 4.200 | % | | 4/1/29 | | | 425,000 | | | | 417,366 | | |
Total Materials | | | | | | | | | 417,366 | | |
Real Estate Investment Trusts (REITs) — 0.9% | |
Crown Castle, Inc. | | | 1.050 | % | | 7/15/26 | | | 2,050,000 | | | | 1,851,420 | | |
Prologis LP | | | 2.250 | % | | 4/15/30 | | | 1,620,000 | | | | 1,419,151 | | |
Prologis LP | | | 1.250 | % | | 10/15/30 | | | 3,000,000 | | | | 2,430,181 | | |
Welltower Inc. | | | 2.700 | % | | 2/15/27 | | | 1,600,000 | | | | 1,502,502 | | |
Total Real Estate Investment Trusts (REITs) | | | | | | | | | 7,203,254 | | |
Utilities — 1.9% | |
Avangrid Inc. | | | 3.800 | % | | 6/1/29 | | | 650,000 | | | | 613,414 | | |
DTE Electric Co. | | | 1.900 | % | | 4/1/28 | | | 2,145,000 | | | | 1,935,356 | | |
DTE Electric Co. | | | 4.050 | % | | 5/15/48 | | | 1,480,000 | | | | 1,263,215 | | |
1919 Funds 2023 Annual Report
41
Schedule of investments (cont'd)
December 31, 2023
1919 Socially Responsive Balanced Fund
Security | | Rate | | Maturity Date | | Principal Amount | | Value | |
Utilities — continued | |
Duke Energy Florida LLC | | | 2.400 | % | | 12/15/31 | | $ | 3,225,000 | | | $ | 2,727,458 | | |
Georgia Power Co. | | | 3.250 | % | | 4/1/26 | | | 345,000 | | | | 331,851 | | |
MidAmerican Energy Co. | | | 3.650 | % | | 4/15/29 | | | 1,375,000 | | | | 1,316,522 | | |
MidAmerican Energy Co. | | | 5.850 | % | | 9/15/54 | | | 2,200,000 | | | | 2,449,187 | | |
NextEra Energy Capital Holdings Inc. | | | 1.900 | % | | 6/15/28 | | | 2,720,000 | | | | 2,416,973 | | |
Public Service Co. of Colorado | | | 3.200 | % | | 3/1/50 | | | 520,000 | | | | 373,693 | | |
Union Electric Co. | | | 2.625 | % | | 3/15/51 | | | 1,280,000 | | | | 821,953 | | |
Total Utilities | | | | | | | | | 14,249,622 | | |
Total Corporate Bonds (Cost — $162,759,039) | | | | | | | | | 149,175,536 | | |
Foreign Government Agency Issues — 0.3% | |
International Bank for Reconstruction & Development | | | 0.625 | % | | 4/22/25 | | | 1,620,000 | | | | 1,539,336 | | |
International Bank for Reconstruction & Development | | | 3.125 | % | | 11/20/25 | | | 930,000 | | | | 908,751 | | |
Total Foreign Government Agency Issues (Cost — $2,546,840) | | | | | | | | | 2,448,087 | | |
Mortgage Backed Securities — 0.5% | |
Federal Home Loan Mortgage Corporation (FHLMC) | |
Gold Pool C91417 | | | 3.500 | % | | 1/1/32 | | | 37,437 | | | | 36,189 | | |
Gold Pool A35826 | | | 5.000 | % | | 7/1/35 | | | 18,898 | | | | 19,259 | | |
Gold Pool G08112 | | | 6.000 | % | | 2/1/36 | | | 32,853 | | | | 34,238 | | |
Gold Pool G02564 | | | 6.500 | % | | 1/1/37 | | | 12,101 | | | | 12,496 | | |
Gold Pool G08179 | | | 5.500 | % | | 2/1/37 | | | 10,361 | | | | 10,698 | | |
Gold Pool A65694 | | | 6.000 | % | | 9/1/37 | | | 11,360 | | | | 11,815 | | |
Federal National Mortgage Association (FNMA) | |
Pool 490446 | | | 6.500 | % | | 3/1/29 | | | 7 | | | | 8 | | |
Pool 808156 | | | 4.500 | % | | 2/1/35 | | | 5,835 | | | | 5,853 | | |
Pool 891596 | | | 5.500 | % | | 6/1/36 | | | 278 | | | | 286 | | |
Pool 190375 | | | 5.500 | % | | 11/1/36 | | | 1,890 | | | | 1,949 | | |
Pool 916386 | | | 6.000 | % | | 5/1/37 | | | 11,243 | | | | 11,758 | | |
Pool 946594 | | | 6.000 | % | | 9/1/37 | | | 15,785 | | | | 16,486 | | |
General National Mortgage Association (GNMA) | |
Gold Pool MA6310 | | | 3.000 | % | | 12/20/34 | | | 170,550 | | | | 160,432 | | |
Gold Pool MA6572 | | | 3.000 | % | | 4/20/35 | | | 400,846 | | | | 377,087 | | |
Gold Pool MA6740 | | | 2.500 | % | | 8/20/35 | | | 606,138 | | | | 556,331 | | |
Gold Pool 550763 | | | 5.000 | % | | 12/15/35 | | | 50,840 | | | | 51,182 | | |
Gold Pool 3922 | | | 7.000 | % | | 11/20/36 | | | 9,670 | | | | 10,180 | | |
Gold Pool MA3873 | | | 3.000 | % | | 8/20/46 | | | 788,593 | | | | 725,702 | | |
Gold Pool MA6409 | | | 3.000 | % | | 1/20/50 | | | 470,997 | | | | 430,316 | | |
Gold Pool 2020-194 | | | 1.000 | % | | 6/16/62 | | | 1,893,105 | | | | 1,403,146 | | |
Total Mortgage Backed Securities (Cost — $4,576,831) | | | | | | | | | 3,875,411 | | |
1919 Funds 2023 Annual Report
42
1919 Socially Responsive Balanced Fund
Security | | Rate | | Maturity Date | | Principal Amount | | Value | |
U.S. Government Agency Issues — 2.1% | |
Federal Home Loan Bank (FHLB) | | | 3.250 | % | | 11/16/28 | | $ | 2,125,000 | | | $ | 2,065,289 | | |
Federal Home Loan Bank (FHLB) | | | 5.500 | % | | 7/15/36 | | | 125,000 | | | | 141,717 | | |
Federal Home Loan Mortgage Corp (FHLMC) | | | 6.750 | % | | 9/15/29 | | | 115,000 | | | | 130,977 | | |
Federal Home Loan Mortgage Corp (FHLMC) | | | 6.250 | % | | 7/15/32 | | | 380,000 | | | | 441,636 | | |
Federal National Mortgage Association (FNMA) | | | 0.500 | % | | 11/7/25 | | | 2,200,000 | | | | 2,050,019 | | |
Federal National Mortgage Association (FNMA) | | | 0.750 | % | | 10/8/27 | | | 2,270,000 | | | | 2,017,708 | | |
Federal National Mortgage Association (FNMA) | | | 6.250 | % | | 5/15/29 | | | 985,000 | | | | 1,094,482 | | |
Federal National Mortgage Association (FNMA) | | | 0.875 | % | | 8/5/30 | | | 8,670,000 | | | | 7,081,404 | | |
Federal National Mortgage Association (FNMA) | | | 6.625 | % | | 11/15/30 | | | 303,000 | | | | 349,457 | | |
Total U.S. Government Agency Issues (Cost — $17,478,487) | | | | | | | | | 15,372,689 | | |
U.S. Treasury Obligations — 6.6% | |
United States Treasury Bonds | | | 7.500 | % | | 11/15/24 | | | 1,105,000 | | | | 1,132,457 | | |
United States Treasury Bonds | | | 7.625 | % | | 2/15/25 | | | 390,000 | | | | 403,924 | | |
United States Treasury Bonds | | | 6.875 | % | | 8/15/25 | | | 100,000 | | | | 103,973 | | |
United States Treasury Bonds | | | 6.750 | % | | 8/15/26 | | | 90,000 | | | | 96,029 | | |
United States Treasury Bonds | | | 6.500 | % | | 11/15/26 | | | 135,000 | | | | 143,986 | | |
United States Treasury Bonds | | | 6.125 | % | | 11/15/27 | | | 675,000 | | | | 728,789 | | |
United States Treasury Bonds | | | 5.500 | % | | 8/15/28 | | | 335,000 | | | | 358,646 | | |
United States Treasury Bonds | | | 3.500 | % | | 2/15/39 | | | 573,000 | | | | 544,686 | | |
United States Treasury Bonds | | | 4.375 | % | | 11/15/39 | | | 204,000 | | | | 213,280 | | |
United States Treasury Notes | | | 2.125 | % | | 11/30/24 | | | 2,000,000 | | | | 1,951,414 | | |
United States Treasury Notes | | | 2.500 | % | | 1/31/25 | | | 10,300,000 | | | | 10,060,605 | | |
United States Treasury Notes | | | 3.000 | % | | 10/31/25 | | | 905,000 | | | | 884,249 | | |
United States Treasury Notes | | | 2.625 | % | | 1/31/26 | | | 1,625,000 | | | | 1,574,536 | | |
United States Treasury Notes | | | 2.125 | % | | 5/31/26 | | | 6,700,000 | | | | 6,400,070 | | |
United States Treasury Notes | | | 1.500 | % | | 8/15/26 | | | 2,110,000 | | | | 1,975,982 | | |
United States Treasury Notes | | | 2.000 | % | | 11/15/26 | | | 3,375,000 | | | | 3,192,671 | | |
United States Treasury Notes | | | 2.250 | % | | 11/15/27 | | | 2,200,000 | | | | 2,070,535 | | |
United States Treasury Notes | | | 2.750 | % | | 2/15/28 | | | 1,630,000 | | | | 1,559,738 | | |
United States Treasury Notes | | | 2.875 | % | | 5/15/28 | | | 3,500,000 | | | | 3,359,863 | | |
United States Treasury Notes | | | 2.875 | % | | 8/15/28 | | | 5,300,000 | | | | 5,077,856 | | |
United States Treasury Notes | | | 3.125 | % | | 11/15/28 | | | 2,900,000 | | | | 2,804,844 | | |
United States Treasury Notes | | | 1.500 | % | | 2/15/30 | | | 4,670,000 | | | | 4,074,940 | | |
United States Treasury Notes | | | 4.125 | % | | 11/15/32 | | | 1,200,000 | | | | 1,222,266 | | |
Total U.S. Treasury Obligations (Cost — $53,581,407) | | | | | | | | | 49,935,339 | | |
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43
Schedule of investments (cont'd)
December 31, 2023
1919 Socially Responsive Balanced Fund
Security | | Rate | | Principal Amount | | Value | |
Short-Term Investments — 3.0% | |
Fidelity Investments Money Market — Government Portfolio — Class I (c) | | | 5.250 | % | | $ | 23,068,542 | | | $ | 23,068,542 | | |
Total Short-Term Investments (Cost — $23,068,542) | | | | | | | 23,068,542 | | |
Total Investments — 99.8% (Cost — $561,687,893) | | | | | | | 757,325,593 | | |
Other Assets in Excess of Liabilities — 0.2% | | | | | | | 1,800,145 | | |
Total Net Assets — 100.0% | | | | | | $ | 759,125,738 | | |
Notes:
(a) Non-income producing security.
(b) Fixed to floating rate. Effective date of change and formula disclosed.
(c) The rate reported is the annualized seven-day yield as of December 31, 2023.
Abbreviations used in this schedule:
CMT — Constant Maturity Treasury Rate
LIBOR — London Inter-Bank Offered Rate
LLC — Limited Liability Corporation
LP — Limited Partnership
PLC — Public Limited Company
The Accompanying Notes are an Integral Part of these Financial Statements.
1919 Funds 2023 Annual Report
44
1919 Socially Responsive Balanced Fund
Statement of assets and liabilities
December 31, 2023
Assets: | |
Investments in securities at value (cost $561,687,893) | | $ | 757,325,593 | | |
Receivable for Fund shares sold | | | 1,157,585 | | |
Dividends and interest receivable | | | 2,014,988 | | |
Prepaid expenses | | | 33,820 | | |
Total Assets | | | 760,531,986 | | |
Liabilities: | |
Payable for Fund shares repurchased | | | 232,897 | | |
Distribution to shareholders | | | 23,340 | | |
Advisory fees payable | | | 324,404 | | |
Distribution fees payable | | | 473,838 | | |
Accrued other expenses | | | 351,769 | | |
Total Liabilities | | | 1,406,248 | | |
Net Assets | | $ | 759,125,738 | | |
Components of Net Assets: | |
Paid-in capital | | $ | 589,516,176 | | |
Total distributable earnings | | | 169,609,562 | | |
Net Assets | | $ | 759,125,738 | | |
Class A: | |
Net Assets | | $ | 240,208,971 | | |
Issued and Outstanding (unlimited shares authorized, no par value) | | | 8,774,330 | | |
Net Asset Value, Redemption Price | | $ | 27.38 | | |
Maximum Public Offering Price (based on maximum initial sales charge of 5.75%) | | $ | 29.05 | | |
Class C: | |
Net Assets | | $ | 113,754,099 | | |
Issued and Outstanding (unlimited shares authorized, no par value) | | | 4,207,730 | | |
Net Asset Value, Redemption Price* and Offering Price Per Share | | $ | 27.03 | | |
Class I: | |
Net Assets | | $ | 405,162,668 | | |
Issued and Outstanding (unlimited shares authorized, no par value) | | | 14,784,640 | | |
Net Asset Value, Redemption Price and Offering Price Per Share | | $ | 27.40 | | |
* Redemption price per share is NAV of Class C shares reduced by a CDSC of up to 1.00%, contingent upon timing of redemption (See Note 7).
The Accompanying Notes are an Integral Part of these Financial Statements.
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1919 Socially Responsive Balanced Fund
Statement of operations
For the Year Ended December 31, 2023
Investment Income: | |
Dividend income (Net of foreign tax of $15,076) | | $ | 5,597,988 | | |
Interest income | | | 5,546,163 | | |
Total Investment Income | | | 11,144,151 | | |
Expenses: | |
Advisory fees (Note 3) | | | 3,615,271 | | |
Distribution fees (Note 6) | | | 1,635,979 | | |
Transfer agent fees and expenses (Note 3 & Note 6) | | | 777,423 | | |
Administration and fund accounting fees (Note 3) | | | 381,323 | | |
Shareholder reporting fees | | | 73,334 | | |
Registration fees | | | 68,115 | | |
Custody fees (Note 3) | | | 38,443 | | |
Legal fees | | | 33,829 | | |
Insurance fees | | | 17,924 | | |
Audit fees | | | 18,099 | | |
Trustees' fees (Note 3) | | | 15,215 | | |
Compliance fees (Note 3) | | | 6,074 | | |
Miscellaneous fees | | | 14,316 | | |
Total Expenses | | | 6,695,345 | | |
Net Investment Income | | | 4,448,806 | | |
Realized and Unrealized Gain (Loss) on Investments | |
Net Realized Loss on investments | | | (7,376,999 | ) | |
Net Change in Unrealized Appreciation/Depreciation on investments | | | 130,331,229 | | |
Net Realized and Unrealized Gain on Investments | | | 122,954,230 | | |
Net Increase in Net Assets Resulting from Operations | | $ | 127,403,036 | | |
The Accompanying Notes are an Integral Part of these Financial Statements.
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46
1919 Socially Responsive Balanced Fund
Statements of changes in net assets
For the Year Ended December 31, | | 2023 | | 2022 | |
Increase (Decrease) in Net Assets from: | |
Operations: | |
Net investment income | | $ | 4,448,806 | | | $ | 2,538,342 | | |
Net realized loss on investments | | | (7,376,999 | ) | | | (18,585,478 | ) | |
Net change in unrealized appreciation/depreciation on investments | | | 130,331,229 | | | | (170,101,890 | ) | |
Net Increase (Decrease) in Net Assets Resulting from Operations | | | 127,403,036 | | | | (186,149,026 | ) | |
Distributions to Shareholders (Note 5): | |
Class A | | | (1,240,067 | ) | | | (491,662 | ) | |
Class C | | | (41,376 | ) | | | (69,747 | ) | |
Class I | | | (3,208,908 | ) | | | (1,950,394 | ) | |
Total Distributions to Shareholders | | | (4,490,351 | ) | | | (2,511,803 | ) | |
Capital Transactions (Note 7): | |
Net proceeds from shares sold: | | | 103,862,438 | | | | 169,362,558 | | |
Reinvestment of distributions: | | | 4,128,880 | | | | 2,310,033 | | |
Cost of shares repurchased: | | | (150,159,687 | ) | | | (223,780,654 | ) | |
Net Decrease in Net Assets from Capital Transactions | | | (42,168,369 | ) | | | (52,108,063 | ) | |
Total Increase (Decrease) in Net Assets | | | 80,744,316 | | | | (240,768,892 | ) | |
Net Assets: | |
Beginning of year | | | 678,381,422 | | | | 919,150,314 | | |
End of year | | $ | 759,125,738 | | | $ | 678,381,422 | | |
The Accompanying Notes are an Integral Part of these Financial Statements.
