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 811-03023
FORUM FUNDS
Three Canal Plaza, Suite 600
Portland, Maine 04101
Zachary Tackett, Principal Executive Officer
Three Canal Plaza, Suite 600
Portland, Maine 04101
207-347-2000
Date of fiscal year end December 31
Date of reporting period: January 1, 2024 – June 30, 2024
ITEM 1. REPORT TO SHAREHOLDERS.
(a) A copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Investment Company Act, as amended (“Act”), is attached hereto.
Semi-Annual Shareholder Report - June 30, 2024
Polaris Global Value Fund
This semi-annual shareholder report contains important information about the Polaris Global Value Fund for the period of January 1, 2024, to June 30, 2024. You can find additional information about the Fund at https://polarisfunds.com/resources/. You can also request this information by contacting us at (888) 263-5594.
What were the Fund's costs for the last six months?
(based on a hypothetical $10,000 investment)
| Fund Name | Costs of a $10,000 investment | Costs paid as a percentage of a $10,000 investment |
|---|
| Polaris Global Value Fund | $50 | 0.99% |
How did the Fund perform in the last six months?
The Fund had positive absolute returns in nine of 11 sectors; however, an underweight in a heated information technology (IT) sector weighed on results, as did lackluster results in communication services and real estate. Top contributors included financials and industrials, while the Fund outperformed the World Index in materials, consumer staples and utilities. Geographically, the Fund had double-digit gains from out-of-benchmark allocations in South Korea, China and Chile, while beating the World Index in Germany, Switzerland and Singapore. The Fund was underweight and underperformed in a heated U.S. market (artificial intelligence momentum drove U.S. averages), with Canada, Norway, Japan and Italy as other detractors.
Financials contributed most, largely due to positive absolute performance in a heavily-overweight sector. Double-digit gains from Allison Transmission Holding, General Dynamics and two Japanese trading companies boosted industrial sector results. In IT, SK Hynix gained in excess of 50% for the semi-annual period, continuing to dominate in high-bandwidth memory (HBM), while noting good price momentum in traditional dynamic random-access memory (DRAM) and NAND markets. Energy transition applications, AI, and automation demand increasing copper resources amidst limited supply. As a result, copper prices have been on an upward trajectory since the end of 2023; Lundin Mining Corp. and Antofagasta PLC were direct beneficiaries.
Detractors included two banks, Webster Financial Corp. and Toronto-Dominion Bank, the latter of which faced an anti-money-laundering investigation. Teleperformance declined on renewed concerns that generative AI will disrupt the French call center’s business. Fellow French company VINCI SA, the concessions and construction company, trended down 25%; we can ascertain no reason for the decline other than geopolitical risk in the country. OpenText Corp. declined on slow software implementation due to delays from customers assessing their use of AI. Guidance was lowered and quarterly earnings fell short of expectations.
United Therapeutics Corp.
Allison Transmission Holdings, Inc.
Magna International, Inc.
Sally Beauty Holdings, Inc.
Total Return Based on a $10,000 Investment
| Date | Polaris Global Value Fund | MSCI World Index |
|---|
| 06/30/14 | $10,000 | $10,000 |
| 09/30/14 | $9,487 | $9,784 |
| 12/31/14 | $9,714 | $9,883 |
| 03/31/15 | $10,215 | $10,112 |
| 06/30/15 | $10,303 | $10,143 |
| 09/30/15 | $9,396 | $9,286 |
| 12/31/15 | $9,864 | $9,797 |
| 03/31/16 | $9,934 | $9,763 |
| 06/30/16 | $9,608 | $9,861 |
| 09/30/16 | $10,489 | $10,341 |
| 12/31/16 | $11,015 | $10,533 |
| 03/31/17 | $11,539 | $11,204 |
| 06/30/17 | $12,139 | $11,655 |
| 09/30/17 | $12,593 | $12,219 |
| 12/31/17 | $13,285 | $12,892 |
| 03/31/18 | $12,954 | $12,727 |
| 06/30/18 | $13,126 | $12,948 |
| 09/30/18 | $13,352 | $13,592 |
| 12/31/18 | $11,603 | $11,769 |
| 03/31/19 | $12,807 | $13,238 |
| 06/30/19 | $13,214 | $13,767 |
| 09/30/19 | $13,060 | $13,841 |
| 12/31/19 | $14,248 | $15,025 |
| 03/31/20 | $9,725 | $11,862 |
| 06/30/20 | $11,539 | $14,159 |
| 09/30/20 | $12,043 | $15,281 |
| 12/31/20 | $15,196 | $17,415 |
| 03/31/21 | $16,850 | $18,272 |
| 06/30/21 | $17,304 | $19,687 |
| 09/30/21 | $17,122 | $19,685 |
| 12/31/21 | $17,535 | $21,214 |
| 03/31/22 | $16,725 | $20,121 |
| 06/30/22 | $14,562 | $16,864 |
| 09/30/22 | $13,214 | $15,821 |
| 12/31/22 | $15,428 | $17,366 |
| 03/31/23 | $15,862 | $18,708 |
| 06/30/23 | $16,132 | $19,986 |
| 09/30/23 | $15,772 | $19,294 |
| 12/31/23 | $17,707 | $21,496 |
| 03/31/24 | $18,754 | $23,405 |
| 06/30/24 | $18,571 | $24,021 |
The above chart represents historical performance of a hypothetical $10,000 investment over the past 10 years.
Average Annual Total Returns
| | One Year | Five Year | Ten Year |
|---|
| Polaris Global Value Fund | 15.12% | 7.04% | 6.39% |
| MSCI World Index | 20.19% | 11.78% | 9.16% |
The Fund’s past performance is not a good predictor of how the Fund will perform in the future. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.
| Total Net Assets | $422,383,916 |
| # of Portfolio Holdings | 94 |
| Portfolio Turnover Rate | 8% |
| Investment Advisory Fees (Net of fees waived) | $1,643,523 |
Top Ten Holdings
(% of investments)*
| SK Hynix, Inc. | 2.24% |
| Microsoft Corp. | 1.81% |
| United Therapeutics Corp. | 1.75% |
| Allison Transmission Holdings, Inc. | 1.71% |
| Williams Cos., Inc. | 1.69% |
| Crocs, Inc. | 1.67% |
| Muenchener Rueckversicherungs-Gesellschaft AG in Muenchen, Class R | 1.62% |
| General Dynamics Corp. | 1.57% |
| Linde PLC | 1.52% |
| Smurfit Kappa Group PLC | 1.50% |
* excluding cash equivalents
Country Weightings
(% total investments)*
| Value | Value |
|---|
| United States | 40.4% |
| South Korea | 8.0% |
| Japan | 7.8% |
| France | 6.7% |
| Canada | 6.6% |
| United Kingdom | 6.3% |
| Germany | 5.8% |
| Switzerland | 3.7% |
| Norway | 3.5% |
| Ireland | 2.9% |
| Sweden | 2.0% |
| Italy | 1.5% |
| Puerto Rico | 1.5% |
| Netherlands | 1.2% |
| Singapore | 1.2% |
| Chile | 0.7% |
| Colombia | 0.2% |
| Russia | 0.0% |
* excluding cash equivalents
Sector Weightings
(% total investments)*
| Value | Value |
|---|
| Financials | 24.1% |
| Consumer Discretionary | 14.6% |
| Industrials | 12.5% |
| Health Care | 10.9% |
| Materials | 9.2% |
| Information Technology | 8.7% |
| Energy | 6.4% |
| Consumer Staples | 5.8% |
| Communication Services | 5.3% |
| Utilities | 1.4% |
| Real Estate | 1.1% |
* excluding cash equivalents
The Fund is distributed by Foreside Fund Services, LLC, a wholly owned subsidiary of Foreside Financial Group, LLC (dba ACA Group). Additional information is available by scanning the QR code or at https://polarisfunds.com/resources/, including its:
prospectus
financial information
holdings
proxy information
Semi-Annual Shareholder Report - June 30, 2024
(b) Not applicable.
ITEM 2. CODE OF ETHICS.
Not applicable.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Not applicable.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Not applicable.
ITEM 6. INVESTMENTS.
(a) Included as part of financial statements filed under Item 7(a).
(b) Not applicable.
ITEM 7. FINANCIAL STATEMENTS AND FINANCIAL HIGHLIGHTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES.
