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- 22965
Value Line Funds Investment Trust
(Exact name of registrant as specified in charter)
7 Times Square, New York, N.Y. 10036
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: 212-907-1900
Date of fiscal year end: December 31, 2015
Date of reporting period: December 31, 2015
Item I. Reports to Stockholders
A copy of the Annual Report to Stockholders for the period ended 12/31/15 is included with this Form.
Worthington Value Line Dynamic Opportunity Fund
(A Series of Value Line Funds Investment Trust)
Investor Class (WVLEX)
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| Worthington Value Line Dynamic Opportunity Fund: | | | |||||
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Founder and Chief Executive Officer
Worthington Funds
OPPORTUNITY FUND
Portfolio Highlights at December 31, 2015 (unaudited)
Issue | | | Shares | | | Value | | | Percentage of Net Assets | | |||||||||
iShares U.S. Financial Services ETF | | | | | 800 | | | | | $ | 71,984 | | | | | | 2.9% | | |
Tekla Healthcare Opportunities Fund | | | | | 4,100 | | | | | | 71,299 | | | | | | 2.8% | | |
Blackrock Science & Technology Trust | | | | | 4,050 | | | | | | 70,105 | | | | | | 2.8% | | |
Liberty All Star Equity Fund | | | | | 13,075 | | | | | | 69,951 | | | | | | 2.8% | | |
BlackRock Enhanced Equity Dividend Trust | | | | | 9,100 | | | | | | 69,251 | | | | | | 2.8% | | |
Eaton Vance Risk-Managed Diversified Equity Income Fund | | | | | 6,800 | | | | | | 69,088 | | | | | | 2.7% | | |
Nuveen Dow 30sm Dynamic Overwrite Fund | | | | | 4,800 | | | | | | 68,928 | | | | | | 2.7% | | |
General American Investors Co., Inc. | | | | | 2,150 | | | | | | 68,671 | | | | | | 2.7% | | |
Gabelli Dividend & Income Trust (The) | | | | | 3,700 | | | | | | 68,302 | | | | | | 2.7% | | |
Nuveen NASDAQ 100 Dynamic Overwrite Fund | | | | | 3,500 | | | | | | 67,795 | | | | | | 2.7% | | |
Portfolio Highlights at December 31, 2015 (unaudited) (continued)
Portfolio Highlights at December 31, 2015 (unaudited) (continued)
| | | Average Annual Total Return | | |||
Investor Class | | | | | | | |
Since Inception 02/02/15 | | | | | -6.19% | | |
Institutional Class | | | | | | | |
Since inception 11/20/15 | | | | | -0.31% | | |
Schedule of Investments
| Shares | | | | | | Value | | ||||||
| CLOSED-END FUNDS (92.3%) | | ||||||||||||
| | | | | | | BANK LOAN — 4.2% | | ||||||
| | | 2,112 | | | | BlackRock Floating Rate Income Trust | | | | $ | 26,400 | | |
| | | 1,965 | | | | Blackstone / GSO Strategic Credit Fund | | | | | 26,272 | | |
| | | 6,492 | | | | Invesco Senior Income Trust | | | | | 26,228 | | |
| | | 2,526 | | | | Pioneer Floating Rate Trust | | | | | 27,407 | | |
| | | | | | | | | | | | 106,307 | | |
| | | | | | | CHINA REGION — 0.8% | | ||||||
| | | 1,000 | | | | Morgan Stanley China A Share Fund, Inc. | | | | | 19,910 | | |
| | | | | | | CONVERTIBLES — 2.1% | | ||||||
| | | 2,511 | | | | Calamos Convertible and High Income Fund | | | | | 26,391 | | |
| | | 2,744 | | | | Calamos Convertible Opportunities and Income Fund | | | | | 27,193 | | |
| | | | | | | | | | | | 53,584 | | |
| | | | | | | CORPORATE BONDS — 1.1% | | ||||||
| | | 2,137 | | | | BlackRock Core Bond Trust | | | | | 27,012 | | |
| | | | | | | EMERGING MARKETS BONDS — 3.2% | | ||||||