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1919 Socially Responsive Balanced Fund
Financial highlights
For a share of beneficial interest outstanding through each year presented:
Class A Shares | | 2023 | | 2022 | | 2021 | | 2020 | | 2019 | |
Net asset value, beginning of year | | $ | 23.01 | | | $ | 28.83 | | | $ | 24.69 | | | $ | 20.55 | | | $ | 16.59 | | |
Income (loss) from investment operations: | |
Net investment income (loss)1 | | | 0.15 | | | | 0.08 | | | | (0.00 | )2 | | | 0.05 | | | | 0.12 | | |
Net realized and unrealized gain (loss) on investments | | | 4.36 | | | | (5.85 | ) | | | 4.26 | | | | 4.15 | | | | 3.97 | | |
Total income (loss) from investment operations | | | 4.51 | | | | (5.77 | ) | | | 4.26 | | | | 4.20 | | | | 4.09 | | |
Less distributions: | |
From net investment income | | | (0.14 | ) | | | (0.04 | ) | | | (0.01 | ) | | | (0.06 | ) | | | (0.10 | ) | |
From net realized gain on investments | | | — | | | | (0.01 | ) | | | (0.11 | ) | | | (0.00 | )2 | | | (0.03 | ) | |
Total distributions | | | (0.14 | ) | | | (0.05 | ) | | | (0.12 | ) | | | (0.06 | ) | | | (0.13 | ) | |
Net asset value, end of year | | $ | 27.38 | | | $ | 23.01 | | | $ | 28.83 | | | $ | 24.69 | | | $ | 20.55 | | |
Total return3 | | | 19.66 | % | | | (20.00 | )% | | | 17.26 | % | | | 20.57 | % | | | 24.69 | % | |
Supplemental data and ratios: | |
Net assets, end of year (in thousands) | | $ | 240,209 | | | $ | 209,003 | | | $ | 264,785 | | | $ | 190,180 | | | $ | 137,213 | | |
Ratios to average net assets Gross expenses | | | 0.98 | % | | | 0.97 | % | | | 0.96 | % | | | 1.16 | % | | | 1.25 | % | |
Net expenses4,5 | | | 0.98 | | | | 0.97 | | | | 0.96 | | | | 1.16 | | | | 1.25 | | |
Net investment income (loss) | | | 0.61 | | | | 0.31 | | | | (0.01 | ) | | | 0.25 | | | | 0.62 | | |
Portfolio turnover rate6 | | | 10 | % | | | 13 | % | | | 9 | % | | | 16 | % | | | 11 | % | |
1 Per share amounts have been calculated using the average shares method.
2 Amount represents less than $(0.01) per share.
3 Performance figures, exclusive of sales charges, may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results.
4 The advisor agreed to limit the ratio of expenses to 1.25% of the average net assets of Class A shares. This expense limitation arrangement cannot be terminated prior to April 30, 2025 without the Board of Trustees' consent. See Note 3.
5 Does not include fees and expenses of the Underlying Funds in which the Fund invests.
6 Portfolio turnover rate is calculated for the Fund without distinguishing between classes.
The Accompanying Notes are an Integral Part of these Financial Statements.
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For a share of beneficial interest outstanding through each year presented:
Class C Shares | | 2023 | | 2022 | | 2021 | | 2020 | | 2019 | |
Net asset value, beginning of year | | $ | 22.76 | | | $ | 28.69 | | | $ | 24.73 | | | $ | 20.67 | | | $ | 16.73 | | |
Income (loss) from investment operations: | |
Net investment loss1 | | | (0.03 | ) | | | (0.10 | ) | | | (0.19 | ) | | | (0.09 | ) | | | (0.01 | ) | |
Net realized and unrealized gain (loss) on investments | | | 4.31 | | | | (5.82 | ) | | | 4.26 | | | | 4.17 | | | | 3.99 | | |
Total income (loss) from investment operations | | | 4.28 | | | | (5.92 | ) | | | 4.07 | | | | 4.08 | | | | 3.98 | | |
Less distributions: | |
From net investment income | | | (0.01 | ) | | | — | | | | — | | | | (0.02 | ) | | | (0.01 | ) | |
From net realized gain on investments | | | — | | | | (0.01 | ) | | | (0.11 | ) | | | — | | | | (0.03 | ) | |
Total distributions | | | (0.01 | ) | | | (0.01 | ) | | | (0.11 | ) | | | (0.02 | ) | | | (0.04 | ) | |
Net asset value, end of year | | $ | 27.03 | | | $ | 22.76 | | | $ | 28.69 | | | $ | 24.73 | | | $ | 20.67 | | |
Total return2 | | | 18.80 | % | | | (20.62 | )% | | | 16.46 | % | | | 19.77 | % | | | 23.78 | % | |
Supplemental data and ratios: | |
Net assets, end of year (in thousands) | | $ | 113,754 | | | $ | 107,014 | | | $ | 133,861 | | | $ | 59,784 | | | $ | 19,006 | | |
Ratios to average net assets Gross expenses | | | 1.70 | % | | | 1.70 | % | | | 1.68 | % | | | 1.82 | % | | | 1.93 | % | |
Net expenses3,4 | | | 1.70 | | | | 1.70 | | | | 1.68 | | | | 1.82 | | | | 1.93 | | |
Net investment loss | | | (0.11 | ) | | | (0.42 | ) | | | (0.72 | ) | | | (0.40 | ) | | | (0.07 | ) | |
Portfolio turnover rate5 | | | 10 | % | | | 13 | % | | | 9 | % | | | 16 | % | | | 11 | % | |
1 Per share amounts have been calculated using the average shares method.
2 Performance figures, exclusive of CDSC, may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results.
3 The advisor agreed to limit the ratio of expenses to 2.00% of the average net assets of Class C shares. This expense limitation arrangement cannot be terminated prior to April 30, 2025 without the Board of Trustees' consent. See Note 3.
4 Does not include fees and expenses of the Underlying Funds in which the Fund invests.
5 Portfolio turnover rate is calculated for the Fund without distinguishing between classes.
The Accompanying Notes are an Integral Part of these Financial Statements.
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1919 Socially Responsive Balanced Fund
Financial highlights (cont'd)
For a share of beneficial interest outstanding through each year presented:
Class I Shares | | 2023 | | 2022 | | 2021 | | 2020 | | 2019 | |
Net asset value, beginning of year | | $ | 23.04 | | | $ | 28.88 | | | $ | 24.70 | | | $ | 20.54 | | | $ | 16.57 | | |
Income (loss) from investment operations: | |
Net investment income1 | | | 0.22 | | | | 0.14 | | | | 0.07 | | | | 0.13 | | | | 0.19 | | |
Net realized and unrealized gain (loss) on investments | | | 4.36 | | | | (5.87 | ) | | | 4.26 | | | | 4.15 | | | | 3.96 | | |
Total income (loss) from investment operations | | | 4.58 | | | | (5.73 | ) | | | 4.33 | | | | 4.28 | | | | 4.15 | | |
Less distributions: | |
From net investment income | | | (0.22 | ) | | | (0.10 | ) | | | (0.04 | ) | | | (0.12 | ) | | | (0.15 | ) | |
From net realized gain on investments | | | — | | | | (0.01 | ) | | | (0.11 | ) | | | — | | | | (0.03 | ) | |
Total distributions | | | (0.22 | ) | | | (0.11 | ) | | | (0.15 | ) | | | (0.12 | ) | | | (0.18 | ) | |
Net asset value, end of year | | $ | 27.40 | | | $ | 23.04 | | | $ | 28.88 | | | $ | 24.70 | | | $ | 20.54 | | |
Total return2 | | | 19.95 | % | | | (19.82 | )% | | | 17.61 | % | | | 20.93 | % | | | 25.10 | % | |
Supplemental data and ratios: | |
Net assets, end of year (in thousands) | | $ | 405,163 | | | $ | 362,364 | | | $ | 520,504 | | | $ | 240,316 | | | $ | 72,849 | | |
Ratios to average net assets Gross expenses | | | 0.72 | % | | | 0.72 | % | | | 0.71 | % | | | 0.83 | % | | | 0.91 | % | |
Net expenses3,4 | | | 0.72 | | | | 0.72 | | | | 0.71 | | | | 0.83 | | | | 0.91 | | |
Net investment income | | | 0.87 | | | | 0.55 | | | | 0.26 | | | | 0.59 | | | | 0.98 | | |
Portfolio turnover rate5 | | | 10 | % | | | 13 | % | | | 9 | % | | | 16 | % | | | 11 | % | |
1 Per share amounts have been calculated using the average shares method.
2 Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results.
3 The advisor agreed to limit the ratio of expenses to 1.00% of the average net assets of Class I shares. This expense limitation arrangement cannot be terminated prior to April 30, 2025 without the Board of Trustees' consent. See Note 3.
4 Does not include fees and expenses of the Underlying Funds in which the Fund invests.
5 Portfolio turnover rate is calculated for the Fund without distinguishing between classes.
The Accompanying Notes are an Integral Part of these Financial Statements.
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Notes to financial statements
Note 1. Organization
The 1919 Financial Services Fund (the "Financial Services Fund"), 1919 Maryland Tax-Free Income Fund (the "Maryland Fund") and 1919 Socially Responsive Balanced Fund (the "Socially Responsive Fund", each a Fund and together, the "Funds") are separate series of the Trust for Advised Portfolios (the "Trust"), a Delaware Statutory Trust registered under the Investment Company Act of 1940, as amended (the "1940 Act") as an open-end investment management company. The Financial Services Fund and Socially Responsive Fund are registered as a diversified series; the Maryland Fund is registered as non-diversified investment series.
The Financial Services Fund seeks long-term capital appreciation by investing primarily in common stocks. The Maryland Fund seeks a high level of current income exempt from federal and Maryland state and local income taxes, consistent with prudent investment risk and preservation of capital. The Socially Responsive Fund seeks to provide high total return consisting of capital appreciation and current income.
Note 2. Significant accounting policies
The following is a summary of significant accounting policies consistently followed by the Funds in the preparation of their financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("GAAP") for investment companies. The Funds are each considered an investment company under GAAP and follow the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board Accounting Standards Codification Topic 946. The presentation 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 income and expenses. Actual results may differ from those estimates.
(a) Securities valuation. Investments in securities traded on a national securities exchange are valued at the last reported sales price on the exchange on which the security is principally traded. Securities traded on the NASDAQ exchanges are valued at the NASDAQ Official Closing Price ("NOCP"). Exchange-traded securities for which no sale was reported and NASDAQ securities for which there is no NOCP are valued at the mean of the most recent quoted bid and ask prices. Unlisted securities held by the Funds are valued at the last sale price in the over-the-counter ("OTC") market. If there is no trading on a particular day, the mean between the last quoted bid and ask price is used.
Long-term fixed income securities are valued using prices provided by an independent pricing service approved by the Board. Pricing services may use various valuation methodologies, including matrix pricing and other analytical models as well as market transactions and dealer quotations. Securities for which market quotations are not readily available or a pricing service does not provide a valuation (or provides a valuation that in the judgment of the Adviser does not represent the security's fair value) or when, in the judgment of the Adviser, events have rendered the market value unreliable, are valued at their
1919 Funds 2023 Annual Report
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Notes to financial statements (cont'd)
estimated fair value as determined in good faith by 1919 Investment Counsel, LLC (the "Adviser") under procedures established by and under the general supervision and responsibility of the Trust's Board of Trustees. Valuing securities at fair value is intended to ensure that the Funds are accurately priced and involves reliance on judgment. There can be no assurance that the Funds will obtain the fair value assigned to a security if it were to sell the security at approximately the time at which the Funds determine its NAV per share.
Various inputs are used in determining the value of the Funds' investments. These inputs are summarized into three broad levels and described below:
• Level 1 — quoted prices in active markets for identical investments
• Level 2 — other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).
• Level 3 — significant unobservable inputs, including the Fund's own assumptions in determining the fair value of investments.
The inputs or methodologies 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 in valuing the Funds' assets carried at value:
FINANCIAL SERVICES FUND
Description | | Level 1 | | Level 2 | | Level 3 | | Total | |
Long-term investments*: | |
Common Stocks | | $ | 116,891,149 | | | $ | — | | | $ | — | | | $ | 116,891,149 | | |
Total long-term investments | | | 116,891,149 | | | | — | | | | — | | | | 116,891,149 | | |
Short-term investment | | | 2,790,913 | | | | — | | | | — | | | | 2,790,913 | | |
Total investments | | $ | 119,682,062 | | | $ | — | | | $ | — | | | $ | 119,682,062 | | |
MARYLAND FUND
Description | | Level 1 | | Level 2 | | Level 3 | | Total | |
Long-term investments*: | |
Municipal Bonds | | $ | 0.00 | | | $ | 50,228,406 | | | $ | — | | | $ | 50,228,406 | | |
Total investments | | $ | 0.00 | | | $ | 50,228,406 | | | $ | — | | | $ | 50,228,406 | | |
SOCIALLY RESPONSIVE FUND
Description | | Level 1 | | Level 2 | | Level 3 | | Total | |
Long-term investments*: | |
Common Stocks | | $ | 511,668,766 | | | $ | — | | | $ | — | | | $ | 511,668,766 | | |
Asset Backed Securities | | | — | | | | 1,760,638 | | | | — | | | | 1,760,638 | | |
Collateralized Mortgage Obligations | | | — | | | | 20,585 | | | | — | | | | 20,585 | | |
Corporate Bonds | | | — | | | | 149,175,536 | | | | — | | | | 149,175,536 | | |
Foreign Government Agency Issues | | | — | | | | 2,448,087 | | | | — | | | | 2,448,087 | | |
Mortgage Backed Securities | | | — | | | | 3,875,411 | | | | — | | | | 3,875,411 | | |
U.S. Government Agency issues | | | — | | | | 15,372,689 | | | | — | | | | 15,372,689 | | |
U.S. Treasury Obligations | | | — | | | | 49,935,339 | | | | — | | | | 49,935,339 | | |
Total long-term investments | | | 511,668,766 | | | | 222,588,285 | | | | — | | | | 734,257,051 | | |
Short-term investment | | | 23,068,542 | | | | — | | | | — | | | | 23,068,542 | | |
Total investments | | $ | 534,737,308 | | | $ | 222,588,285 | | | $ | — | | | $ | 757,325,593 | | |
* See Schedule of investments for additional detailed categorizations.
1919 Funds 2023 Annual Report
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(b) Foreign currency translation. Investment securities and other assets and liabilities in foreign currencies are translated into U.S. dollar amounts based upon prevailing exchange rates on the date of valuation. Purchases and sales of investment securities and income and expense items denominated in foreign currencies are translated into U.S. dollar amounts based upon prevailing exchange rates on the respective dates of such transactions.
The Funds do not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.
Net realized foreign exchange gains or losses arise from sales of foreign currencies, including gains and losses on forward foreign currency contracts, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Funds' books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the values of assets and liabilities, other than investments in securities, on the date of valuation, resulting from changes in exchange rates.
Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of U.S. dollar denominated transactions as a result of, among other factors, the possibility of lower levels of governmental supervision and regulation of foreign securities markets and the possibility of political or economic instability. As of December 31, 2023 the Financial Services Fund held foreign currency and securities.
(c) REIT distributions. The character of distributions received from Real Estate Investment Trusts (''REITs'') held by the Financial Services Fund and Socially Responsive Fund are generally comprised of net investment income, capital gains, and return of capital. It is the policy of the Funds to estimate the character of distributions received from underlying REITs based on historical data provided by the REITs. After each calendar year end, REITs report the actual tax character of these distributions. Differences between the estimated and actual amounts reported by the REITs are reflected in the Funds' records in the year in which they are reported by the REITs by adjusting related investment cost basis, capital gains and income, as necessary.
(d) Security transactions and investment income. Security transactions are accounted for on a trade date basis. Interest income, adjusted for amortization of premium and accretion of discount, is recorded on the accrual basis. Dividend income is recorded on the ex-dividend date. The cost of investments sold is determined by use of the specific identification method. To the extent any issuer defaults or a credit event occurs that impacts the issuer, the Maryland Fund and Socially Responsive Fund may halt any additional interest income accruals and consider the realizability of interest accrued up to the date of default or credit event.
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53
Notes to financial statements (cont'd)
(e) Distribution to shareholders. The Financial Services Fund makes distributions from net investment income, if any, at least annually. The Maryland Fund declares income distributions each business day to shareholders of record, which are paid monthly. The Maryland Fund intends to satisfy conditions that will enable interest from municipal securities, which is exempt from federal and certain state income taxes, to retain such tax-exempt status when distributed to the shareholders of the Fund. The Socially Responsive Fund makes distributions from net investment income on a quarterly basis. Distributions of net realized gains, if any, are declared at least annually for each of the Funds (these are taxable for shareholders of the Maryland Fund). Distributions to shareholders of the Funds are recorded on the ex-dividend date and are determined in accordance with income tax regulations, which may differ from GAAP.
(f) Indemnifications. In the normal course of business, the Funds enter into contracts that contain a variety of representations, which provide general indemnifications. The Funds' maximum exposure under these arrangements are unknown as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.
(g) Share class accounting. Investment income, common expenses and realized/unrealized gains (losses) on investments are allocated to the various classes of the Funds on the basis of daily net assets of each class. Fees relating to a specific class are charged directly to that share class.
(h) Federal and other taxes. It is the Funds' policy to comply with the federal income and excise tax requirements of the Internal Revenue Code of 1986 (the "Code"), as amended, applicable to regulated investment companies. Accordingly, the Funds intend to distribute their taxable income and net realized gains, if any, to shareholders in accordance with timing requirements imposed by the Code. Therefore, no federal or state income tax provision is required in the Funds' financial statements.
Management has analyzed the Funds' tax positions taken on income tax returns for all open tax years (prior three fiscal years) and has concluded that as of December 31, 2023, no provision for income tax is required in the Funds' financial statements. The Funds' federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state departments of revenue. The Funds have no examination in progress and are 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 twelve months.
Under the applicable foreign tax laws, a withholding tax may be imposed on interest, dividends and capital gains at various rates.
Note 3. Investment management agreement and other transactions with affiliates
The Trust has an agreement with the Adviser to furnish investment advisory services to the Funds.
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Under the terms of this agreement, the Funds pay an investment management fee, calculated daily and paid monthly for each Fund as follows:
Fund | | Annual Rate | |
Financial Services Fund | | 0.80% on average net assets | |
Maryland Fund | | 0.55% on average net assets | |
Socially Responsive Fund | | 0.65% on average net assets up to $100 million 0.61% on next $100 million 0.51% on next $100 million 0.46% thereafter | |
The Adviser has contractually agreed to reduce fees and pay expenses (other than shareholder servicing fees pursuant to a Shareholder Servicing Plan, any front-end or contingent deferred loads, taxes, leverage interest, brokerage commissions, acquired fund fees and expenses, expenses incurred in connection with any merger or reorganization, portfolio transaction expenses, interest expense and dividends paid on short sales or extraordinary expenses such as litigation) so that total annual operating expenses do not exceed the levels set forth below.
Fund | | Class A | | Class C | | Class I | |
Financial Services Fund | | | 1.50 | % | | | 2.25 | % | | | 1.25 | % | |
Maryland Fund | | | 0.75 | % | | | 1.30 | % | | | 0.60 | % | |
Socially Responsive Fund | | | 1.25 | % | | | 2.00 | % | | | 1.00 | % | |
The arrangements are in place until April 30, 2025, but may be terminated or amended at any time by the Board upon 60 days' notice to the Adviser or by the Adviser with consent of the Board. These arrangements, however, may be modified by the Adviser to decrease total annual operating expenses at any time.
The Adviser is permitted to recapture amounts waived and/or reimbursed to a class within a rolling 36 month period from the month the Adviser earned the fee or incurred the expense if the class' total annual operating expenses have fallen to a level below the limits described above. The amounts waived are detailed on each Fund's Statement of operations.