(a)
Semi-Annual
Financials
and
Other
Information
JUNE
30,
2024
(
Unaudited
)
Schedule
of
Investments
1
Statement
of
Assets
and
Liabilities
4
Statement
of
Operations
5
Statements
of
Changes
in
Net
Assets
6
Financial
Highlights
7
Notes
to
Financial
Statements
8
Other
Information
15
Polaris
Global
Value
Fund
SCHEDULE
OF
INVESTMENTS
JUNE
30,
2024
See
Notes
to
Financial
Statements.
Shares
Security
Description
Value
Common
Stock
-
99.3%
Canada
-
6.6%
47,620
Canadian
Tire
Corp.,
Ltd.,
Class A
$
4,724,929
436,400
Lundin
Mining
Corp.
4,858,281
92,304
Magna
International,
Inc.
3,868,800
125,937
Methanex
Corp.
6,080,289
129,600
OpenText
Corp.
3,891,647
79,611
Toronto-Dominion
Bank
4,376,117
27,800,063
Chile
-
0.7%
115,000
Antofagasta
PLC
3,067,337
Colombia
-
0.2%
13,700
Tecnoglass,
Inc.
(a)
687,466
France
-
6.6%
153,100
Cie
Generale
des
Etablissements
Michelin
SCA
5,920,686
46,807
IPSOS
SA
2,952,538
56,776
Publicis
Groupe
SA
6,042,730
35,300
Teleperformance
SE
3,717,700
77,200
TotalEnergies
SE
5,153,281
39,553
Vinci
SA
4,167,308
27,954,243
Germany
-
5.8%
135,400
Daimler
Truck
Holding
AG
5,389,899
189,548
Deutsche
Telekom
AG
4,766,358
167,400
flatexDEGIRO
AG
2,375,422
19,700
Hannover
Rueck
SE
4,993,831
13,600
Muenchener
Rueckversicherungs-
Gesellschaft
AG
in
Muenchen,
Class R
6,801,821
24,327,331
Ireland
-
2.9%
1,036,300
Greencore
Group
PLC
(b)
2,179,817
33,900
Jazz
Pharmaceuticals
PLC
(b)
3,618,147
141,352
Smurfit
Kappa
Group
PLC
6,297,449
12,095,413
Italy
-
1.5%
300,400
Eni
SpA
4,617,876
4,371,673
TREVI
-
Finanziaria
Industriale
SpA
(b)
1,608,214
6,226,090
Japan
-
7.8%
355,100
Daicel
Corp.
3,404,449
45,500
Daito
Trust
Construction
Co.,
Ltd.
4,690,270
119,000
ITOCHU
Corp.
5,809,099
166,400
KDDI
Corp.
4,399,687
283,700
Marubeni
Corp.
5,246,748
57,100
Sony
Group
Corp.
4,840,848
Shares
Security
Description
Value
Japan
-
7.8%
(continued)
172,200
Takeda
Pharmaceutical
Co.,
Ltd.
$
4,465,277
32,856,378
Netherlands
-
1.2%
177,200
Koninklijke
Ahold
Delhaize
NV
5,235,821
Norway
-
3.5%
244,996
DNB
Bank
ASA
4,811,807
329,537
SpareBank
1
SR-Bank
ASA
4,030,864
158,654
Sparebanken
Vest
1,864,857
135,700
Yara
International
ASA
3,909,461
14,616,989
Puerto
Rico
-
1.4%
69,600
Popular,
Inc.
6,154,728
Russia
-
0.0%
3,148,600
Alrosa
PJSC
(c)
367
Singapore
-
1.2%
225,050
United
Overseas
Bank,
Ltd.
5,199,717
South
Korea
-
7.9%
26,700
F&F
Co.,
Ltd./New
1,210,374
61,100
Kia
Corp.
5,739,361
70,500
LG
Electronics,
Inc.
5,679,949
95,274
Samsung
Electronics
Co.,
Ltd.
5,640,996
166,800
Shinhan
Financial
Group
Co.,
Ltd.
5,834,668
54,700
SK
Hynix,
Inc.
9,398,147
33,503,495
Sweden
-
2.0%
119,300
Duni
AB,
Class A
1,143,587
100,203
Loomis
AB
2,609,305
240,300
SKF
AB,
Class B
4,824,591
8,577,483
Switzerland
-
3.7%
2,953
Barry
Callebaut
AG
4,811,834
20,544
Chubb,
Ltd.
5,240,364
49,400
Novartis
AG
5,287,771
10,840
Sandoz
Group
AG
392,602
15,732,571
United
Kingdom
-
6.2%
155,921
Bellway
PLC
4,998,447
292,716
Inchcape
PLC
2,752,965
14,513
Linde
PLC
6,368,450
235,510
Mondi
PLC
4,520,697
45,528
Next
PLC
5,200,391
146,000
Nomad
Foods,
Ltd.
2,406,080
26,247,030
Polaris
Global
Value
Fund
SCHEDULE
OF
INVESTMENTS
JUNE
30,
2024
See
Notes
to
Financial
Statements.
The
following
is
a
summary
of
the
inputs
used
to
value
the
Fund's investments
as
of
June
30,
2024.
The
inputs
or
methodology
used
for
valuing
securities
are
not
necessarily
an
indication
of
the
risks
associated
with
investing
in
those
securities.
For
more
information
on
valuation
inputs,
and
their
aggregation
into
the
levels
used
in
the
table
below,
please
refer
to
the
Security
Valuation
section
in
Note
2
of
the
accompanying
Notes
to
Financial
Statements.
Shares
Security
Description
Value
United
States
-
40.1%
30,451
AbbVie,
Inc.
$
5,222,956
94,500
Allison
Transmission
Holdings,
Inc.
7,172,550
35,000
Arrow
Electronics,
Inc.
(b)
4,226,600
14,200
Cambridge
Bancorp
979,800
36,100
Capital
One
Financial
Corp.
4,998,045
48,176
Crocs,
Inc.
(b)
7,030,806
47,400
Cullen/Frost
Bankers,
Inc.
4,817,262
55,600
CVS
Health
Corp.
3,283,736
62,335
Dime
Community
Bancshares,
Inc.
1,271,634
11,100
Elevance
Health,
Inc.
6,014,646
22,767
General
Dynamics
Corp.
6,605,617
63,000
Gilead
Sciences,
Inc.
4,322,430
45,100
Ingredion,
Inc.
5,172,970
108,963
International
Bancshares
Corp.
6,233,773
28,400
JPMorgan
Chase
&
Co.
5,744,184
105,000
LKQ
Corp.
4,366,950
25,800
M&T
Bank
Corp.
3,905,088
33,282
Marathon
Petroleum
Corp.
5,773,761
17,000
Microsoft
Corp.
7,598,150
44,900
MKS
Instruments,
Inc.
5,863,042
84,576
NextEra
Energy,
Inc.
5,988,827
61,800
Northern
Trust
Corp.
5,189,964
227,722
NOV,
Inc.
4,328,995
46,600
Premier
Financial
Corp.
953,436
351,529
Sally
Beauty
Holdings,
Inc.
(b)
3,771,906
38,100
Science
Applications
International
Corp.
4,478,655
245,800
SLM
Corp.
5,110,182
121,300
The
Carlyle
Group,
Inc.
4,870,195
143,700
The
Interpublic
Group
of
Cos.,
Inc.
4,180,233
81,200
Tyson
Foods,
Inc.,
Class A
4,639,768
23,000
United
Therapeutics
Corp.
(b)
7,326,650
10,868
UnitedHealth
Group,
Inc.
(a)
5,534,638
120,438
Webster
Financial
Corp.
5,249,892
166,700
Williams
Cos.,
Inc.
7,084,750
169,312,091
Total
Common
Stock
(Cost
$312,503,761)
419,594,613
Shares
Security
Description
Exercise
Price
Exp.
Date
Value
Warrants
-
0.0%
10,863
TREVI
-
Finanziaria
Industriale
SpA
(b)
(Cost
$1,001,311)
$
1.30
05/05/25
19,777
Shares
Security
Description
Value
Money
Market
Fund
-
0.6%
2,444,594
Northern
Institutional
Treasury
Portfolio
Premier
Shares,
5.15%
(d)
(Cost
$2,444,594)
$
2,444,594
Investments,
at
value
-
99.9%
(Cost
$315,949,666)
$
422,058,984
Total
Written
Options
-
0.0%
(Premiums
Received
$(140,333))
(142,075)
Other
Assets
&
Liabilities,
Net
-
0.1%
467,007
Net
Assets
-
100.0%
$
422,383,916
PJSC
Public
Joint
Stock
Company
PLC
Public
Limited
Company
(a)
Subject
to
call
option
written
by
the
Fund.