| | | 4,263 | | | | Templeton Global Income Fund | | | | | 27,070 | | |
| | | 1,937 | | | | Western Asset Emerging Markets Debt Fund, Inc. | | | | | 26,595 | | |
| | | 2,755 | | | | Western Asset Emerging Markets Income Fund, Inc. | | | | | 26,806 | | |
| | | | | | | | | | | | 80,471 | | |
| | | | | | | ENERGY LIMITED PARTNERSHIP — 4.5% | | ||||||
| | | 3,200 | | | | Fiduciary/Claymore MLP Opportunity Fund | | | | | 41,536 | | |
| | | 2,200 | | | | First Trust Energy Infrastructure Fund | | | | | 32,098 | | |
| | | 2,250 | | | | Tortoise MLP Fund, Inc. | | | | | 39,060 | | |
| | | | | | | | | | | | 112,694 | | |
| | | | | | | EQUITY ENERGY — 1.5% | | ||||||
| | | 3,000 | | | | BlackRock Energy and Resources Trust | | | | | 37,590 | | |
| | | | | | | GLOBAL REAL ESTATE — 3.1% | | ||||||
| | | 6,200 | | | | Alpine Global Premier Properties Fund | | | | | 35,774 | | |
| | | 5,615 | | | | CBRE Clarion Global Real Estate Income Fund | | | | | 42,899 | | |
| | | | | | | | | | | | 78,673 | | |
| | | | | | | HEALTH — 2.8% | | ||||||
| | | 4,100 | | | | Tekla Healthcare Opportunities Fund | | | | | 71,299 | | |
| | | | | | | HIGH YIELD BONDS — 6.5% | | ||||||
| | | 2,728 | | | | BlackRock Corporate High Yield Fund, Inc. | | | | | 26,680 | | |
| | | 1,909 | | | | BlackRock Limited Duration Income Trust | | | | | 27,833 | | |
| | | 1,205 | | | | Nuveen Mortgage Opportunity Term Fund | | | | | 27,366 | | |
| | | 1,954 | | | | Prudential Global Short Duration High Yield Fund, Inc. | | | | | 27,649 | | |
| | | 3,646 | | | | Wells Fargo Income Opportunities Fund | | | | | 27,163 | | |
| | | 5,900 | | | | Western Asset High Income Opportunity Fund, Inc. | | | | | 27,671 | | |
| | | | | | | | | | | | 164,362 | | |
| | | | | | | INDUSTRIALS — 1.9% | | ||||||
| | | 4,000 | | | | Voya Infrastructure Industrials and Materials Fund | | | | | 49,040 | | |
| | | | | | | INTERMEDIATE-TERM BONDS — 1.1% | | ||||||
| | | 1,247 | | | | Brookfield Total Return Fund, Inc. | | | | | 27,372 | | |
| Shares | | | | | | Value | | ||||||
| | | | | | | LARGE BLEND — 10.8% | | ||||||
| | | 12,200 | | | | Gabelli Equity Trust, Inc. | | | | $ | 64,782 | | |
| | | 2,150 | | | | General American Investors Co., Inc. | | | | | 68,671 | | |
| | | 13,075 | | | | Liberty All Star Equity Fund | | | | | 69,951 | | |
| | | 4,800 | | | | Nuveen Dow 30sm Dynamic Overwrite Fund | | | | | 68,928 | | |
| | | | | | | | | | | | 272,332 | | |
| | | | | | | LARGE GROWTH — 4.9% | | ||||||
| | | 4,000 | | | | Eaton Vance Enhanced Equity Income Fund | | | | | 53,680 | | |
| | | 6,800 | | | | Eaton Vance Risk-Managed Diversified Equity Income Fund | | | | | 69,088 | | |
| | | | | | | | | | | | 122,768 | | |
| | | | | | | LARGE VALUE — 5.5% | | ||||||
| | | 9,100 | | | | BlackRock Enhanced Equity Dividend Trust | | | | | 69,251 | | |
| | | 3,700 | | | | Gabelli Dividend & Income Trust (The) | | | | | 68,302 | | |
| | | | | | | | | | | | 137,553 | | |
| | | | | | | MISCELLANEOUS REGION — 1.1% | | ||||||
| | | 1,650 | | | | Mexico Fund, Inc. (The) | | | | | 27,423 | | |
| | | | | | | MODERATE ALLOCATION — 2.6% | | ||||||
| | | 3,450 | | | | Eaton Vance Tax-Advantaged Dividend Income Fund | | | | | 66,723 | | |
| | | | | | | MULTISECTOR BONDS — 5.3% | | ||||||
| | | 2,424 | | | | AllianceBernstein Global High Income Fund, Inc. | | | | | 26,131 | | |
