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 June 30

Date of reporting period: July 1, 2024 – December 31, 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.

DF Dent Premier Growth Fund

DFDPX

Semi-Annual Shareholder Report - December 31, 2024

Fund Overview

This semi-annual shareholder report contains important information about the DF Dent Premier Growth Fund for the period of July 1, 2024, to December 31, 2024. You can find additional information about the Fund at https://dfdent.com/literature/. You can also request this information by contacting us at (866) 233-3368.

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
DF Dent Premier Growth Fund	$51	0.99%

How did the Fund perform in the last six months?

During the period from July 2024 to December 2024, the DF Dent Premier Growth Fund underperformed its benchmark, the S&P 500 Index. The underperformance was influenced by both sector allocation and stock selection. The largest detractors were stock selection in Industrials and Information Technology and an overweight to Health Care. Within Information Technology, our position in semiconductors has broadly detracted from performance. Both stock selection and our underweight to Consumer Discretionary also detracted from performance. Notably, the Real Estate and Health Care sectors contributed positively to the portfolio’s performance, as did an underweight in the Energy sector.

The Consumer Discretionary and Financials sectors were the largest contributors to the benchmark’s return. In the Fund, the Consumer Discretionary sector underperformed, driven by both stock selection and sector allocation. Similarly, the Industrials sector underperformed in the portfolio due to stock selection. The Energy and Health Care sectors detracted the most from the benchmark’s performance.

The Fund experienced fluctuating performance relative to the S&P 500 Index, starting with a positive July, followed by losses through October. A slight recovery was observed in November, but the year concluded with a significant decline in December. Initially the outperformance was driven by positive stock selection and favorable sector allocation, but the subsequent months, particularly December, showed a reversal with both stock selection and sector allocation contributing to the underperformance.

Top Contributors

CBRE Group, Inc., Class A
Visa, Inc., Class A
Mastercard, Inc., Class A
Amazon.com, Inc.
Guidewire Software, Inc.

Top Detractors

Monolithic Power Systems, Inc.
ASML Holding NV
Uber Technologies, Inc.
Danaher Corp.
Microsoft Corp.

Total Return Based on a $10,000 Investment

Date	DF Dent Premier Growth Fund	S&P 500^® Index
12/31/14	$10,000	$10,000
03/31/15	$10,073	$10,095
06/30/15	$10,279	$10,123
09/30/15	$9,706	$9,471
12/31/15	$10,154	$10,138
03/31/16	$9,919	$10,275
06/30/16	$10,067	$10,527
09/30/16	$10,624	$10,933
12/31/16	$10,401	$11,351
03/31/17	$11,197	$12,039
06/30/17	$12,144	$12,411
09/30/17	$12,914	$12,967
12/31/17	$13,712	$13,829
03/31/18	$14,505	$13,724
06/30/18	$15,176	$14,195
09/30/18	$16,418	$15,290
12/31/18	$13,967	$13,223
03/31/19	$16,739	$15,027
06/30/19	$18,384	$15,674
09/30/19	$18,610	$15,940
12/31/19	$19,958	$17,386
03/31/20	$16,917	$13,979
06/30/20	$21,476	$16,850
09/30/20	$22,889	$18,355
12/31/20	$25,612	$20,585
03/31/21	$25,516	$21,856
06/30/21	$28,125	$23,724
09/30/21	$28,306	$23,862
12/31/21	$29,997	$26,494
03/31/22	$26,763	$25,276
06/30/22	$21,644	$21,206
09/30/22	$20,294	$20,170
12/31/22	$21,583	$21,696
03/31/23	$23,237	$23,322
06/30/23	$24,951	$25,361
09/30/23	$23,626	$24,531
12/31/23	$26,853	$27,399
03/31/24	$29,370	$30,291
06/30/24	$28,912	$31,589
09/30/24	$31,283	$33,448
12/31/24	$30,789	$34,254

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
DF Dent Premier Growth Fund	14.66%	9.06%	11.90%
S&P 500^® Index	25.02%	14.53%	13.10%

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.

Fund Statistics

Total Net Assets	$229,987,612
# of Portfolio Holdings	40
Portfolio Turnover Rate	7%
Investment Advisory Fees (Net of fees waived)	$1,012,285

Top Ten Holdings

(% total investments)*

Amazon.com, Inc.	6.10%
Visa, Inc., Class A	5.18%
Mastercard, Inc., Class A	4.99%
Alphabet, Inc., Class C	4.67%
Microsoft Corp.	4.08%
S&P Global, Inc.	3.86%
HEICO Corp., Class A	3.59%
TransDigm Group, Inc.	3.41%
Guidewire Software, Inc.	3.20%
Danaher Corp.	3.16%

* excluding cash equivalents

Sector Weightings

(% total investments)*

Value	Value
Information Technology	21.5%
Industrials	20.1%
Financials	18.5%
Health Care	17.9%
Materials	7.1%
Consumer Discretionary	6.1%
Communication Services	4.7%
Real Estate	4.1%

* excluding cash equivalents

Where can I find additional information about the fund?

Additional information is available by scanning the QR code or at https://dfdent.com/literature/, including its:

prospectus
financial information
holdings
proxy information

An image of a QR code that, when scanned, navigates the user to the following URL: https://dfdent.com/literature/

DF Dent Premier Growth Fund

DFDPX

Semi-Annual Shareholder Report - December 31, 2024

221S-DFDPX-24

DF Dent Midcap Growth Fund

DFDMX

: Investor Shares

Semi-Annual Shareholder Report - December 31, 2024

Fund Overview

This semi-annual shareholder report contains important information about the DF Dent Midcap Growth Fund for the period of July 1, 2024, to December 31, 2024. You can find additional information about the Fund at https://dfdent.com/literature/. You can also request this information by contacting us at (866) 233-3368.

What were the Fund's costs for the last six months?

(based on a hypothetical $10,000 investment)

Class Name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Investor Shares	$47	0.90%

How did the Fund perform in the last six months?

During the period from July 2024 to December 2024, the DF Dent Midcap Growth Fund outperformed the Russell 2500 Index while underperforming the Russell Midcap Growth Index.

The outperformance relative to the Russell 2500 Index was driven primarily by stock selection within Real Estate and Financials. Being overweight Technology and underweight Energy also contributed to performance. This was offset by stock selection in Industrials and our overweight to Life Sciences within Health Care as they detracted from performance.

The underperformance relative to the Russell Midcap Growth Index was primarily due to our cautious view towards AI-driven investment themes. Not owning AI winners Palantir Technologies, Inc. (PLTR) and AppLovin Corp. (APP) alone accounted for our portfolio’s shortfall for the past 6 months. Stock selection in Industrials and Technology and our overweight to Materials and Healthcare also detracted from performance. On the positive side, stock selection within Financials, Real Estate, and Health Care and being underweight in both Consumer Staples and Consumer Discretionary were the largest contributors to performance.

The Fund experienced fluctuating performance relative to the Russell 2500 Index, starting with a positive July and August followed by losses through November. A slight recovery was observed in December.

The Fund experienced fluctuating performance relative to the Russell Midcap Growth Index, starting with a positive July, followed by losses through October. A slight recovery was observed in November, but the year concluded with a significant decline in December.

Top Contributors

Goosehead Insurance, Inc., Class A
CBRE Group, Inc., Class A
Guidewire Software, Inc.
Atlassian Corp., Class A
Veeva Systems, Inc., Class A

Top Detractors

Edwards Lifesciences Corp.
Microchip Technology, Inc.
Mettler-Toledo International, Inc.
WNS Holdings, Ltd.
Entegris, Inc.

Total Return Based on a $10,000 Investment

Date	Investor Shares	Russell 2500 Index	Russell Midcap Growth Index
12/31/14	$10,000	$10,000	$10,000
03/31/15	$10,209	$10,517	$10,538
06/30/15	$10,627	$10,481	$10,418
09/30/15	$9,778	$9,402	$9,585
12/31/15	$10,079	$9,710	$9,980
03/31/16	$10,059	$9,748	$10,038
06/30/16	$10,362	$10,096	$10,195
09/30/16	$10,800	$10,759	$10,663
12/31/16	$10,506	$11,418	$10,711
03/31/17	$11,215	$11,847	$11,450
06/30/17	$12,200	$12,099	$11,932
09/30/17	$12,902	$12,673	$12,563
12/31/17	$13,786	$13,337	$13,418
03/31/18	$14,510	$13,305	$13,710
06/30/18	$15,031	$14,065	$14,143
09/30/18	$16,148	$14,725	$15,214
12/31/18	$13,760	$12,003	$12,781
03/31/19	$16,392	$13,902	$15,288
06/30/19	$18,079	$14,313	$16,114
09/30/19	$18,240	$14,130	$16,005
12/31/19	$19,283	$15,336	$17,314
03/31/20	$16,424	$10,778	$13,844
06/30/20	$20,816	$13,641	$18,033
09/30/20	$21,790	$14,443	$19,724
12/31/20	$25,150	$18,402	$23,475
03/31/21	$24,810	$20,413	$23,342
06/30/21	$26,921	$21,524	$25,927
09/30/21	$27,112	$20,947	$25,730
12/31/21	$28,244	$21,748	$26,463
03/31/22	$24,426	$20,483	$23,134
06/30/22	$19,660	$17,005	$18,259
09/30/22	$18,348	$16,526	$18,140
12/31/22	$19,624	$17,753	$19,392
03/31/23	$21,314	$18,355	$21,163
06/30/23	$22,597	$19,314	$22,483
09/30/23	$21,285	$18,390	$21,308
12/31/23	$24,120	$20,846	$24,408
03/31/24	$25,956	$22,289	$26,726
06/30/24	$24,295	$21,336	$25,867
09/30/24	$26,867	$23,202	$27,559
12/31/24	$26,809	$23,347	$29,803

The above chart represents historical performance of a hypothetical $10,000 investment over the past 10 years. Effective June 1, 2024, the Fund changed its primary benchmark index from the Russell Midcap Growth Index to the Russell 2500 Index due to regulatory requirements. The Fund retained the Russell Midcap Growth Index as a secondary benchmark because the Russell Midcap Growth Index more closely reflects the market sectors in which the Fund invests.

Average Annual Total Returns

	One Year	Five Year	Ten Year
Investor Shares	11.15%	6.81%	10.36%
Russell 2500 Index	12.00%	8.77%	8.85%
Russell Midcap Growth Index	22.10%	11.47%	11.54%

Fund Statistics

Total Net Assets	$407,379,623
# of Portfolio Holdings	39
Portfolio Turnover Rate	25%
Investment Advisory Fees (Net of fees waived)	$1,608,046

Top Ten Holdings

(% total investments)*

Vulcan Materials Co.	5.21%
Ecolab, Inc.	4.69%
Veeva Systems, Inc., Class A	4.55%
CoStar Group, Inc.	4.20%
CBRE Group, Inc., Class A	4.09%
Veralto Corp.	4.02%
Markel Group, Inc.	3.97%
Bio-Techne Corp.	3.79%
HEICO Corp., Class A	3.79%
Old Dominion Freight Line, Inc.	3.78%

* excluding cash equivalents

Sector Weightings

(% total investments)*

Value	Value
Industrials	25.0%
Health Care	19.6%
Information Technology	18.5%
Financials	14.4%
Materials	9.9%
Real Estate	8.3%
Consumer Discretionary	4.3%

* excluding cash equivalents

Where can I find additional information about the fund?

Additional information is available by scanning the QR code or at https://dfdent.com/literature/, including its:

prospectus
financial information
holdings
proxy information

DF Dent Midcap Growth Fund

DFDMX

: Investor Shares

Semi-Annual Shareholder Report - December 31, 2024

221S-DFDMX-24

DF Dent Midcap Growth Fund

DFMGX

: Institutional Shares

Semi-Annual Shareholder Report - December 31, 2024

Fund Overview

What were the Fund's costs for the last six months?

(based on a hypothetical $10,000 investment)

Class Name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Institutional Shares	$45	0.85%

How did the Fund perform in the last six months?

During the period from July 2024 to December 2024, the DF Dent Midcap Growth Fund outperformed the Russell 2500 Index while underperforming the Russell Midcap Growth Index.