(b)
Non-income
producing
security.
(c)
Security
fair
valued
in
accordance
with
procedures
adopted
by
the
Board
of
Trustees.
At
the
period
end,
the
value
of
these
securities
amounted
to
$367
or
0.0%
of
net
assets.
(d)
Dividend
yield
changes
daily
to
reflect
current
market
conditions.
Rate
was
the
quoted
yield
as
of
June
30,
2024.
Contracts
Security
Description
Strike
Price
Exp.
Date
Notional
Contract
Value
Value
Written
Options
-
0.0%
Call
Options
Written
-
0.0%
(100)
Tecnoglass,
Inc.
$
65.00
07/24
$
501,800
$
(1,000)
(45)
UnitedHealth
Group,
Inc.
$
520.00
08/24
2,291,670
(60,075)
(45)
UnitedHealth
Group,
Inc.
$
520.00
09/24
2,291,670
(81,000)
Total
Call
Options
Written
(Premiums
Received
$(140,333))
(142,075)
Total
Written
Options
-
0.0%
(Premiums
Received
$(140,333))
$
(142,075)
Polaris
Global
Value
Fund
SCHEDULE
OF
INVESTMENTS
JUNE
30,
2024
See
Notes
to
Financial
Statements.
The
following
is
a
reconciliation
of
Level
3
investments
for
which
significant
unobservable
inputs
were
used
to
determine
fair
value.
Level
1
Level
2
Level
3
Total
Assets
Investments
at
Value
Common
Stock
Canada
$
27,800,063
$
–
$
–
$
27,800,063
Chile
3,067,337
–
–
3,067,337
Colombia
687,466
–
–
687,466
France
27,954,243
–
–
27,954,243
Germany
24,327,331
–
–
24,327,331
Ireland
12,095,413
–
–
12,095,413
Italy
6,226,090
–
–
6,226,090
Japan
32,856,378
–
–
32,856,378
Netherlands
5,235,821
–
–
5,235,821
Norway
14,616,989
–
–
14,616,989
Puerto
Rico
6,154,728
–
–
6,154,728
Russia
–
–
367
367
Singapore
5,199,717
–
–
5,199,717
South
Korea
33,503,495
–
–
33,503,495
Sweden
8,577,483
–
–
8,577,483
Switzerland
15,732,571
–
–
15,732,571
United
Kingdom
26,247,030
–
–
26,247,030
United
States
169,312,091
–
–
169,312,091
Warrants
19,777
–
–
19,777
Money
Market
Fund
2,444,594
–
–
2,444,594
Investments
at
Value
$
422,058,617
$
–
$
367
$
422,058,984
Total
Assets
$
422,058,617
$
–
$
367
$
422,058,984
Liabilities
Other
Financial
Instruments*
Written
Options
(142,075)
–
–
(142,075)
Total
Liabilities
$
(142,075)
$
–
$
–
$
(142,075)
Common
Stock
Balance
as
of
12/31/23
$
353
Change
in
Unrealized
Appreciation/(Depreciation)
14
Balance
as
of
6/30/24
$
367
Net
change
in
unrealized
depreciation
from
investments
held
as
of
6/30/24
$
14
PORTFOLIO
HOLDINGS
%
of
Total
Investments
Communication
Services
5.3%
Consumer
Discretionary
14.5%
Consumer
Staples
5.8%
Energy
6.4%
Financials
23.9%
Health
Care
10.8%
Industrials
12.4%
Information
Technology
8.7%
Materials
9.1%
Real
Estate
1.1%
Utilities
1.4%
Warrants
0.0%
Money
Market
Fund
0.6%
Written
Options
0.0%
100.0%
Polaris
Global
Value
Fund
STATEMENT
OF
ASSETS
AND
LIABILITIES
JUNE
30,
2024
See
Notes
to
Financial
Statements.
*
Shares
redeemed
or
exchanged
within
180
days
of
purchase
are
charged
a
1.00%
redemption
fee.
ASSETS
Investments,
at
value
(Cost
$315,949,666)
$
422,058,984
Foreign
currency
(Cost
$389)
389
Receivables:
Fund
shares
sold
100
Dividends
897,871
Prepaid
expenses
30,771
Total
Assets
422,988,115
LIABILITIES
Call
options
written,
at
value
(Premiums
received
$140,333)
142,075
Payables:
Fund
shares
redeemed
97,758
Accrued
Liabilities:
Investment
adviser
fees
273,479
Fund
services
fees
40,390
Other
expenses
50,497
Total
Liabilities
604,199
NET
ASSETS
$
422,383,916
COMPONENTS
OF
NET
ASSETS
Paid-in
capital
$
301,214,698
Distributable
Earnings
121,169,218
NET
ASSETS
$
422,383,916
SHARES
OF
BENEFICIAL
INTEREST
AT
NO
PAR
VALUE
(UNLIMITED
SHARES
AUTHORIZED)
13,013,780
NET
ASSET
VALUE,
OFFERING
AND
REDEMPTION
PRICE
PER
SHARE*
$
32.46
Polaris
Global
Value
Fund
STATEMENT
OF
OPERATIONS
SIX
MONTHS
ENDED
JUNE
30,
2024
See
Notes
to
Financial
Statements.
INVESTMENT
INCOME
Dividend
income
(Net
of
foreign
withholding
taxes
of
$654,323)
$
7,062,785
Total
Investment
Income
7,062,785
EXPENSES
Investment
adviser
fees
2,092,673
Fund
services
fees
258,816
Custodian
fees
30,575
Registration
fees
12,865
Professional
fees
38,905
Trustees'
fees
and
expenses
10,144
Other
expenses
103,482
Total
Expenses
2,547,460
Fees
waived
(475,720)
Net
Expenses
2,071,740
NET
INVESTMENT
INCOME
4,991,045
NET
REALIZED
AND
UNREALIZED
GAIN
(LOSS)
Net
realized
gain
(loss)
on:
Investments
11,619,771
Foreign
currency
transactions
(32,219)
Written
options
208,367
Net
realized
gain
11,795,919
Net
change
in
unrealized
appreciation
(depreciation)
on:
Investments
3,163,109
Foreign
currency
translations
(25,357)
Written
options
(1,742)
Net
change
in
unrealized
appreciation
(depreciation)
3,136,010
NET
REALIZED
AND
UNREALIZED
GAIN
14,931,929
INCREASE
IN
NET
ASSETS
RESULTING
FROM
OPERATIONS
$
19,922,974
Polaris
Global
Value
Fund
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
See
Notes
to
Financial
Statements.
For
the
Six
Months
Ended
June
30,
2024
For
the
Year
Ended
December
31,
2023
OPERATIONS
Net
investment
income
$
4,991,045
$
6,797,237
Net
realized
gain
11,795,919
8,747,877
Net
change
in
unrealized
appreciation
(depreciation)
3,136,010
39,074,455
Increase
in
Net
Assets
Resulting
from
Operations
19,922,974
54,619,569
DISTRIBUTIONS
TO
SHAREHOLDERS
Total
Distributions
Paid
–
(6,875,779)
CAPITAL
SHARE
TRANSACTIONS
Sale
of
shares
1,157,884
8,920,743
Reinvestment
of
distributions
–
6,534,905
Redemption
of
shares
(14,370,437)
(39,617,690)
Redemption
fees
16,905
4,775
Decrease
in
Net
Assets
from
Capital
Share
Transactions
(13,195,648)
(24,157,267)
Increase
in
Net
Assets
6,727,326
23,586,523
NET
ASSETS
Beginning
of
Period
415,656,590
392,070,067
End
of
Period
$
422,383,916
$
415,656,590
SHARE
TRANSACTIONS
Sale
of
shares
36,660
314,141
Reinvestment
of
distributions
–
211,144
Redemption
of
shares
(454,317)
(1,392,511)
Decrease
in
Shares
(417,657)
(867,226)
Polaris
Global
Value
Fund
FINANCIAL
HIGHLIGHTS
See
Notes
to
Financial
Statements.
These
financial
highlights
reflect
selected
data
for
a
share
outstanding
throughout
each
period
.