At December 31, 2023, the amounts waived by the Adviser and the eligible recapture periods are as follows:
December 31, | | Maryland Fund | |
2024 | | $ | 292,964 | | |
2025 | | | 278,616 | | |
2026 | | | 303,802 | | |
Total | | $ | 875,382 | | |
U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services ("Fund Services"), serves as the Funds' administrator & fund accountant and transfer agent. The officers of the Trust are employees of Fund Services. U.S. Bank, N.A. serves as the Funds'
1919 Funds 2023 Annual Report
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Notes to financial statements (cont'd)
custodian and provides compliance services to the Funds. Quasar Distributors, LLC ("Quasar") serves as the Funds' distributor and principal underwriter. For the year ended, December 31, 2023, the Funds incurred the following expenses for administration & fund accounting, custody, transfer agent and compliance fees:
| | 1919 Financial Services | | 1919 Maryland Tax-Free Income Fund | | 1919 Socially Responsive Balanced Fund | |
Administration & fund accounting | | $ | 93,795 | | | $ | 95,422 | | | $ | 381,323 | | |
Custody | | | 19,085 | | | | 4,321 | | | | 38,443 | | |
Transfer agent* | | | 116,524 | | | | 60,588 | | | | 261,279 | | |
Compliance | | | 6,071 | | | | 6,216 | | | | 6,074 | | |
* Statements of operations include combined service fees paid to various intermediaries as detailed on Note 6.
At December 31, 2023, the Funds had payables for administration & fund accounting, custody, transfer agent and compliance fees in the following amounts:
| | 1919 Financial Services | | 1919 Maryland Tax-Free Income Fund | | 1919 Socially Responsive Balanced Fund | |
Administration & fund accounting | | $ | 23,639 | | | $ | 23,872 | | | $ | 96,227 | | |
Custody | | | 5,810 | | | | 1,403 | | | | 9,642 | | |
Transfer agent | | | 27,833 | | | | 15,092 | | | | 66,082 | | |
Compliance | | | 1,518 | | | | 1,554 | | | | 1,520 | | |
The above payable amounts are included in Accrued other expenses in each Fund's Statement of assets and liabilities.
The Independent Trustees in total were paid $45,645 for their services and reimbursement of travel expenses during the year ended December 31, 2023. The Funds pay no compensation to the Interested Trustee or officers of the Trust.
Note 4. Investments transactions
During the year ended December 31, 2023 the aggregate cost of purchases and proceeds from sales of investments (excluding short-term investments) were as follow:
FINANCIAL SERVICES FUND
| | Investments | | U.S. Government & Agency Obligations | |
Purchases | | $ | 6,029,601 | | | | — | | |
Sales | | $ | 52,802,809 | | | | — | | |
MARYLAND FUND
| | Investments | | U.S. Government & Agency Obligations | |
Purchases | | $ | 27,451,570 | | | | — | | |
Sales | | $ | 42,710,983 | | | | — | | |
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SOCIALLY RESPONSIVE FUND
| | Investments | | U.S. Government & Agency Obligations | |
Purchases | | $ | 67,352,616 | | | $ | — | | |
Sales | | $ | 123,716,679 | | | $ | 1,232,926 | | |
Note 5. Income tax information and distributions to shareholders
At December 31, 2023, the components of distributable earnings for federal income tax purposes were as follows:
| | Financial Services Fund | | Maryland Fund | | Socially Responsive Fund | |
Cost of Investments for tax purposes | | $ | 60,173,040 | | | $ | 50,607,524 | | | $ | 562,259,970 | | |
Gross tax unrealized appreciation | | | 61,041,871 | | | | 1,168,223 | | | | 224,728,764 | | |
Gross tax unrealized depreciation | | | (1,515,240 | ) | | | (1,547,341 | ) | | | (29,663,141 | ) | |
Net tax unrealized appreciation/depreciation on investment | | | 59,526,631 | | | | (379,118 | ) | | | 195,065,623 | | |
Undistributed ordinary income | | | 195,653 | | | | 95,680 | | | | 484,944 | | |
Undistributed tax-exempt income | | | — | | | | — | | | | — | | |
Undistributed long-term capital gains | | | 3,227,322 | | | | — | | | | — | | |
Capital loss carryforwards | | | — | | | | (1,836,815 | ) | | | (25,887,577 | ) | |
Other book/tax temporary differences* | | | (32,277 | ) | | | (71,119 | ) | | | (53,428 | ) | |
Total distributable earnings (loss) | | $ | 62,917,329 | | | $ | (2,191,372 | ) | | $ | 169,609,562 | | |
* Other book/tax differences are attributable primarily to the timing of the deductibility of various expenses.
The tax character of distributions paid during the fiscal years ended December 31, 2023 and December 31, 2022, for each Fund was as follows:
FINANCIAL SERVICES FUND
| | Year Ended December 31, 2023 | | Year Ended December 31, 2022 | |
Distribution Paid From: | |
Ordinary Income | | $ | 1,479,612 | | | $ | 1,524,687 | | |
Net Long Term Capital Gains | | | 10,751,828 | | | | 2,519,830 | | |
Total | | $ | 12,231,440 | | | $ | 4,044,517 | | |
MARYLAND FUND
| | Year Ended December 31, 2023 | | Year Ended December 31, 2022 | |
Distribution Paid From: | |
Tax Exempt Income | | $ | 1,746,301 | | | $ | 1,374,789 | | |
Ordinary Income | | | 14,443 | | | | 13,146 | | |
Total | | $ | 1,760,744 | | | $ | 1,387,935 | | |
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Notes to financial statements (cont'd)
SOCIALLY RESPONSIVE FUND
| | Year Ended December 31, 2023 | | Year Ended December 31, 2022 | |
Distribution Paid From: | |
Ordinary Income | | $ | 4,490,351 | | | $ | 2,271,617 | | |
Net Long Term Capital Gains | | | — | | | | 240,186 | | |
Total | | $ | 4,490,351 | | | $ | 2,511,803 | | |
The Funds are required, in order to meet certain excise tax requirements, to measure and distribute annually, net capital gains realized during the twelve month period ending October 31. In connection with this requirement, the Funds are permitted, for tax purposes, to defer in to their next fiscal year any net capital losses incurred from November 1 through the end of the fiscal year. Late year losses incurred after December 31 within the fiscal year are deemed to arise on the first business day of the following fiscal year for tax purposes. As of December 31, 2023, the Funds did not have any late year or post October losses.
As of December 31, 2023, the Funds have capital loss carry forward amounts ("CLCFs") as summarized in the following table. Under the provision of the Regulated Investment Company Modernization Act of 2010, CLCFs can be carried forward indefinitely, and applied to offset future capital gains. CLCFs are applied consistent with the character in which they originated as a new loss on the first day of the immediately succeeding tax year.
| | Financial Services Fund | | Maryland Fund | | Socially Responsive Fund | |
Capital Loss Carryovers — Short-Term | | | — | | | $ | 146,181 | | | $ | 9,181,916 | | |
Capital Loss Carryovers — Long-Term | | | — | | | | 1,690,634 | | | | 16,705,661 | | |
Total | | | — | | | $ | 1,836,815 | | | $ | 25,887,577 | | |
Note 6. Class specific expenses
The Funds have each adopted a Rule 12b-1 distribution plan, under which the Funds pay a service fee with respect to their Class A and Class C shares as reflected in the table below. The Funds pay a distribution fee with respect to Class C shares as reflected in the table below. Service and distribution fees are accrued daily and paid monthly.
Fund | | Class A Service | | Class C Service | | Class C Distribution | |
Financial Services Fund | | | 0.25 | % | | | 0.25 | % | | | 0.75 | % | |
Maryland Fund | | | 0.15 | % | | | 0.25 | % | | | 0.45 | % | |
Socially Responsive Fund | | | 0.25 | % | | | 0.25 | % | | | 0.75 | % | |
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For the year ended December 31, 2023, class specific expenses were as follows:
FINANCIAL SERVICES FUND
| | December 31, 2023 | |
| | Distribution Fees | | Transfer Agent Fees | |
Class A | | $ | 160,786 | | | $ | 73,353 | | |
Class C | | | 210,155 | | | | 17,656 | | |
Class I | | | — | | | | 44,225 | | |
Total | | $ | 370,941 | | | $ | 135,234 | | |
MARYLAND FUND
| | December 31, 2023 | |
| | Distribution Fees | | Transfer Agent Fees | |
Class A | | $ | 55,472 | | | $ | 18,272 | | |
Class C | | | 20,325 | | | | 935 | | |
Class I | | | — | | | | 17,159 | | |
Total | | $ | 75,797 | | | $ | 36,366 | | |
SOCIALLY RESPONSIVE FUND
| | December 31, 2023 | |
| | Distribution Fees | | Transfer Agent Fees | |
Class A | | $ | 553,012 | | | $ | 183,109 | | |
Class C | | | 1,082,967 | | | | 56,191 | | |
Class I | | | — | | | | 276,844 | | |
Total | | $ | 1,635,979 | | | $ | 516,144 | | |
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Notes to financial statements (cont'd)
Note 7. Shares of beneficial interest
The Funds have an unlimited number of shares of beneficial interest authorized with no par value per share. The Funds have the ability to issue multiple classes of shares. Each class of shares represents an identical interest and has the same rights, except that each class bears certain direct expenses, including those specifically related to the distribution of its shares. Transactions in shares of each class were as follows:
1919 FINANCIAL SERVICES FUND
| | Year Ended December 31, 2023 | | Year Ended December 31, 2022 | |
| | Shares | | Amount | | Shares | | Amount | |
Class A | |
Shares sold | | | 314,477 | | | $ | 8,171,207 | | | | 365,638 | | | $ | 11,013,582 | | |
Shares issued on reinvestment | | | 234,549 | | | | 5,739,416 | | | | 57,342 | | | | 1,627,932 | | |
Shares repurchased | | | (791,542 | ) | | | (20,026,828 | ) | | | (378,031 | ) | | | (11,216,229 | ) | |
Net increase (decrease) | | | (242,516 | ) | | $ | (6,116,205 | ) | | | 44,949 | | | $ | 1,425,285 | | |
Class C | |
Shares sold | | | 44,613 | | | $ | 1,088,944 | | | | 67,074 | | | $ | 1,817,740 | | |
Shares issued on reinvestment | | | 88,773 | | | | 1,940,567 | | | | 17,436 | | | | 447,398 | | |
Shares repurchased | | | (373,394 | ) | | | (8,777,547 | ) | | | (200,458 | ) | | | (5,326,473 | ) | |
Net decrease | | | (240,008 | ) | | $ | (5,748,036 | ) | | | (115,948 | ) | | $ | (3,061,335 | ) | |
Class I | |
Shares sold | | | 208,549 | | | $ | 5,512,241 | | | | 393,744 | | | $ | 12,435,908 | | |
Shares issued on reinvestment | | | 147,767 | | | | 3,657,240 | | | | 57,405 | | | | 1,646,382 | | |
Shares repurchased | | | (1,278,999 | ) | | | (32,727,307 | ) | | | (1,077,243 | ) | | | (33,295,462 | ) | |
Net decrease | | | (922,683 | ) | | $ | (23,557,826 | ) | | | (626,094 | ) | | $ | (19,213,172 | ) | |
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1919 MARYLAND TAX-FREE INCOME FUND
| | Year Ended December 31, 2023 | | Year Ended December 31, 2022 | |
| | Shares | | Amount | | Shares | | Amount | |
Class A | |
Shares sold | | | 100,054 | | | $ | 1,460,282 | | | | 86,289 | | | $ | 1,301,446 | | |
Shares issued on reinvestment | | | 64,489 | | | | 938,912 | | | | 51,927 | | | | 766,096 | | |
Shares repurchased | | | (519,472 | ) | | | (7,559,303 | ) | | | (928,250 | ) | | | (13,672,068 | ) | |
Net decrease | | | (354,929 | ) | | $ | (5,160,109 | ) | | | (790,034 | ) | | $ | (11,604,526 | ) | |
Class C | |
Shares sold | | | 17,116 | | | $ | 255,176 | | | | 45,125 | | | $ | 665,587 | | |
Shares issued on reinvestment | | | 3,545 | | | | 51,648 | | | | 3,264 | | | | 48,085 | | |
Shares repurchased | | | (152,897 | ) | | | (2,218,611 | ) | | | (107,125 | ) | | | (1,580,792 | ) | |
Net decrease | | | (132,236 | ) | | $ | (1,911,787 | ) | | | (58,736 | ) | | $ | (867,120 | ) | |
Class I | |
Shares sold | | | 624,157 | | | $ | 9,102,120 | | | | 696,717 | | | $ | 10,395,048 | | |
Shares issued on reinvestment | | | 45,048 | | | | 655,726 | | | | 30,660 | | | | 452,559 | | |
Shares repurchased | | | (754,694 | ) | | | (11,008,919 | ) | | | (934,955 | ) | | | (13,902,188 | ) | |
Net decrease | | | (85,489 | ) | | $ | (1,251,073 | ) | | | (207,578 | ) | | $ | (3,054,581 | ) | |
1919 SOCIALLY RESPONSIVE BALANCED FUND
| | Year Ended December 31, 2023 | | Year Ended December 31, 2022 | |
| | Shares | | Amount | | Shares | | Amount | |
Class A | |
Shares sold | | | 846,546 | | | $ | 21,086,653 | | | | 1,349,282 | | | $ | 33,610,165 | | |
Shares issued on reinvestment | | | 47,409 | | | | 1,180,725 | | | | 20,553 | | | | 469,012 | | |
Shares repurchased | | | (1,204,671 | ) | | | (29,881,680 | ) | | | (1,468,362 | ) | | | (36,010,585 | ) | |
Net decrease | | | (310,716 | ) | | $ | (7,614,302 | ) | | | (98,527 | ) | | $ | (1,931,408 | ) | |
Class C | |
Shares sold | | | 402,970 | | | $ | 9,972,971 | | | | 817,632 | | | $ | 20,669,717 | | |
Shares issued on reinvestment | | | 1,408 | | | | 38,068 | | | | 2,800 | | | | 65,064 | | |
Shares repurchased | | | (897,938 | ) | | | (21,979,739 | ) | | | (785,365 | ) | | | (18,632,975 | ) | |
Net increase (decrease) | | | (493,560 | ) | | $ | (11,968,700 | ) | | | 35,067 | | | $ | 2,101,806 | | |
Class I | |
Shares sold | | | 2,920,234 | | | $ | 72,802,814 | | | | 4,513,353 | | | $ | 115,082,676 | | |
Shares issued on reinvestment | | | 116,541 | | | | 2,910,087 | | | | 75,873 | | | | 1,775,957 | | |
Shares repurchased | | | (3,980,380 | ) | | | (98,298,268 | ) | | | (6,885,066 | ) | | | (169,137,094 | ) | |
Net decrease | | | (943,605 | ) | | $ | (22,585,367 | ) | | | (2,295,840 | ) | | $ | (52,278,461 | ) | |
There is a maximum initial sales charge of 5.75% for Class A shares of the Financial Services Fund and Socially Responsive Fund; the maximum initial sales charge for Class A shares of the Maryland Fund is 4.25%. There is a contingent deferred sales charge ("CDSC") of 1.00% on Class C shares for the Funds, which applies if redemption occurs within 12 months from purchase. In certain cases, Class A shares have a 1.00% CDSC,
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Notes to financial statements (cont'd)
which applies if redemption occurs within 18 months from purchase. This CDSC only applies to those purchases of Class A shares, which, when combined with other purchases in the Funds, equal or exceed $1,000,000 in the aggregate. These purchases do not incur an initial sales charge.
For Class A shares sold by the Distributor, the Distributor will receive the sales charge imposed on purchases of Class A shares (or any contingent deferred sales charge paid on redemptions) and will retain the full amount of such sales charge.
For the year ended December 31, 2023, Quasar, did not retain sales charges on sales of the Class A shares of the Financial Services Fund, Maryland Fund, and Socially Responsive Fund. In addition, for the year ended December 31, 2023, CDSCs paid to Quasar were:
CDSCs | | Class A | | Class C | |
Financial Services Fund | | | N/A | | | $ | 252 | | |
Maryland Fund | | | N/A | | | $ | — | | |
Socially Responsive Fund | | | N/A | | | $ | 3,437 | | |
Note 8. Control Ownership
The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a fund creates presumption of control of the fund under 2(a)(9) of the 1940 Act. As of December 31, 2023, Charles Schwab held approximately 26% of the outstanding shares of the Financial Services Fund and Morgan Stanley held 39% of the outstanding shares of the Maryland Fund, for the benefit of their shareholders.
Note 9. Subsequent events
In preparing these financial statements, the Funds have evaluated events and transactions for potential recognition or disclosure through the date the financial statements were available to be issued. Subsequent to the year end, the Maryland Fund made the following distributions per share:
Record Date | | Payable Date | | Class A | | Class C | | Class I | |
Daily | | 01/31/2024 | | $ | 0.00360 | | | $ | 0.00270 | | | $ | 0.00380 | | |
Effective at the close of business on January 19, 2024, the Funds reorganized into newly created serious of Advisor Managed Portfolio (the "Acquiring Funds"). The Acquiring Funds have the same investment objective, investment strategies, and fundamental investment restrictions as the Funds, and the same investment advisor and portfolio managers as the Funds.
Effective January 31, 2024, the 1919 Maryland Tax-Free Income Fund was liquidated, according to a plan of liquidation and termination approved by the Board.
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Note 10. Principal Risks
Below is a summary of some, but not all, of the principal risks of investing in the Fund, each of which may adversely affect the Fund's net asset value and total return. The Fund's most recent prospectus provides further descriptions of the Fund's investment objective, principal investment strategies and principal risks.
(a) Concentration risk. The Financial Services Fund normally invests at least 80% of its assets in financial services related investments. As a result of this investment policy, an investment in the Fund may be subject to greater risk and market fluctuation than an investment in a fund that invests in securities representing a broader range of investment alternatives.
The Maryland Fund invests substantially all of its assets in securities issued by or on behalf of the State of Maryland, its political subdivisions, municipalities, agencies, instrumentalities, and public authorities. Changes in economic conditions in, or governmental policies of, the State of Maryland could have a significant impact on the performance of the Fund.
The Maryland Fund may focus a significant amount of its investments in a single sector of the municipal securities market. In doing so, the Fund is more susceptible to factors adversely affecting that sector than a fund not following that practice.