| | | 1,735 | | | | BlackRock Multi-Sector Income Trust | | | | | 27,430 | | |
| | | 2,132 | | | | Eaton Vance, Ltd. Duration Income Fund | | | | | 27,204 | | |
| | | 924 | | | | PIMCO Dynamic Income Fund | | | | | 25,281 | | |
| | | 2,999 | | | | PIMCO Income Strategy Fund II | | | | | 26,301 | | |
| | | | | | | | | | | | 132,347 | | |
| | | | | | | MUNI NATIONAL LONG — 3.4% | | ||||||
| | | 1,959 | | | | BlackRock Muni Intermediate Duration Fund, Inc. | | | | | 27,759 | | |
| | | 2,057 | | | | Nuveen Premier Municipal Income Fund, Inc. | | | | | 28,099 | | |
| | | 1,975 | | | | Nuveen Premium Income Municipal Fund 2, Inc. | | | | | 28,558 | | |
| | | | | | | | | | | | 84,416 | | |
| | | | | | | NATURAL RESOURCES — 3.0% | | ||||||
| | | 5,250 | | | | BlackRock Resources & Commodities Strategy Trust | | | | | 37,327 | | |
| | | 7,800 | | | | GAMCO Global Gold Natural Resources & Income Trust | | | | | 37,050 | | |
| | | | | | | | | | | | 74,377 | | |
| | | | | | | PREFERRED STOCKS — 2.2% | | ||||||
| | | 1,591 | | | | John Hancock Preferred Income Fund III | | | | | 28,415 | | |
| | | 3,333 | | | | Nuveen Quality Preferred Income Fund | | | | | 27,597 | | |
| | | | | | | | | | | | 56,012 | | |
| | | | | | | REAL ESTATE — 1.7% | | ||||||
| | | 3,955 | | | | Nuveen Real Estate Income Fund | | | | | 42,002 | | |
| | | | | | | TECHNOLOGY — 5.5% | | ||||||
| | | 4,050 | | | | Blackrock Science & Technology Trust | | | | | 70,105 | | |
| | | 3,500 | | | | Nuveen NASDAQ 100 Dynamic Overwrite Fund | | | | | 67,795 | | |
| | | | | | | | | | | | 137,900 | | |
| Shares | | | | | | Value | | ||||||
| CLOSED-END FUNDS (92.3%) (continued) | | ||||||||||||
| | | | | | | UTILITIES — 4.8% | | ||||||
| | | 2,450 | | | | BlackRock Utility and Infrastructure Trust | | | | $ | 41,111 | | |
| | | 2,300 | | | | Cohen & Steers Infrastructure Fund, Inc. | | | | | 43,884 | | |
| | | 2,500 | | | | Duff & Phelps Global Utility Income Fund, Inc. | | | | | 36,825 | | |
| | | | | | | | | | | | 121,820 | | |
| | | | | | | WORLD ALLOCATION — 4.2% | | ||||||
| | | 2,300 | | | | Eaton Vance Tax-Advantaged Global Dividend Opportunities Fund | | | | | 49,036 | | |
| | | 9,500 | | | | Wells Fargo Global Dividend Opportunity Fund | | | | | 56,240 | | |
| | | | | | | | | | | | 105,276 | | |
| | | | | | | WORLD BONDS — 0.7% | | ||||||
| | | 4,029 | | | | Aberdeen Asia-Pacific Income Fund, Inc. | | | | | 18,413 | | |
| | | | | | | WORLD STOCKS — 3.8% | | ||||||
| | | 5,185 | | | | Alpine Total Dynamic Dividend Fund | | | | | 39,821 | | |
| | | 8,000 | | | | Voya Global Equity Dividend and Premium Opportunity Fund | | | | | 56,000 | | |
| | | | | | | | | | | | 95,821 | | |
| TOTAL CLOSED-END FUNDS (Cost $2,487,726) (92.3%) | | | | | 2,323,497 | | |
| Shares | | | | | | Value | | ||||||
| EXCHANGE-TRADED FUNDS (4.9%) | | ||||||||||||
| | | | | | | FINANCIAL — 2.9% | | ||||||
| | | 800 | | | | iShares U.S. Financial Services ETF | | | | $ | 71,984 | | |
| | | | | | | HEALTH — 2.0% | | ||||||
| | | 150 | | | | iShares Nasdaq Biotechnology ETF | | | | | 50,749 | | |
| TOTAL EXCHANGE-TRADED FUNDS (Cost $120,687) (4.9%) | | | | | 122,733 | | | ||||||
| SHORT-TERM INVESTMENT (1.6%) | | ||||||||||||
| | | | | | | MONEY MARKET FUND (1.6%) | | ||||||
| | | 41,417 | | | | State Street Institutional Liquid Reserves Fund | | | | | 41,417 | | |