For
the
Six
Months
Ended
June
30,
2024
For
the
Years
Ended
December
31,
2023
2022
2021
2020
2019
NET
ASSET
VALUE,
Beginning
of
Period
$
30.95
$
27.42
$
32.26
$
29.12
$
27.72
$
23.41
INVESTMENT
OPERATIONS
Net
investment
income
(a)
0.38
0.49
0.50
0.48
0.32
0.62
Net
realized
and
unrealized
gain
(loss)
1.13
3.56
(4.37)
3.97
1.53
4.72
Total
from
Investment
Operations
1.51
4.05
(3.87)
4.45
1.85
5.34
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM
Net
investment
income
–
(0.52)
(0.43)
(0.50)
(0.34)
(0.68)
Net
realized
gain
–
–
(0.54)
(0.81)
(0.11)
(0.35)
Total
Distributions
to
Shareholders
–
(0.52)
(0.97)
(1.31)
(0.45)
(1.03)
REDEMPTION
FEES(a)
0.00(b)
0.00(b)
0.00(b)
0.00(b)
0.00(b)
0.00(b)
NET
ASSET
VALUE,
End
of
Period
$
32.46
$
30.95
$
27.42
$
32.26
$
29.12
$
27.72
TOTAL
RETURN
4.88%(c)
14.77%
(12.01)%
15.36%
6.68%
22.79%
RATIOS/SUPPLEMENTARY
DATA
Net
Assets
at
End
of
Period
(000s
omitted)
$
422,384
$
415,657
$
392,070
$
492,795
$
450,739
$
468,882
Ratios
to
Average
Net
Assets:
Net
investment
income
2.38%(d)
1.72%
1.74%
1.47%
1.34%
2.35%
Net
expenses
0.99%(d)
0.99%
0.99%
0.99%
0.99%
0.99%
Gross
expenses
(e)
1.21%(d)
1.22%
1.23%
1.21%
1.24%
1.23%
PORTFOLIO
TURNOVER
RATE
8%(c)
14%
19%
19%
57%
10%
(a)
Calculated
based
on
average
shares
outstanding
during
each
period.
(b)
Less
than
$0.01
per
share.
(c)
Not
annualized.
(d)
Annualized.
(e)
Reflects
the
expense
ratio
excluding
any
waivers
and/or
reimbursements.
Polaris
Global
Value
Fund
NOTES
TO
FINANCIAL
STATEMENTS
JUNE
30,
2024
Note
1.
Organization
The
Polaris
Global
Value
Fund
(the
“Fund”)
is
a
diversified
portfolio
of
Forum
Funds
(the
“Trust”).
The
Trust
is
a
Delaware
statutory
trust
that
is
registered
as
an
open-end,
management
investment
company
under
the
Investment
Company
Act
of
1940,
as
amended
(the
“Act”).
Under
its
Trust
Instrument,
the
Trust
is
authorized
to
issue
an
unlimited
number
of
the
Fund’s
shares
of
beneficial
interest
without
par
value.
The
Fund
commenced
operations
June
1,
1998
after
it
acquired
the
net
assets
of
Global
Value
Limited
Partnership
(the
“Partnership”),
in
exchange
for
Fund
shares.
The
Partnership
commenced
operations
on
July
31,
1989.
The
Fund
seeks
capital
appreciation.
Note
2.
Summary
of
Significant
Accounting
Policies
The
Fund
is
an
investment
company
and
follows
accounting
and
reporting
guidance
under
Financial
Accounting
Standards
Board
Accounting
Standards
Codification
Topic
946,
“Financial
Services
–
Investment
Companies.”
These
financial
statements
are
prepared
in
accordance
with
accounting
principles
generally
accepted
in
the
United
States
of
America
(“GAAP”),
which
require
management
to
make
estimates
and
assumptions
that
affect
the
reported
amounts
of
assets
and
liabilities,
the
disclosure
of
contingent
liabilities
at
the
date
of
the
financial
statements,
and
the
reported
amounts
of
increases
and
decreases
in
net
assets
from
operations
during
the
fiscal
period.
Actual
amounts
could
differ
from
those
estimates.
The
following
summarizes
the
significant
accounting
policies
of
the
Fund:
Security
Valuation
–
Securities
are
valued
at
market
prices
using
the
last
quoted
trade
or
official
closing
price
from
the
principal
exchange
where
the
security
is
traded,
as
provided
by
independent
pricing
services
on
each
Fund
business
day.
In
the
absence
of
a
last
trade,
securities
are
valued
at
the
mean
of
the
last
bid
and
ask
price
provided
by
the
pricing
service.
Forward
currency
contracts
are
generally
valued
based
on
interpolation
of
forward
curve
data
points
obtained
from
major
banking
institutions
that
deal
in
foreign
currencies
and
currency
dealers.
Shares
of
non-exchange
traded
open-end
mutual
funds
are
valued
at
net
asset
value
per
share
(“NAV”).
Short-term
investments
that
mature
in
sixty
days
or
less
may
be
valued
at
amortized
cost.
Pursuant
to
Rule
2a-5
under
the
Investment
Company
Act,
the
Trust’s
Board
of
Trustees
(the
“Board”)
has
designated
the
Adviser,
as
defined
in
Note
3,
as
the
Fund’s
valuation
designee
to
perform
any
fair
value
determinations
for
securities
and
other
assets
held
by
the
Fund.
The
Adviser
is
subject
to
the
oversight
of
the
Board
and
certain
reporting
and
other
requirements
intended
to
provide
the
Board
the
information
needed
to
oversee
the
Adviser’s
fair
value
determinations.
The
Adviser
is
responsible
for
determining
the
fair
value
of
investments
for
which
market
quotations
are
not
readily
available
in
accordance
with
policies
and
procedures
that
have
been
approved
by
the
Board.
Under
these
procedures,
the
Adviser
convenes
on
a
regular
and
ad
hoc
basis
to
review
such
investments
and
considers
a
number
of
factors,
including
valuation
methodologies
and
significant
unobservable
inputs,
when
arriving
at
fair
value.
The
Board
has
approved
the
Adviser’s
fair
valuation
procedures
as
a
part
of
the
Fund’s
compliance
program
and
will
review
any
changes
made
to
the
procedures.
The
Adviser
provides
fair
valuation
inputs.
In
determining
fair
valuations,
inputs
may
include
market-based
analytics
that
may
consider
related
or
comparable
assets
or
liabilities,
recent
transactions,
market
multiples,
book
values
and
other
relevant
investment
information.
Adviser
inputs
may
include
an
income-based
approach
in
which
the
anticipated
future
cash
flows
of
the
investment
are
discounted
in
determining
fair
value.
Discounts
may
also
be
applied
based
on
the
nature
or
duration
Polaris
Global
Value
Fund
NOTES
TO
FINANCIAL
STATEMENTS
JUNE
30,
2024
of
any
restrictions
on
the
disposition
of
the
investments.
The
Adviser
performs
regular
reviews
of
valuation
methodologies,
key
inputs
and
assumptions,
disposition
analysis
and
market
activity.
Fair
valuation
is
based
on
subjective
factors
and,
as
a
result,
the
fair
value
price
of
an
investment
may
differ
from
the
security’s
market
price
and
may
not
be
the
price
at
which
the
asset
may
be
sold.
Fair
valuation
could
result
in
a
different
NAV
than
a
NAV
determined
by
using
market
quotes.
GAAP
has
a
three-tier
fair
value
hierarchy.
The
basis
of
the
tiers
is
dependent
upon
the
various
“inputs”
used
to
determine
the
value
of
the
Fund’s
investments.
These
inputs
are
summarized
in
the
three
broad
levels
listed
below:
Level
1
-
Quoted
prices
in
active
markets
for
identical
assets
and
liabilities.
Level
2
-
Prices
determined
using
significant
other
observable
inputs
(including
quoted
prices
for
similar
securities,
interest
rates,
prepayment
speeds,
credit
risk,
etc.).
Short-term
securities
with
maturities
of
sixty
days
or
less
are
valued
at
amortized
cost,
which
approximates
market
value,
and
are
categorized
as
Level
2
in
the
hierarchy.
Municipal
securities,
long-term
U.S.
government
obligations
and
corporate
debt
securities
are
valued
in
accordance
with
the
evaluated
price
supplied
by
a
pricing
service
and
generally
categorized
as
Level
2
in
the
hierarchy.
Other
securities
that
are
categorized
as
Level
2
in
the
hierarchy
include,
but
are
not
limited
to,
warrants
that
do
not
trade
on
an
exchange,
securities
valued
at
the
mean
between
the
last
reported
bid
and
ask
quotation
and
international
equity
securities
valued
by
an
independent
third
party
with
adjustments
for
changes
in
value
between
the
time
of
the
securities’
respective
local
market
closes
and
the
close
of
the
U.S.
market.