Top Contributors

Goosehead Insurance, Inc., Class A
CBRE Group, Inc., Class A
Guidewire Software, Inc.
Atlassian Corp., Class A
Veeva Systems, Inc., Class A

Top Detractors

Edwards Lifesciences Corp.
Microchip Technology, Inc.
Mettler-Toledo International, Inc.
WNS Holdings, Ltd.
Entegris, Inc.

Total Return Based on a $500,000 Investment

Date	Institutional Shares^{Footnote Reference1}	Russell 2500 Index	Russell Midcap Growth Index
12/31/14	$500,000	$500,000	$500,000
3/31/15	$510,451	$525,842	$526,890
6/30/15	$531,352	$524,044	$520,880
9/30/15	$488,896	$470,084	$479,264
12/31/15	$503,947	$485,492	$499,001
3/31/16	$502,936	$487,399	$501,890
6/30/16	$518,105	$504,812	$509,732
9/30/16	$540,015	$537,941	$533,139
12/31/16	$525,308	$570,886	$535,571
3/31/17	$560,734	$592,329	$572,493
6/30/17	$609,992	$604,972	$596,625
9/30/17	$645,080	$633,658	$628,144
12/31/17	$689,307	$666,854	$670,897
3/31/18	$725,515	$665,260	$685,485
6/30/18	$751,910	$703,238	$707,129
9/30/18	$808,083	$736,265	$760,691
12/31/18	$688,694	$600,156	$639,026
3/31/19	$820,624	$695,086	$764,409
6/30/19	$905,661	$715,667	$805,701
9/30/19	$913,710	$706,490	$800,274
12/31/19	$966,588	$766,796	$865,686
3/31/20	$823,612	$538,890	$692,203
6/30/20	$1,043,901	$682,045	$901,670
9/30/20	$1,093,325	$722,166	$986,189
12/31/20	$1,262,037	$920,104	$1,173,753
3/31/21	$1,245,040	$1,020,661	$1,167,119
6/30/21	$1,350,918	$1,076,207	$1,296,343
9/30/21	$1,360,833	$1,047,346	$1,286,492
12/31/21	$1,417,427	$1,087,397	$1,323,151
3/31/22	$1,225,814	$1,024,144	$1,156,695
6/30/22	$986,844	$850,234	$912,959
9/30/22	$920,908	$826,277	$906,997
12/31/22	$985,022	$887,651	$969,593
3/31/23	$1,069,900	$917,745	$1,058,174
6/30/23	$1,134,378	$965,696	$1,124,143
9/30/23	$1,068,443	$919,516	$1,065,418
12/31/23	$1,211,242	$1,042,308	$1,220,396
3/31/24	$1,303,406	$1,114,431	$1,336,291
6/30/24	$1,220,349	$1,066,793	$1,293,352
9/30/24	$1,349,306	$1,160,123	$1,377,954
12/31/24	$1,346,391	$1,167,334	$1,490,141

Footnote	Description
Footnote¹	Institutional Shares commenced operations on November 29, 2017. Performance for the periods prior to November 29, 2017 are a blended average annual return which includes the returns of Investor Shares prior to the commencement of operations of Institutional Shares.

The above chart represents historical performance of a hypothetical $500,000 investment over the past 10 years. Effective June 1, 2024, the Fund changed its primary benchmark index from the Russell Midcap Growth Index to the Russell 2500 Index due to regulatory requirements. The Fund retained the Russell Midcap Growth Index as a secondary benchmark because the Russell Midcap Growth Index more closely reflects the market sectors in which the Fund invests.

Average Annual Total Returns

	One Year	Five Year	Ten Year
Institutional Shares^{Footnote Reference1}	11.16%	6.85%	10.41%
Russell 2500 Index	12.00%	8.77%	8.85%
Russell Midcap Growth Index	22.10%	11.47%	11.54%

Footnote	Description
Footnote¹	Institutional Shares commenced operations on November 29, 2017. Performance for the 10 year period is a blended average annual return which includes the returns of Investor Shares prior to the commencement of operations of Institutional Shares.

Fund Statistics

Total Net Assets	$407,379,623
# of Portfolio Holdings	39
Portfolio Turnover Rate	25%
Investment Advisory Fees (Net of fees waived)	$1,608,046

Top Ten Holdings

(% total investments)*

Vulcan Materials Co.	5.21%
Ecolab, Inc.	4.69%
Veeva Systems, Inc., Class A	4.55%
CoStar Group, Inc.	4.20%
CBRE Group, Inc., Class A	4.09%
Veralto Corp.	4.02%
Markel Group, Inc.	3.97%
Bio-Techne Corp.	3.79%
HEICO Corp., Class A	3.79%
Old Dominion Freight Line, Inc.	3.78%

* excluding cash equivalents

Sector Weightings

(% total investments)*

Value	Value
Industrials	25.0%
Health Care	19.6%
Information Technology	18.5%
Financials	14.4%
Materials	9.9%
Real Estate	8.3%
Consumer Discretionary	4.3%

* excluding cash equivalents

Where can I find additional information about the fund?

Additional information is available by scanning the QR code or at https://dfdent.com/literature/, including its:

prospectus
financial information
holdings
proxy information

DF Dent Midcap Growth Fund

DFMGX

: Institutional Shares

Semi-Annual Shareholder Report - December 31, 2024

221S-DFMGX-24

DF Dent Midcap Growth Fund

DFMLX

: Institutional Plus Shares

Semi-Annual Shareholder Report - December 31, 2024

Fund Overview

What were the Fund's costs for the last six months?

(based on a hypothetical $10,000 investment)

Class Name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Institutional Plus Shares	$42	0.79%

How did the Fund perform in the last six months?

During the period from July 2024 to December 2024, the DF Dent Midcap Growth Fund outperformed the Russell 2500 Index while underperforming the Russell Midcap Growth Index.

Top Contributors

Goosehead Insurance, Inc., Class A
CBRE Group, Inc., Class A
Guidewire Software, Inc.
Atlassian Corp., Class A
Veeva Systems, Inc., Class A

Top Detractors

Edwards Lifesciences Corp.
Microchip Technology, Inc.
Mettler-Toledo International, Inc.
WNS Holdings, Ltd.
Entegris, Inc.

Total Return Based on a $100,000,000 Investment

Date	Institutional Plus Shares^{Footnote Reference1}	Russell 2500 Index	Russell Midcap Growth Index
12/31/14	$100,000,000	$100,000,000	$100,000,000
3/31/15	$102,090,137	$105,168,412	$105,377,989
6/30/15	$106,270,411	$104,808,744	$104,176,040
9/30/15	$97,779,229	$94,016,866	$95,852,849
12/31/15	$100,789,386	$97,098,350	$99,800,149
3/31/16	$100,587,133	$97,479,890	$100,377,918
6/30/16	$103,620,927	$100,962,356	$101,946,419
9/30/16	$108,003,074	$107,588,277	$106,627,770
12/31/16	$105,061,698	$114,177,137	$107,114,138
3/31/17	$112,146,783	$118,465,819	$114,498,691
6/30/17	$121,998,426	$120,994,435	$119,324,957
9/30/17	$129,016,035	$126,731,512	$125,628,798
12/31/17	$137,861,394	$133,370,799	$134,179,307
3/31/18	$145,103,009	$133,052,018	$137,097,065
6/30/18	$150,314,265	$140,647,646	$141,425,811
9/30/18	$161,481,241	$147,253,032	$152,138,219
12/31/18	$137,603,339	$120,031,167	$127,805,140
3/31/19	$163,920,153	$139,017,169	$152,881,789
6/30/19	$180,788,111	$143,133,308	$161,140,194
9/30/19	$182,397,916	$141,297,905	$160,054,888
12/31/19	$192,833,442	$153,359,134	$173,137,239
3/31/20	$164,236,758	$107,778,014	$138,440,592
6/30/20	$208,155,616	$136,409,026	$180,333,970
9/30/20	$217,899,672	$144,433,279	$197,237,743
12/31/20	$251,502,680	$184,020,875	$234,750,683
3/31/21	$248,103,038	$204,132,117	$233,423,756
6/30/21	$269,209,149	$215,241,318	$259,268,696
9/30/21	$271,121,447	$209,469,124	$257,298,408
12/31/21	$282,395,878	$217,479,404	$264,630,251
3/31/22	$244,220,542	$204,828,732	$231,338,909
6/30/22	$196,682,814	$170,046,720	$182,591,721
9/30/22	$183,619,011	$165,255,474	$181,399,433
12/31/22	$196,392,507	$177,530,134	$193,918,553
3/31/23	$213,375,451	$183,548,932	$211,634,755
6/30/23	$226,221,524	$193,139,262	$224,828,682
9/30/23	$213,085,145	$183,903,193	$213,083,677
12/31/23	$241,607,781	$208,461,688	$244,079,145
3/31/24	$260,042,259	$222,886,158	$267,258,249
6/30/24	$243,494,775	$213,358,648	$258,670,326
9/30/24	$269,477,228	$232,024,654	$275,590,769
12/31/24	$268,969,191	$233,466,731	$298,028,197

Footnote	Description
Footnote¹	Institutional Plus Shares commenced operations on December 3, 2021. Performance for the periods prior to December 3, 2021 are a blended average annual return which includes the returns of Investor Shares prior to the commencement of operations of Institutional Plus Shares.

The above chart represents historical performance of a hypothetical $100,000,000 investment over the past 10 years. Effective June 1, 2024, the Fund changed its primary benchmark index from the Russell Midcap Growth Index to the Russell 2500 Index due to regulatory requirements. The Fund retained the Russell Midcap Growth Index as a secondary benchmark because the Russell Midcap Growth Index more closely reflects the market sectors in which the Fund invests.

Average Annual Total Returns

	One Year	Five Year	Ten Year
Institutional Plus Shares^{Footnote Reference1}	11.32%	6.88%	10.40%
Russell 2500 Index	12.00%	8.77%	8.85%
Russell Midcap Growth Index	22.10%	11.47%	11.54%

Footnote	Description
Footnote¹	Institutional Plus Shares commenced operations on December 3, 2021. Performance for the 5 year and 10 year periods is a blended average annual return which includes the returns of Investor Shares prior to the commencement of operations of Institutional Plus Shares.

Fund Statistics

Total Net Assets	$407,379,623
# of Portfolio Holdings	39
Portfolio Turnover Rate	25%
Investment Advisory Fees (Net of fees waived)	$1,608,046

Top Ten Holdings

(% total investments)*

Vulcan Materials Co.	5.21%
Ecolab, Inc.	4.69%
Veeva Systems, Inc., Class A	4.55%
CoStar Group, Inc.	4.20%
CBRE Group, Inc., Class A	4.09%
Veralto Corp.	4.02%
Markel Group, Inc.	3.97%
Bio-Techne Corp.	3.79%
HEICO Corp., Class A	3.79%
Old Dominion Freight Line, Inc.	3.78%

* excluding cash equivalents

Sector Weightings

(% total investments)*

Value	Value
Industrials	25.0%
Health Care	19.6%
Information Technology	18.5%
Financials	14.4%
Materials	9.9%
Real Estate	8.3%
Consumer Discretionary	4.3%

* excluding cash equivalents

Where can I find additional information about the fund?

Additional information is available by scanning the QR code or at https://dfdent.com/literature/, including its:

prospectus
financial information
holdings
proxy information

DF Dent Midcap Growth Fund

DFMLX

: Institutional Plus Shares

Semi-Annual Shareholder Report - December 31, 2024

221S-DFMLX-24

DF Dent Small Cap Growth Fund

DFDSX

: Investor Shares

Semi-Annual Shareholder Report - December 31, 2024

Fund Overview

This semi-annual shareholder report contains important information about the DF Dent Small Cap Growth Fund for the period of July 1, 2024, to December 31, 2024. You can find additional information about the Fund at https://dfdent.com/literature/. You can also request this information by contacting us at (866) 233-3368.

What were the Fund's costs for the last six months?

(based on a hypothetical $10,000 investment)

Class Name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Investor Shares	$55	1.04%

How did the Fund perform in the last six months?