| TOTAL SHORT-TERM INVESTMENTS (Cost $41,417) (1.6%) | | | | | 41,417 | | | ||||||
| TOTAL INVESTMENT SECURITIES (98.8%) (Cost $2,649,830) | | | | $ | 2,487,647 | | | ||||||
| CASH AND OTHER ASSETS IN EXCESS OF LIABILITIES (1.2%) | | | | | 29,912 | | | ||||||
| NET ASSETS (100%) | | | | $ | 2,517,559 | | |
Investments In Securities: | | | Level 1 | | | Level 2 | | | Level 3 | | | Total | | ||||||||||||
Assets | | | | | | | | | | | |||||||||||||||
Closed-End Funds | | | | $ | 2,323,497 | | | | | $ | — | | | | | $ | — | | | | | $ | 2,323,497 | | |
Exchange-Traded Funds | | | | | 122,733 | | | | | | — | | | | | | — | | | | | | 122,733 | | |
Short-Term Investment | | | | | 41,417 | | | | | | — | | | | | | — | | | | | | 41,417 | | |
Total Investments in Securities | | | | $ | 2,487,647 | | | | | $ | — | | | | | $ | — | | | | | $ | 2,487,647 | | |
at December 31, 2015
| Assets: | | | |||||
| Investment securities, at value (Cost – $2,649,830) | | | | $ | 2,487,647 | | |
| Cash | | | | | 364 | | |
| Receivable from Manager | | | | | 33,443 | | |
| Interest and dividends receivable | | | | | 11,447 | | |
| Prepaid expenses | | | | | 10,927 | | |
| Total Assets | | | | | 2,543,828 | | |
| Liabilities: | | | |||||
| Accrued expenses: | | | |||||
| Custody fee payable | | | | | 14,223 | | |
| Tax fee payable | | | | | 6,912 | | |
| Registration fee payable | | | | | 2,562 | | |
| Directors’ fees and expenses | | | | | 1,567 | | |
| Other | | | | | 1,005 | | |
| Total Liabilities | | | | | 26,269 | | |
| Net Assets | | | | $ | 2,517,559 | | |
| Net assets consist of: | | | |||||
| Additional paid-in capital | | | | | 2,776,855 | | |
| Accumulated net realized loss on investments | | | | | (97,113) | | |
| Net unrealized depreciation of investments | | | | | (162,183) | | |
| Net Assets | | | | $ | 2,517,559 | | |
| Net Asset Value Per Share | | | | | | | |
| Investor Class(1) | | | | | | | |
| Net Assets | | | | $ | 2,417,930 | | |
| Shares Outstanding | | | | | 275,292 | | |
| Net Asset Value, Offering and Redemption Price per Outstanding Share | | | | $ | 8.78 | | |
| Institutional Class(2) | | | | | | | |
| Net Assets | | | | $ | 99,629 | | |
| Shares Outstanding | | | | | 11,342 | | |
| Net Asset Value, Offering and Redemption Price per Outstanding Share | | | | $ | 8.78 | | |
for the Period Ended December 31, 2015(1)
| Investment Income: | | | |||||
| Dividends | | | | $ | 87,019 | | |
| Interest | | | | | 125 | | |
| Total Income | | | | | 87,144 | | |
| Expenses: | | | |||||
| Advisory fee | | | | | 23,137 | | |
| Service and distribution plan fees | | | | | 5,759 | | |
| Custodian fees | | | | | 42,222 | | |
| Auditing and legal fees | | | | | 14,354 | | |
| Transfer agent fees | | | | | 12,764 | | |
| Sub-transfer agent fees | | | | | 55 | | |
| Directors’ fees and expenses | | | | | 2,176 | | |
| Printing and postage | | | | | 13,297 | | |
| Registration and filing fees | | | | | 36,473 | | |
| Tax expense | | | | | 10,945 | | |
| Insurance | | | | | 850 | | |
| Other | | | | | 2,988 | | |
| Total Expenses Before Fees Waived and Reimbursed | | | | | 165,020 | | |
| Less: Fees Waived and Reimbursed by the Adviser, Manager and Distributor (See Note 4) | | | | | (129,968) | | |
| Less: Sub-transfer Agent Fees Waived | | | | | (55) | | |