Level
3
-
Significant
unobservable
inputs
(including
the
Fund’s
own
assumptions
in
determining
the
fair
value
of
investments).
The
aggregate
value
by
input
level,
as
of
June
30,
2024,
for
the
Fund’s
investments
is
included
at
the
end
of
the
Fund’s
Schedule
of
Investments.
Security
Transactions,
Investment
Income
and
Realized
Gain
and
Loss
–
Investment
transactions
are
accounted
for
on
the
trade
date.
Dividend
income
is
recorded
on
the
ex-dividend
date.
Non-cash
dividend
income
is
recorded
at
the
fair
market
value
of
the
securities
received.
Foreign
dividend
income
is
recorded
on
the
ex-dividend
date
or
as
soon
as
possible
after
determining
the
existence
of
a
dividend
declaration
after
exercising
reasonable
due
diligence.
Income
and
capital
gains
on
some
foreign
securities
may
be
subject
to
foreign
withholding
taxes,
which
are
accrued
as
applicable.
Interest
income
is
recorded
on
an
accrual
basis.
Premium
is
amortized
to
the
next
call
date
above
par,
and
discount
is
accreted
to
maturity
using
the
effective
interest
method.
Identified
cost
of
investments
sold
is
used
to
determine
the
gain
and
loss
for
both
financial
statement
and
federal
income
tax
purposes.
Written
Options
–
When
a
fund
writes
an
option,
an
amount
equal
to
the
premium
received
by
the
fund
is
recorded
as
a
liability
and
is
subsequently
adjusted
to
the
current
value
of
the
option
written.
Premiums
received
from
writing
options
that
expire
unexercised
are
treated
by
the
fund
on
the
expiration
date
as
realized
gain
from
written
options.
The
difference
between
the
premium
and
the
amount
paid
on
effecting
a
closing
purchase
transaction,
including
brokerage
commissions,
is
also
treated
as
a
realized
gain,
or
if
the
premium
is
less
than
the
amount
paid
for
the
closing
purchase
transaction,
as
a
realized
loss.
If
a
call
option
is
exercised,
the
premium
is
added
to
the
proceeds
from
the
sale
of
the
underlying
security
in
Polaris
Global
Value
Fund
NOTES
TO
FINANCIAL
STATEMENTS
JUNE
30,
2024
determining
whether
the
fund
has
realized
a
gain
or
loss.
If
a
put
option
is
exercised,
the
premium
reduces
the
cost
basis
of
the
securities
purchased
by
the
fund.
The
fund,
as
writer
of
an
option,
bears
the
market
risk
of
an
unfavorable
change
in
the
price
of
the
security
underlying
the
written
option.
Written
options
are
non-income
producing
securities.
The
values
of
each
individual
written
option
outstanding
as
of
June
30,
2024,
if
any,
are
disclosed
in
the
Fund’s
Schedule
of
Investments.
Purchased
Options
–
When
a
fund
purchases
an
option,
an
amount
equal
to
the
premium
paid
by
the
fund
is
recorded
as
an
investment
and
is
subsequently
adjusted
to
the
current
value
of
the
option
purchased.
If
an
option
expires
on
the
stipulated
expiration
date
or
if
the
fund
enters
into
a
closing
sale
transaction,
a
gain
or
loss
is
realized.
If
a
call
option
is
exercised,
the
cost
of
the
security
acquired
is
increased
by
the
premium
paid
for
the
call.
If
a
put
option
is
exercised,
a
gain
or
loss
is
realized
from
the
sale
of
the
underlying
security,
and
the
proceeds
from
such
sale
are
decreased
by
the
premium
originally
paid.
Purchased
options
are
non-income
producing
securities.
The
values
of
each
individual
purchased
option
outstanding
as
of
June
30,
2024,
if
any,
are
disclosed
in
the
Fund’s
Schedule
of
Investments.
Foreign
Currency
Translations
–
Foreign
currency
amounts
are
translated
into
U.S.
dollars
as
follows:
(1)
assets
and
liabilities
at
the
rate
of
exchange
at
the
end
of
the
respective
period;
and
(2)
purchases
and
sales
of
securities
and
income
and
expenses
at
the
rate
of
exchange
prevailing
on
the
dates
of
such
transactions.
The
portion
of
the
results
of
operations
arising
from
changes
in
the
exchange
rates
and
the
portion
due
to
fluctuations
arising
from
changes
in
the
market
prices
of
securities
are
not
isolated.
Such
fluctuations
are
included
with
the
net
realized
and
unrealized
gain
or
loss
on
investments.
Foreign
Currency
Transactions
–
The
Fund
may
enter
into
transactions
to
purchase
or
sell
foreign
currency
contracts
and
options
on
foreign
currency.
Forward
currency
contracts
are
agreements
to
exchange
one
currency
for
another
at
a
future
date
and
at
a
specified
price.
A
fund
may
use
forward
currency
contracts
to
facilitate
transactions
in
foreign
securities,
to
manage
a
fund’s
foreign
currency
exposure
and
to
protect
the
U.S.
dollar
value
of
its
underlying
portfolio
securities
against
the
effect
of
possible
adverse
movements
in
foreign
exchange
rates.
These
contracts
are
intrinsically
valued
daily
based
on
forward
rates,
and
a
fund’s
net
equity
therein,
representing
unrealized
gain
or
loss
on
the
contracts
as
measured
by
the
difference
between
the
forward
foreign
exchange
rates
at
the
dates
of
entry
into
the
contracts
and
the
forward
rates
at
the
reporting
date,
is
recorded
as
a
component
of
NAV.
These
instruments
involve
market
risk,
credit
risk,
or
both
kinds
of
risks,
in
excess
of
the
amount
recognized
in
the
Statement
of
Assets
and
Liabilities.
Risks
arise
from
the
possible
inability
of
counterparties
to
meet
the
terms
of
their
contracts
and
from
movement
in
currency
and
securities
values
and
interest
rates.
Due
to
the
risks
associated
with
these
transactions,
a
fund
could
incur
losses
up
to
the
entire
contract
amount,
which
may
exceed
the
net
unrealized
value
included
in
its
NAV.
Distributions
to
Shareholders
–
The
Fund
declares
any
dividends
from
net
investment
income
and
pays
them
annually.
Any
net
capital
gains
and
foreign
currency
gains
realized
by
the
Fund
are
distributed
at
least
annually.
Distributions
to
shareholders
are
recorded
on
the
ex-dividend
date.
Distributions
are
based
on
amounts
calculated
in
accordance
with
applicable
federal
income
tax
regulations,
which
may
differ
from
GAAP.
These
differences
are
due
primarily
to
differing
Polaris
Global
Value
Fund
NOTES
TO
FINANCIAL
STATEMENTS
JUNE
30,
2024
treatments
of
income
and
gain
on
various
investment
securities
held
by
the
Fund,
timing
differences
and
differing
characterizations
of
distributions
made
by
the
Fund.
Federal
Taxes
–
The
Fund
intends
to
continue
to
qualify
each
year
as
a
regulated
investment
company
under
Subchapter
M
of
Chapter
1,
Subtitle
A,
of
the
Internal
Revenue
Code
of
1986,
as
amended
(“Code”),
and
to
distribute
all
of
its
taxable
income
to
shareholders.
In
addition,
by
distributing
in
each
calendar
year
substantially
all
of
its
net
investment
income
and
capital
gains,
if
any,
the
Fund
will
not
be
subject
to
a
federal
excise
tax.
Therefore,
no
federal
income
or
excise
tax
provision
is
required.
The
Fund
recognizes
interest
and
penalties,
if
any,
related
to
unrecognized
tax
benefits
as
income
tax
expense
in
the
Statement
of
Operations.
During
the
period,
the
Fund
did
not
incur
any
interest
or
penalties.
The
Fund
files
a
U.S.
federal
income
and
excise
tax
return
as
required.
The
Fund’s
federal
income
tax
returns
are
subject
to
examination
by
the
Internal
Revenue
Service
for
a
period
of
three
fiscal
years
after
they
are
filed.
As
of
June
30,
2024,
there
are
no
uncertain
tax
positions
that
would
require
financial
statement
recognition,
de-recognition
or
disclosure.
Income
and
Expense
Allocation
–
The
Trust
accounts
separately
for
the
assets,
liabilities
and
operations
of
each
of
its
investment
portfolios.