During the period from July 2024 to December 2024, the DF Dent Small Cap Growth Fund outperformed both its benchmarks, the Russell 2000 Index and the Russell 2000 Growth Index.

The outperformance relative to the Russell 2000 Index was driven primarily by sector allocation. Notably, being underweight the benchmark in the Energy sector and overweight the benchmark in the Information Technology sector contributed to the Fund’s performance, as did stock selection in the Financials and Materials sectors. Stock selection in the Consumer Staples, Industrials, and Information Technology sectors detracted the most from performance.

The outperformance relative to the Russell 2000 Growth Index was also driven primarily by sector allocation. Notably, being underweight the benchmark in the Energy sector and overweight the benchmark in the Financials sector contributed to the Fund’s performance, as did stock selection in the Financials and Materials sectors. Stock selection in the Consumer Discretionary, Information Technology, and Industrials sectors detracted the most from performance.

Financials, Industrials, and Information Technology were the top performing sectors in the Russell 2000 Index. All the benchmark’s sectors, other than Energy, contributed to performance with the Materials sector contributing the least.

Financials, Industrials, Information Technology, and Consumer Discretionary were the top performing sectors in the Russell 2000 Growth Index. All the benchmark’s sectors, other than Energy, contributed to performance with the Utilities sector contributing the least.

Top Contributors

Goosehead Insurance, Inc., Class A
Perimeter Solutions, Inc.
Guidewire Software, Inc.
Hamilton Lane, Inc., Class A
CSW Industrials, Inc.

Top Detractors

Medpace Holdings, Inc.
RxSight, Inc.
Charles River Laboratories International, Inc.
Novanta, Inc.
Utz Brands, Inc.

Total Return Based on a $10,000 Investment

Date	Investor Shares	Russell 2000^® Index	Russell 2000 Growth Index
12/31/14	$10,000	$10,000	$10,000
03/31/15	$10,268	$10,432	$10,663
06/30/15	$10,901	$10,475	$10,874
09/30/15	$9,679	$9,227	$9,453
12/31/15	$9,584	$9,559	$9,862
03/31/16	$9,512	$9,413	$9,400
06/30/16	$10,349	$9,770	$9,705
09/30/16	$11,034	$10,654	$10,600
12/31/16	$11,160	$11,595	$10,978
03/31/17	$11,394	$11,881	$11,565
06/30/17	$11,971	$12,174	$12,073
09/30/17	$12,484	$12,864	$12,823
12/31/17	$12,899	$13,294	$13,411
03/31/18	$13,322	$13,283	$13,720
06/30/18	$14,385	$14,312	$14,712
09/30/18	$15,646	$14,824	$15,525
12/31/18	$12,703	$11,830	$12,163
03/31/19	$14,870	$13,555	$14,248
06/30/19	$16,543	$13,839	$14,640
09/30/19	$15,982	$13,507	$14,029
12/31/19	$17,319	$14,849	$15,628
03/31/20	$13,804	$10,303	$11,601
06/30/20	$18,045	$12,922	$15,149
09/30/20	$19,184	$13,559	$16,234
12/31/20	$23,325	$17,813	$21,040
03/31/21	$23,356	$20,075	$22,066
06/30/21	$25,010	$20,937	$22,930
09/30/21	$25,261	$20,024	$21,634
12/31/21	$26,727	$20,453	$21,636
03/31/22	$22,486	$18,914	$18,904
06/30/22	$18,677	$15,661	$15,264
09/30/22	$17,886	$15,319	$15,301
12/31/22	$18,626	$16,273	$15,933
03/31/23	$20,238	$16,718	$16,901
06/30/23	$21,316	$17,589	$18,093
09/30/23	$20,638	$16,687	$16,769
12/31/23	$22,774	$19,028	$18,906
03/31/24	$24,663	$20,013	$20,340
06/30/24	$22,887	$19,357	$19,746
09/30/24	$25,638	$21,152	$21,407
12/31/24	$25,258	$21,223	$21,772

The above chart represents historical performance of a hypothetical $10,000 investment over the past 10 years. Effective June 1, 2024, the Fund changed its primary benchmark index from the Russell 2000 Growth Index to the Russell 2000 Index due to regulatory requirements. The Fund retained the Russell 2000 Growth Index as a secondary benchmark because the Russell 2000 Growth Index more closely reflects the market sectors in which the Fund invests.

Average Annual Total Returns

	One Year	Five Year	Ten Year
Investor Shares	10.91%	7.84%	9.71%
Russell 2000^® Index	11.54%	7.40%	7.82%
Russell 2000 Growth Index	15.15%	6.86%	8.09%

Fund Statistics

Total Net Assets	$217,513,780
# of Portfolio Holdings	49
Portfolio Turnover Rate	18%
Investment Advisory Fees (Net of fees waived)	$869,720

Top Ten Holdings

(% total investments)*

Core & Main, Inc., Class A	3.68%
HEICO Corp., Class A	3.47%
Hamilton Lane, Inc., Class A	3.32%
Bio-Techne Corp.	3.30%
Goosehead Insurance, Inc., Class A	3.28%
Murphy USA, Inc.	3.20%
Kinsale Capital Group, Inc.	3.19%
Guidewire Software, Inc.	3.11%
Appfolio, Inc.	3.10%
Repligen Corp.	2.91%

* excluding cash equivalents

Sector Weightings

(% total investments)*

Value	Value
Industrials	29.6%
Information Technology	23.2%
Health Care	15.9%
Financials	15.2%
Consumer Discretionary	7.8%
Materials	5.3%
Consumer Staples	3.0%

* excluding cash equivalents

Where can I find additional information about the fund?

Additional information is available by scanning the QR code or at https://dfdent.com/literature/, including its:

prospectus
financial information
holdings
proxy information

DF Dent Small Cap Growth Fund

DFDSX

: Investor Shares

Semi-Annual Shareholder Report - December 31, 2024

221S-DFDSX-24

DF Dent Small Cap Growth Fund

DFSGX

: Institutional Shares

Semi-Annual Shareholder Report - December 31, 2024

Fund Overview

What were the Fund's costs for the last six months?

(based on a hypothetical $10,000 investment)

Class Name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Institutional Shares	$50	0.94%

How did the Fund perform in the last six months?

During the period from July 2024 to December 2024, the DF Dent Small Cap Growth Fund outperformed both its benchmarks, the Russell 2000 Index and the Russell 2000 Growth Index.

Top Contributors

Goosehead Insurance, Inc., Class A
Perimeter Solutions, Inc.
Guidewire Software, Inc.
Hamilton Lane, Inc., Class A
CSW Industrials, Inc.

Top Detractors

Medpace Holdings, Inc.
RxSight, Inc.
Charles River Laboratories International, Inc.
Novanta, Inc.
Utz Brands, Inc.

Total Return Based on a $500,000 Investment

Date	Institutional Shares^{Footnote Reference1}	Russell 2000^® Index	Russell 2000 Growth Index
12/31/14	$500,000	$500,000	$500,000
3/31/15	$513,381	$521,577	$533,149
6/30/15	$545,049	$523,772	$543,689
9/30/15	$483,943	$461,350	$472,674
12/31/15	$479,191	$477,930	$493,092
3/31/16	$475,588	$470,672	$470,001
6/30/16	$517,472	$488,519	$485,234
9/30/16	$551,700	$532,710	$529,979
12/31/16	$558,005	$579,767	$548,900
3/31/17	$569,715	$594,063	$578,260
6/30/17	$598,538	$608,699	$603,639
9/30/17	$624,209	$643,203	$641,175
12/31/17	$644,926	$664,687	$670,573
3/31/18	$666,544	$664,127	$685,992
6/30/18	$719,237	$715,622	$735,608
9/30/18	$783,189	$741,215	$776,237
12/31/18	$635,580	$591,478	$608,157
3/31/19	$744,412	$677,740	$712,424
6/30/19	$828,576	$691,939	$732,002
9/30/19	$800,521	$675,327	$701,455
12/31/19	$867,835	$742,453	$781,381
3/31/20	$691,618	$515,153	$580,059
6/30/20	$904,159	$646,097	$757,465
9/30/20	$961,589	$677,963	$811,684
12/31/20	$1,169,627	$890,653	$1,051,991
3/31/21	$1,171,633	$1,003,757	$1,103,278
6/30/21	$1,254,855	$1,046,844	$1,146,499
9/30/21	$1,267,389	$1,001,198	$1,081,692
12/31/21	$1,341,679	$1,022,638	$1,081,813
3/31/22	$1,128,673	$945,676	$945,208
6/30/22	$937,738	$783,066	$763,215
9/30/22	$898,216	$765,938	$765,061
12/31/22	$935,685	$813,647	$796,674
3/31/23	$1,016,781	$835,923	$845,054
6/30/23	$1,071,187	$879,435	$904,652
9/30/23	$1,037,311	$834,337	$838,443
12/31/23	$1,145,097	$951,388	$945,321
3/31/24	$1,240,565	$1,000,671	$1,016,994
6/30/24	$1,151,257	$967,872	$987,306
9/30/24	$1,290,352	$1,057,622	$1,070,340
12/31/24	$1,271,874	$1,061,159	$1,088,578

Footnote	Description
Footnote¹	Institutional Shares commenced operations on November 20, 2017. Performance for the periods prior to November 20, 2017 are a blended average annual return which includes the returns of Investor Shares prior to the commencement of operations of Institutional Shares.

The above chart represents historical performance of a hypothetical $500,000 investment over the past 10 years. Effective June 1, 2024, the Fund changed its primary benchmark index from the Russell 2000 Growth Index to the Russell 2000 Index due to regulatory requirements. The Fund retained the Russell 2000 Growth Index as a secondary benchmark because the Russell 2000 Growth Index more closely reflects the market sectors in which the Fund invests.

Average Annual Total Returns

	One Year	Five Year	Ten Year
Institutional Shares^{Footnote Reference1}	11.07%	7.94%	9.79%
Russell 2000^® Index	11.54%	7.40%	7.82%
Russell 2000 Growth Index	15.15%	6.86%	8.09%

Footnote	Description
Footnote¹	Institutional Shares commenced operations on November 20, 2017. Performance for the 10 year period is a blended average annual return which includes the returns of Investor Shares prior to the commencement of operations of Institutional Shares.

Fund Statistics

Total Net Assets	$217,513,780
# of Portfolio Holdings	49
Portfolio Turnover Rate	18%
Investment Advisory Fees (Net of fees waived)	$869,720

Top Ten Holdings

(% total investments)*

Core & Main, Inc., Class A	3.68%
HEICO Corp., Class A	3.47%
Hamilton Lane, Inc., Class A	3.32%
Bio-Techne Corp.	3.30%
Goosehead Insurance, Inc., Class A	3.28%
Murphy USA, Inc.	3.20%
Kinsale Capital Group, Inc.	3.19%
Guidewire Software, Inc.	3.11%
Appfolio, Inc.	3.10%
Repligen Corp.	2.91%

* excluding cash equivalents

Sector Weightings

(% total investments)*

Value	Value
Industrials	29.6%
Information Technology	23.2%
Health Care	15.9%
Financials	15.2%
Consumer Discretionary	7.8%
Materials	5.3%
Consumer Staples	3.0%

* excluding cash equivalents

Where can I find additional information about the fund?

Additional information is available by scanning the QR code or at https://dfdent.com/literature/, including its:

prospectus
financial information
holdings
proxy information

DF Dent Small Cap Growth Fund

DFSGX

: Institutional Shares

Semi-Annual Shareholder Report - December 31, 2024

221S-DFSGX-24

(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

(Unaudited)

DECEMBER

31,

2024

DENT

GROWTH

FUNDS

TABLE

CONTENTS

DECEMBER

31,

2024

Dent

Premier

Growth

Fund

Schedule

Investments

Statement

Assets

and

Liabilities

Statement

Operations

Statements

Changes

Net

Assets

Financial

Highlights

Dent

Midcap

Growth

Fund

Schedule

Investments

Statement

Assets

and

Liabilities

Statement

Operations

Statements

Changes

Net

Assets

Financial

Highlights

Dent

Small

Cap

Growth

Fund

Schedule

Investments

Statement

Assets

and

Liabilities

Statement

Operations

Statements

Changes

Net

Assets

Financial

Highlights

Dent

Growth

Funds

Notes

Financial

Statements

Other

Information

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

PREMIER

GROWTH

FUND

SCHEDULE

INVESTMENTS

DECEMBER

31,

2024

The

following

summary

the

inputs

used

value

the

Fund's investments

December

31,

2024.