| Net Expenses | | | | | 34,997 | | |
| Net Investment Income | | | | | 52,147 | | |
| Net Realized and Unrealized Loss on: | | | |||||
| Net Realized Loss From: | | | |||||
| Investments | | | | | (97,113) | | |
| Change in Net Unrealized Appreciation/(Depreciation) of: | | | |||||
| Investments | | | | | (162,183) | | |
| Net Realized Loss and Change in Net Unrealized Appreciation/(Depreciation) on | | | | | (259,296) | | |
| Net Decrease in Net Assets from Operations | | | | $ | (207,149) | | |
for the Period Ended December 31, 2015
| | | February 2, 2015(1) to December 31, 2015 | | |||
Operations: | | | |||||
Net investment income | | | | $ | 52,147 | | |
Net realized loss on investments | | | | | (97,113) | | |
Change in net unrealized appreciation/(depreciation) on investments | | | | | (162,183) | | |
Net decrease in net assets from operations | | | | | (207,149) | | |
Distributions to Shareholders from: | | | | | | | |
Net investment income | | | | | | | |
Investor Class | | | | | (51,366) | | |
Institutional Class(2) | | | | | (2,115) | | |
Return of capital | | | |||||
Investor Class | | | | | (101,533) | | |
Institutional Class(2) | | | | | (4,182) | | |
Total distributions | | | | | (159,196) | | |
Share Transactions: | | | | | | | |
Proceeds from sale of shares | | | | | | | |
Investor Class | | | | | 2,945,659 | | |
Institutional Class(2) | | | | | 100,000 | | |
Proceeds from reinvestment of dividends to shareholders | | | | | | | |
Investor Class | | | | | 152,270 | | |
Institutional Class(2) | | | | | 6,297 | | |
Cost of shares redeemed | | | | | | | |
Investor Class | | | | | (320,322) | | |
Net increase in net assets from capital share transactions | | | | | 2,883,904 | | |
Total increase in net assets | | | | | 2,517,559 | | |
Net Assets: | | | | | | | |
Beginning of period | | | | | — | | |
End of period | | | | $ | 2,517,559 | | |
Capital Share Transactions: | | | | | | | |
Shares sold | | | | | | | |
Investor Class | | | | | 291,687 | | |
Institutional Class(2) | | | | | 10,616 | | |
Shares issued to shareholders in reinvestment of dividends | | | | | | | |
Investor Class | | | | | 17,563 | | |
Institutional Class(2) | | | | | 726 | | |
Shares redeemed | | | | | | | |
Investor Class | | | | | (33,958) | | |
Net increase | | | | | 286,634 | | |
| | | Investor Class | | |||
| | | February 2, 2015(1) to December 31, 2015 | | |||
Net asset value, beginning of period | | | | $ | 10.00 | | |
Income/(loss) from investment operations: | | | | | | | |
Net investment income | | | | | 0.23 | | |
Net losses on securities (both realized and unrealized) | | | | | (0.86) | | |
Total from investment operations | | | | | (0.63) | | |
Less distributions: | | | | | | | |
Dividends from net investment income | | | | | (0.20) | | |
Return of capital | | | | | (0.39) | | |
Total distributions | | | | | (0.59) | | |
Net asset value, end of period | | | | $ | 8.78 | | |
Total return(2) | | | | | (6.19)% | | |
Ratios/Supplemental Data: | | | | | | | |
Net assets, end of period (in thousands) | | | | $ | 2,418 | | |
Ratio of gross expenses to average net assets(3)(4) | | | | | 6.19% | | |
Ratio of net expenses to average net assets(3)(5) | | | | | 1.50% | | |
Ratio of net investment income to average net assets(3) | | | | | 2.22% | | |
Portfolio turnover rate(2) | | | | | 133% | | |