Expenses
that
are
directly
attributable
to
more
than
one
investment
portfolio
are
allocated
among
the
respective
investment
portfolios
in
an
equitable
manner.
Redemption
Fees
–
A
shareholder
who
redeems
or
exchanges
shares
within
180
days
of
purchase
will
incur
a
redemption
fee
of
1.00%
of
the
current
NAV
of
shares
redeemed
or
exchanged,
subject
to
certain
limitations.
The
fee
is
charged
for
the
benefit
of
the
remaining
shareholders
and
will
be
paid
to
the
Fund
to
help
offset
transaction
costs.
The
fee
is
accounted
for
as
an
addition
to
paid-in
capital.
The
Fund
reserves
the
right
to
modify
the
terms
of
or
terminate
the
fee
at
any
time.
There
are
limited
exceptions
to
the
imposition
of
the
redemption
fee.
Redemption
fees
incurred
for
the
Fund,
if
any,
are
reflected
on
the
Statements
of
Changes
in
Net
Assets.
Commitments
and
Contingencies
–
In
the
normal
course
of
business,
the
Fund
enters
into
contracts
that
provide
general
indemnifications
by
the
Fund
to
the
counterparty
to
the
contract.
The
Fund’s
maximum
exposure
under
these
arrangements
is
dependent
on
future
claims
that
may
be
made
against
the
Fund
and,
therefore,
cannot
be
estimated;
however,
based
on
experience,
the
risk
of
loss
from
such
claims
is
considered
remote.
The
Fund
has
determined
that
none
of
these
arrangements
requires
disclosure
on
the
Fund’s
statement
of
assets
and
liabilities.
Note
3.
Fees
and
Expenses
Investment
Adviser
–
Polaris
Capital
Management,
LLC
(the
“Adviser”)
is
the
investment
adviser
to
the
Fund.
Pursuant
to
an
investment
advisory
agreement,
the
Adviser
receives
an
advisory
fee,
payable
monthly,
from
the
Fund
at
an
annual
rate
of
1.00%
of
the
Fund’s
average
daily
net
assets.
Distribution
–
Foreside
Fund
Services,
LLC,
a
wholly
owned
subsidiary
of
Foreside
Financial
Group,
LLC
(d/b/a
ACA
Group)
(the
“Distributor”),
acts
as
the
agent
of
the
Trust
in
connection
with
the
continuous
offering
of
shares
of
the
Fund.
The
Fund
does
not
have
a
distribution
(12b-1)
plan;
accordingly,
the
Distributor
does
not
receive
compensation
from
the
Fund
for
its
distribution
services.
The
Adviser
compensates
the
Distributor
directly
for
its
services.
The
Distributor
is
not
Polaris
Global
Value
Fund
NOTES
TO
FINANCIAL
STATEMENTS
JUNE
30,
2024
affiliated
with
the
Adviser
or
Atlantic
Fund
Administration,
LLC,
a
wholly
owned
subsidiary
of
Apex
US
Holdings
LLC
(d/b/a
Apex
Fund
Services)
(“Apex”)
or
their
affiliates.
Other
Service
Providers
–
Apex
provides
fund
accounting,
fund
administration,
compliance
and
transfer
agency
services
to
the
Fund.
The
fees
related
to
these
services
are
included
in
Fund
services
fees
within
the
Statement
of
Operations.
Apex
also
provides
certain
shareholder
report
production
and
EDGAR
conversion
and
filing
services.
Pursuant
to
an
Apex
Services
Agreement,
the
Fund
pays
Apex
customary
fees
for
its
services.
Apex
provides
a
Principal
Executive
Officer,
a
Principal
Financial
Officer,
a
Chief
Compliance
Officer
and
an
Anti-Money
Laundering
Officer
to
the
Fund,
as
well
as
certain
additional
compliance
support
functions.
Trustees
and
Officers
–
Each
Independent
Trustee’s
annual
retainer
is
$45,000
($55,000
for
the
Chairman).
The
Audit
Committee
Chairman
receives
an
additional
$2,000
annually.
The
Trustees
and
the
Chairman
may
receive
additional
fees
for
special
Board
meetings.
Each
Trustee
is
also
reimbursed
for
all
reasonable
out-of-pocket
expenses
incurred
in
connection
with
his
or
her
duties
as
a
Trustee,
including
travel
and
related
expenses
incurred
in
attending
Board
meetings.
The
amount
of
Trustees’
fees
attributable
to
the
Fund
is
disclosed
in
the
Statement
of
Operations.
Certain
officers
of
the
Trust
are
also
officers
or
employees
of
the
above
named
service
providers,
and
during
their
terms
of
office
received
no
compensation
from
the
Fund.
Note
4.
Fees
Waived
The
Adviser
has
contractually
agreed
to
waive
its
fee
and/or
reimburse
Fund
expenses
to
limit
Total
Annual
Fund
Operating
Expenses
After
Fee
Waiver
and/or
Expense
Reimbursement
(excluding
all
taxes,
interest,
portfolio
transaction
expenses,
dividend
and
interest
expense
on
short
sales,
acquired
fund
fees
and
expenses,
proxy
expenses
and
extraordinary
expenses)
to
0.99%,
through
at
least
April
30,
2025
(“Expense
Cap”).
The
Expense
Cap
may
only
be
raised
or
eliminated
with
the
consent
of
the
Board
of
Trustees.
Other
Fund
service
providers
have
agreed
to
waive
a
portion
of
their
fees
and
such
waivers
may
be
changed
or
eliminated
with
the
approval
of
the
Board
of
Trustees
of
the
Trust.
For
the
period
ended
June
30,
2024,
fees
waived
were
as
follows:
The
Adviser
may
be
reimbursed
by
the
Fund
for
fees
waived
and
expenses
reimbursed
by
the
Adviser
pursuant
to
the
Expense
Cap
if
such
payment
is
made
within
three
years
of
the
fee
waiver
or
expense
reimbursement,
and
does
not
cause
the
Total
Annual
Fund
Operating
Expenses
After
Fee
Waiver
and/or
Expense
Reimbursement
to
exceed
the
lesser
of
(i)
the
then-current
expense
cap,
or
(ii)
the
expense
cap
in
place
at
the
time
the
fees/expenses
were
waived/reimbursed.
As
of
June
30,
2024,
$2,781,168
is
subject
to
recapture
by
the
Adviser.
Other
waivers
are
not
eligible
for
recoupment.
Note
5.
Security
Transactions
The
cost
of
purchases
and
proceeds
from
sales
of
investment
securities
(including
maturities),
other
than
short-term
investments
during
the
period
ended
June
30,
2024,
were
$33,190,262
and
$41,559,655,
respectively.
Investment
Adviser
Fees
Waived
Other
Waivers
Total
Fees
Waived
$
449,150
$
26,570
$
475,720
Polaris
Global
Value
Fund
NOTES
TO
FINANCIAL
STATEMENTS
JUNE
30,
2024
Note
6.
Summary
of
Derivative
Activity
The
volume
of
open
derivative
positions
may
vary
on
a
daily
basis
as
the
Fund
transacts
derivative
contracts
in
order
to
achieve
the
exposure
desired
by
the
Adviser.
Premiums
received
on
purchased
and
written
options
for
the
period
ended
June
30,
2024,
for
any
derivative
type
that
was
held
during
the
period
is
as
follows:
The
Fund’s
use
of
derivatives
during
the
period
ended
June
30,
2024,
was
limited
to
written
options.
Following
is
a
summary
of
the
effects
of
derivatives
on
the
Statement
of
Asset
and
Liabilities
as
of
June
30,
2024:
Realized
and
unrealized
gains
and
losses
on
derivative
contracts
during
the
period
ended
June
30,
2024,
by
the
Fund
are
recorded
in
the
following
locations
on
the
Statement
of
Operations:
Asset
(Liability)
amounts
shown
in
the
table
below
represent
amounts
for
derivative
related
investments
at
June
30,
2024.
These
amounts
may
be
collateralized
by
cash
and
financial
instruments.
