FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number: 811-02736
ADAMS NATURAL RESOURCES FUND, INC.
(Exact name of registrant as specified in charter)
500 East Pratt Street, Suite 1300, Baltimore, Maryland 21202
(Address of principal executive offices)
Janis F. Kerns
Adams Natural Resources Fund, Inc.
500 East Pratt Street, Suite 1300
Baltimore, Maryland 21202
(Name and address of agent for service)
Registrant’s telephone number, including area code: (410) 752-5900
Date of fiscal year end: December 31
Date of reporting period: June 30, 2023
Item 1. Reports to Stockholders.
Item 2. Code of Ethics.
Item not applicable to semi-annual report.
Item 3. Audit Committee Financial Expert.
Item not applicable to semi-annual report.
Item 4. Principal Accountant Fees and Services.
Item not applicable to semi-annual report.
Item 5. Audit Committee of Listed Registrants.
Item not applicable to semi-annual report.
Item 6. Investments.
(a) This schedule is included as part of the Report to Stockholders 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.
Item not applicable to semi-annual report.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
| (a) | Item not applicable to semi-annual report. |
| (b) | (a)(1) Effective April 20, 2023, Mark E. Stoeckle retired and is no longer a portfolio manager of the registrant. Effective on that date, James P. Haynie, Chief Executive Officer and President, and Gregory W. Buckley, Executive Vice President, comprise the two-person portfolio management team for the registrant. Mr. Haynie, now the lead member of the portfolio management team, has been a member of the portfolio management team since 2013, serving as President until April 20, 2023. Mr. Buckley joined the portfolio management team of the registrant in 2023; prior thereto, serving as Vice President- Research. Messrs. Haynie and Buckley receive investment recommendations from a team of research analysts and make decisions jointly about any investment transactions in the portfolio. |
(a)(2) As of June 30, 2023, Mr. Haynie also serves on the portfolio management team for the registrant’s non-controlling affiliate, Adams Diversified Equity Fund, Inc. (“ADX”), an internally managed registered investment company with total net assets of $2,415,114,408. Mr. Haynie is Chief Executive Officer of ADX. Mr. Buckley serves as Vice President- Research for ADX but is not a member of its portfolio management team. The registrant is a non-diversified fund focusing on the energy and natural resources sectors and ADX is a diversified product with a broader focus. There are few material conflicts of interest that may arise in connection with the portfolio management of the funds. The funds do not buy or sell securities or other portfolio holdings to or from the other, and policies and procedures are in place covering the sharing of expenses and the allocation of investment opportunities, including bunched orders and investments in initial public offerings, between the funds.
(a)(3) As of June 30, 2023, the registrant’s portfolio managers are compensated through a plan consisting of salary and annual cash incentive compensation, of which the amount in any year is determined by the Compensation Committee of the Board of Directors (“Committee”). The structure and methods used to determine the compensation of the portfolio managers were as follows: Salaries are determined by using appropriate industry surveys and information about the local market. Incentive compensation is based on a combination of relative fund performance of the registrant and ADX and individual performance. Target incentives are set annually based on aggregate compensation less salary for each position. Fund performance used in determining incentive compensation is measured over a one-year period, accounting for one-fourth of the calculation, a three-year period, which accounts for one-half, and a five-year period, which accounts for one-fourth. The registrant’s return on portfolio assets over each of these periods is used to determine performance relative to an 80/20 blend Dow Jones U.S. Oil and Gas Index and Dow Jones U.S. Basic Materials Index through September 30, 2018 and, to better align with PEO’s investment strategy, a blend of the S&P 500 Energy Sector and the S&P 500 Materials Sector thereafter. Using these calculations, the incentive compensation can be less than or exceed the established target.
The structure of the compensation that Mr. Haynie receives from ADX is the same as that for the registrant with the exception that the portfolio managers’ incentive compensation is based on a comparison with the performance of a 50/50 blend of the S&P 500 Index and the Morningstar U.S. Large Blend Fund Category.
(a)(4) Using a valuation date of June 30, 2023, Mr. Haynie beneficially owned equity securities in the registrant valued between $500,001 and $1,000,000. Mr. Buckley beneficially owned equity securities in the registrant valued between $100,001-$500,000.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
| | | Total Number of Shares (or Units) Purchased | | | Average Price Paid per Share (or Unit) | | | Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs | | | Maximum Number of Shares (or Units) that May Yet Be Purchased Under the Plans or Programs | |
1/1/23-1/31/23 | | | | 0 | | | $ | -- | | | | 0 | | | | 1,135,658 | |
2/1/23-2/28/23 | | | | 65,839 | | | | 21.72 | | | | 65,839 | | | | 1,069,819 | |
3/1/23-3/31/23 | | | | 45,625 | | | | 20.64 | | | | 45,625 | | | | 1,024,194 | |
4/1/23-4/30/23 | | | | 17,043 | | | | 21.20 | | | | 17,043 | | | | 1,007,151 | |
5/1/23-5/31/23 | | | | 21,000 | | | | 19.70 | | | | 21,000 | | | | 986,151 | |
6/1/23-6/30/23 | | | | 11,435 | | | | 20.22 | | | | 11,435 | | | | 974,716 | |
Total | | | | 160,942 | | | $ | 20.99 | | | | 160,942 | | | | | |
(1) There were no shares purchased other than through a publicly announced plan or program.
(2a) The share repurchase plan was announced on December 11, 2014. On September 22, 2020, the Fund announced an enhanced discount management and liquidity program whereby the Fund will purchase shares, subject to certain restrictions, when the discount exceeds 15% of net asset value for at least 30 consecutive trading days. The enhanced program also provides the Fund will engage in a proportional tender offer to purchase shares when the discount exceeds 19% of net asset value for 30 consecutive trading days, not to exceed one such offer in any twelve-month period.
(2b) The share amount approved in 2014 was 5% of then-outstanding shares, or 1,332,000 shares.
(2c) The share repurchase plan has no expiration date.
(2d) None.
(2e) None.
Item 10. Submission of Matters to a Vote of Security Holders.
There were no material changes to the procedures by which shareholders may recommend nominees to the registrant’s Board of Directors made or implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (as required by Item 22(b)(15) of Schedule 14A), or this Item.
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-3(c) under the Investment Company Act of 1940) are effective based on their evaluation of the disclosure controls and procedures as of a date within 90 days of the filing date of this report.
(b) There have been no significant changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
Item 12. Disclosures of Securities Lending Activities for Closed-End Management Investment Companies.
Item not applicable to semi-annual report.
Item 13. Exhibits.
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. |
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| Adams Natural Resources Fund, Inc. |
| |
By: | /s/ James P. Haynie | |
| James P. Haynie |
| Chief Executive Officer & President |
| (Principal Executive Officer) |
| |
Date: | August 7, 2023 |
| |
| Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. |
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By: | /s/ James P. Haynie | |
| James P. Haynie |
| Chief Executive Officer & President |
| (Principal Executive Officer) |
| |
Date: | August 7, 2023 |
| |
By: | /s/ Brian S. Hook | |
| Brian S. Hook |
| Vice President & Chief Financial Officer |
| (Principal Financial Officer) |
| |
Date: | August 7, 2023 |