The Maryland Fund may invest a significant portion of assets in securities issued by local governments or public authorities that are rated according to their particular creditworthiness, which may vary significantly from the state's general obligations. The value of the Fund's shares will be more susceptible to being materially impacted by a single economic, political or regulatory event affecting those issuers or their securities than shares of a diversified fund.
(b) Foreign investment risk. The Financial Services Fund's investments in foreign securities may involve risks not present in domestic investments. Since securities may be denominated in foreign currencies, may require settlement in foreign currencies or pay interest or dividends in foreign currencies, changes in the relationship of these foreign currencies to the U.S. dollar can significantly affect the value of the investments and earnings of the Fund. Foreign investments may also subject the Fund to foreign government exchange restrictions, expropriation, taxation or other political, social or economic developments, all of which affect the market and/or credit risk of the investments.
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Report of independent registered public accounting firm
To the Board of Trustees of Trust for Advised Portfolios
and the Shareholders of 1919 Financial Services Fund,
1919 Maryland Tax-Free Income Fund, and
1919 Socially Responsive Balanced Fund
Opinion on the Financial Statements
We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of 1919 Financial Services Fund, 1919 Maryland Tax-Free Income Fund, and 1919 Socially Responsive Balanced Fund, each a series of the Trust for Advised Portfolios (the "Funds"), as of December 31, 2023, the related statements of operations and changes in net assets, the related notes and the financial highlights for year then ended, (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of each of the Funds as of December 31, 2023, the results of their operations, the changes in net assets and the financial highlights for the year then ended, in conformity with accounting principles generally accepted in the United States of America.
The Funds' financial statements and financial highlights for the years ended December 31, 2022, and prior, were audited by other auditors whose report dated March 1, 2023, expressed an unqualified opinion on those financial statements and financial highlights.
Basis for Opinion
These financial statements are the responsibility of the Funds' management. Our responsibility is to express an opinion on the Funds' financial statements based on our audits. 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 Funds 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 are free of material misstatement whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, 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. Our procedures included confirmation of securities owned as of December 31, 2023, by correspondence with the custodians and brokers; when replies were not received from brokers, we performed other
1919 Funds 2023 Annual Report
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auditing procedures. 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. We believe that our audits provide a reasonable basis for our opinion.
We have served as the Funds' auditor since 2023.
COHEN & COMPANY, LTD.
Philadelphia, Pennsylvania
February 29, 2024
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1919 Funds
Other information (unaudited)
December 31, 2023
Quarterly Portfolio Schedule
Each Fund files its complete schedule of portfolio holdings for the first and third quarters of each fiscal year with the SEC as an exhibit to its reports on Form N-PORT. Each Fund's Form N-PORT reports are available without charge by visiting the SEC's website at www.sec.gov and may be reviewed and copied at the SEC's Public Reference Room in Washington D.C. You may obtain information on the operation of the Public Reference Room by calling (800) SEC-0330.
Proxy Voting
You may obtain a description of the Funds' proxy voting policy and voting records, without charge, upon request by contacting the Fund directly at (844) 828-1919 or on the EDGAR Database on the SEC's website at www.sec.gov. The Funds file their proxy voting records annually as of June 30 with the SEC on Form N-PX. The Funds' Form N-PX is available without charge by visiting the SEC's website at www.sec.gov and may be reviewed and copied at the SEC's Public Reference Room in Washington D.C. You may obtain information on the operation of the Public Reference Room by calling (800) SEC-0330.
Tax Information
The percentage of the ordinary income distributions paid monthly by the Maryland Tax-Free Income Fund for the year ended December 31, 2023 qualifying as tax-exempt interest dividends for Federal income tax purposes is 99.18%.
Certain dividends paid by the Funds may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from ordinary income for the year ended December 31, 2023, designated as qualified dividend/net interest income for the Funds is as follows:
| | Percentage | |
1919 Financial Services Fund | | | 100.00 | % | |
1919 Socially Responsive Balanced Fund | | | 100.00 | % | |
100% of the ordinary income distributions paid monthly by the 1919 Maryland Tax-Free Income Fund for the year ended December 31, 2023, are Qualified Net Investment Income.
For corporate shareholders, the percentage of ordinary income distributions qualifying for the corporate dividends received deduction for the year ended December 31, 2023, is as follows:
| | Percentage | |
1919 Financial Services Fund | | | 100.00 | % | |
1919 Maryland Tax-Free Income Fund | | | — | | |
1919 Socially Responsive Balanced Fund | | | 100.00 | % | |
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The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871 (k)(2)(C) for the year ended December 31, 2023, by Funds is as follows:
| | Percentage | |
1919 Financial Services Fund | | | 2.69 | % | |
1919 Maryland Tax-Free Income Fund | | | — | | |
1919 Socially Responsive Balanced Fund | | | — | | |
Statement Regarding Liquidity Risk Management Program
The Funds have adopted a liquidity risk management program (the "program"). The Board has designated a Liquidity Risk Committee ("Committee") of the Adviser to serve as the administrator of the program. The Committee conducts the day-to-day operation of the program pursuant to policies and procedures administered by the Committee.
Under the program, the Committee manages the Funds' liquidity risk, which is the risk that a fund could not meet shareholder redemption requests without significant dilution of remaining shareholders' interests in a fund. This risk is managed by monitoring the degree of liquidity of the Funds' investments, limiting the amount of the Funds' illiquid investments, and utilizing various risk management tools and facilities available to the Fund for meeting shareholder redemptions, among other means. The Committee's process of determining the degree of liquidity of the Funds' investments is supported by one or more third-party liquidity assessment vendors.
The Funds' Board reviewed a report prepared by the Committee regarding the operation and effectiveness of the program for the period January 1, 2022 through December 31, 2022. No significant liquidity events impacting the Funds were noted in the report. In addition, the Committee provided its assessment that the program had been effective in managing the Funds' liquidity risk.
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Approval of Investment Advisory Agreement
1919 Financial Services Fund
1919 Socially Responsive Balanced Fund
1919 Maryland Tax-Free Income Fund (unaudited)
At a meeting held on June 1, 2023, the Board of Trustees (the "Board" or "Trustees") of Advisor Managed Portfolios (the "Trust"), including all Trustees who were not "interested persons" of the Trust ("Independent Trustees"), as that term is defined in the Investment Company Act of 1940, considered and approved an investment advisory agreement ("Advisory Agreement") with 1919 Investment Counsel, LLC ("Adviser"), with respect to the 1919 Financial Services Fund (the "Financial Services Fund") and the 1919 Socially Responsive Balanced Fund (the "Socially Responsive Fund") and the 1919 Maryland Tax-Free Income Fund (the "MD Tax-Free Fund"), (each, a "Fund" and together, the "Funds"). Each Fund is the successor to a corresponding series of Trust for Advised Portfolios ("Predecessor Trust") with the same name (each, a "Predecessor Fund" and together, the "Predecessor Funds"). The Predecessor Funds reorganized into the Funds on January 19, 2024.
In advance of the meeting, the Board received and reviewed substantial information regarding the Funds, the Adviser and the services to be provided by the Adviser to the Funds under the Advisory Agreement. This information formed the primary (but not exclusive) basis for the Board's determinations. The Trustees considered the review of the Advisory Agreement to be an ongoing process and employed the accumulated information, knowledge, and experience they had gained with the Adviser and Predecessor Funds as members of the board of trustees of the Predecessor Trust. The information prepared specifically for the review of the Advisory Agreement supplemented the information provided to the Trustees throughout the year related to the Adviser and the Predecessor Funds. The board of the Predecessor Trust and its committees met regularly during the year and the information provided and topics discussed at such meetings were relevant to the Board's review of the Advisory Agreement. Some of these reports and other data included, among other things, materials that outlined the investment performance of the Predecessor Funds; compliance, regulatory, and risk management matters; the trading practices of the Adviser; valuation of investments; fund expenses; and overall market and regulatory developments. The Independent Trustees were advised by independent legal counsel during the review process, including meeting in executive sessions with such counsel without representatives from the Adviser present. In connection with their review, the Independent Trustees also received a memorandum from independent legal counsel outlining their fiduciary duties and legal standards in reviewing the Advisory Agreement.
In considering the Advisory Agreement, the Board considered the following factors and made the following determinations. In its deliberations, the Board did not identify any single factor or piece of information as all important, controlling, or determinative of its decision, and each Trustee may have attributed different weights to the various factors and information.
• In considering the nature, extent and quality of the services to be provided by the Adviser, the Trustees considered the Adviser's specific responsibilities in all aspects of the day-to-day
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management of the Funds, as well as the qualifications, experience and responsibilities of the portfolio managers and other key personnel who are involved in the day-to-day activities of the Funds. The Board considered the Adviser's resources and compliance structure, including information regarding its compliance program, chief compliance officer, and compliance record, and its disaster recovery/business continuity plan. The Board also considered the existing relationship between the Adviser and each Predecessor Fund, as well as the Board's knowledge of the Adviser's operations, and noted that during the course of the year the board of the Predecessor Trust met with the Adviser to discuss each Predecessor Fund's performance and the Adviser's investment outlook, as well as various marketing and compliance topics, including the Adviser's risk management process. The Board 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 Advisory Agreement and that, in the Board's view, the nature, overall quality, and extent of the management services provided were and would continue to be satisfactory and reliable.
• In assessing the quality of the portfolio management to be delivered by the Adviser, the Board considered the performance of each Predecessor Fund for various periods as of March 31, 2023, on both an absolute basis and in comparison to its peer group and benchmark index.
° For the Financial Services Fund, the Board considered that Class I Shares underperformed relative to the Fund's benchmark indexes, the S&P 500 Index and S&P Financials Index, for the 1-, 3-, 5-and 10-year periods, and underperformed the S&P 500 Index since inception while outperforming the S&P Financials Index since inception. The Board also considered that Class I Shares underperformed relative to the Fund's peer median and average for the 1-, 3-, and 5-year periods and outperformed for the 10-year period. The Board noted that the Financial Services Fund had achieved more than twenty calendar years of performance results.
° For the Socially Responsive Fund, the Board considered that Class I Shares underperformed relative to the Fund's blended benchmark index, the S&P 500 Index (70%)/Bloomberg US Aggregate Bond Index (30%), for the 1-, 3-, 5-, 10-year and since inception periods. The Board also considered that Class I Shares outperformed relative to the Fund's peer group median/average for the 5- and 10-year periods and underperformed for the 1-year period. For the 3-year period, the Board noted that Class I Shares outperformed the peer group median but underperformed the peer average. The Board noted that the Socially Responsive Fund had achieved more than thirty calendar years of performance results.
° For the MD Tax-Free Fund, the Board considered that Class I Shares underperformed relative to the Fund's benchmark index, the Bloomberg US Municipal Bond Index, for
1919 Funds 2023 Annual Report
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Approval of Investment Advisory Agreement
1919 Financial Services Fund
1919 Socially Responsive Balanced Fund
1919 Maryland Tax-Free Income Fund (unaudited) (cont'd)
the 1-, 3-, 5-, 10-year and since inception periods. The Board also considered that Class I Shares outperformed relative to the Fund's peer group median/average for the 1-, 3- and 5-year periods and underperformed for the 10-year period.
• The Trustees also reviewed the cost of the Adviser's services, and the structure and level of advisory fee payable by each Fund, including a comparison of the fee to fees payable by a peer group of funds. The Board noted that the Adviser had agreed to maintain each Predecessor Fund's contractual annual expense limitations for each Fund and that each Predecessor Fund currently was operating below its expense limitations.
° For the Financial Services Fund, the Board noted that the advisory fee and net expense ratio were higher than its peer group median and average.
° For the Socially Responsive Fund, the Board noted that the advisory fee and net expense ratio were lower than its peer group median/average.
° For the MD Tax-Free Fund, the Board noted that the advisory fee was higher than its peer group median/average. The Board also noted that the net expense ratio was higher than the peer group median and in line with the peer group average.
After reviewing the materials that were provided, the Trustees noted that the fee to be received by the Adviser for each Fund was within the range of advisory fees charged to comparable funds and concluded that each fee was fair and reasonable in light of the services to be provided.
• The Trustees considered whether, based on the estimated asset size of each Fund, economies of scale may be achieved. The Board also considered the Adviser's commitment to maintain each Predecessor Fund's expense limitation arrangement for the corresponding Fund, noting that each Predecessor Fund currently was operating below the expense limitations. The Trustees also noted that the advisory fee schedule for the Socially Responsive Fund includes breakpoints, which allow for economies of scale to be shared through reductions in the advisory fee as the Fund's assets grow. The Trustees concluded that they will have the opportunity to periodically reexamine whether economies of scale have been achieved as each Fund's assets grow.
• The Trustees considered the profitability of the Adviser from managing each Predecessor Fund. In assessing the Adviser's profitability, the Trustees took into account both direct and indirect benefits to the Adviser from managing each Predecessor Fund. The Trustees concluded that the Adviser's expected profits from managing each Fund were not excessive and, after a review of the relevant financial information, that the Adviser appeared to have adequate capitalization and/or would maintain adequate profit levels to support the Funds.
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Trustee and officer information (unaudited)
December 31, 2023
Independent Trustees4:
Brian S. Ferrie | | | |
615 E. Michigan Street | | | |
Milwaukee, WI 53202 | | | |
Year of birth | | 1958 | |
Position(s) held with Trust | | Trustee | |
Term of office1 and length of time served | | Since 2020 | |
Principal occupation(s) during past 5 years | | Chief Compliance Officer, Treasurer, The Jensen Quality Growth Fund (2004 to 2020); Treasurer, Jensen Investment Management (2003 to 2020) | |
Number of portfolios in fund complex2 overseen by Trustee | | 4 | |
Other Directorships3 held during past 5 years by Trustee | | None | |
Wan-Chong Kung | | | |
615 E. Michigan Street | | | |
Milwaukee, WI 53202 | | | |
Year of birth | | 1960 | |
Position(s) held with Trust | | Trustee | |
Term of office1 and length of time served | | Since 2020 | |
Principal occupation(s) during past 5 years | | Senior Fund Manager, Nuveen Asset Management (FAF Advisors/First American Funds) (2011 to 2019) | |
Number of portfolios in fund complex2 overseen by Trustee | | 4 | |
Other Directorships3 held during past 5 years by Trustee | | Federal Home Loan Bank of Des Moines (February 2022 to present); Trustee, Securian Funds Trust (12 portfolios) October 2022 to present) | |
Interested Trustee5:
Christopher E. Kashmerick | | | |
615 E. Michigan Street | | | |
Milwaukee, WI 53202 | | | |
Year of birth | | 1974 | |
Position(s) held with Trust | | Trustee, Chairman | |
Term of office1 and length of time served | | Since 2018 | |
Principal occupation(s) during past 5 years | | Senior Vice President, U.S. Bancorp Fund Services, LLC (2011 – present) | |
Number of portfolios in fund complex2 overseen by Trustee | | 4 | |
Other Directorships3 held during past 5 years by Trustee | | None | |
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Trustee and officer information (unaudited) (cont'd)
December 31, 2023
Officers:
Russell B. Simon | | | |
615 E. Michigan Street | | | |
Milwaukee, WI 53202 | | | |
Year of birth | | 1980 | |
Position(s) held with Trust | | President and Principal Executive Officer | |
Term of office1 and length of time served | | Since 2022 | |
Principal occupation(s) during past 5 years | | Vice President, U.S. Bancorp Fund Services, LLC (2011 – present) | |
Diane K. Miller | | | |
615 E. Michigan Street | | | |
Milwaukee, WI 53202 | | | |
Year of birth | | 1972 | |
Position(s) held with Trust | | Chief Compliance Officer and AML Officer | |
Term of office1 and length of time served | | Since 2023 | |
Principal occupation(s) during past 5 years | | Vice President, U.S. Bancorp Fund Services, LLC (since January 2023); Chief Compliance Officer, Christian Brothers Investment Services (2017 – 2022) | |
Eric T. McCormick | | | |
615 E. Michigan Street | | | |
Milwaukee, WI 53202 | | | |
Year of birth | | 1971 | |
Position(s) held with Trust | | Treasurer and Principal Financial Officer | |
Term of office1 and length of time served | | Since 2022 | |
Principal occupation(s) during past 5 years | | Vice President, U.S. Bancorp Fund Services, LLC (2005 to present) | |
Scott A. Resnick | | | |
615 E. Michigan Street | | | |
Milwaukee, WI 53202 | | | |
Year of birth | | 1983 | |
Position(s) held with Trust | | Secretary | |
Term of office1 and length of time served | | Since 2019 | |
Principal occupation(s) during past 5 years | | Assistant Vice President, U.S. Bancorp Fund Services, LLC (2018 – present); Associate, Legal & Compliance, PIMCO (2012 – 2018) | |
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1 Each Trustee serves an indefinite term; however, under the terms of the Board's retirement policy, a Trustee shall retire at the end of the calendar year in which he or she reaches the age of 75 (this policy does not apply to any Trustee serving at the time the policy was adopted). Each officer serves an indefinite term until the election of a successor.
2 The Trust is comprised of numerous series managed by unaffiliated investment advisers. The term "Fund Complex" applies only to the Funds. The Funds do not hold themselves out as related to any other series within the Trust for purposes of investment and investor services, nor do they share the same investment adviser with any other series.
3 "Other Directorships Held" includes only directorships of companies required to register or file reports with the SEC under the Securities Exchange Act of 1934, as amended, (that is, "public companies") or other investment companies registered under the 1940 Act.
4 The Trustees of the Trust who are not "interested persons" of the Trust as defined under the 1940 Act ("Independent Trustees").
5 Mr. Kashmerick is an "interested person" of the Trust as defined by the 1940 Act. Mr. Kashmerick is an interested Trustee of the Trust by virtue of the fact that he is an interested person of U.S. Bancorp Fund Services, LLC, the Funds' administrator, fund accountant, and transfer agent.
The Funds' Statement of Additional Information ("SAI") includes information about the Funds' Trustees and is available without charge, upon request, by calling 1-844-828-1919.
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The 1919 Funds collect non-public information about you from the following sources:
Information we receive about you on applications or other forms;
Information you give us orally; and/or
Information about your transactions with us or others
We do not disclose any non-public personal information about our customers or former customers without the customer's authorization, except as permitted by law or in response to inquiries from governmental authorities. We may share information with affiliated and unaffiliated third parties with whom we have contracts for servicing a Fund. We will provide unaffiliated third parties with only the information necessary to carry out their assigned responsibilities. We maintain physical, electronic and procedural safeguards to guard your personal information and require third parties to treat your personal information with the same high degree of confidentiality.