Written
Options
$
(348,700)
Location:
Equity
Risk
Liability
derivatives:
Call
options
written
$
(142,075)
Location:
Equity
Contracts
Net
realized
gain
(loss)
on:
Written
options
$
208,367
Total
net
realized
gain
(loss)
$
208,367
Net
change
in
unrealized
appreciation
(depreciation)
on:
Written
options
$
(1,742)
Total
net
change
in
unrealized
appreciation
(depreciation)
$
(1,742)
Gross
Asset
(Liability)
as
Presented
in
the
Statement
of
Assets
and
Liabilities
Financial
Instruments
(Received)
Pledged*
Cash
Collateral
(Received)
Pledged*
Net
Amount
Polaris
Global
Value
Fund
Liabilities:
Over-the-counter
derivatives**
$
(142,075)
$
142,075
$
–
$
–
*
The
actual
financial
instruments
and
cash
collateral
(received)
pledged
may
be
in
excess
of
the
amounts
shown
in
the
table.
The
table
only
reflects
collateral
amounts
up
to
the
amount
of
the
financial
instrument
disclosed
on
the
Statement
of
Assets
and
Liabilities
**
Over-the-counter
derivatives
may
consist
of
written
options
contracts.
The
amounts
disclosed
above
represent
the
exposure
to
one
or
more
counterparties.
For
further
detail
on
individual
derivative
contracts
and
the
corresponding
unrealized
appreciation
(depreciation),
see
the
Schedule
of
Call
and
Put
Options
Written.
Polaris
Global
Value
Fund
NOTES
TO
FINANCIAL
STATEMENTS
JUNE
30,
2024
Note
7.
Federal
Income
Tax
As
of
June
30,
2024,
the
cost
of
investments
for
federal
income
tax
purposes
is
substantially
the
same
as
for
financial
statement
purposes and
the
components
of
net
unrealized appreciation were
as
follows:
As
of
December
31,
2023,
distributable
earnings
on
a
tax
basis
were
as
follows:
The
difference
between
components
of
distributable
earnings
on
a
tax
basis
and
the
amounts
reflected
in
the
Statement
of
Assets
and
Liabilities
are
primarily
due
to
passive
foreign
investment
company
transactions,
wash
sales,
and
return
of
capital
on
equity
securities.
During
the
year
ended
December
31,
2023,
the
Fund
utilized
$8,642,753
of
capital
loss
carryforwards
to
offset
capital
gains.
As
of
December
31,
2023,
the
Fund
had
$1,726,731
of
available
short-term
capital
loss
carryforwards
that
have
no
expiration
date.
Note
8.
Subsequent
Events
Subsequent
events
occurring
after
the
date
of
this
report
through
the
date
these
financial
statements
were
issued
have
been
evaluated
for
potential
impact,
and
the
Fund
has
had
no
such
events.
Gross
Unrealized
Appreciation
$
134,025,268
Gross
Unrealized
Depreciation
(27,917,692)
Net
Unrealized
Appreciation
$
106,107,576
Undistributed
Ordinary
Income
$
387,472
Capital
Loss
Carryforward
(1,726,731)
Other
Accumulated
Losses
(14,411)
Net
Unrealized
Appreciation
102,599,914
Total
$
101,246,244
Polaris
Global
Value
Fund
OTHER
INFORMATION
JUNE
30,
2024
Changes
in
and
Disagreements
with
Accountants
(Item
8
of
Form
N-CSR)
N/A
Proxy
Disclosure
(Item
9
of
Form
N-CSR)
N/A
Remuneration
Paid
to
Directors,
Officers,
and
Others
(Item
10
of
Form
N-CSR)
Please
see
financial
statements
in
Item
7.
Statement
Regarding
the
Basis
for
the
Board’s
Approval
of
Investment
Advisory
Contract
(Item
11
of
Form
N-CSR)
At
the
March
14,
2024
Board
meeting,
the
Board,
including
the
Independent
Trustees,
considered
the
approval
of
the
continuance
of
the
investment
advisory
agreement
between
the
Adviser
and
the
Trust
pertaining
to
the
Fund
(the
“Advisory
Agreement”).
In
preparation
for
its
deliberations,
the
Board
requested
and
reviewed
written
responses
from
the
Adviser
to
a
due
diligence
questionnaire
circulated
on
the
Board’s
behalf
concerning
the
services
provided
by
the
Adviser.
The
Board
also
discussed
the
materials
with
Fund
counsel
and,
as
necessary,
with
the
Trust’s
administrator.
During
its
deliberations,
the
Board
received
an
oral
presentation
from
the
Adviser,
and
was
advised
by
independent
Trustee
counsel.
At
the
meeting,
the
Board
reviewed,
among
other
matters:
(1)
the
nature,
extent
and
quality
of
the
services
provided
to
the
Fund
by
the
Adviser,
including
information
on
the
investment
performance
of
the
Fund
and
Adviser;
(2)
the
costs
of
the
services
provided
and
profitability
to
the
Adviser
of
its
relationship
with
the
Fund;
(3)
the
advisory
fee
and
total
expense
ratio
of
the
Fund
compared
to
a
relevant
peer
group
of
funds;
(4)
the
extent
to
which
economies
of
scale
may
be
realized
as
the
Fund
grows
and
whether
the
advisory
fee
enables
the
Fund’s
investors
to
share
in
the
benefits
of
economies
of
scale;
and
(5)
other
benefits
received
by
the
Adviser
from
its
relationship
with
the
Fund.
In
addition,
the
Board
recognized
that
the
evaluation
process
with
respect
to
the
Adviser
was
an
ongoing
one
and,
in
this
regard,
the
Board
considered
information
provided
by
the
Adviser
at
regularly
scheduled
meetings
during
the
past
year.
Nature,
Extent
and
Quality
of
Services
Based
on
written
materials
received,
a
presentation
from
senior
representatives
of
the
Adviser,
and
a
discussion
with
the
Adviser
about
the
Adviser’s
personnel,
operations
and
financial
condition,
the
Board
considered
the
quality
of
services
provided
by
the
Adviser
under
the
Advisory
Agreement.
In
this
regard,
the
Board
considered
information
regarding
the
experience,
qualifications
and
professional
background
of
the
portfolio
managers
at
the
Adviser
with
principal
responsibility
for
the
Fund’s
investments
as
well
as
the
investment
philosophy
and
decision-making
process
of
the
Adviser
and
the
capability
and
integrity
of
the
Adviser’s
senior
management
and
staff.
Polaris
Global
Value
Fund
OTHER
INFORMATION
JUNE
30,
2024
The
Board
considered
also
the
adequacy
of
the
Adviser’s
resources.
The
Board
noted
the
Adviser’s
representations
that
the
firm
is
in
stable
financial
condition,
that
the
firm
is
able
to
meet
its
expense
reimbursement
obligations
to
the
Fund,
and
that
the
firm
has
the
operational
capability
and
necessary
staffing
and
experience
to
continue
providing
high-quality
investment
advisory
services
to
the
Fund.
Based
on
the
presentation
and
the
materials
provided
by
the
Adviser
in
connection
with
the
Board’s
consideration
of
the
renewal
of
the
Advisory
Agreement,
among
other
relevant
factors,
the
Board
concluded
that,
overall,
it
was
satisfied
with
the
nature,
extent
and
quality
of
services
to
be
provided
to
the
Fund
under
the
Advisory
Agreement.
Performance
In
connection
with
a
presentation
by
the
Adviser
regarding
its
approach
to
managing
the
Fund,
the
Board
considered
the
performance
of
the
Fund
compared
to
its
primary
benchmark
index,
the
MSCI
World
Index.
The
Board
observed
that
the
Fund
underperformed
the
MSCI
World
Index
for
the
one-,
three-,
five-,
and
10-year
periods
ended
December
31,
2023,
and
outperformed
the
primary
benchmark
index
for
the
period
since
the
Global
Value
Fund’s
inception
on
July
31,
1989.
The
Board
noted
the
Adviser’s
representation
that
the
Fund’s
underweight
exposure
to
the
strong-performing
Information
Technology
sector,
and
overweight
exposure
to
the
Materials
sector,
were
the
biggest
contributors
to
the
Fund’s
relative
underperformance
during
the
short
term,
and
that
the
Fund’s
underweight
exposure
to
the
United
States,
which
has
outperformed
most
global
markets
during
the
periods
under
review,
and
the
outperformance
of
growth
stocks
relative
to
value
stocks
over
the
last
decade
had
contributed
most
to
the
Fund’s
relative
underperformance
over
longer
time
periods.
The
Board
also
noted
the
Adviser’s
representation
that
recent
changes
to
the
Fund’s
portfolio
had
contributed
favorably
to
relative
performance
and
that
the
Fund
was
outperforming
its
benchmark
year-to-date
2024,
as
of
the
date
of
the
Meeting.
The
Board
also
considered
the
Fund’s
performance
relative
to
an
independent
peer
group
identified
by
Strategic
Insight,
Inc.