| | | Institutional Class | | |||
| | | November 20, 2015(1) to December 31, 2015 | | |||
Net asset value, beginning of period | | | | $ | 9.41 | | |
Income/(loss) from investment operations: | | | | | | | |
Net investment income | | | | | 0.09 | | |
Net losses on securities (both realized and unrealized) | | | | | (0.13) | | |
Total from investment operations | | | | | (0.04) | | |
Less distributions: | | | | | | | |
Dividends from net investment income | | | | | (0.20) | | |
Return of capital | | | | | (0.39) | | |
Total distributions | | | | | (0.59) | | |
Net asset value, end of period | | | | $ | 8.78 | | |
Total return(2) | | | | | (0.31)% | | |
Ratios/Supplemental Data: | | | | | | | |
Net assets, end of period (in thousands) | | | | $ | 100 | | |
Ratio of gross expenses to average net assets(3)(4) | | | | | 190.47% | | |
Ratio of net expenses to average net assets(3)(5) | | | | | 1.25% | | |
Ratio of net investment income to average net assets(3) | | | | | 5.02% | | |
Portfolio turnover rate(2) | | | | | 133% | | |
| | | February 2, 2015(1) to December 31, 2015 | | |||
PURCHASES: | | | |||||
Investment Securities | | | | $ | 6,223,622 | | |
SALES: | | | |||||
Investment Securities | | | | $ | 3,392,850 | | |
| Cost of investments for tax purposes | | | | $ | 2,669,571 | | |
| Gross tax unrealized appreciation | | | | $ | 21,823 | | |
| Gross tax unrealized depreciation | | | | | (203,747) | | |
| Net tax unrealized depreciation on investments | | | | $ | (181,924) | | |
| Capital loss carryforward, no expiration date | | | | $ | 77,372 | | |
| | | 2015 | | |||
Ordinary income | | | | $ | 53,481 | | |
Return of capital | | | | | 105,715 | | |
Total distributions paid | | | | $ | 159,196 | | |
New York, New York
| | | Beginning Account Value July 1, 2015 | | | Ending Account Value December 31, 2015 | | | Expenses Paid During Period* | | | Annualized Expense Ratio | | ||||||||||||
Actual | | | | | | ||||||||||||||||||||
Investor Class | | | | $ | 1,000.00 | | | | | $ | 942.80 | | | | | $ | 7.35 | | | | | | 1.50% | | |
Institutional Class | | | | | 1,000.00 | | | | | | 996.90 | | | | | | 1.40 | | | | | | 1.25 | | |
Hypothetical (5% return before expenses) | | | | | | ||||||||||||||||||||
Investor Class | | | | $ | 1,000.00 | | | | | $ | 1,017.64 | | | | | $ | 7.63 | | | | | | 1.50% | | |
Institutional Class | | | | | 1,000.00 | | | | | | 1,004.21 | | | | | | 1.41 | | | | | | 1.25 | | |
Name, Address, and Age | | | Position | | | Length of Time Served | | | Principal Occupations During the Past 5 Years | | | Number of Portfolios in Fund Complex Overseen by Trustee | | | Other Directorships Held by Trustee During the Past 5 Years | |
Interested Trustee* | | | | | | | ||||||||||
Mitchell E. Appel Age: 45 | | | Trustee | | | Since 2014 | | | President of each of the Value Line Funds since June 2008; Chief Financial Officer of the Distributor since April 2008 and President since February 2009; President of the Adviser since February 2009, Trustee since December 2010 and Treasurer since January 2011. | | | 12 | | | Forethought Variable Insurance Trust (September 2013–present) | |
Non-Interested Trustees | | | | | | | ||||||||||
Joyce E. Heinzerling Age: 59 | | | Trustee | | | Since 2014 | | | President, Meridian Fund Advisers LLC (consultants) since 2009. | | | 12 | | | None | |