In the event that you hold shares of a 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.
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Investment adviser
1919 Investment Counsel, LLC
One South Street, Suite 2500
Baltimore, MD 21202
Distributor
Quasar Distributors, LLC
3 Canal Plaza,
Suite 100
Portland, ME 04101
Custodian
U.S. Bank National Association
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, Wisconsin 53212
Transfer agent, fund accountant and fund administrator
U.S. Bancorp Fund Services, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
Independent registered public accounting firm
Cohen & Company, Ltd.
1835 Market Street, Suite 310
Philadelphia, PA 19103
Legal counsel
Morgan, Lewis & Bockius LLP
1111 Pennsylvania Ave, NW
Washington, DC 20004
This report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.
1919 VARIABLE SOCIALLY RESPONSIVE BALANCED FUND
Table of Contents
Letter to Shareholders | | | II | | |
Fund performance | | | 1 | | |
Fund expenses | | | 3 | | |
Fund at a glance | | | 4 | | |
Schedule of investments | | | 5 | | |
Statement of assets and liabilities | | | 11 | | |
Statement of operations | | | 12 | | |
Statements of changes in net assets | | | 13 | | |
Financial highlights | | | 14 | | |
Notes to financial statements | | | 15 | | |
Report of independent registered public accounting firm | | | 22 | | |
Other information | | | 24 | | |
Approval of investment advisory agreement | | | 26 | | |
Trustee and officer information | | | 28 | | |
Privacy notice | | | 31 | | |
Directory of Fund's service providers | | | Back Cover | | |
Letter to Shareholders (unaudited)
Dear Shareholder,
We are pleased to bring you the annual report on the 1919 Variable Socially Responsive Balanced Fund ("the Fund") through December 31, 2023.
Throughout the year, the Fund took a variety of measures to respond to changing market conditions. During the first half of the year, we increased exposure to the Information Technology, Consumer Discretionary, Industrials and Materials sectors and decreased exposure to the Real Estate, Health Care, and Communication Services sectors. During the second half of the year, we added to the Information Technology and Consumer Staples sectors while reducing exposure to the Consumer Discretionary sector and repositioned within the Financials sector.
Throughout the year, we remained overweight relative to the S&P 500 Index in the Health Care and Industrials sectors and maintained our underweight positioning in the Energy, Real Estate, and Utilities sectors. We added to the Information Technology sector throughout the year and finished the year overweight the sector relative to the index.
In the fixed-income portion of the Fund, we purchased primarily longer-dated Corporates to extend duration and take advantage of higher yields and coupons. We maintained the overweight to corporate bonds for the same reasons. Going forward, we look for the Treasury curve to continue to flatten and un-invert, as the Fed gets closer to its first rate cut. As the curve re-steepens, we will look for opportunities to adjust the term structure of the portfolio and lock-in yields.
In the equity portion of the Fund, our stock selection in the Health Care, Industrials, and Information Technology, and Materials sectors contributed to relative performance in 2023. In terms of sector positioning, our underweighting of Energy and Utilities and our overweighting of Information Technology also enhanced results. On an individual stock basis, the largest contributors to performance for the year were Palo Alto Networks, Broadcom, Salesforce.com, Advanced Drainage Systems, and Eli Lilly.
The leading contributor to performance in the fixed-income portion of the Fund was the overweight to the corporate sector. On an individual security basis, the largest contributors to return were International US Treasury 2.500% 1/31/25, Amgen Inc. 3.000% 2/22/29, Target Corp. 4.500% 9/15/32, Autodesk
1919 Variable Socially Responsive Balanced Fund 2023 Annual Report
ii
Inc. 2.400% 12/15/31 and Honda Motor Co. Ltd. 2.271% 3/10/25.
In the equity portion of the Fund, selection in the Financials, Consumer Discretionary, and Consumer Staples sectors detracted from relative results for the year. In terms of sector positioning, our overweighting of Health Care and underweighting of Communication Services detracted from performance. On an individual stock basis, the largest detractors from performance were SolarEdge Technologies Inc., Estee Lauder Cos. Inc., Class A Shares, Charles Schwab Corp., American Water Works Ci. Inc., and Truist Financial Corp.
In the fixed-income portion of the Fund, the leading detractor to performance was a duration shorter than the benchmark. On an individual security basis, the largest detractors from performance were FNMA 30yr Pool# 490446 6.5% 3/1/2029, FNMA 30yr Pool#891596 5.5% 6/1/2036, FNMA 30yr Pool#190375 5.5% 11/1/2036, FNMA 30yr Pool#808156 4.5% 2/1/2035 and FHLMC 30yr Pool#g08179 5.5% 2/1/2037.
Thank you for your investment in the 1919 Variable Socially Responsive Balanced Fund. As always, we appreciate that you have chosen us to manage your assets and we remain focused on achieving the Fund's investment and social goals.
Sincerely,
Ronald T. Bates
Portfolio Manager (Equity Portion)
1919 Investment Counsel, LLC
Aimee M. Eudy
Portfolio Manager (Fixed-Income Portion)
1919 Investment Counsel, LLC
Robert P. Huesman, CFA
Portfolio Manager (Equity Portion)
1919 Investment Counsel, LLC
Alison R. Bevilacqua
Portfolio Manager (Head of Social Research) 1919 Investment Counsel, LLC
Past performance is not a guarantee of future results.
Duration — commonly used measure of the potential volatility of the price of a debt security, or the aggregate market value of a portfolio of debt securities, prior to maturity. Securities with a longer duration generally have more volatile prices than securities of a comparable quality with a shorter duration.
S&P 500 Index — The S&P 500 Index is a broad-based, unmanaged index of 500 stocks, which is widely recognized as representative of the equity market in general. One cannot invest directly in an index.
Opinions expressed herein are as of 12/31/2023 and are subject to change at any time, are not guaranteed and should not be considered investment advice.
Fund holdings and sector allocations are subject to change and are not a recommendation to buy or sell any security. Please
1919 Variable Socially Responsive Balanced Fund 2023 Annual Report
iii
Letter to Shareholders (cont'd)
refer to the Schedule of Investments for a complete list of Fund holdings.
This report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.
Mutual fund investing involves risk. Principal loss is possible. The Fund's social policy may cause it to make or avoid investments for social reasons when it is otherwise disadvantageous to do so. The Fund may invest in foreign and emerging market securities which will involve greater volatility and political, economic and currency risks and differences in accounting methods. The risks are particularly significant for funds that invest in emerging markets. Fixed income securities involve interest rate, credit, inflation and reinvestment risks; and possible loss of principal. As interest rates rise, the value of fixed income securities falls. The manager's investment style may become out of favor and/or the manager's selection process may prove incorrect; which may have a negative impact on the Fund's performance.
1919 Funds are distributed by Quasar Distributors, LLC.
1919 Variable Socially Responsive Balanced Fund 2023 Annual Report
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Fund performance (unaudited)
Hypothetical comparison of Change in Value of $10,000
This chart illustrates the performance of a hypothetical $10,000 investment made in the Fund over ten years, and assumes reinvestment of dividends and capital gains. This chart does not imply any future performance.
Total Returns as of December 31, 2023
| | 1 Year | | 5 Years* | | 10 Years* | |
1919 Variable Socially Responsive Balanced Fund | | | 20.21 | % | | | 11.90 | % | | | 8.76 | % | |
S&P 500 Index(i) | | | 26.29 | | | | 15.69 | | | | 12.03 | | |
Bloomberg Barclays U.S. Aggregate Index(ii) | | | 5.53 | | | | 1.10 | | | | 1.81 | | |
Blended S&P 500 Index (70%) and Bloomberg Barclays U.S. Aggregate Index (30%)(iii) | | | 19.78 | | | | 11.43 | | | | 9.10 | | |
* Average annualized returns
As of the Fund's current prospectus dated April 30, 2023, the gross total and net annual operating expense ratios were 1.45% and 0.90%(iv), respectively. Actual expenses may be higher. For example, expenses may be higher than those shown if average net assets decrease. Net assets are more likely to decrease and Fund expense ratios are more likely to increase when markets are volatile.
All figures represent past performance and are not a guarantee of future results. 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. Fund returns assume the reinvestment of all distributions, at net asset value and the deduction of all Fund expenses. Total returns do not reflect the deduction of taxes a shareholder would pay on Fund distributions or redemption of Fund shares. The returns shown do not reflect expenses associated with separate accounts such as administrative fees, account charges and surrender charges, which, if reflected, would reduce the total returns. Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. 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 1-844-828-1919.
(i) The S&P 500 Index is an unmanaged index of 500 stocks and is generally representative of the performance of larger companies in the U.S.
1919 Variable Socially Responsive Balanced Fund 2023 Annual Report
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Fund performance (unaudited) (cont'd)
(ii) The Bloomberg U.S. Aggregate Index is a broad-based bond index comprised of government, corporate, mortgage and asset-backed issues, rated investment grade or higher, and having at least one year to maturity.
(iii) The Blended S&P 500 Index (70%) and Bloomberg U.S. Aggregate Index (30%) has been prepared to parallel the targeted allocation of investments between equity and fixed-income securities. It consists of 70% of the performance of the S&P 500 Index and 30% of the Bloomberg U.S. Aggregate Index.
(iv) The Adviser has contractually agreed to waive fees and reimburse operating expenses through April 30, 2025.
The Indices are unmanaged and are not subject to the same management and trading expenses as a mutual fund. Please note that an investor cannot invest directly in an index.
1919 Variable Socially Responsive Balanced Fund 2023 Annual Report
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Fund expenses (unaudited)
Example
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management 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.
This example is based on an investment of $1,000 invested on July 1, 2023 and held for the six months ended December 31, 2023.
Actual expenses
The table below titled "Based on Actual Total Return" provides information about actual account values and actual expenses. You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled "Expenses Paid During the Period".
Hypothetical example for comparison purposes
The table below titled "Based on Hypothetical Total Return" provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio and an assumed rate of return of 5.00% 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 the information provided in this table to compare the ongoing costs of investing in the Fund and other funds. To do so, compare the 5.00% hypothetical example relating to the Fund with the 5.00% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, 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 transaction costs were included, your costs would have been higher.
Based on actual total return1
Actual Total Return2 | | Beginning Account Value | | Ending Account Value | | Annualized Expense Ratio | | Expenses Paid During the Period3 | |
| 7.69 | % | | $ | 1,000.00 | | | $ | 1,076.90 | | | | 0.89 | % | | $ | 4.66 | | |
Based on hypothetical total return1
Hypothetical Annualized Total Return | | Beginning Account Value | | Ending Account Value | | Annualized Expense Ratio | | Expenses Paid During the Period3 | |
| 2.52 | % | | $ | 1,000.00 | | | $ | 1,020.72 | | | | 0.89 | % | | $ | 4.53 | | |
1 For the six months ended December 31, 2023.
2 Assumes the reinvestment of all distributions, including returns of capital, if any, at net asset value. Total return is not annualized, as it may not be representative of the total return for the year. Total returns do not reflect expenses associated with separate accounts such as administrative fees, account charges and surrender charges, which, if reflected, would reduce the total returns. Performance figures reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results.
3 Expenses (net of fee waivers and/or expense reimbursements) are equal to the Fund's annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (184), then divided by 365.
1919 Variable Socially Responsive Balanced Fund 2023 Annual Report
3
Fund at a glance† (unaudited)
Investment breakdown (%) as a percent of total investments
† The bar graph above represents the composition of the Fund's investments as of December 31, 2023 and December 31, 2022. The Fund is actively managed. As a result, the composition of the Fund's investments is subject to change at any time.
* Less than 0.01%.
1919 Variable Socially Responsive Balanced Fund 2023 Annual Report
4
Schedule of investments
December 31, 2023
1919 Variable Socially Responsive Balanced Fund
Security | | Shares | | Value | |
Common Stocks — 68.4% | |
Communication Services — 4.8% | |
Alphabet Inc., Class A Shares (a) | | | 8,606 | | | $ | 1,202,172 | | |
Netflix Inc. (a) | | | 1,166 | | | | 567,702 | | |
Total Communication Services | | | | | 1,769,874 | | |
Consumer Discretionary — 7.3% | |
Amadeus IT Group SA | | | 5,956 | | | | 429,308 | | |
Amazon.com Inc. (a) | | | 6,341 | | | | 963,452 | | |
Chipotle Mexican Grill Inc. (a) | | | 147 | | | | 336,183 | | |
Home Depot Inc/The | | | 1,427 | | | | 494,527 | | |
TJX Cos Inc. | | | 4,926 | | | | 462,108 | | |
Total Consumer Discretionary | | | | | 2,685,578 | | |
Consumer Staples — 4.3% | |
Costco Wholesale Corp. | | | 849 | | | | 560,408 | | |
Darling International Inc. (a) | | | 3,431 | | | | 171,001 | | |
Estee Lauder Cos. Inc., Class A Shares | | | 1,619 | | | | 236,779 | | |
Hershey Co/The | | | 1,325 | | | | 247,033 | | |
PepsiCo Inc. | | | 2,238 | | | | 380,102 | | |
Total Consumer Staples | | | | | 1,595,323 | | |
Financials — 6.3% | |
Bank of America Corp. | | | 16,480 | | | | 554,882 | | |
Charles Schwab Corp/The | | | 6,828 | | | | 469,766 | | |
Chubb Limited | | | 1,517 | | | | 342,842 | | |
M&T Bank Corp. | | | 1,863 | | | | 255,380 | | |
Reinsurance Group of America Inc. | | | 2,050 | | | | 331,649 | | |
Truist Financial Corp. | | | 10,519 | | | | 388,361 | | |
Total Financials | | | | | 2,342,880 | | |
Health Care — 11.4% | |
AstraZeneca PLC | | | 6,500 | | | | 437,775 | | |
Boston Scientific Corp. (a) | | | 11,640 | | | | 672,908 | | |
Danaher Corp. | | | 1,789 | | | | 413,867 | | |
Eli Lilly & Co. | | | 1,330 | | | | 775,284 | | |
IQVIA Holdings Inc. (a) | | �� | 2,389 | | | | 552,767 | | |
Thermo Fisher Scientific Inc. | | | 1,064 | | | | 564,761 | | |
UnitedHealth Group Inc. | | | 974 | | | | 512,782 | | |
Zoetis Inc. | | | 1,364 | | | | 269,213 | | |
Total Health Care | | | | | 4,199,357 | | |
Industrials — 8.0% | |
Advanced Drainage Systems Inc. | | | 3,408 | | | | 479,301 | | |
Cintas Corp. | | | 1,110 | | | | 668,953 | | |
1919 Variable Socially Responsive Balanced Fund 2023 Annual Report
5
Schedule of investments (cont'd)
December 31, 2023
1919 Variable Socially Responsive Balanced Fund
Security | | | | | | Shares | | Value | |
Industrials — continued | |
Eaton Corp. PLC. | | | | | | | 2,865 | | | $ | 689,949 | | |
Old Dominion Freight Line Inc. | | | | | | | 861 | | | | 348,989 | | |