The

inputs

methodology

used

for

valuing

securities

are

not

necessarily

indication

the

risks

associated

with

investing

those

securities.

For

information

valuation

inputs,

and

their

aggregation

into

the

levels

used

the

table

below,

please

refer

the

Security

Valuation

section

Note

the

accompanying

Notes

Financial

Statements.

The

Level

value

displayed

this

table

Common

Stock

and

Money

Market

Fund.

Refer

this

Schedule

Investments

for

further

breakout

each

security

industry.

Security

Description

Value

Common

Stock

98.2%

Communication

Services

4.6%

55,417‌

Alphabet,

Inc.,

Class C

10,553,613‌

Consumer

Discretionary

6.0%

62,761‌

Amazon.com,

Inc.

(a)

13,769,136‌

Financials

18.2%

8,283‌

Kinsale

Capital

Group,

Inc.

3,852,672‌

21,400‌

Mastercard,

Inc.,

Class A

11,268,598‌

13,356‌

Moody's

Corp.

6,322,330‌

17,527‌

S&P

Global,

Inc.

(a)

8,728,972‌

36,992‌

Visa,

Inc.,

Class A

11,690,951‌

41,863,523‌

Health

Care

17.6%

85,000‌

Bio-Techne

Corp.

6,122,550‌

31,077‌

Danaher

Corp.

7,133,725‌

12,771‌

Intuitive

Surgical,

Inc.

(a)

6,665,951‌

10,950‌

Thermo

Fisher

Scientific,

Inc.

5,696,519‌

28,327‌

Veeva

Systems,

Inc.,

Class A

(a)

5,955,752‌

18,000‌

West

Pharmaceutical

Services,

Inc.

5,896,080‌

18,481‌

Zoetis,

Inc.

3,011,109‌

40,481,686‌

Industrials

19.7%

53,226‌

Copart,

Inc.

(a)

3,054,640‌

54,254‌

Fastenal

Co.

3,901,405‌

43,532‌

HEICO

Corp.,

Class A

8,100,435‌

35,836‌

Old

Dominion

Freight

Line,

Inc.

6,321,470‌

16,000‌

SiteOne

Landscape

Supply,

Inc.

(a)

2,108,320‌

6,070‌

TransDigm

Group,

Inc.

(a)

7,692,390‌

40,323‌

Uber

Technologies,

Inc.

(a)

2,432,283‌

56,652‌

Veralto

Corp.

5,770,006‌

34,386‌

Waste

Connections,

Inc.

5,899,950‌

45,280,899‌

Information

Technology

21.1%

20,000‌

ANSYS,

Inc.

(a)

6,746,600‌

2,730‌

ASML

Holding

1,892,108‌

12,701‌

Atlassian

Corp.,

Class A

(a)

3,091,169‌

11,450‌

Cadence

Design

Systems,

Inc.

(a)

3,440,267‌

42,912‌

Guidewire

Software,

Inc.

(a)

7,234,105‌

7,636‌

Intuit,

Inc.

4,799,226‌

10,100‌

Manhattan

Associates,

Inc.

(a)

2,729,424‌

21,874‌

Microsoft

Corp.

9,219,891‌

8,165‌

Monolithic

Power

Systems,

Inc.

4,831,231‌

3,150‌

ServiceNow,

Inc.

(a)

3,339,378‌

2,315‌

Tyler

Technologies,

Inc.

(a)

1,334,922‌

48,658,321‌

Security

Description

Value

Materials

7.0%

20,247‌

Ecolab,

Inc.

4,744,277‌

13,216‌

The

Sherwin-Williams

Co.

4,492,515‌

26,673‌

Vulcan

Materials

Co.

6,861,096‌

16,097,888‌

Real

Estate

4.0%

44,590‌

CBRE

Group,

Inc.,

Class A

(a)

5,854,221‌

45,990‌

CoStar

Group,

Inc.

(a)

3,292,424‌

9,146,645‌

Total

Common

Stock

(Cost

$95,933,290)

225,851,711‌

Money

Market

Fund

0.4%

804,441‌

First

American

Treasury

Obligations

Fund,

Class X,

4.37%

(b)

(Cost

$804,441)

804,441‌

Investments,

value

98.6%

(Cost

$96,737,731)

226,656,152‌

Other

Assets

Liabilities,

Net

1.4%

3,331,460‌

Net

Assets

100.0%

229,987,612‌

(a)

Non-income

producing

security.

(b)

Dividend

yield

changes

daily

reflect

current

market

conditions.

Rate

was

the

quoted

yield

December

31,

2024.

Valuation

Inputs

Investments

Securities

Level

Quoted

Prices

226,656,152‌

Level

Other

Significant

Observable

Inputs

–‌

Level

Significant

Unobservable

Inputs

–‌

Total

226,656,152‌

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

PREMIER

GROWTH

FUND

SCHEDULE

INVESTMENTS

DECEMBER

31,

2024

PORTFOLIO

HOLDINGS

Total

Net

Assets

Communication

Services

4.6‌%

Consumer

Discretionary

6.0‌%

Financials

18.2‌%

Health

Care

17.6‌%

Industrials

19.7‌%

Information

Technology

21.1‌%

Materials

7.0‌%

Real

Estate

4.0‌%

Money

Market

Fund

0.4‌%

Other

Assets

Liabilities,

Net

1.4‌%

100.0%

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

PREMIER

GROWTH

FUND

STATEMENT

ASSETS

AND

LIABILITIES

DECEMBER

31,

2024

ASSETS

Investments,

value

(Cost

$96,737,731)

226,656,152‌

Receivables:

Fund

sold

1,153‌

Investment

securities

sold

3,852,446‌

Dividends

50,008‌

Prepaid

expenses

11,157‌

Total

Assets

230,570,916‌

LIABILITIES

Payables:

Fund

redeemed

47,851‌

Accrued

Liabilities:

Investment

adviser

fees

509,549‌

Fund

services

fees

11,807‌

Other

expenses

14,097‌

Total

Liabilities

583,304‌

NET

ASSETS

229,987,612‌

COMPONENTS

NET

ASSETS

Paid-in

capital

97,242,610‌

Distributable

Earnings

132,745,002‌

NET

ASSETS

229,987,612‌

BENEFICIAL

INTEREST

PAR

VALUE

(UNLIMITED

AUTHORIZED)

6,192,397‌

NET

ASSET

VALUE,

OFFERING

AND

REDEMPTION

PRICE

PER

37.14‌

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

PREMIER

GROWTH

FUND

STATEMENT

OPERATIONS

SIX

MONTHS

ENDED

DECEMBER

31,

2024

INVESTMENT

INCOME

Dividend

income

(Net

foreign

withholding

taxes

$5,159)

938,117‌

Total

Investment

Income

938,117‌

EXPENSES

Investment

adviser

fees

1,175,703‌

Fund

services

fees

88,920‌

Custodian

fees

18,128‌

Registration

fees

10,151‌

Professional

fees

28,528‌

Trustees'

fees

and

expenses

7,367‌

Other

expenses

30,238‌

Total

Expenses

1,359,035‌

Fees

waived

(184,163‌)

Net

Expenses

1,174,872‌

NET

INVESTMENT

LOSS

(236,755‌)

NET

REALIZED

AND

UNREALIZED

GAIN

(LOSS)

Net

realized

gain

investments

14,006,137‌

Net

change

unrealized

appreciation

(depreciation)

investments

1,062,565‌

NET

REALIZED

AND

UNREALIZED

GAIN

15,068,702‌

INCREASE

NET

ASSETS

RESULTING

FROM

OPERATIONS

14,831,947‌

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

PREMIER

GROWTH

FUND

STATEMENTS

CHANGES

NET

ASSETS

For

the

Six

Months

Ended

December

31,

2024

For

the

Year

Ended

June

30,

2024

OPERATIONS

Net

investment

loss

(236,755‌)

(826,765‌)

Net

realized

gain

14,006,137‌

30,137,857‌

Net

change

unrealized

appreciation

(depreciation)

1,062,565‌

2,428,258‌

Increase

Net

Assets

Resulting

from

Operations

14,831,947‌

31,739,350‌

DISTRIBUTIONS

SHAREHOLDERS

Total

Distributions

Paid

(30,116,196‌)

(36,525,907‌)

CAPITAL

TRANSACTIONS

Sale

1,851,394‌

13,503,081‌

Reinvestment

distributions

28,195,477‌

34,549,001‌

Redemption

(16,168,669‌)

(59,143,595‌)

Increase

(Decrease)

Net

Assets

from

Capital

Transactions

13,878,202‌

(11,091,513‌)

Decrease

Net

Assets

(1,406,047‌)

(15,878,070‌)

NET

ASSETS

Beginning

Period

231,393,659‌

247,271,729‌

End

Period

229,987,612‌

231,393,659‌

TRANSACTIONS

Sale

45,086‌

342,232‌

Reinvestment

distributions

722,405‌

984,863‌

Redemption

(397,965‌)

(1,529,032‌)

Increase

(Decrease)

369,526‌

(201,937‌)

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

PREMIER

GROWTH

FUND

FINANCIAL

HIGHLIGHTS

These

financial

highlights

reflect

selected

data

for

outstanding

throughout

each

period

For

the

Six

Months

Ended

December

31,

2024

For

the

Years

Ended

June

30,

2024

2023

2022

2021

2020

NET

ASSET

VALUE,

Beginning

Period

39.74‌

41.04‌

35.60‌

49.79‌

38.91‌

35.75‌

INVESTMENT

OPERATIONS

Net

investment

loss

(a)

(0.04‌)

(0.14‌)

(0.11‌)

(0.27‌)

(0.25‌)

(0.11‌)

Net

realized

and

unrealized

gain

(loss)

2.88‌

5.74‌

5.55‌

(10.28‌)

12.16‌

5.88‌

Total

from

Investment

Operations

2.84‌

5.60‌

5.44‌

(10.55‌)

11.91‌

5.77‌

DISTRIBUTIONS

SHAREHOLDERS

FROM

Net

realized

gain

(5.44‌)

(6.90‌)

–‌

(3.64‌)

(1.03‌)

(2.61‌)

Total

Distributions

Shareholders

(5.44‌)

(6.90‌)

–‌

(3.64‌)

(1.03‌)

(2.61‌)

REDEMPTION

FEES(a)

–‌

0.00‌(b)

–‌

NET

ASSET

VALUE,

End

Period

37.14‌

39.74‌

41.04‌

35.60‌

49.79‌

38.91‌

TOTAL

RETURN

6.50‌%(c)

15.87‌%

15.28‌%

(23.05‌)%

30.96‌%

16.82‌%

RATIOS/SUPPLEMENTARY

DATA

Net

Assets

End

Period

(000s

omitted)

229,988‌

231,394‌

247,272‌

278,936‌

430,924‌

343,711‌

Ratios

Average

Net

Assets:

Net

investment

loss

(0.20‌)%(d)

(0.36‌)%

(0.30‌)%

(0.58‌)%

(0.57‌)%

(0.30‌)%

Net

expenses

0.99‌%(d)

0.99‌%

1.00‌%

Gross

expenses

(e)

1.14‌%(d)

1.14‌%

1.13‌%

1.10‌%

1.11‌%

1.15‌%

PORTFOLIO

TURNOVER

RATE

7‌%(c)

19‌%

20‌%

18‌%

14‌%

23‌%

footertext

(a)

Calculated

based

average

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.

Expense

waivers

and/or

reimbursements

would

decrease

the

total

return

had

such

reductions

not

occurred.

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

MIDCAP

GROWTH

FUND

SCHEDULE

INVESTMENTS

DECEMBER

31,

2024

The

following

summary

the

inputs

used

value

the

Fund's investments

December

31,

2024.

The

inputs

methodology

used

for

valuing

securities

are

not

necessarily

indication

the

risks

associated

with

investing

those

securities.