James E. Hillman Age: 58 | | | Trustee | | | Since 2015 | | | Chief Financial Officer Notre Dame School Of Manhattan since 2011; Director and Principal Financial Officer, Merrill Lynch Global Wealth Management (2006–2011). | | | 12 | | | Miller/Howard High Income Equity Fund (November 2014 to present) | |
Michael Kuritzkes Age: 55 | | | Trustee | | | Since 2015 | | | Consultant, Coronado Advisors LLC since June 2014; Executive Vice President And General Counsel, Harbinger Group Inc. (public holding company) (2013–2014); Executive Vice President and General Counsel, Philadelphia Media LLC (2010–2013). | | | 12 | | | None | |
Francis C. Oakley Age: 84 | | | Trustee | | | Since 2014 | | | Professor of History, Williams College (1961–2002), Professor Emeritus since 2002, President Emeritus since 1994 and President (1985–1994); Chairman (1993–1997) and Interim President (2002–2003) of the America Council of Learned Societies; Trustee since 1997 and Chairman of the Board since 2005, National Humanities Center. | | | 12 | | | None | |
David H. Porter Age: 80 | | | Trustee (Chairman of the Board of the Value Line Funds since 2014) | | | Since 2014 | | | Professor, Skidmore College (2008–2013); Visiting Professor of Classics, Williams College (1999–2008); President Emeritus, Skidmore College since 1999 and President (1987–1998). | | | 12 | | | None | |
Paul Craig Roberts Age: 76 | | | Trustee | | | Since 2014 | | | Chairman, Institute for Political Economy. | | | 12 | | | None | |
Name, Address, and Age | | | Position | | | Length of Time Served | | | Principal Occupations During the Past 5 Years | | | Number of Portfolios in Fund Complex Overseen by Trustee | | | Other Directorships Held by Trustee During the Past 5 Years | |
Nancy-Beth Sheerr Age: 66 | | | Trustee | | | Since 2014 | | | Senior Financial Consultant, Veritable, L.P. (investment advisor) until December 2013. | | | 12 | | | None | |
Officers | | | | | | | ||||||||||
Mitchell E. Appel Age: 45 | | | President | | | Since 2014 | | | President of each of the Value Line Funds since June 2008; Chief Financial Officer of the Distributor since April 2008 and President since February 2009; President of the Adviser since February 2009, Trustee since December 2010 and Treasurer since January 2011. | | | | | | ||
Michael J. Wagner Age: 65 | | | Chief Compliance Officer | | | Since 2014 | | | Chief Compliance Officer of each of the Value Line Funds since 2009; President of Northern Lights Compliance Services, LLC (formerly Fund Compliance Services, LLC) (2006–present). | | | | | | ||
Emily D. Washington Age: 37 | | | Treasurer and Chief Financial Officer; Secretary | | | Since 2014 | | | Treasurer and Chief Financial Officer (Principal Financial and Accounting Officer) of each of the Value Line Funds since 2008 and Secretary since 2010; Secretary of the Adviser since 2011. | | | | | |
| | The Funds’ Statement of Additional Information (SAI) includes additional information about the Funds’ Directors and is available, without charge, upon request by calling 1-800-243-2729 or on the Funds’ website, www.vlfunds.com. | | |
Item 2. Code of Ethics
(a) The Registrant has adopted a Code of Ethics that applies to its principal executive officer, and principal financial officer and principal accounting officer.