Rockwell Automation Inc. | | | | | | | 1,223 | | | | 379,717 | | |
Union Pacific Corp. | | | | | | | 1,325 | | | | 325,447 | | |
Veralto Corp. | | | | | | | 589 | | | | 48,451 | | |
Total Industrials | | | | | | | | | 2,940,807 | | |
Information Technology — 22.3% | |
Analog Devices Inc. | | | | | | | 1,438 | | | | 285,529 | | |
Apple Inc. | | | | | | | 8,017 | | | | 1,543,513 | | |
Broadcom Inc. | | | | | | | 679 | | | | 757,934 | | |
Intuit Inc. | | | | | | | 691 | | | | 431,896 | | |
Microsoft Corp. | | | | | | | 4,744 | | | | 1,783,934 | | |
NVIDIA Corp. | | | | | | | 1,438 | | | | 712,126 | | |
Palo Alto Networks Inc. (a) | | | | | | | 2,299 | | | | 677,929 | | |
Salesforce.com Inc. (a) | | | | | | | 2,287 | | | | 601,801 | | |
ServiceNow Inc. (a) | | | | | | | 733 | | | | 517,857 | | |
SolarEdge Technologies Inc. (a) | | | | | | | 1,268 | | | | 118,685 | | |
Visa Inc., Class A Shares | | | | | | | 1,959 | | | | 510,026 | | |
Workday Inc., Class A Shares (a) | | | | | | | 1,064 | | | | 293,728 | | |
Total Information Technology | | | | | | | | | 8,234,958 | | |
Materials — 1.6% | |
Linde PLC | | | | | | | 943 | | | | 387,300 | | |
Steel Dynamics Inc. | | | | | | | 2,061 | | | | 243,404 | | |
Total Materials | | | | | | | | | 630,704 | | |
Real Estate Investment Trusts (REITs) — 1.1% | |
Prologis Inc. | | | | | | | 3,114 | | | | 415,096 | | |
Total Real Estate Investment Trusts (REITs) | | | | | | | | | 415,096 | | |
Utilities — 1.3% | |
American Water Works Co. Inc. | | | | | | | 3,657 | | | | 482,687 | | |
Total Utilities | | | | | | | | | 482,687 | | |
Total Common Stocks (Cost — $10,358,804) | | | | | | | | | 25,297,264 | | |
| | Rate | | Maturity Date | | Principal Amount | | | |
Collateralized Mortgage Obligations — 0.0% | |
Federal National Mortgage Association (FNMA) Series 2011-53, CY | | | 4.000 | % | | 6/25/41 | | $ | 2,936 | | | | 2,830 | | |
Total Collateralized Mortgage Obligations (Cost — $2,956) | | | | | | | | | 2,830 | | |
1919 Variable Socially Responsive Balanced Fund 2023 Annual Report
6
1919 Variable Socially Responsive Balanced Fund
Security | | Rate | | Maturity Date | | Principal Amount | | Value | |
Corporate Bonds — 22.9% | |
Communication Services — 3.0% | |
Alphabet Inc. | | | 0.450 | % | | 8/15/25 | | $ | 130,000 | | | $ | 122,098 | | |
AT&T Inc. | | | 4.350 | % | | 3/1/29 | | | 115,000 | | | | 113,657 | | |
Comcast Corp. | | | 4.650 | % | | 2/15/33 | | | 150,000 | | | | 150,863 | | |
Comcast Corp. | | | 5.650 | % | | 6/15/35 | | | 200,000 | | | | 215,031 | | |
Verizon Communications Inc. | | | 4.329 | % | | 9/21/28 | | | 104,000 | | | | 103,057 | | |
Verizon Communications Inc. | | | 3.875 | % | | 2/8/29 | | | 100,000 | | | | 97,120 | | |
Verizon Communications Inc. | | | 4.500 | % | | 8/10/33 | | | 110,000 | | | | 107,553 | | |
Verizon Communications Inc. | | | 5.250 | % | | 3/16/37 | | | 105,000 | | | | 109,304 | | |
Walt Disney Co/The | | | 2.200 | % | | 1/13/28 | | | 90,000 | | | | 83,378 | | |
Total Communication Services | | | | | | | | | 1,102,061 | | |
Consumer Discretionary — 1.7% | |
Amazon.com Inc. | | | 4.700 | % | | 12/1/32 | | | 50,000 | | | | 51,495 | | |
Ford Foundation/The | | | 2.415 | % | | 6/1/50 | | | 60,000 | | | | 39,919 | | |
Home Depot Inc/The | | | 1.500 | % | | 9/15/28 | | | 60,000 | | | | 53,293 | | |
Honda Motor Co Ltd. | | | 2.271 | % | | 3/10/25 | | | 200,000 | | | | 193,978 | | |
Lowe's Cos Inc. | | | 1.300 | % | | 4/15/28 | | | 115,000 | | | | 101,211 | | |
Target Corp. | | | 4.500 | % | | 9/15/32 | | | 205,000 | | | | 207,547 | | |
Total Consumer Discretionary | | | | | | | | | 647,443 | | |
Consumer Staples — 0.7% | |
PepsiCo Inc. | | | 3.900 | % | | 7/18/32 | | | 100,000 | | | | 97,692 | | |
PepsiCo Inc. | | | 3.500 | % | | 3/19/40 | | | 65,000 | | | | 55,589 | | |
Walmart Inc. | | | 1.800 | % | | 9/22/31 | | | 115,000 | | | | 97,649 | | |
Total Consumer Staples | | | | | | | | | 250,930 | | |
Financials — 7.1% | |
Affiliated Managers Group Inc. | | | 3.300 | % | | 6/15/30 | | | 65,000 | | | | 57,966 | | |
Bank of America Corp. (effective 9/25/2024, US SOFR + 0.910%) (b) | | | 0.981 | % | | 9/25/25 | | | 125,000 | | | | 120,685 | | |
Bank of America Corp. (effective 12/06/2024, US SOFR + 0.650%) (b) | | | 1.530 | % | | 12/6/25 | | | 125,000 | | | | 120,199 | | |
Bank of America Corp. | | | 4.183 | % | | 11/25/27 | | | 165,000 | | | | 160,608 | | |
Bank of Montreal (effective 1/10/2032, 5 YR CMT + 1.400%) (b) | | | 3.088 | % | | 1/10/37 | | | 115,000 | | | | 93,069 | | |
BlackRock Inc. | | | 3.250 | % | | 4/30/29 | | | 105,000 | | | | 101,070 | | |
BlackRock Inc. | | | 4.750 | % | | 5/25/33 | | | 125,000 | | | | 126,386 | | |
Boston Properties LP | | | 4.500 | % | | 12/1/28 | | | 155,000 | | | | 147,725 | | |
Citigroup Inc. (effective 10/30/2023, US SOFR + 0.686%) (b) | | | 6.066 | % | | 10/30/24 | | | 175,000 | | | | 175,120 | | |
Citigroup Inc. | | | 5.500 | % | | 9/13/25 | | | 110,000 | | | | 110,585 | | |
Citigroup Inc. (effective 11/03/2024, US SOFR + 0.528%) (b) | | | 1.281 | % | | 11/3/25 | | | 50,000 | | | | 48,127 | | |
1919 Variable Socially Responsive Balanced Fund 2023 Annual Report
7
Schedule of investments (cont'd)
December 31, 2023
1919 Variable Socially Responsive Balanced Fund
Security | | Rate | | Maturity Date | | Principal Amount | | Value | |
Financials — continued | |
Host Hotels & Resorts LP | | | 3.375 | % | | 12/15/29 | | $ | 225,000 | | | $ | 202,673 | | |
Intercontinental Exchange Inc. | | | 3.750 | % | | 12/1/25 | | | 75,000 | | | | 73,767 | | |
MetLife Inc. | | | 4.550 | % | | 3/23/30 | | | 55,000 | | | | 55,396 | | |
PNC Financial Services Group Inc. | | | 2.200 | % | | 11/1/24 | | | 110,000 | | | | 106,993 | | |
PNC Financial Services Group Inc. (effective 1/26/2026, US SOFR + 1.085%) (b) | | | 4.758 | % | | 1/26/27 | | | 150,000 | | | | 148,939 | | |
Prudential Financial Inc. | | | 1.500 | % | | 3/10/26 | | | 170,000 | | | | 158,592 | | |
Royal Bank of Canada | | | 1.150 | % | | 7/14/26 | | | 125,000 | | | | 114,459 | | |
Simon Property Group LP | | | 3.375 | % | | 12/1/27 | | | 155,000 | | | | 148,022 | | |
State Street Corp. (effective 11/01/2029, US SOFR + 1.490%) (b) | | | 3.031 | % | | 11/1/34 | | | 85,000 | | | | 76,169 | | |
Toronto-Dominion Bank/The | | | 1.150 | % | | 6/12/25 | | | 55,000 | | | | 52,116 | | |
Truist Financial Corp. | | | 1.267 | % | | 3/2/27 | | | 115,000 | | | | 105,367 | | |
Wells Fargo & Co. (effective 5/19/2024, US SOFR + 0.510%) (b) | | | 0.805 | % | | 5/19/25 | | | 145,000 | | | | 142,195 | | |
Total Financials | | | | | | | | | 2,646,228 | | |
Health Care — 2.8% | |
AbbVie Inc. | | | 4.400 | % | | 11/6/42 | | | 150,000 | | | | 139,762 | | |
Amgen Inc. | | | 3.000 | % | | 2/22/29 | | | 150,000 | | | | 141,315 | | |
Bristol-Myers Squibb Co. | | | 3.900 | % | | 2/20/28 | | | 105,000 | | | | 103,313 | | |
Bristol-Myers Squibb Co. | | | 3.400 | % | | 7/26/29 | | | 125,000 | | | | 118,763 | | |
CVS Health Corp. | | | 4.780 | % | | 3/25/38 | | | 105,000 | | | | 99,803 | | |
CVS Health Corp. | | | 5.625 | % | | 2/21/53 | | | 150,000 | | | | 152,911 | | |
Gilead Sciences Inc. | | | 4.600 | % | | 9/1/35 | | | 100,000 | | | | 99,111 | | |
Pfizer Investment Enterprises Pte Ltd. | | | 5.300 | % | | 5/19/53 | | | 75,000 | | | | 76,926 | | |
UnitedHealth Group Inc. | | | 3.500 | % | | 8/15/39 | | | 95,000 | | | | 81,059 | | |
Total Health Care | | | | | | | | | 1,012,963 | | |
Industrials — 0.9% | |
Archer-Daniels-Midland Co. | | | 2.900 | % | | 3/1/32 | | | 125,000 | | | | 111,374 | | |
Johnson Controls International PLC | | | 1.750 | % | | 9/15/30 | | | 150,000 | | | | 124,822 | | |
Xylem Inc./NY | | | 1.950 | % | | 1/30/28 | | | 115,000 | | | | 104,089 | | |
Total Industrials | | | | | | | | | 340,285 | | |
Information Technology — 3.3% | |
Autodesk Inc. | | | 2.400 | % | | 12/15/31 | | | 175,000 | | | | 150,095 | | |
Intuit Inc. | | | 5.250 | % | | 9/15/26 | | | 110,000 | | | | 112,240 | | |
Intuit Inc. | | | 5.500 | % | | 9/15/53 | | | 105,000 | | | | 114,933 | | |
Jabil Inc. | | | 4.250 | % | | 5/15/27 | | | 125,000 | | | | 121,907 | | |
Mastercard Inc. | | | 1.900 | % | | 3/15/31 | | | 155,000 | | | | 132,644 | | |
Microsoft Corp. | | | 4.200 | % | | 11/3/35 | | | 175,000 | | | | 176,073 | | |
QUALCOMM Inc. | | | 3.450 | % | | 5/20/25 | | | 175,000 | | | | 171,950 | | |
1919 Variable Socially Responsive Balanced Fund 2023 Annual Report
8
1919 Variable Socially Responsive Balanced Fund
Security | | Rate | | Maturity Date | | Principal Amount | | Value | |
Information Technology — continued | |
Salesforce.com Inc. | | | 1.500 | % | | 7/15/28 | | $ | 120,000 | | | $ | 106,940 | | |
Texas Instruments Inc. | | | 5.000 | % | | 3/14/53 | | | 125,000 | | | | 128,679 | | |
Total Information Technology | | | | | | | | | 1,215,461 | | |
Materials — 0.3% | |
Nutrien Ltd. | | | 4.200 | % | | 4/1/29 | | | 110,000 | | | | 108,024 | | |
Total Materials | | | | | | | | | 108,024 | | |
Real Estate Investment Trusts (REITs) — 0.9% | |
Prologis LP | | | 2.250 | % | | 4/15/30 | | | 115,000 | | | | 100,742 | | |
Prologis LP | | | 1.250 | % | | 10/15/30 | | | 115,000 | | | | 93,157 | | |
Welltower Inc. | | | 2.700 | % | | 2/15/27 | | | 125,000 | | | | 117,383 | | |
Total Real Estate Investment Trusts (REITs) | | | | | | | | | 311,282 | | |
Utilities — 2.2% | |
Avangrid Inc. | | | 3.800 | % | | 6/1/29 | | | 125,000 | | | | 117,964 | | |
DTE Electric Co. | | | 1.900 | % | | 4/1/28 | | | 125,000 | | | | 112,783 | | |
DTE Electric Co. | | | 4.050 | % | | 5/15/48 | | | 120,000 | | | | 102,423 | | |
Georgia Power Co. | | | 3.250 | % | | 4/1/26 | | | 100,000 | | | | 96,189 | | |
MidAmerican Energy Co. | | | 3.650 | % | | 4/15/29 | | | 90,000 | | | | 86,172 | | |
MidAmerican Energy Co. | | | 5.850 | % | | 9/15/54 | | | 75,000 | | | | 83,495 | | |
NextEra Energy Capital Holdings Inc. | | | 1.900 | % | | 6/15/28 | | | 120,000 | | | | 106,631 | | |
Public Service Co. of Colorado | | | 3.200 | % | | 3/1/50 | | | 55,000 | | | | 39,525 | | |
Union Electric Co. | | | 2.625 | % | | 3/15/51 | | | 115,000 | | | | 73,847 | | |
Total Utilities | | | | | | | | | 819,029 | | |
Total Corporate Bonds (Cost — $8,943,548) | | | | | | | | | 8,453,706 | | |
Foreign Government Agency Issues — 1.2% | |
International Bank for Reconstruction & Development | | | 0.625 | % | | 4/22/25 | | | 175,000 | | | | 166,286 | | |
International Bank for Reconstruction & Development | | | 3.125 | % | | 11/20/25 | | | 270,000 | | | | 263,831 | | |
Total Foreign Government Agency Issues (Cost — $444,385) | | | | | | | | | 430,117 | | |
Mortgage Backed Securities — 0.2% | |
Federal Home Loan Mortgage Corporation (FHLMC) | |
Gold Pool C91417 | | | 3.500 | % | | 1/1/32 | | | 13,213 | | | | 12,773 | | |
Gold Pool A35826 | | | 5.000 | % | | 7/1/35 | | | 8,234 | | | | 8,391 | | |
Gold Pool A49479 | | | 5.000 | % | | 6/1/36 | | | 3,832 | | | | 3,884 | | |
Gold Pool A65694 | | | 6.000 | % | | 9/1/37 | | | 7,669 | | | | 7,977 | | |
Federal National Mortgage Association (FNMA) | |
Pool 891596 | | | 5.500 | % | | 6/1/36 | | | 6,956 | | | | 7,154 | | |
Pool 900936 | | | 6.500 | % | | 2/1/37 | | | 2,322 | | | | 2,428 | | |
Pool 946594 | | | 6.000 | % | | 9/1/37 | | | 9,673 | | | | 10,102 | | |
Total Mortgage Backed Securities (Cost — $51,896) | | | | | | | | | 52,709 | | |
1919 Variable Socially Responsive Balanced Fund 2023 Annual Report
9
Schedule of investments (cont'd)
December 31, 2023
1919 Variable Socially Responsive Balanced Fund
Security | | Rate | | Maturity Date | | Principal Amount | | Value | |
U.S. Government Agency Issues — 1.7% | |
Federal Home Loan Mortgage Corp (FHLMC) | | | 6.250 | % | | 7/15/32 | | $ | 70,000 | | | $ | 81,354 | | |
Federal National Mortgage Association (FNMA) | | | 6.250 | % | | 5/15/29 | | | 110,000 | | | | 122,227 | | |
Federal National Mortgage Association (FNMA) | | | 6.625 | % | | 11/15/30 | | | 365,000 | | | | 420,963 | | |
Total U.S. Government Agency Issues (Cost — $604,308) | | | | | | | | | 624,544 | | |
U.S. Treasury Obligations — 1.3% | |
United States Treasury Bonds | | | 3.500 | % | | 2/15/39 | | | 131,000 | | | | 124,527 | | |
United States Treasury Bonds | | | 4.375 | % | | 11/15/39 | | | 177,000 | | | | 185,051 | | |
United States Treasury Notes | | | 2.500 | % | | 1/31/25 | | | 125,000 | | | | 122,095 | | |
United States Treasury Notes | | | 4.125 | % | | 11/15/32 | | | 60,000 | | | | 61,113 | | |
Total U.S. Treasury Obligations (Cost — $476,101) | | | | | | | | | 492,786 | | |
| | | | | | Shares | | | |
Short-Term Investments — 4.3% | |
Fidelity Investments Money Market - Government Portfolio - Class I — 5.25% (c) | | | | | | | 1,603,129 | | | | 1,603,129 | | |
Total Short-Term Investments (Cost — $1,603,129) | | | | | | | | | 1,603,129 | | |
Total Investments — 100.0% (Cost — $22,485,127) | | | | | | | | | 36,957,085 | | |
Other Assets in Excess of Other Assets — 0.0% | | | | | | | | | 14,368 | | |
Total Net Assets — 100.0% | | | | | | | | $ | 36,971,453 | | |
Notes:
(a) Non-income producing security.
(b) Fixed to floating rate security.
(c) The rate reported is the annualized seven-day yield as of December 31, 2023.
Abbreviations used in this schedule:
CMT — Constant Maturity Treasury Rate
LP — Limited Partnership
PLC — Public Limited Company
SOFR — Secured Overnight Financing Rate
The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of Morgan Stanley Capital International, Inc. ("MSCI") and Standard & Poor's Financial Services LLC ("S&P"). GICS is a service mark of MSCI & S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC.
The Accompanying Notes are an Integral Part of these Financial Statements.
1919 Variable Socially Responsive Balanced Fund 2023 Annual Report
10
Statement of assets and liabilities
December 31, 2023
Assets: | |
Investments in securities at value (cost $22,485,127) | | $ | 36,957,085 | | |
Receivable for Fund shares sold | | | 660 | | |
Dividends and interest receivable | | | 110,200 | | |
Prepaid expenses | | | 2,408 | | |
Total Assets | | | 37,070,353 | | |
Liabilities: | |
Payable for Fund shares repurchased | | | 28 | | |
Advisory fees payable | | | 1,190 | | |
Accrued other expenses | | | 97,682 | | |
Total Liabilities | | | 98,900 | | |
Net Assets | | $ | 36,971,453 | | |
Components of Net Assets: | |
Paid-in capital | | $ | 21,612,381 | | |
Total distributable earnings | | | 15,359,072 | | |
Net Assets | | $ | 36,971,453 | | |
Total Fund: | |
Net Assets | | $ | 36,971,453 | | |
Shares Issued and Outstanding (unlimited shares authorized, no par value) | | | 1,168,589 | | |
Net Asset Value, Redemption Price and Offering Price Per Share | | $ | 31.64 | | |
The Accompanying Notes are an Integral Part of these Financial Statements.
1919 Variable Socially Responsive Balanced Fund 2023 Annual Report
11
Statement of operations
For the Year Ended December 31, 2023
Investment Income: | |
Dividend income (Tax withholding $814) | | $ | 279,603 | | |
Interest income | | | 394,596 | | |
Total Investment Income | | | 674,199 | | |
Expenses: | |
Advisory fees (Note 3) | | | 224,845 | | |
Administration and fund accounting fees (Note 3) | | | 89,010 | | |
Transfer agent fees and expenses (Note 3) | | | 83,522 | | |
Legal fees | | | 34,506 | | |
Shareholder reporting fees | | | 27,278 | | |
Audit fees | | | 18,098 | | |
Trustees' fees (Note 3) | | | 15,498 | | |
Compliance fees (Note 3) | | | 6,073 | | |
Insurance fees | | | 5,873 | | |
Custody fees (Note 3) | | | 3,261 | | |
Miscellaneous fees | | | 8,713 | | |
Total Expenses | | | 516,677 | | |
Expenses waived by the Adviser (Note 3) | | | (208,812 | ) | |
Net Expenses | | | 307,865 | | |
Net Investment Income | | | 366,334 | | |
Realized and Unrealized Gain on Investments | |
Net realized gain on investments | | | 2,122,339 | | |
Net change in unrealized appreciation/depreciation on investments | | | 3,899,720 | | |
Net Realized and Unrealized Gain on Investments | | | 6,022,059 | | |
Net Increase in Net Assets Resulting from Operations | | $ | 6,388,393 | | |
The Accompanying Notes are an Integral Part of these Financial Statements.