For

information

valuation

inputs,

and

their

aggregation

into

the

levels

used

the

table

below,

please

refer

the

Security

Valuation

section

Note

the

accompanying

Notes

Financial

Statements.

The

Level

value

displayed

this

table

Common

Stock

and

Money

Market

Fund.

Refer

this

Schedule

Investments

for

further

breakout

each

security

industry.

Security

Description

Value

Common

Stock

97.1%

Consumer

Discretionary

4.2%

126,774‌

CarMax,

Inc.

(a)

10,365,043‌

68,436‌

Floor

Decor

Holdings,

Inc.,

Class A

(a)

6,823,069‌

17,188,112‌

Financials

13.9%

135,757‌

Goosehead

Insurance,

Inc.,

Class A

(a)

14,555,866‌

18,984‌

Kinsale

Capital

Group,

Inc.

8,830,028‌

9,098‌

Markel

Group,

Inc.

(a)

15,705,241‌

20,523‌

Moody's

Corp.

9,714,972‌

13,253‌

MSCI,

Inc.

7,951,932‌

56,758,039‌

Health

Care

19.1%

208,251‌

Bio-Techne

Corp.

15,000,320‌

105,905‌

Edwards

Lifesciences

Corp.

(a)

7,840,147‌

16,176‌

Medpace

Holdings,

Inc.

(a)

5,374,153‌

7,290‌

Mettler-Toledo

International,

Inc.

(a)

8,920,627‌

69,686‌

Repligen

Corp.

(a)

10,030,603‌

85,632‌

Veeva

Systems,

Inc.,

Class A

(a)

18,004,128‌

38,315‌

West

Pharmaceutical

Services,

Inc.

12,550,461‌

77,720,439‌

Industrials

24.2%

49,009‌

Fastenal

Co.

3,524,237‌

80,554‌

HEICO

Corp.,

Class A

14,989,488‌

29,640‌

IDEX

Corp.

6,203,356‌

84,862‌

Old

Dominion

Freight

Line,

Inc.

14,969,657‌

50,163‌

SiteOne

Landscape

Supply,

Inc.

(a)

6,609,978‌

9,752‌

TransDigm

Group,

Inc.

(a)

12,358,515‌

155,972‌

Veralto

Corp.

15,885,748‌

16,580‌

Verisk

Analytics,

Inc.

4,566,629‌

66,763‌

Waste

Connections,

Inc.

11,455,196‌

172,264‌

WNS

Holdings,

Ltd.

(a)

8,163,591‌

98,726,395‌

Information

Technology

18.0%

26,794‌

ANSYS,

Inc.

(a)

9,038,420‌

52,933‌

Appfolio,

Inc.

(a)

13,059,630‌

28,236‌

Atlassian

Corp.,

Class A

(a)

6,872,078‌

27,486‌

Cadence

Design

Systems,

Inc.

(a)

8,258,443‌

98,230‌

Endava

PLC,

ADR

(a)

3,035,307‌

56,838‌

Entegris,

Inc.

5,630,372‌

63,762‌

Guidewire

Software,

Inc.

(a)

10,748,998‌

97,923‌

Microchip

Technology,

Inc.

5,615,884‌

11,137‌

Monolithic

Power

Systems,

Inc.

6,589,763‌

7,636‌

Tyler

Technologies,

Inc.

(a)

4,403,223‌

73,252,118‌

Security

Description

Value

Materials

9.6%

79,073‌

Ecolab,

Inc.

18,528,385‌

80,169‌

Vulcan

Materials

Co.

20,621,872‌

39,150,257‌

Real

Estate

8.1%

123,293‌

CBRE

Group,

Inc.,

Class A

(a)

16,187,138‌

232,294‌

CoStar

Group,

Inc.

(a)

16,629,927‌

32,817,065‌

Total

Common

Stock

(Cost

$268,498,425)

395,612,425‌

Money

Market

Fund

2.9%

11,961,320‌

First

American

Treasury

Obligations

Fund,

Class X,

4.37%

(b)

(Cost

$11,961,320)

11,961,320‌

Investments,

value

100.0%

(Cost

$280,459,745)

407,573,745‌

Other

Assets

Liabilities,

Net

0.0%

(194,122‌)

Net

Assets

100.0%

407,379,623‌

ADR

American

Depositary

Receipt

PLC

Public

Limited

Company

(a)

Non-income

producing

security.

(b)

Dividend

yield

changes

daily

reflect

current

market

conditions.

Rate

was

the

quoted

yield

December

31,

2024.

Valuation

Inputs

Investments

Securities

Level

Quoted

Prices

407,573,745‌

Level

Other

Significant

Observable

Inputs

–‌

Level

Significant

Unobservable

Inputs

–‌

Total

407,573,745‌

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

MIDCAP

GROWTH

FUND

SCHEDULE

INVESTMENTS

DECEMBER

31,

2024

PORTFOLIO

HOLDINGS

Total

Net

Assets

Consumer

Discretionary

4.2‌%

Financials

13.9‌%

Health

Care

19.1‌%

Industrials

24.2‌%

Information

Technology

18.0‌%

Materials

9.6‌%

Real

Estate

8.1‌%

Money

Market

Fund

2.9‌%

Other

Assets

Liabilities,

Net

0.0‌%

100.0%

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

MIDCAP

GROWTH

FUND

STATEMENT

ASSETS

AND

LIABILITIES

DECEMBER

31,

2024

ASSETS

Investments,

value

(Cost

$280,459,745)

407,573,745‌

Receivables:

Fund

sold

230,457‌

Investment

securities

sold

360,086‌

Dividends

151,648‌

Prepaid

expenses

31,062‌

Total

Assets

408,346,998‌

LIABILITIES

Payables:

Fund

redeemed

180,094‌

Accrued

Liabilities:

Investment

adviser

fees

762,301‌

Fund

services

fees

21,951‌

Other

expenses

3,029‌

Total

Liabilities

967,375‌

NET

ASSETS

407,379,623‌

COMPONENTS

NET

ASSETS

Paid-in

capital

295,372,339‌

Distributable

Earnings

112,007,284‌

NET

ASSETS

407,379,623‌

BENEFICIAL

INTEREST

PAR

VALUE

(UNLIMITED

AUTHORIZED)

Investor

3,522,776‌

Institutional

6,312,149‌

Institutional

Plus

1,199,569‌

NET

ASSET

VALUE,

OFFERING

AND

REDEMPTION

PRICE

PER

Investor

(based

net

assets

$129,593,856)

36.79‌

Institutional

(based

net

assets

$233,333,346)

36.97‌

Institutional

Plus

(based

net

assets

$44,452,421)

37.06‌

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

MIDCAP

GROWTH

FUND

STATEMENT

OPERATIONS

SIX

MONTHS

ENDED

DECEMBER

31,

2024

INVESTMENT

INCOME

Dividend

income

(Net

foreign

withholding

taxes

$7,147)

1,631,175‌

Total

Investment

Income

1,631,175‌

EXPENSES

Investment

adviser

fees

1,668,791‌

Fund

services

fees

162,950‌

Transfer

agent

fees:

Investor

13,668‌

Institutional

3,716‌

Institutional

Plus

2,295‌

Custodian

fees

27,298‌

Registration

fees:

Investor

8,093‌

Institutional

8,141‌

Institutional

Plus

7,936‌

Professional

fees

38,806‌

Trustees'

fees

and

expenses

10,848‌

Other

expenses

54,379‌

Total

Expenses

2,006,921‌

Fees

waived

(111,293‌)

Net

Expenses

1,895,628‌

NET

INVESTMENT

LOSS

(264,453‌)

NET

REALIZED

AND

UNREALIZED

GAIN

(LOSS)

Net

realized

gain

investments

51,611,702‌

Net

change

unrealized

appreciation

(depreciation)

investments

(9,934,807‌)

NET

REALIZED

AND

UNREALIZED

GAIN

41,676,895‌

INCREASE

NET

ASSETS

RESULTING

FROM

OPERATIONS

41,412,442‌

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

MIDCAP

GROWTH

FUND

STATEMENTS

CHANGES

NET

ASSETS

For

the

Six

Months

Ended

December

31,

2024

For

the

Year

Ended

June

30,

2024

OPERATIONS

Net

investment

loss

(264,453‌)

(1,319,495‌)

Net

realized

gain

51,611,702‌

29,664,974‌

Net

change

unrealized

appreciation

(depreciation)

(9,934,807‌)

9,987,698‌

Increase

Net

Assets

Resulting

from

Operations

41,412,442‌

38,333,177‌

CAPITAL

TRANSACTIONS

Sale

Investor

2,730,501‌

9,054,453‌

Institutional

18,755,962‌

15,648,066‌

Institutional

Plus

11,015,743‌

23,347,127‌

Redemption

Investor

(19,297,612‌)

(48,679,959‌)

Institutional

(26,604,791‌)

(58,573,179‌)

Institutional

Plus

(149,753,881‌)

(38,141,409‌)

Decrease

Net

Assets

from

Capital

Transactions

(163,154,078‌)

(97,344,901‌)

Decrease

Net

Assets

(121,741,636‌)

(59,011,724‌)

NET

ASSETS

Beginning

Period

529,121,259‌

588,132,983‌

End

Period

407,379,623‌

529,121,259‌

TRANSACTIONS

Sale

Investor

75,187‌

277,060‌

Institutional

494,157‌

475,454‌

Institutional

Plus

301,712‌

730,558‌

Redemption

Investor

(535,412‌)

(1,534,257‌)

Institutional

(726,520‌)

(1,862,941‌)

Institutional

Plus

(4,380,362‌)

(1,182,450‌)

Decrease

(4,771,238‌)

(3,096,576‌)

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

MIDCAP

GROWTH

FUND

FINANCIAL

HIGHLIGHTS

These

financial

highlights

reflect

selected

data

for

outstanding

throughout

each

period

For

the

Six

Months

Ended

December

31,

2024

For

the

Years

Ended

June

30,

2024

2023

2022

2021

2020

INVESTOR

NET

ASSET

VALUE,

Beginning

Period

33.34‌

31.01‌

26.98‌

38.01‌

29.48‌

25.83‌

INVESTMENT

OPERATIONS

Net

investment

loss

(a)

(0.02‌)

(0.09‌)

(0.20‌)

(0.18‌)

(0.08‌)

Net

realized

and

unrealized

gain

(loss)

3.47‌

2.42‌

4.12‌

(9.75‌)

8.81‌

3.93‌

Total

from

Investment

Operations

3.45‌

2.33‌

4.03‌

(9.95‌)

8.63‌

3.85‌

DISTRIBUTIONS

SHAREHOLDERS

FROM

Net

realized

gain

–‌

(1.08‌)

(0.11‌)

(0.24‌)

Total

Distributions

Shareholders

–‌

(1.08‌)

(0.11‌)

(0.24‌)

REDEMPTION

FEES(a)

–‌

0.00‌(b)

0.01‌

0.04‌

NET

ASSET

VALUE,

End

Period

36.79‌

33.34‌

31.01‌

26.98‌

38.01‌

29.48‌

TOTAL

RETURN

10.35‌%(c)

7.51‌%

14.94‌%

(26.97‌)%

29.33‌%

15.14‌%

RATIOS/SUPPLEMENTARY

DATA

Net

Assets

End

Period

(000s

omitted)

129,594‌

132,811‌

162,503‌

184,717‌

307,341‌

243,855‌

Ratios

Average

Net

Assets:

Net

investment

loss

(0.13‌)%(d)

(0.28‌)%

(0.33‌)%

(0.55‌)%

(0.54‌)%

(0.28‌)%

Net

expenses

0.90‌%(d)

0.88‌%

0.87‌%

0.85‌%

0.89‌%

0.98‌%

Gross

expenses

(f)

0.92‌%(d)

0.90‌%

0.89‌%

0.86‌%

0.91‌%(e)

1.01‌%(e)

PORTFOLIO

TURNOVER

RATE

25‌%(c)

29‌%

27‌%

35‌%

30‌%

31‌%

footertext

(a)

Calculated

based

average

outstanding

during

each

period.

(b)

Less

than

$0.01

per

share.

(c)

Not

annualized.

(d)

Annualized.