(f) Pursuant to item 12(a), the Registrant is attaching as an exhibit a copy of its Code of Ethics that applies to its principal executive officer, and principal financial officer and principal accounting officer.
Item 3. Audit Committee Financial Expert
((a)(1)The Registrant has an Audit Committee Financial Expert serving on its Audit Committee.
(2) The Registrant’s Board has designated both James Hillman and Michael Kuritzkes, members of the Registrant’s Audit Committee, as the Registrant’s Audit Committee Financial Experts. Mr. Hillman and Mr. Kuritzkes are independent directors. Mr. Hillman currently serves as the Chief Financial Officer at Notre Dame School of Manhattan since 2011. Mr. Kuritzkes currently serves as a consultant at Caronado Advisors LLC since June 2014 and previously served as Executive Vice President and General Counsel at Harbinger Group, Inc. (2013 – 2014)
A person who is designated as an “audit committee financial expert” shall not make such person an "expert" for any purpose, including without limitation under Section 11 of the Securities Act of 1933 or under applicable fiduciary laws, as a result of being designated or identified as an audit committee financial expert. The designation or identification of a person as an audit committee financial expert does not impose on such person any duties, obligations, or liabilities that are greater than the duties, obligations, and liabilities imposed on such person as a member of the audit committee and Board of Trustees in the absence of such designation or identification.
Item 4. Principal Accountant Fees and Services
(a) | Audit Fees for the 11 months ended December 31, 2015 - $522 |
(b) | Audit-Related fees – None. |
(c) | Tax Preparation Fees the 11 months ended December 31, 2015 - $3,958 |
(d) | All Other Fees – None |
(e)(1) | Audit Committee Pre-Approval Policy. All services to be performed for the Registrant by PricewaterhouseCoopers LLP must be pre-approved by the audit committee. All services performed were pre-approved by the committee. |
(e)(2) | Not applicable. |
(f) | Not applicable. |
(g) | Aggregate Non-Audit Fees the 11 months ended December 31, 2015 - None |
(h) | Not applicable. |
Item 5. Audit Committee of Listed Registrants
Not Applicable.
Item 6. Investments
Not Applicable
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies
Not Applicable
Item 8. Portfolio Managers of Closed-End Management Investment Companies
Not Applicable
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers
Not Applicable
Item 10. Submission of Matters to a Vote of Security Holders
Not Applicable
Item 11. Controls and Procedures
(a) | The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures (as defined in rule 30a-2(c) under the Act (17 CFR 270.30a-2(c) ) based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report, are appropriately designed to ensure that material information relating to the registrant is made known to such officers and are operating effectively. |
(b) | The registrant’s principal executive officer and principal financial officer have determined that there have been no significant changes in the registrant’s internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation, including corrective actions with regard to significant deficiencies and material weaknesses. |
Item 12. Exhibits.
(a) | Code of Business Conduct and Ethics for Principal Executive and Senior Financial Officers attached hereto as Exhibit 100.COE |
(b) | (1) Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2) attached hereto as Exhibit 99.CERT. |
(2) Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 attached hereto as Exhibit 99.906.CERT. |
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.
By /s/ Mitchell E. Appel
Mitchell E. Appel, President
Date: March 10, 2016
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/ Mitchell E. Appel
Mitchell E. Appel, President, Principal Executive Officer
By: /s/ Emily D. Washington
Emily D. Washington, Treasurer, Principal Financial Officer
Date: March 10, 2016