1919 Variable Socially Responsive Balanced Fund 2023 Annual Report
12
Statements of changes in net assets
For the Year Ended December 31, | | 2023 | | 2022 | |
Increase (Decrease) in Net Assets From: | |
Operations: | |
Net investment income | | $ | 366,334 | | | $ | 247,154 | | |
Net realized gain on investments | | | 2,122,339 | | | | 849,044 | | |
Net change in unrealized appreciation/depreciation on investments | | | 3,899,720 | | | | (10,396,726 | ) | |
Net Increase (Decrease) in Net Assets Resulting from Operations | | | 6,388,393 | | | | (9,300,528 | ) | |
Distributions to Shareholders | | | (1,763,608) | | | | (1,974,030) | | |
Capital Transactions: | |
Net proceeds from shares sold | | | 527,327 | | | | 1,236,052 | | |
Reinvestment of distributions | | | 1,763,608 | | | | 1,974,030 | | |
Cost of shares repurchased | | | (3,015,363 | ) | | | (3,909,008 | ) | |
Net Decrease in Net Assets from Capital Transactions | | | (724,428 | ) | | | (698,926 | ) | |
Total Increase (Decrease) in Net Assets | | | 3,900,357 | | | | (11,973,484 | ) | |
Net Assets: | |
Beginning of year | | | 33,071,096 | | | | 45,044,580 | | |
End of year | | $ | 36,971,453 | | | $ | 33,071,096 | | |
Capital Share Transactions: | |
Shares sold | | | 17,655 | | | | 37,934 | | |
Shares reinvested | | | 57,861 | | | | 69,803 | | |
Shares repurchased | | | (101,084 | ) | | | (124,727 | ) | |
Net Decrease in Shares Outstanding | | | (25,568 | ) | | | (16,990 | ) | |
The Accompanying Notes are an Integral Part of these Financial Statements.
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For a share of beneficial interest outstanding throughout each year presented.
| | 2023 | | 2022 | | 2021 | | 2020 | | 2019 | |
Net asset value, beginning of year | | $ | 27.69 | | | $ | 37.19 | | | $ | 34.73 | | | $ | 30.24 | | | $ | 25.06 | | |
Income (loss) from investment operations: | |
Net investment income1 | | | 0.32 | | | | 0.21 | | | | 0.13 | | | | 0.24 | | | | 0.29 | | |
Net realized and unrealized gain (loss) on investments | | | 5.22 | | | | (7.96 | ) | | | 6.20 | | | | 6.63 | | | | 6.36 | | |
Total income (loss) from investment operations | | | 5.54 | | | | (7.75 | ) | | | 6.33 | | | | 6.87 | | | | 6.65 | | |
Less distributions: | |
From net investment income | | | (0.33 | ) | | | (0.22 | ) | | | (0.14 | ) | | | (0.25 | ) | | | (0.28 | ) | |
From net realized gain on investments | | | (1.26 | ) | | | (1.53 | ) | | | (3.73 | ) | | | (2.13 | ) | | | (1.19 | ) | |
Total distributions | | | (1.59 | ) | | | (1.75 | ) | | | (3.87 | ) | | | (2.38 | ) | | | (1.47 | ) | |
Net asset value, end of year | | $ | 31.64 | | | $ | 27.69 | | | $ | 37.19 | | | $ | 34.73 | | | $ | 30.24 | | |
Total return2 | | | 20.21 | % | | | (20.94 | )% | | | 18.53 | % | | | 22.93 | % | | | 26.70 | % | |
Supplemental data and ratios: | |
Net assets, end of year (in thousands) | | $ | 36,971 | | | $ | 33,071 | | | $ | 45,045 | | | $ | 42,175 | | | $ | 36,994 | | |
Ratios to average net assets Gross expenses | | | 1.49 | % | | | 1.44 | % | | | 1.29 | % | | | 1.38 | % | | | 1.34 | % | |
Net expenses3,4,5 | | | 0.89 | | | | 0.89 | | | | 0.89 | | | | 0.89 | | | | 0.896 | | |
Net investment income | | | 1.06 | | | | 0.67 | | | | 0.36 | | | | 0.74 | | | | 1.00 | | |
Portfolio turnover rate | | | 11 | % | | | 12 | % | | | 11 | % | | | 22 | % | | | 12 | % | |
1 Per share amounts have been calculated using the average shares method.
2 Total returns do not reflect expenses associated with separate accounts such as administrative fees, account charges and surrender charges which, if reflected, would reduce the total return for all periods shown. Past performance is no guarantee of future results.
3 The Adviser has agreed to limit expenses, other than brokerage, interest, taxes, extraordinary expenses and acquired fund fees and expenses, to no more than 0.89% of the Fund's average net assets. This expense limitation arrangement cannot be terminated prior to April 30, 2025 without the Board of Trustees' consent.
4 Reflects fee waivers and/or expense reimbursements.
5 Does not include fees and expenses of the Underlying Funds in which the Fund invests.
6 Interest expense was less than 0.01% for the year ended December 31, 2019.
The Accompanying Notes are an Integral Part of these Financial Statements.
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Notes to financial statements
Note 1. Organization
1919 Variable Socially Responsive Balanced Fund (the "Fund") is a diversified series of Trust for Advised Portfolios (the "Trust"). The Trust, a Delaware Statutory Trust, is registered under the Investment Company Act of 1940, as amended (the "1940 Act") as an open-end investment management company.
Shares of the Fund may only be purchased or redeemed through variable annuity contracts and variable life insurance policies offered by the separate accounts of participating insurance companies or through eligible pension or other qualified plans.
The Fund seeks capital appreciation and retention of net investment income.
On December 14, 2023, the Board approved a plan of liquidation for the Fund effective on or about March 1, 2024 (the "Liquidation Date"). On or promptly after the Liquidation Date, the Fund will make a liquidating distribution to its remaining shareholders equal to each shareholder's proportionate interest in the net assets of the Fund, in complete redemption and cancellation of the Fund's shares held by the shareholder, and the Fund will be dissolved.
The liquidation is not expected to be a taxable event for the Fund or for holders of a variable annuity contract or variable life insurance policy issued by an insurance company that offers the Fund as an underlying investment option.
Note 2. Significant accounting policies
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("GAAP") for investment companies. The Fund is considered an investment company under GAAP and follows the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board Accounting Standards Codification Topic 946. The presentation 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 income and expenses during the period. Actual results may differ from those estimates.
(a) Securities valuation. Investments in securities traded on a national securities exchange are valued at the last reported sales price on the exchange on which the security is principally traded. Securities traded on the NASDAQ exchanges are valued at the NASDAQ Official Closing Price ("NOCP"). Exchange-traded securities for which no sale was reported and NASDAQ securities for which there is no NOCP are valued at the mean of the most recent quoted bid and ask prices. Unlisted securities held by the Fund are valued at the last sale price in the over-the-counter ("OTC") market. If there is no trading on a particular day, the mean between the last quoted bid and ask price is used.
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Notes to financial statements (cont'd)
Long-term fixed income securities are valued using prices provided by an independent pricing service approved by the Board of Trustees. Pricing services may use various valuation methodologies, including matrix pricing and other analytical models as well as market transactions and dealer quotations. Securities for which market quotations are not readily available are valued at their estimated fair value as determined in good faith by 1919 Investment Counsel, LLC (the "Adviser" or "1919") under procedures established by and under the general supervision and responsibility of the Trust's Board of Trustees.
Various inputs are used in determining the value of the Fund's investments. These inputs are summarized into three broad levels and described below:
• Level 1 — quoted prices in active markets for identical investments
• Level 2 — other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).
• Level 3 — significant unobservable inputs, including the Fund's own assumptions in determining the fair value of investments.
The inputs or methodologies 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 in valuing the Fund's assets carried at value:
ASSETS
Description | | Quoted Prices (Level 1) | | Other Significant Observable Inputs (Level 2) | | Significant Unobservable Inputs (Level 3) | | Total | |
Long-term investments* | |
Common Stocks | | $ | 25,297,264 | | | $ | — | | | $ | — | | | $ | 25,297,264 | | |
Collateralized Mortgage Obligations | | | — | | | | 2,830 | | | | — | | | | 2,830 | | |
Corporate Bonds | | | — | | | | 8,453,706 | | | | — | | | | 8,453,706 | | |
Foreign Government Agency Issues | | | — | | | | 430,117 | | | | — | | | | 430,117 | | |
Mortgage Backed Securities | | | — | | | | 52,709 | | | | — | | | | 52,709 | | |
U.S. Government Agency issues | | | — | | | | 624,544 | | | | — | | | | 624,544 | | |
U.S. Treasury Obligations | | | — | | | | 492,786 | | | | — | | | | 492,786 | | |
Total long-term investments | | $ | 25,297,264 | | | $ | 10,056,692 | | | $ | — | | | $ | 35,353,956 | | |
Short-term investment | | $ | 1,603,129 | | | $ | — | | | $ | — | | | $ | 1,603,129 | | |
Total investments | | $ | 26,900,393 | | | $ | 10,056,692 | | | $ | — | | | $ | 36,957,085 | | |
* See Schedule of investments for additional detailed categorizations.
(b) Foreign currency translation. Investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts based upon prevailing exchange rates on the date of valuation. Purchases and sales of investment securities and income and expense items denominated in foreign currencies are translated into U.S. dollar amounts based upon prevailing exchange rates on the respective dates of such transactions.
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The Fund does not isolate that portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.
Net realized foreign exchange gains or losses arise from sales of foreign currencies, including gains and losses on forward foreign currency contracts, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the values of assets and liabilities, other than investments in securities, on the date of valuation, resulting from changes in exchange rates.
Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of U.S. dollar denominated transactions as a result of, among other factors, the possibility of lower levels of governmental supervision and regulation of foreign securities markets and the possibility of political or economic instability.
(c) Security transactions and investment income. Security transactions are accounted for on a trade date basis. Interest income, adjusted for amortization of premium and accretion of discount, is recorded on the accrual basis. Dividend income is recorded on the ex-dividend date. Foreign dividend income is recorded on the ex-dividend date or as soon as practicable after the Fund determines the existence of a dividend declaration after exercising reasonable due diligence. The cost of investments sold is determined by use of the specific identification method. To the extent any issuer defaults or a credit event occurs that impacts the issuer, the Fund may halt any additional interest income accruals and consider the realizability of interest accrued up to the date of default or credit event.
(d) Distribution to shareholders. Distributions from net investment income and distributions of net realized gains, if any, are declared at least annually. Distributions to shareholders of the Fund are recorded on the ex-dividend date and are determined in accordance with income tax regulations, which may differ from GAAP.
(e) REIT distributions. The character of distributions received from Real Estate Investment Trusts (''REITs'') held by the Fund is generally comprised of net investment income, capital gains, and return of capital. It is the policy of the Fund to estimate the character of distributions received from underlying REITs based on historical data provided by the REITs. After each calendar year end, REITs report the actual tax character of these distributions. Differences between the estimated and actual amounts reported by the REITs are reflected in the Fund's records in the year in which they are reported by the REITs by adjusting related investment cost basis, capital gains and income, as necessary.
(f) Federal and other taxes. It is the Fund's policy to comply with the federal income and tax requirements of the Internal Revenue Code of 1986 (the "Code"), as amended, applicable to regulated investment companies. Accordingly, the Fund intends to distribute
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Notes to financial statements (cont'd)
its taxable income and net realized gains, if any, to shareholders in accordance with timing requirements imposed by the Code. Therefore, no federal or state income tax provision is required in the Fund's financial statements.
Management has analyzed the Fund's tax positions taken on income tax returns for all open tax years (prior three fiscal years) and has concluded that as of December 31, 2023, no provision for income tax is required in the Fund's financial statements. The Fund's federal and state income and federal tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state departments of revenue. The Fund has no examination in progress and is not aware of any tax position for which it is reasonably possible that the total amount of unrecognized tax benefits will significantly change in the next twelve months.
Under the applicable foreign tax laws, a withholding tax may be imposed on interest, dividends and capital gains at various rates.
Note 3. Investment management agreement and other transactions with affiliates
The Trust has an agreement with the Adviser to furnish investment advisory services to the Fund. Under the terms of this agreement, the Fund pays an investment management fee, calculated daily and paid monthly, in accordance with the following breakpoint schedule:
Average Daily Net Assets | | Annual Rate | |
First $100 million | | | 0.65 | % | |
Next $100 million | | | 0.61 | | |
Next $100 million | | | 0.51 | | |
Over $300 million | | | 0.46 | | |
The Adviser has agreed to waive fees and reimburse operating expenses (other than shareholder servicing fees pursuant to a Shareholder Servicing Plan, any front-end or contingent deferred loads, taxes, leverage interest, brokerage commissions, acquired fund fees and expenses, expenses incurred in connection with any merger or reorganization, portfolio transaction expenses, interest expense and dividends paid on short sales or extraordinary expenses such as litigation) so that total annual operating expenses do not exceed 0.89% (the "expense cap"). This expense limitation arrangement cannot be terminated prior to April 30, 2024, without the Board of Trustees' consent.
The Adviser is permitted to recapture amounts waived or reimbursed to the Fund over a rolling three year period, provided that the total operating expenses of the Fund, including the recoupment, is limited to the lower of: (1) the applicable expense cap at time of waiver and/or reimbursement; or (2) the applicable expense cap at the time of the recapture.
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At December 31, 2023, the amounts waived by the Adviser and the eligible recapture periods are as follows:
December 31, | | | |
2024: | | $ | 174,580 | | |
2025: | | | 201,146 | | |
2026: | | | 208,812 | | |
Total | | | 584,538 | | |
U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services ("Fund Services") serves as the Fund's administrator, fund accountant and transfer agent. The officers of the Trust are employees of Fund Services. U.S. Bank, N.A. serves as the Fund's custodian. Quasar Distributors, LLC ("Quasar") acts as the Fund's distributor and principal underwriter. For the year ended December 31, 2023, the Fund incurred the following expenses for administration & fund accounting, transfer agent, compliance and custody fees:
Administration & fund accounting | | $ | 89,010 | | |
Transfer agent* | | $ | 30,039 | | |
Compliance | | $ | 6,073 | | |
Custody | | $ | 3,261 | | |
* Statement of operations includes service fees paid to participating insurance companies.
At December 31, 2023, the Fund had payables for administration & fund accounting, transfer agent, compliance and custody fees in the following amounts:
Administration & fund accounting | | $ | 22,367 | | |
Transfer agent | | $ | 7,603 | | |
Compliance | | $ | 1,518 | | |
Custody | | $ | 715 | | |
The above payable amounts are included in Accrued other expenses in the Statement of assets and liabilities.
The Independent Trustees were paid $15,498 for their services and reimbursement of travel expenses during the year ended December 31, 2023. The Fund pays no compensation to the Interested Trustee or officers of the Trust.
Note 4. Investment transactions
During the year ended December 31, 2023, the aggregate cost of purchases and proceeds from sales of investments (excluding short-term investments) and U.S. Government & Agency Obligations were as follow:
| | Investments | | U.S. Government & Agency Obligations | |
Purchases | | $ | 3,533,624 | | | $ | — | | |
Sales | | | 5,594,226 | | | | — | | |
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Notes to financial statements (cont'd)
Note 5. Income tax information and distributions to shareholders
At December 31, 2023, the components of distributable accumulated earnings (deficit) on a tax basis were as follows:
Cost of Investments for tax purposes | | $ | 22,485,127 | | |
Gross tax unrealized appreciation | | | 15,164,948 | | |
Gross tax unrealized depreciation | | | (692,990 | ) | |
Net tax unrealized appreciation on investments | | | 14,471,958 | | |
Undistributed ordinary income | | | 95,559 | | |
Undistributed long-term capital gains | | | 831,503 | | |
Other accumulated earnings (loss) | | | (39,948 | ) | |
Total distributable earnings | | $ | 15,359,072 | | |
As of December 31, 2023, the Fund has no capital loss carryforward balance.
The tax character of distributions paid during the fiscal years ended December 31, 2023 and December 31, 2022, was as follows:
| | Year Ended December 31, 2023 | | Year Ended December 31, 2022 | |
Distribution Paid From: | |
Ordinary Income | | $ | 365,722 | | | $ | 313,451 | | |
Net Long Term Capital Gains | | | 1,397,886 | | | | 1,660,579 | | |
Total | | $ | 1,763,608 | | | $ | 1,974,030 | | |
Note 6. Subsequent events
In preparing these financial statements, the Fund has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were available to be issued. The Fund has determined that there were no other subsequent events that would need to be disclosed in the Fund's financial statements.
Note 7. Principal Risks
Below is a summary of some, but not all, of the principal risks of investing in the Fund, each of which may adversely affect the Fund's net asset value and total return. The Fund's most recent prospectus provides further descriptions of the Fund's investment objective, principal investment strategies and principal risks.
(a) Foreign investment risk. The Fund's investments in foreign securities may involve risks not present in domestic investments. Since securities may be denominated in foreign currencies, may require settlement in foreign currencies or pay interest or dividends in foreign currencies, changes in the relationship of these foreign currencies to the U.S. dollar can significantly affect the value of the investments and earnings of the Fund. Foreign investments may also subject the Fund to foreign government exchange restrictions, expropriation, taxation or other political, social or economic developments, all of which affect the market and/or credit risk of the investments.
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(b) Credit and market risk. Investments in securities that are collateralized by residential real estate mortgages are subject to certain credit and liquidity risks. When market conditions result in an increase in default rates of the underlying mortgages and the foreclosure values of underlying real estate properties are materially below the outstanding amount of these underlying mortgages, collection of the full amount of accrued interest and principal on these investments may be doubtful. Such market conditions may significantly impair the value and liquidity of these investments and may result in a lack of correlation between their credit ratings and values.
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Report of independent registered public accounting firm
To the Board of Trustees of Trust for Advised Portfolios
and the Shareholders of 1919 Variable Socially Responsive Balanced Fund
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of 1919 Variable Socially Responsive Balanced Fund, a series of Trust for Advised Portfolios (the "Fund"), as of December 31, 2023, the related statements of operations and changes in net assets, the related notes, and the financial highlights for the year then ended (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2023, the results of its operations, the changes in net assets, and the financial highlights for the year then ended, in conformity with accounting principles generally accepted in the United States of America.
The Fund's financial statement and financial highlights for the years ended December 31, 2022, and prior, were audited by other auditors whose report dated February 16, 2023, expressed an unqualified opinion on those financial statement and financial highlights.
Basis for Opinion
These financial statements are the responsibility of the Fund's management. Our responsibility is to express an opinion on the Fund's financial statements based on our audits. 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 Funds 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 audit 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 are free of material misstatement whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, 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. Our procedures included confirmation of securities owned as of December 31, 2023, by correspondence with the custodian. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of
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the financial statements. We believe that our audit provides a reasonable basis for our opinion.
We have served as the Fund's auditor since 2023.
COHEN & COMPANY, LTD.
Philadelphia, Pennsylvania
February 16, 2024
1919 Variable Socially Responsive Balanced Fund 2023 Annual Report
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Other information (unaudited)
December 31, 2023
Quarterly Portfolio Schedule
The Fund files its complete schedule of portfolio holdings for the first and third quarters of each fiscal year with the SEC as an exhibit to its reports on Form N-PORT. The Fund's Form N-PORT reports are available without charge by visiting the SEC's website at www.sec.gov and may be reviewed and copied at the SEC's Public Reference Room in Washington D.C. You may obtain information on the operation of the Public Reference Room by calling (800) SEC-0330.