(e)

Ratio

includes

recoupment,

which

amounted

0.03%

and

0.06%,

respectively.

(f)

Reflects

the

expense

ratio

excluding

any

waivers

and/or

reimbursements.

Expense

waivers

and/or

reimbursements

would

decrease

the

total

return

had

such

reductions

not

occurred.

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

MIDCAP

GROWTH

FUND

FINANCIAL

HIGHLIGHTS

These

financial

highlights

reflect

selected

data

for

outstanding

throughout

each

period

For

the

Six

Months

Ended

December

31,

2024

For

the

Years

Ended

June

30,

2024

2023

2022

2021

2020

INSTITUTIONAL

NET

ASSET

VALUE,

Beginning

Period

33.50‌

31.14‌

27.09‌

38.15‌

29.57‌

25.88‌

INVESTMENT

OPERATIONS

Net

investment

loss

(a)

(0.01‌)

(0.08‌)

(0.09‌)

(0.19‌)

(0.17‌)

(0.04‌)

Net

realized

and

unrealized

gain

(loss)

3.48‌

2.44‌

4.14‌

(9.79‌)

8.86‌

3.97‌

Total

from

Investment

Operations

3.47‌

2.36‌

4.05‌

(9.98‌)

8.69‌

3.93‌

DISTRIBUTIONS

SHAREHOLDERS

FROM

Net

realized

gain

–‌

(1.08‌)

(0.11‌)

(0.24‌)

Total

Distributions

Shareholders

–‌

(1.08‌)

(0.11‌)

(0.24‌)

REDEMPTION

FEES(a)

–‌

0.00‌(b)

NET

ASSET

VALUE,

End

Period

36.97‌

33.50‌

31.14‌

27.09‌

38.15‌

29.57‌

TOTAL

RETURN

10.36‌%(c)

7.58‌%

14.95‌%

(26.95‌)%

29.41‌%

15.26‌%

RATIOS/SUPPLEMENTARY

DATA

Net

Assets

End

Period

(000s

omitted)

233,333‌

219,229‌

247,019‌

231,134‌

406,489‌

122,454‌

Ratios

Average

Net

Assets:

Net

investment

loss

(0.08‌)%(d)

(0.25‌)%

(0.32‌)%

(0.53‌)%

(0.50‌)%

(0.15‌)%

Net

expenses

0.85‌%(d)

0.84‌%

0.85‌%

0.83‌%

0.85‌%

Gross

expenses

(e)

0.89‌%(d)

0.88‌%

0.87‌%

0.85‌%

0.86‌%

0.94‌%

PORTFOLIO

TURNOVER

RATE

25‌%(c)

29‌%

27‌%

35‌%

30‌%

31‌%

footertext

(a)

Calculated

based

average

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.

Expense

waivers

and/or

reimbursements

would

decrease

the

total

return

had

such

reductions

not

occurred.

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

MIDCAP

GROWTH

FUND

FINANCIAL

HIGHLIGHTS

These

financial

highlights

reflect

selected

data

for

outstanding

throughout

each

period

For

the

Six

Months

Ended

December

31,

2024

For

the

Years

Ended

June

30,

December

2021

(a)

Through

June

30,

2022

2024

2023

INSTITUTIONAL

PLUS

NET

ASSET

VALUE,

Beginning

Period

33.55‌

31.17‌

27.10‌

38.47‌

INVESTMENT

OPERATIONS

Net

investment

loss

(b)

(0.04‌)

(0.06‌)

(0.07‌)

(0.08‌)

Net

realized

and

unrealized

gain

(loss)

3.55‌

2.44‌

4.14‌

(10.21‌)

Total

from

Investment

Operations

3.51‌

2.38‌

4.07‌

(10.29‌)

DISTRIBUTIONS

SHAREHOLDERS

FROM

Net

realized

gain

–‌

(1.08‌)

Total

Distributions

Shareholders

–‌

(1.08‌)

NET

ASSET

VALUE,

End

Period

37.06‌

33.55‌

31.17‌

27.10‌

TOTAL

RETURN

10.46‌%(c)

7.64‌%

15.02‌%

(27.53‌)%(c)

RATIOS/SUPPLEMENTARY

DATA

Net

Assets

End

Period

(000s

omitted)

44,452‌

177,081‌

178,611‌

210,030‌

Ratios

Average

Net

Assets:

Net

investment

loss

(0.23‌)%(d)

(0.19‌)%

(0.26‌)%

(0.44‌)%(d)

Net

expenses

0.79‌%(d)

0.78‌%

0.79‌%

0.79‌%(d)

Gross

expenses

(e)

0.92‌%(d)

0.88‌%

0.90‌%(d)

PORTFOLIO

TURNOVER

RATE

25‌%(c)

29‌%

27‌%

35‌%(c)

footertext

(a)

Commencement

operations.

(b)

Calculated

based

average

outstanding

during

each

period.

(c)

Not

annualized.

(d)

Annualized.

(e)

Reflects

the

expense

ratio

excluding

any

waivers

and/or

reimbursements.

Expense

waivers

and/or

reimbursements

would

decrease

the

total

return

had

such

reductions

not

occurred.

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

SMALL

CAP

GROWTH

FUND

SCHEDULE

INVESTMENTS

DECEMBER

31,

2024

The

following

summary

the

inputs

used

value

the

Fund's investments

December

31,

2024.

The

inputs

methodology

used

for

valuing

securities

are

not

necessarily

indication

the

risks

associated

with

investing

those

securities.

For

information

valuation

inputs,

and

their

aggregation

into

the

levels

used

the

table

below,

please

refer

the

Security

Valuation

section

Note

the

accompanying

Notes

Financial

Statements.

Security

Description

Value

Common

Stock

95.4%

Consumer

Discretionary

7.5%

22,163‌

Bright

Horizons

Family

Solutions,

Inc.

(a)

2,456,769‌

48,033‌

CarMax,

Inc.

(a)

3,927,178‌

31,975‌

Floor

Decor

Holdings,

Inc.,

Class A

(a)

3,187,907‌

13,248‌

Murphy

USA,

Inc.

6,647,184‌

16,219,038‌

Consumer

Staples

2.9%

212,740‌

Utz

Brands,

Inc.

3,331,509‌

11,884‌

WD-40

Co.

2,884,009‌

6,215,518‌

Financials

14.5%

80,665‌

EVERTEC,

Inc.

2,785,362‌

63,542‌

Goosehead

Insurance,

Inc.,

Class A

(a)

6,812,973‌

46,439‌

Hamilton

Lane,

Inc.,

Class A

6,875,294‌

14,215‌

Kinsale

Capital

Group,

Inc.

6,611,823‌

15,768‌

Morningstar,

Inc.

5,310,032‌

64,638‌

Trupanion,

Inc.

(a)

3,115,552‌

31,511,036‌

Health

Care

15.1%

95,099‌

Bio-Techne

Corp.

6,849,981‌

21,795‌

Charles

River

Laboratories

International,

Inc.

(a)

4,023,357‌

51,738‌

HealthEquity,

Inc.

(a)

4,964,261‌

34,266‌

LeMaitre

Vascular,

Inc.

3,157,269‌

15,101‌

Medpace

Holdings,

Inc.

(a)

5,017,005‌

41,976‌

Repligen

Corp.

(a)

6,042,026‌

83,653‌

RxSight,

Inc.

(a)

2,875,990‌

32,929,889‌

Industrials

28.2%

4,522‌

Applied

Industrial

Technologies,

Inc.

1,082,883‌

44,476‌

Casella

Waste

Systems,

Inc.

(a)

4,706,006‌

149,955‌

Core

Main,

Inc.,

Class A

(a)

7,634,209‌

12,023‌

CSW

Industrials,

Inc.

4,241,714‌

152,784‌

Douglas

Dynamics,

Inc.

3,610,286‌

39,625‌

Exponent,

Inc.

3,530,588‌

12,153‌

Federal

Signal

Corp.

1,122,816‌

284,051‌

Hayward

Holdings,

Inc.

(a)

4,343,140‌

38,699‌

HEICO

Corp.,

Class A

7,201,110‌

32,354‌

JBT

Marel

Corp.

4,112,193‌

9,055‌

Kadant,

Inc.

3,123,884‌

15,201‌

RBC

Bearings,

Inc.

(a)

4,547,227‌

18,757‌

Simpson

Manufacturing

Co.,

Inc.

3,110,473‌

31,577‌

SiteOne

Landscape

Supply,

Inc.

(a)

4,160,901‌

51,260‌

WillScot

Holdings

Corp.

(a)

1,714,647‌

Security

Description

Value

Industrials

28.2%

(continued)

67,417‌

WNS

Holdings,

Ltd.

(a)

3,194,892‌

61,436,969‌

Information

Technology

22.1%

20,620‌

Agilysys,

Inc.

(a)

2,715,860‌

65,714‌

Alarm.com

Holdings,

Inc.

(a)

3,995,411‌

26,078‌

Appfolio,

Inc.

(a)

6,433,964‌

51,280‌

Endava

PLC,

ADR

(a)

1,584,552‌

38,251‌

Guidewire

Software,

Inc.

(a)

6,448,354‌

19,504‌

Manhattan

Associates,

Inc.

(a)

5,270,761‌

36,109‌

Novanta,

Inc.

(a)

5,516,372‌

59,787‌

Procore

Technologies,

Inc.

(a)

4,479,840‌

18,360‌

ServiceTitan,

Inc.

(a)

1,888,693‌

22,552‌

SPS

Commerce,

Inc.

(a)

4,149,343‌

49,557‌

The

Descartes

Systems

Group,

Inc.

(a)

5,629,675‌

48,112,825‌

Materials

5.1%

23,369‌

Eagle

Materials,

Inc.

5,766,534‌

414,452‌

Perimeter

Solutions,

Inc.

(a)

5,296,697‌

11,063,231‌

Total

Common

Stock

(Cost

$169,185,141)

207,488,506‌

Money

Market

Fund

4.7%

10,309,721‌

First

American

Treasury

Obligations

Fund,

Class X,

4.37%

(b)

(Cost

$10,309,721)

10,309,721‌

Investments,

value

100.1%

(Cost

$179,494,862)

217,798,227‌

Other

Assets

Liabilities,

Net

(0.1)%

(284,447‌)

Net

Assets

100.0%

217,513,780‌

ADR

American

Depositary

Receipt

PLC

Public

Limited

Company

(a)

Non-income

producing

security.

(b)

Dividend

yield

changes

daily

reflect

current

market

conditions.

Rate

was

the

quoted

yield

December

31,

2024.

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

SMALL

CAP

GROWTH

FUND

SCHEDULE

INVESTMENTS

DECEMBER

31,

2024

The

Level

value

displayed

this

table

Common

Stock

and

Money

Market

Fund.

Refer

this

Schedule

Investments

for

further

breakout

each

security

industry.