(“Strategic
Insight
Peers”)
as
having
characteristics
similar
to
those
of
the
Fund.
The
Board
observed
that,
based
on
the
information
provided
by
Strategic
Insight,
the
Fund
underperformed
the
average
of
its
Strategic
Insight
Peers
for
the
one-,
three-,
and
five-year
periods
ended
December
31,
2023,
and
outperformed
the
average
of
its
Strategic
Insight
Peers
for
the
ten-year
period
ended
December
31,
2023.
The
Board
noted
the
Adviser’s
representation
that
the
Fund’s
recent
underperformance
relative
to
the
Strategic
Insight
Peers
could
be
attributed,
at
least
in
part,
to
the
Fund’s
underweight
exposure
to
the
U.S.
markets
during
certain
periods
when
U.S.
markets
flourished.
In
consideration
of
the
Adviser’s
investment
strategy
and
the
foregoing
performance
information,
among
other
considerations,
the
Board
determined
that
the
Fund
could
benefit
from
the
Adviser’s
continued
management
of
the
Fund.
Compensation
The
Board
evaluated
the
Adviser’s
compensation
for
providing
advisory
services
to
the
Fund
and
analyzed
comparative
information
on
actual
advisory
fee
rates
and
actual
total
expenses
of
the
Fund’s
Strategic
Insight
Peer
group.
The
Board
noted
that,
although
the
Adviser’s
net
advisory
fee
rate
was
higher
than
the
median
of
the
Strategic
Insight
Peer
group,
the
Fund’s
net
total
expense
ratio
was
the
lowest
of
the
Strategic
Insight
Peer
group.
The
Board
also
noted
the
Adviser’s
representation
that
the
advisory
fee
rate
charged
to
the
Fund
was
consistent
with
the
fee
rates
charged
by
the
Adviser
in
Polaris
Global
Value
Fund
OTHER
INFORMATION
JUNE
30,
2024
connection
with
its
management
of
other
pooled
investment
vehicles
and
separate
accounts
with
investment
objectives
similar
to
the
Fund.
The
Board
further
noted
that
the
Adviser
was
currently
waiving
a
portion
of
its
advisory
fee
in
an
effort
to
keep
the
Fund’s
expenses
at
levels
believed
by
the
Adviser
to
be
attractive
to
investors.
Based
on
the
foregoing
and
other
applicable
considerations,
the
Board
concluded
that
the
Adviser’s
net
advisory
fee
rate
charged
to
the
Fund
was
reasonable.
Costs
of
Services
and
Profitability
The
Board
evaluated
information
provided
by
the
Adviser
regarding
the
costs
of
services
and
its
profitability
with
respect
to
the
Fund.
In
this
regard,
the
Board
considered
the
Adviser’s
resources
devoted
to
the
Fund
as
well
as
the
Adviser’s
discussion
of
costs
and
profitability
of
its
Fund
activities.
The
Board
noted
the
Adviser’s
representation
that
the
Adviser
does
not
maintain
separately
identifiable
profit
and
loss
data
specific
to
the
Fund
but
that
the
Adviser
believed
that
its
profitability
was
reasonable,
including
relative
to
the
Adviser’s
other
clients,
and
that
it
incurs
additional
expenses
for
regulatory
and
compliance
obligations
for
its
Fund
activities
compared
to
the
expenses
attributable
to
the
Adviser’s
other
management
activities.
In
addition,
the
Board
noted
the
contractual
expense
cap
in
place
for
the
Fund
and
the
Adviser’s
reimbursements.
Based
on
these
and
other
applicable
considerations,
the
Board
concluded
that
the
Adviser’s
profits
attributable
to
management
of
the
Fund
were
reasonable.
Economies
of
Scale
The
Board
considered
whether
the
Fund
could
benefit
from
any
economies
of
scale.
In
this
regard,
the
Board
considered
the
Fund’s
fee
structure,
asset
size,
net
expense
ratio,
and
the
fees
of
comparable
advisers,
recognizing
that
an
analysis
of
economies
of
scale
is
most
relevant
when
a
fund
has
achieved
a
substantial
size
and
has
growing
assets
and
that,
if
a
fund’s
assets
are
stable
or
decreasing,
the
significance
of
economies
of
scale
may
be
reduced.
The
Board
reviewed
relevant
materials
and
discussed
whether
the
use
of
breakpoints
would
be
appropriate
at
this
time.
Noting
the
relative
stability
in
asset
levels
in
the
Fund
over
the
past
year
and
the
existence
of
the
Adviser’s
ongoing
expense
limitation
arrangements,
the
Board
concluded
that
the
advisory
fee
remained
reasonable
in
light
of
the
current
information
provided
to
the
Trustees
with
respect
to
economies
of
scale.
Other
Benefits
The
Board
considered
the
Adviser’s
representation
that,
aside
from
its
contractual
advisory
fees,
it
does
not
benefit
in
a
material
way
from
its
relationship
with
the
Fund.
Based
on
the
foregoing
representation,
the
Board
concluded
that
other
benefits
received
by
the
Adviser
from
its
relationship
with
the
Fund
were
not
a
material
factor
to
consider
in
approving
the
continuation
of
the
Advisory
Agreement.
Conclusion
The
Board
did
not
identify
any
single
factor
as
being
of
paramount
importance,
and
different
Trustees
may
have
given
different
weight
to
different
factors.
The
Board
reviewed
a
memorandum
from
Fund
counsel
discussing
the
legal
standards
applicable
to
its
consideration
of
the
Advisory
Agreement.
Based
on
its
review,
including
consideration
of
each
of
the
Polaris
Global
Value
Fund
OTHER
INFORMATION
JUNE
30,
2024
factors
referenced
above,
the
Board
determined,
in
the
exercise
of
its
reasonable
business
judgment,
that
the
contractual
fee
under
the
Advisory
Agreement
was
fair
and
reasonable
in
light
of
the
services
performed
or
to
be
performed,
expenses
incurred
or
to
be
incurred
and
such
other
matters
as
the
Board
considered
relevant.
Semi-Annual
Financials
and
Other
Information
JUNE
30,
2024
(Unaudited)
INVESTMENT
ADVISER
Polaris
Capital
Management,
LLC
121
High
Street
Boston,
MA
02110-2475
DISTRIBUTOR
Foreside
Fund
Services,
LLC
Three
Canal
Plaza,
Suite
100
Portland,
ME
04101
www.foreside.com
TRANSFER
AGENT
Apex
Fund
Services
P.O.
Box
588
Portland,
ME
04112
www.apexgroup.com
This
report
is
submitted
for
the
general
information
of
the
shareholders
of
the
Fund.
It
is
not
authorized
for
distribution
to
prospective
investors
unless
preceded
or
accompanied
by
an
effective
prospectus,
which
includes
information
regarding
the
Fund’s
risks,
objectives,
fees
and
expenses,
experience
of
its
management
and
other
information.
225-SAR-0624
(b) Included as part of financial statements filed under Item 7(a).
ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 9. PROXY DISCLOSURES FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 10. REMUNERATION PAID TO DIRECTORS, OFFICERS, AND OTHERS OF OPEN-END MANAGEMENT INVESTMENT COMPANIES.
Included as part of financial statements filed under Item 7(a).
ITEM 11. STATEMENT REGARDING BASIS FOR APPROVAL OF INVESTMENT ADVISORY CONTRACT.
Included as part of other information filed under Item 7(a).
ITEM 12. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 13. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 14. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.
Not applicable.
ITEM 15. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Registrant does not accept nominees to the Board of Trustees from shareholders.
ITEM 16. 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 Act are effective, based on their evaluation of the controls and procedures 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, as of a date within 90 days of the filing date of this report.
(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 Reporting Period that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.
ITEM 17. DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 18. RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION.
Not applicable.
ITEM 19. EXHIBITS.
(a)(1) Not applicable.
(a)(2) Not applicable.
(a)(4) Not applicable.
(a)(5) Not applicable.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Registrant Forum Funds
| By: | /s/ Zachary Tackett | |
| | Zachary Tackett, Principal Executive Officer | |
| | | |
| Date: | August 21, 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/ Zachary Tackett | |
| | Zachary Tackett, Principal Executive Officer | |
| | | |
| Date: | August 21, 2024 | |
| By: | /s/ Karen Shaw | |
| | Karen Shaw, Principal Financial Officer | |
| | | |
| Date: | August 21, 2024 | |