Proxy Voting
You may obtain a description of the Fund's proxy voting policy and voting records, without charge, upon request by contacting the Fund directly at (844) 828-1919 or on the EDGAR Database on the SEC's website at www.sec.gov. The Fund files its proxy voting records annually as of June 30 with the SEC on Form N-PX. The Fund's Form N-PX is available without charge by visiting the SEC's website at www.sec.gov and may be reviewed and copied at the SEC's Public Reference Room in Washington D.C. You may obtain information on the operation of the Public Reference Room by calling (800) SEC-0330.
Tax Information
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871 (k)(2)(C) for the period ended December 31, 2023 was 0.00%.
For the year ended December 31, 2023, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, 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 75.30%.
For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the year ended December 31, 2023, was 65.44%.
Statement Regarding Liquidity Risk Management Program
The Fund has adopted a liquidity risk management program (the "program"). The Board has designated a Liquidity Risk Committee ("Committee") of the Adviser to serve as the administrator of the program. The Committee conducts the day-to-day operation of the program pursuant to policies and procedures administered by the Committee.
Under the program, the Committee manages the Fund's liquidity risk, which is the risk that a fund could not meet shareholder redemption requests without significant dilution of remaining shareholders' interests in a fund. This risk is managed by monitoring the degree of liquidity of the Fund's investments, limiting the amount of the Fund's illiquid investments, and utilizing various risk management tools and facilities available to the Fund for
1919 Variable Socially Responsive Balanced Fund 2023 Annual Report
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Other information (unaudited) (cont'd)
December 31, 2023
meeting shareholder redemptions, among other means. The Committee's process of determining the degree of liquidity of the Fund's investments is supported by one or more third-party liquidity assessment vendors.
The Fund's Board reviewed a report prepared by the Committee regarding the operation and effectiveness of the program for the period January 1, 2023 through December 31, 2023. No significant liquidity events impacting the Fund was noted in the report. In addition, the Committee provided its assessment that the program had been effective in managing the Fund's liquidity risk.
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Approval of Investment Advisory Agreement (unaudited)
1919 Variable Socially Responsive Balanced Fund
Annual Report — Period Ended December 31, 2023
At a meeting held on June 1, 2023, the Board of Trustees (the "Board" or "Trustees") of Trust for Advised Portfolios (the "Trust"), including all Trustees who were not "interested persons" of the Trust ("Independent Trustees"), as that term is defined in the Investment Company Act of 1940, considered and approved an investment advisory agreement ("Advisory Agreement") with 1919 Investment Counsel, LLC ("Adviser"), with respect to the 1919 Variable Socially Responsive Balanced Fund (the "Fund").
In advance of the meeting, the Board received and reviewed substantial information regarding the Funds, the Adviser and the services provided by the Adviser to the Funds under the Advisory Agreement. This information formed the primary (but not exclusive) basis for the Board's determinations. The Trustees considered the review of the Advisory Agreement to be an ongoing process and employed the accumulated information, knowledge, and experience they had gained with the Adviser and Fund. The information prepared specifically for the review of the Advisory Agreement supplemented the information provided to the Trustees throughout the year related to the Adviser and the Fund. The Board and its committees met regularly during the year and the information provided and topics discussed at such meetings were relevant to the Board's review of the Advisory Agreement. Some of these reports and other data included, among other things, materials that outlined the investment performance of the Fund; compliance, regulatory, and risk management matters; the trading practices of the Adviser; valuation of investments; fund expenses; and overall market and regulatory developments. The Independent Trustees were advised by independent legal counsel during the review process, including meeting in executive sessions with such counsel without representatives from the Adviser present. In connection with their review, the Independent Trustees also received a memorandum from independent legal counsel outlining their fiduciary duties and legal standards in reviewing the Advisory Agreement.
In considering the Advisory Agreement, the Board considered the following factors and made the following determinations. In its deliberations, the Board did not identify any single factor or piece of information as all important, controlling, or determinative of its decision, and each Trustee may have attributed different weights to the various factors and information.
• In considering the nature, extent and quality of the services provided by the Adviser, the Trustees considered the Adviser's specific responsibilities in all aspects of the day-to-day management of the Fund, as well as the qualifications, experience and responsibilities of the portfolio managers and other key personnel who are involved in the day-to-day activities of the Fund. The Board considered the Adviser's resources and compliance structure, including information regarding its compliance program, chief compliance officer, and compliance record, and its disaster recovery/business continuity plan. The Board also considered the existing relationship between the Adviser and the Fund, as
1919 Variable Socially Responsive Balanced Fund 2023 Annual Report
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well as the Board's knowledge of the Adviser's operations, and noted that during the course of the year the Board met with the Adviser to discuss the Fund's performance and the Adviser's investment outlook, as well as various marketing and compliance topics, including the Adviser's risk management process. The Board 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 Advisory Agreement and that, in the Board's view, the nature, overall quality, and extent of the management services provided were and would continue to be satisfactory and reliable.
In assessing the quality of the portfolio management delivered by the Adviser, the Board considered the performance of the Fund for various periods as of March 31, 2023, on both an absolute basis and in comparison to the Fund's peer group and benchmark index. The Board considered that Fund underperformed relative to its blended benchmark index, the S&P 500 Index (70%)/Bloomberg US Aggregate Bond Index (30%), for the 1-, 3-, 10-year and since inception periods, but outperformed over the 5-year period. The Board also considered that the Fund outperformed relative to its peer group median/average for the 3-, 5-, and 10-year periods and underperformed for the 1-year period.
• The Trustees also reviewed the cost of the Adviser's services, and the structure and level of advisory fee payable by the Fund, including a comparison of the fee to fees payable by a peer group of funds. The Board noted that the Adviser had agreed to maintain the Fund's contractual annual expense limitation. The Board noted that the advisory fee was in line with the peer median and below the peer average, and the net expense ratio was above its peer group median and average. After reviewing the materials that were provided, the Trustees noted that the fee to be received by the Adviser for each Fund was within the range of advisory fees charged to comparable funds and concluded that each fee was fair and reasonable in light of the services provided.
• The Trustees considered whether, based on the estimated asset size of the Fund, economies of scale may be achieved. The Board also considered the Adviser's commitment to maintain the Fund's expense limitation arrangement. The Trustees concluded that they will have the opportunity to periodically reexamine whether economies of scale have been achieved as the Fund's assets grow.
• The Trustees considered the profitability of the Adviser from managing the Fund. In assessing the Adviser's profitability, the Trustees took into account both direct and indirect benefits to the Adviser from managing the Fund. The Trustees concluded that the Adviser's profits from managing the Fund were not excessive and, after a review of the relevant financial information, that the Adviser appeared to have adequate capitalization and/or would maintain adequate profit levels to support the Fund.
1919 Variable Socially Responsive Balanced Fund 2023 Annual Report
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Trustee and officer information (unaudited)
December 31, 2023
Independent Trustees4:
Brian S. Ferrie | | | |
615 E. Michigan Street | | | |
Milwaukee, WI 53202 | | | |
Year of birth | | 1958 | |
Position(s) held with Trust | | Trustee | |
Term of office1 and length of time served | | Since 2020 | |
Principal occupation(s) during past 5 years | | Chief Compliance Officer, Treasurer, The Jensen Quality Growth Fund (2004 to 2020); Treasurer, Jensen Investment Management (2003 to 2020) | |
Number of portfolios in fund complex2 overseen by Trustee | | 4 | |
Other Directorships3 held during past 5 years by Trustee | | None | |
Wan-Chong Kung | | | |
615 E. Michigan Street | | | |
Milwaukee, WI 53202 | | | |
Year of birth | | 1960 | |
Position(s) held with Trust | | Trustee | |
Term of office1 and length of time served | | Since 2020 | |
Principal occupation(s) during past 5 years | | Senior Fund Manager, Nuveen Asset Management (FAF Advisors/First American Funds) (2011 to 2019) | |
Number of portfolios in fund complex2 overseen by Trustee | | 4 | |
Other Directorships3 held during past 5 years by Trustee | | Federal Home Loan Bank of Des Moines (February 2022 to present); Trustee, Securian Funds Trust (12 portfolios) (October 2022 to present) | |
Interested Trustee5:
Christopher E. Kashmerick | | | |
615 E. Michigan Street | | | |
Milwaukee, WI 53202 | | | |
Year of birth | | 1974 | |
Position(s) held with Trust | | Trustee, Chairman | |
Term of office1 and length of time served | | Since 2018 | |
Principal occupation(s) during past 5 years | | Senior Vice President, U.S. Bancorp Fund Services, LLC (2011 – present) | |
Number of portfolios in fund complex2 overseen by Trustee | | 4 | |
Other Directorships3 held during past 5 years by Trustee | | None | |
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Officers:
Russell B. Simon | | | |
615 E. Michigan Street | | | |
Milwaukee, WI 53202 | | | |
Year of birth | | 1980 | |
Position(s) held with Trust | | President and Principal Executive Officer | |
Term of office1 and length of time served | | Since 2022 | |
Principal occupation(s) during past 5 years | | Vice President, U.S. Bancorp Fund Services, LLC (2011 – present) | |
Diane K. Miller | | | |
615 E. Michigan Street | | | |
Milwaukee, WI 53202 | | | |
Year of birth | | 1972 | |
Position(s) held with Trust | | Chief Compliance Officer and AML Officer | |
Term of office1 and length of time served | | Since 2023 | |
Principal occupation(s) during past 5 years | | Vice President, U.S. Bancorp Fund Services, LLC (since January 2023); Chief Compliance Officer, Christian Brothers Investment Services (2017 – 2022) | |
Eric T. McCormick | | | |
615 E. Michigan Street | | | |
Milwaukee, WI 53202 | | | |
Year of birth | | 1971 | |
Position(s) held with Trust | | Treasurer and Principal Financial Officer | |
Term of office1 and length of time served | | Since 2022 | |
Principal occupation(s) during past 5 years | | Vice President, U.S. Bancorp Fund Services, LLC (2005 to present) | |
Scott A. Resnick | | | |
615 E. Michigan Street | | | |
Milwaukee, WI 53202 | | | |
Year of birth | | 1983 | |
Position(s) held with Trust | | Secretary | |
Term of office1 and length of time served | | Since 2019 | |
Principal occupation(s) during past 5 years | | Assistant Vice President, U.S. Bancorp Fund Services, LLC (2018 – present); Associate, Legal & Compliance, PIMCO (2012 – 2018) | |
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Trustee and officer information (unaudited) (cont'd)
December 31, 2023
1 Each Trustee serves an indefinite term; however, under the terms of the Board's retirement policy, a Trustee shall retire at the end of the calendar year in which he or she reaches the age of 75 (this policy does not apply to any Trustee serving at the time the policy was adopted). Each officer serves an indefinite term until the election of a successor.
2 The Trust is comprised of numerous series managed by unaffiliated investment advisers. The term "Fund Complex" applies only to the Fund. The Fund does not hold itself out as related to any other series within the Trust for purposes of investment and investor services, nor do they share the same investment adviser with any other series.
3 "Other Directorships Held" includes only directorships of companies required to register or file reports with the SEC under the Securities Exchange Act of 1934, as amended, (that is, "public companies") or other investment companies registered under the 1940 Act.
4 The Trustees of the Trust who are not "interested persons" of the Trust as defined under the 1940 Act ("Independent Trustees").
5 Mr. Kashmerick is an "interested person" of the Trust as defined by the 1940 Act. Mr. Kashmerick is an interested Trustee of the Trust by virtue of the fact that he is an interested person of U.S. Bancorp Fund Services, LLC, the Fund's administrator, fund accountant, and transfer agent.
The Fund's Statement of Additional Information ("SAI") includes information about the Fund's Trustees and is available without charge, upon request, by calling 1-844-828-1919.
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The 1919 Funds collect non-public information about you from the following sources:
Information we receive about you on applications or other forms;
Information you give us orally; and/or
Information about your transactions with us or others
We do not disclose any non-public personal information about our customers or former customers without the customer's authorization, except as permitted by law or in response to inquiries from governmental authorities. We may share information with affiliated and unaffiliated third parties with whom we have contracts for servicing a Fund. We will provide unaffiliated third parties with only the information necessary to carry out their assigned responsibilities. We maintain physical, electronic and procedural safeguards to guard your personal information and require third parties to treat your personal information with the same high degree of confidentiality.
In the event that you hold shares of a 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.
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1919
Variable Socially Responsive Balanced Fund
Investment adviser
1919 Investment Counsel, LLC
One South Street, Suite 2500
Baltimore, MD 21202
Distributor
Quasar Distributors, LLC
111 East Kilbourn Ave.
Suite 2200
Milwaukee, Wisconsin 53202
Custodian
U.S. Bank National Association
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, Wisconsin 53212
Transfer agent, fund accountant and fund administrator
U.S. Bancorp Fund Services, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
Independent registered public accounting firm
Cohen & Company, Ltd.
1835 Market Street, Suite 310
Philadelphia, PA 19103
Legal counsel
Morgan, Lewis & Bockius LLP
1111 Pennsylvania Ave. NW
Washington, DC 20004
This report has been prepared for shareholders and may be distributed to others only if 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 substantive 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.
A copy of the registrant’s Code of Ethics is filed herewith.
Item 3. Audit Committee Financial Expert.
The registrant’s Board of Trustees has determined that there is at least one audit committee financial expert serving on its audit committee. Brian Ferrie is the “audit committee financial experts” and is considered to be “independent” as each term is defined in Item 3 of Form N-CSR.
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. There were no “Other services” provided by the principal accountant. 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.
1919 Financial Services Fund
| | FYE 12/31/2023 | | | FYE 12/31/2022 | |
Audit Fees | | $ | 12,650 | | | $ | 12,650 | |
Audit-Related Fees | | | N/A | | | | N/A | |
Tax Fees | | $ | 3,100 | | | $ | 3,100 | |
All Other Fees | | | N/A | | | | N/A | |
1919 Maryland Tax-Free Income Fund
| | FYE 12/31/2023 | | | FYE 12/31/2022 | |
Audit Fees | | $ | 17,850 | | | $ | 17,850 | |
Audit-Related Fees | | | N/A | | | | N/A | |
Tax Fees | | $ | 3,100 | | | $ | 3,100 | |
All Other Fees | | | N/A | | | | N/A | |
1919 Socially Responsive Balanced Fund
| | FYE 12/31/2023 | | | FYE 12/31/2022 | |
Audit Fees | | $ | 14,700 | | | $ | 14,700 | |
Audit-Related Fees | | | N/A | | | | N/A | |
Tax Fees | | $ | 3,100 | | | $ | 3,100 | |
All Other Fees | | | N/A | | | | N/A | |
1919 Variable Socially Responsive Balanced Fund
| | FYE 12/31/2023 | | | FYE 12/31/2022 | |
Audit Fees | | $ | 14,700 | | | $ | 14,700 | |
Audit-Related Fees | | | N/A | | | | N/A | |
Tax Fees | | $ | 3,100 | | | $ | 3,100 | |
All Other Fees | | | N/A | | | | N/A | |
(e)(1) 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.
(e)(2) The percentage of fees billed by the principal accountant applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:
1919 Financial Services Fund
| | FYE 12/31/2023 | | | FYE 12/31/2022 | |
Audit-Related Fees | | | 0 | % | | | 0 | % |
Tax Fees | | | 0 | % | | | 0 | % |
All Other Fees | | | 0 | % | | | 0 | % |
1919 Maryland Tax-Free Income Fund
| | FYE 12/31/2023 | | | FYE 12/31/2022 | |
Audit-Related Fees | | | 0 | % | | | 0 | % |
Tax Fees | | | 0 | % | | | 0 | % |
All Other Fees | | | 0 | % | | | 0 | % |
1919 Socially Responsive Balanced Fund
| | FYE 12/31/2023 | | | FYE 12/31/2022 | |
Audit-Related Fees | | | 0 | % | | | 0 | % |
Tax Fees | | | 0 | % | | | 0 | % |
All Other Fees | | | 0 | % | | | 0 | % |
1919 Variable Socially Responsive Balanced Fund
| | FYE 12/31/2023 | | | FYE 12/31/2022 | |
Audit-Related Fees | | | 0 | % | | | 0 | % |
Tax Fees | | | 0 | % | | | 0 | % |
All Other Fees | | | 0 | % | | | 0 | % |
(f) N/A
(g) 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.
1919 Financial Services Fund
Non-Audit Related Fees | | FYE 12/31/2023 | | | FYE 12/31/2022 | |
Registrant | | $ | 3,100 | | | $ | 3,100 | |
Registrant’s Investment Adviser | | | N/A | | | | N/A | |
1919 Maryland Tax-Free Income Fund
Non-Audit Related Fees | | FYE 12/31/2023 | | | FYE 12/31/2022 | |
Registrant | | $ | 3,100 | | | $ | 3,100 | |
Registrant’s Investment Adviser | | | N/A | | | | N/A | |
1919 Socially Responsive Balanced Fund
Non-Audit Related Fees | | FYE 12/31/2023 | | | FYE 12/31/2022 | |
Registrant | | $ | 3,100 | | | $ | 3,100 | |
Registrant’s Investment Adviser | | | N/A | | | | N/A | |
1919 Variable Socially Responsive Balanced Fund
Non-Audit Related Fees | | FYE 12/31/2023 | | | FYE 12/31/2022 | |
Registrant | | $ | 3,100 | | | $ | 3,100 | |
Registrant’s Investment Adviser | | | N/A | | | | N/A | |
(h) 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.
(i) Not applicable
(j) Not applicable
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 of 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 Principal Executive Officer and Principal Financial Officer 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 have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting. |
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies
Not applicable to open-end investment companies.
Item 13. Exhibits.
(2) A separate certification for each principal executive officer 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.
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.
Trust for Advised Portfolios | |
| | |
By | /s/ Russell B. Simon | |
| Russell B. Simon, President and Principal Executive Officer | |
| | |
Date | 3/11/2024 | |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By | /s/ Russell B. Simon | |
| Russell B. Simon, President and Principal Executive Officer | |
| | |
Date | 3/11/2024 | |
| | |
By | /s/ Jennifer Ting | |
| Jennifer Ting, Interim Treasurer and Principal Financial Officer | |
| | |
Date | 3/11/2024 | |