Valuation

Inputs

Investments

Securities

Level

Quoted

Prices

217,798,227‌

Level

Other

Significant

Observable

Inputs

–‌

Level

Significant

Unobservable

Inputs

–‌

Total

217,798,227‌

PORTFOLIO

HOLDINGS

Total

Net

Assets

Consumer

Discretionary

7.5‌%

Consumer

Staples

2.9‌%

Financials

14.5‌%

Health

Care

15.1‌%

Industrials

28.2‌%

Information

Technology

22.1‌%

Materials

5.1‌%

Money

Market

Fund

4.7‌%

Other

Assets

Liabilities,

Net

(0.1‌)%

100.0%

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

SMALL

CAP

GROWTH

FUND

STATEMENT

ASSETS

AND

LIABILITIES

DECEMBER

31,

2024

ASSETS

Investments,

value

(Cost

$179,494,862)

217,798,227‌

Receivables:

Fund

sold

112,328‌

Dividends

85,790‌

Prepaid

expenses

21,072‌

Total

Assets

218,017,417‌

LIABILITIES

Payables:

Fund

redeemed

33,874‌

Accrued

Liabilities:

Investment

adviser

fees

445,533‌

Fund

services

fees

15,161‌

Other

expenses

9,069‌

Total

Liabilities

503,637‌

NET

ASSETS

217,513,780‌

COMPONENTS

NET

ASSETS

Paid-in

capital

189,813,370‌

Distributable

Earnings

27,700,410‌

NET

ASSETS

217,513,780‌

BENEFICIAL

INTEREST

PAR

VALUE

(UNLIMITED

AUTHORIZED)

Investor

971,647‌

Institutional

7,814,074‌

NET

ASSET

VALUE,

OFFERING

AND

REDEMPTION

PRICE

PER

Investor

(based

net

assets

$23,906,332)

24.60‌

Institutional

(based

net

assets

$193,607,448)

24.78‌

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

SMALL

CAP

GROWTH

FUND

STATEMENT

OPERATIONS

SIX

MONTHS

ENDED

DECEMBER

31,

2024

INVESTMENT

INCOME

Dividend

income

592,042‌

Total

Investment

Income

592,042‌

EXPENSES

Investment

adviser

fees

930,185‌

Fund

services

fees

82,816‌

Transfer

agent

fees:

Investor

11,614‌

Institutional

11,820‌

Custodian

fees

10,563‌

Registration

fees:

Investor

8,166‌

Institutional

9,464‌

Professional

fees

27,936‌

Trustees'

fees

and

expenses

7,167‌

Other

expenses

31,868‌

Total

Expenses

1,131,599‌

Fees

waived

(85,933‌)

Net

Expenses

1,045,666‌

NET

INVESTMENT

LOSS

(453,624‌)

NET

REALIZED

AND

UNREALIZED

GAIN

(LOSS)

Net

realized

gain

investments

2,499,171‌

Net

change

unrealized

appreciation

(depreciation)

investments

18,678,967‌

NET

REALIZED

AND

UNREALIZED

GAIN

21,178,138‌

INCREASE

NET

ASSETS

RESULTING

FROM

OPERATIONS

20,724,514‌

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

SMALL

CAP

GROWTH

FUND

STATEMENTS

CHANGES

NET

ASSETS

For

the

Six

Months

Ended

December

31,

2024

For

the

Year

Ended

June

30,

2024

OPERATIONS

Net

investment

loss

(453,624‌)

(372,773‌)

Net

realized

gain

(loss)

2,499,171‌

(2,649,453‌)

Net

change

unrealized

appreciation

(depreciation)

18,678,967‌

7,765,496‌

Increase

Net

Assets

Resulting

from

Operations

20,724,514‌

4,743,270‌

CAPITAL

TRANSACTIONS

Sale

Investor

1,269,545‌

7,672,280‌

Institutional

13,509,021‌

106,816,162‌

Redemption

Investor

(2,623,653‌)

(4,201,324‌)

Institutional

(12,111,338‌)

(12,041,037‌)

Increase

Net

Assets

from

Capital

Transactions

43,575‌

98,246,081‌

Increase

Net

Assets

20,768,089‌

102,989,351‌

NET

ASSETS

Beginning

Period

196,745,691‌

93,756,340‌

End

Period

217,513,780‌

196,745,691‌

TRANSACTIONS

Sale

Investor

52,125‌

335,266‌

Institutional

550,018‌

4,680,496‌

Redemption

Investor

(106,111‌)

(190,911‌)

Institutional

(487,222‌)

(544,463‌)

Increase

8,810‌

4,280,388‌

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

SMALL

CAP

GROWTH

FUND

FINANCIAL

HIGHLIGHTS

These

financial

highlights

reflect

selected

data

for

outstanding

throughout

each

period

For

the

Six

Months

Ended

December

31,

2024

For

the

Years

Ended

June

30,

2024

2023

2022

2021

2020

INVESTOR

NET

ASSET

VALUE,

Beginning

Period

22.29‌

20.76‌

18.19‌

24.94‌

18.38‌

17.10‌

INVESTMENT

OPERATIONS

Net

investment

loss

(a)

(0.06‌)

(0.10‌)

(0.15‌)

(0.13‌)

(0.09‌)

Net

realized

and

unrealized

gain

(loss)

2.37‌

1.63‌

2.67‌

(6.01‌)

7.16‌

1.63‌

Total

from

Investment

Operations

2.31‌

1.53‌

2.57‌

(6.16‌)

7.03‌

1.54‌

DISTRIBUTIONS

SHAREHOLDERS

FROM

Net

realized

gain

–‌

(0.60‌)

(0.48‌)

(0.26‌)

Total

Distributions

Shareholders

–‌

(0.60‌)

(0.48‌)

(0.26‌)

REDEMPTION

FEES(a)

–‌

0.01‌

0.00‌(b)

NET

ASSET

VALUE,

End

Period

24.60‌

22.29‌

20.76‌

18.19‌

24.94‌

18.38‌

TOTAL

RETURN

10.36‌%(c)

7.37‌%

14.13‌%

(25.32‌)%

38.60‌%

9.08‌%

RATIOS/SUPPLEMENTARY

DATA

Net

Assets

End

Period

(000s

omitted)

23,906‌

22,859‌

18,295‌

18,105‌

29,472‌

8,394‌

Ratios

Average

Net

Assets:

Net

investment

loss

(0.50‌)%(d)

(0.44‌)%

(0.54‌)%

(0.64‌)%

(0.58‌)%

(0.50‌)%

Net

expenses

1.04‌%(d)

1.04‌%

1.05‌%

Gross

expenses

(e)

1.19‌%(d)

1.25‌%

1.30‌%

1.23‌%

1.30‌%

1.66‌%

PORTFOLIO

TURNOVER

RATE

18‌%(c)

30‌%

41‌%

46‌%

34‌%

38‌%

footertext

(a)

Calculated

based

average

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.

Expense

waivers

and/or

reimbursements

would

decrease

the

total

return

had

such

reductions

not

occurred.

DENT

GROWTH

FUNDS

See

Notes

Financial

Statements.

DENT

SMALL

CAP

GROWTH

FUND

FINANCIAL

HIGHLIGHTS

These

financial

highlights

reflect

selected

data

for

outstanding

throughout

each

period

For

the

Six

Months

Ended

December

31,

2024

For

the

Years

Ended

June

30,

2024

2023

2022

2021

2020

INSTITUTIONAL

NET

ASSET

VALUE,

Beginning

Period

22.43‌

20.87‌

18.27‌

25.03‌

18.42‌

17.13‌

INVESTMENT

OPERATIONS

Net

investment

loss

(a)

(0.05‌)

(0.07‌)

(0.08‌)

(0.12‌)

(0.11‌)

(0.07‌)

Net

realized

and

unrealized

gain

(loss)

2.40‌

1.63‌

2.68‌

(6.04‌)

7.20‌

1.62‌

Total

from

Investment

Operations

2.35‌

1.56‌

2.60‌

(6.16‌)

7.09‌

1.55‌

DISTRIBUTIONS

SHAREHOLDERS

FROM

Net

realized

gain

–‌

(0.60‌)

(0.48‌)

(0.26‌)

Total

Distributions

Shareholders

–‌

(0.60‌)

(0.48‌)

(0.26‌)

REDEMPTION

FEES(a)

–‌

0.00‌(b)

NET

ASSET

VALUE,

End

Period

24.78‌

22.43‌

20.87‌

18.27‌

25.03‌

18.42‌

TOTAL

RETURN

10.48‌%(c)

7.48‌%

14.23‌%

(25.27‌)%

38.79‌%

9.12‌%

RATIOS/SUPPLEMENTARY

DATA

Net

Assets

End

Period

(000s

omitted)

193,607‌

173,886‌

75,462‌

60,847‌

52,591‌

14,626‌

Ratios

Average

Net

Assets:

Net

investment

loss

(0.40‌)%(d)

(0.31‌)%

(0.43‌)%

(0.52‌)%

(0.49‌)%

(0.40‌)%

Net

expenses

0.94‌%(d)

0.94‌%

0.95‌%

Gross

expenses

(e)

1.01‌%(d)

1.07‌%

1.12‌%

1.09‌%

1.18‌%

1.72‌%

PORTFOLIO

TURNOVER

RATE

18‌%(c)

30‌%

41‌%

46‌%

34‌%

38‌%

footertext

(a)

Calculated

based

average

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.

Expense

waivers

and/or

reimbursements

would

decrease

the

total

return

had

such

reductions

not

occurred.

DENT

GROWTH

FUNDS

DENT

GROWTH

FUNDS

NOTES

FINANCIAL

STATEMENTS

DECEMBER

31,

2024

Note

Organization

Dent

Premier

Growth

Fund,

Dent

Midcap

Growth

Fund,

and

Dent

Small

Cap

Growth

Fund

(individually,

“Fund”

and

collectively,

the

“Funds”)

are

diversified

portfolios

Forum

Funds

(the

“Trust”).

The

Trust

Delaware

statutory

trust

that

registered

open-end,

management

investment

company

under

the

Investment

Company

Act

1940,

amended

(the

“Act”).

Under

its

Trust

Instrument,

the

Trust

authorized

issue

unlimited

number

each

Fund’s

beneficial

interest

without

par

value.

Dent

Premier

Growth

Fund

commenced

operations

July

16,

2001.

Dent

Midcap

Growth

Fund’s

Investor

Shares,

Institutional

Shares,

and

Institutional

Plus

commenced

operations

July

2011,

November

29,

2017,

and

December

2021,

respectively.

Dent

Small

Cap

Growth

Fund’s

Investor

and

Institutional

commenced

operations

November

2013

and

November

20,

2017,

respectively.

Additionally,

the

Dent

Small

Cap

Growth

Fund

currently

offers

Institutional

Plus

Shares,

which

December

31,

2024

had

not

commenced

operations.

The

Funds

seek

long-term

capital

appreciation.

Each

Fund

included

herein

deemed

individual

reporting

segment

and

not

part

consolidated

reporting

entity.

The

objective

and

strategy

each

Fund

used

the

Adviser,

defined

Note

make

investment

decisions,

and

the

results

the

operations,

shown

the

Statements

Operations

and

the

financial

highlights

for

each

Fund

the

information

utilized

for

the

day-to-day

management

the

Funds.

Each

Fund

party

the

expense

agreements

disclosed

the

Notes

the

Financial

Statements

and

there

are

resources

allocated

the

Funds

based

performance

measurements.

Due

the

significance

oversight

and

their

role,

the

Adviser

deemed

the

Chief

Operating

Decision

Maker.

Note

Summary

Significant

Accounting

Policies

The

Funds

are

investment

companies

and

accounting

and

reporting

guidance

under

Financial

Accounting

Standards

Board

Accounting

Standards

Codification

Topic

946,

“Financial

Services

–

Investment

Companies.”

These

financial

statements

are

prepared

accordance

with

accounting

principles

generally

accepted

the

United

States

America

(“GAAP”),

which

require

management

make

estimates

and

assumptions

that

affect

the

reported

amounts

assets

and

liabilities,

the

disclosure

contingent

liabilities

the

date

the

financial

statements,

and

the

reported

amounts

increases

and

decreases

net

assets

from

operations

during

the

fiscal

period.

Actual

amounts

could

differ

from

those

estimates.

The

following

summarizes

the

significant

accounting

policies

each

Fund:

Security

Valuation

–

Securities

are

recorded

fair

value

using

last

quoted

trade

official

closing

price

from

the

principal

exchange

where

the

security

traded,

provided

independent

pricing

services

each

Fund

business

day.

the

absence

last

trade,

securities

are

valued

the

mean

the

last

bid

and

ask

price

provided

the

pricing

service.

non-exchange

traded

open-end

mutual

funds

are

valued

net

asset

value

per

(“NAV”).

Short-term

investments

that

mature

sixty

days

less

may

recorded

amortized

cost,

which

approximates

fair

value.

Pursuant

Rule

2a-5

under

the

Investment

Company

Act,

the

Trust’s

Board

Trustees

(the

“Board”)

has

designated

the

Adviser

each

Fund’s

valuation

designee

perform

any

fair

value

determinations

for

securities

DENT

GROWTH

FUNDS

DENT

GROWTH

FUNDS

NOTES

FINANCIAL

STATEMENTS

DECEMBER

31,

2024

and

other

assets

held

each

Fund.

The

Adviser

subject

the

oversight

the

Board

and

certain

reporting

and

other

requirements

intended

provide

the

Board

the

information

needed

oversee

the

Adviser’s

fair

value

determinations.

The

Adviser

responsible

for

determining

the

fair

value

investments

for

which

market

quotations

are

not

readily

available

accordance

with

policies

and

procedures

that

have

been

approved

the

Board.

Under

these

procedures,

the

Adviser

convenes

regular

and

hoc

basis

review

such

investments

and

considers

number

factors,

including

valuation

methodologies

and

significant

unobservable

inputs,

when

arriving

fair

value.

The

Board

has

approved

the

Adviser’s

fair

valuation

procedures

part

each

Fund’s

compliance

program

and

will

review

any

changes

made

the

procedures.

The

Adviser

provides

fair

valuation

inputs.

determining

fair

valuations,

inputs

may

include

market-based

analytics

that

may

consider

comparable

assets

liabilities,

recent

transactions,

market

multiples,

book

values

and

other

relevant

investment

information.

Adviser

inputs

may

include

income-based

approach

which

the

anticipated

future

cash

flows

the

investment

are

discounted

determining

fair

value.

Discounts

may

also

applied

based

the

nature

duration

any

restrictions

the

disposition

the

investments.

The

Adviser

performs

regular

reviews

valuation

methodologies,

key

inputs

and

assumptions,

disposition

analysis

and

market

activity.

Fair

valuation

based

subjective

factors

and,

result,

the

fair

value

investment

may

differ

from

the

security’s

market

price

and

may

not

the

price

which

the

asset

may

sold.

Fair

valuation

could

result

different

NAV

than

NAV

determined

using

market

quotes.

GAAP

has

three-tier

fair

value

hierarchy.

The

basis

the

tiers

dependent

upon

the

level

various

“inputs”

used

determine

the

value

each

Fund’s

investments.

These

inputs

are

summarized

the

three

broad

levels

listed

below:

Level

Quoted

prices

active

markets

for

identical

assets

and

liabilities.

Level

Prices

determined

using

significant

other

observable

inputs

(including

quoted

prices

for

similar

securities,

interest

rates,

prepayment

speeds,

credit

risk,

etc.).

Short-term

securities

are

valued

amortized

cost,

which

approximates

market

value,

are

categorized

Level

the

hierarchy.

Municipal

securities,

long-

term

U.S.

government

obligations

and

corporate

debt

securities

are

valued

accordance

with

the

evaluated

price

supplied

pricing

service

and

generally

categorized

Level

the

hierarchy.

Other

securities

that

are

categorized

Level

the

hierarchy

include,

but

are

not

limited

to,

warrants

that

not

trade

exchange,

securities

valued

the

mean

between

the

last

reported

bid

and

ask

quotation

and

international

equity

securities

valued

independent

third

party

with

adjustments

for

changes

value

between

the

time

the

securities’

respective

local

market

closes

and

the

U.S.

market.

Level

Significant

unobservable

inputs

(including

each

Fund’s

own

assumptions

determining

the

fair

value

investments).

The

aggregate

value

input

level,

December

31,

2024,

for

each

Fund’s

investments

included

the

end

each

Fund’s

Schedule

Investments.

DENT

GROWTH

FUNDS

DENT

GROWTH

FUNDS

NOTES

FINANCIAL

STATEMENTS

DECEMBER

31,

2024

Security

Transactions,

Investment

Income

and

Realized

Gain

and

Loss

–

Investment

transactions

are

accounted

for

the

trade

date.

Dividend

income

recorded

the

ex-dividend

date.

Foreign

dividend

income

recorded

the

ex-dividend

date

soon

possible

after

determining

the

existence

dividend

declaration

after

exercising

reasonable

due

diligence.

Income

and

capital

gains

some

foreign

securities

may

subject

foreign

withholding

taxes,

which

are

accrued

applicable.

Interest

income

recorded

accrual

basis.

Premium

amortized

the

call

date

above

par,

and

discount

accreted

maturity

using

the

effective

interest

method

and

included

interest

income.

Identified

cost

investments

sold

used

determine

the

gain

and

loss

for

both

financial

statement

and

federal

income

tax

purposes.

Distributions

Shareholders

–

Each

Fund

declares

any

dividends

from

net

investment

income

and

pays

them

annually.

Any

net

capital

gains

realized

the

Funds

are

distributed

least

annually.

Distributions

shareholders

are

recorded

the

ex-dividend

date.

Distributions

are

based

amounts

calculated

accordance

with

applicable

federal

income

tax

regulations,

which

may

differ

from

GAAP.

These

differences

are

due

primarily

differing

treatments

income

and

gain

various

investment

securities

held

each

Fund,

timing

differences

and

differing

characterizations

distributions

made

each

Fund.

Federal

Taxes

–

Each

Fund

intends

continue

qualify

each

year

regulated

investment

company

under

Subchapter

Chapter

Subtitle

the

Internal

Revenue

Code

1986,

amended

(“Code”),

and

distribute

all

its

taxable

income

shareholders.

addition,

distributing

each

calendar

year

substantially

all

their

net

investment

income

and

capital

gains,

any,

the

Funds

will

not

subject

federal

excise

tax.

Therefore,

federal

income

excise

tax

provision

required.

Each

Fund

recognizes

interest

and

penalties,

any,

unrecognized

tax

benefits

income

tax

expense

the

Statements

Operations.

During

the

period,

each

Fund

did

not

incur

any

interest

penalties.

Each

Fund

files

U.S.

federal

income

and

excise

tax

return

required.

Each

Fund’s

federal

income

tax

returns

are

subject

examination

the

Internal

Revenue

Service

for

period

three

fiscal

years

after

they

are

filed.

December

31,

2024,

there

are

uncertain

tax

positions

that

would

require

financial

statement

recognition,

de-recognition

disclosure.

Income

and

Expense

Allocation

–

The

Trust

accounts

separately

for

the

assets,

liabilities

and

operations

each

its

investment

portfolios.

Expenses

that

are

directly

attributable

than

one

investment

portfolio

are

allocated

among

the

respective

investment

portfolios

equitable

manner.

The

Dent

Midcap

Growth

Fund's

and

Dent

Small

Cap

Growth

Fund's

class-specific

expenses

are

charged

the

operations

that

class

shares.

Income

and

expenses

(other

than

expenses

attributable

specific

class)

and

realized

and

unrealized

gains

losses

investments

are

allocated

each

class

based

the

class’

respective

net

assets

the

total

net

assets

each

Fund.

Commitments

and

Contingencies

–

the

normal

course

business,

each

Fund

enters

into

contracts

that

provide

general

indemnifications

each

Fund

the

counterparty

the

contract.

Each

Fund’s

maximum

exposure

under

these

arrangements

dependent

future

claims

that

may

made

against

each

Fund

and,

therefore,

cannot

estimated;

however,

based

experience,

the

risk

loss

from

such

claims

considered

remote.

Each

Fund

has

determined

that

none

these

arrangements

requires

disclosure

each

Fund’s

Statement

Assets

and

Liabilities.

DENT

GROWTH

FUNDS

DENT

GROWTH

FUNDS

NOTES

FINANCIAL

STATEMENTS

DECEMBER

31,

2024

Note

Fees

and

Expenses

Investment

Adviser

–

D.F.

Dent

and

Company,

Inc.

(the

“Adviser”)

the

investment

adviser

the

Funds.

Pursuant

investment

advisory

agreement,

the

Adviser

receives

advisory

fee,

payable

monthly,

annual

rate

0.99%,

0.75%,

and

0.85%

the

average

daily

net

assets

Dent

Premier

Growth

Fund,

Dent

Midcap

Growth

Fund

and

Dent

Small

Cap

Growth

Fund,

respectively.

Distribution

–

Foreside

Fund

Services,

LLC,

wholly

owned

subsidiary

Foreside

Financial

Group,

LLC

(d/b/a

ACA

Group)

(the

“Distributor”),

acts

the

agent

the

Trust

connection

with

the

continuous

offering

the

Funds.

The

Funds

not

have

distribution

(12b-1)

plan;

accordingly,

the

Distributor

does

not

receive

compensation

from

the

Funds

for

its

distribution

services.

The

Adviser

compensates

the

Distributor

directly

for

its

services.

The

Distributor

not

affiliated

with

the

Adviser

Atlantic

Fund

Administration,

LLC,

wholly

owned

subsidiary

Apex

Holdings

LLC

(d/b/a

Apex

Fund

Services)

(“Apex”)

their

affiliates.

Other

Service

Providers

–

Apex

provides

fund

accounting,

fund

administration,

compliance

and

transfer

agency

services

each

Fund.

The

fees

these

services

are

included

Fund

services

fees

within

the

Statements

Operations.

Apex

also

provides

certain

shareholder

report

production

and

EDGAR

conversion

and

filing

services.

Pursuant

Apex

Services

Agreement,

each

Fund

pays

Apex

customary

fees

for

its

services.

Apex

provides

Principal

Executive

Officer,

Principal

Financial

Officer,

Chief

Compliance

Officer

and

Anti-

Money

Laundering

Officer

each

Fund,

well

certain

additional

compliance

support

functions.

Trustees

and

Officers

–

Each

Independent

Trustee’s

annual

retainer

$45,000

($55,000

for

the

Chairman).

The

Audit

Committee

Chairman

receives

additional

$2,000

annually.

Effective

January

2025,

each

Independent

Trustee’s

annual

retainer

$60,000

($70,000

for

the

Chairman),

and

the

Audit

Committee

Chairman

receives

additional

$5,000

annually.

The

Trustees

and

the

Chairman

may

receive

additional

fees

for

special

Board

meetings.

Each

Trustee

also

reimbursed

for

all

reasonable

out-of-pocket

expenses

incurred

connection

with

his

her

duties

Trustee,

including

travel

and

expenses

incurred

attending

Board

meetings.

The

amount

Trustees’

fees

attributable

each

Fund

disclosed

the

Statements

Operations.

Certain

officers

the

Trust

are

also

officers

employees

the

above

named

service

providers,

and

during

their

terms

office

received

compensation

from

each

Fund.

Note

Expense

Reimbursement

and

Fees

Waived

The

Adviser

has

contractually

agreed

waive

portion

its

fee

and/or

reimburse

Fund

expenses

limit

Total

Annual

Fund

Operating

Expenses

(excluding

all

taxes,

interest,

portfolio

transaction

expenses,

and

extraordinary

expenses)

0.99%,

through

October

31,

2025

(the

“Expense

Cap”).

Additionally,

the

Adviser

has

contractually

agreed

waive

portion

its

fee

and/or

reimburse

Fund

expenses

limit

Total

Annual

Fund

Operating

Expenses

After

Fee

Waiver

and/or

Expense

Reimbursement

(excluding

all

taxes,

interest,

portfolio

transaction

expenses,

and

extraordinary

expenses)

Investor

Shares,

Institutional

and

Institutional

Plus

0.98%,

0.85%,

and

0.79%,

respectively,

through

October

31,

2025,

for

Dent

Midcap

Growth

Fund.

The

Adviser

has

also

contractually

agreed

waive

portion

its

fee

and/or

reimburse

Fund

expenses

limit

Total

Annual

Fund

Operating

Expenses

After

Fee

Waiver

and/or

Expense

Reimbursement

(excluding

all

taxes,

interest,

DENT

GROWTH

FUNDS

DENT

GROWTH

FUNDS

NOTES

FINANCIAL

STATEMENTS

DECEMBER

31,

2024

portfolio

transaction

expenses,

and

extraordinary

expenses)

Investor

and

Institutional

1.05%

and

0.95%,

respectively,

through

October

31,

2025,

for

Dent

Small

Cap

Growth

Fund.

The

Expense

Cap

may

only

raised

eliminated

with

the

consent

the

Board

Trustees.

Other

fund

service

providers

have

agreed

waive

portion

their

fees

and

such

waivers

may

changed

eliminated

with

the

approval

the

Board

Trustees

the

Trust.

For

the

period

ended

December

31,

2024

fees

waived

and

expenses

reimbursed

were

follows:

The

Adviser

may

reimbursed

each

Fund

for

fees

waived

and

expenses

reimbursed

the

Adviser

pursuant

the

Expense

Cap

such

payment

made

within

three

years

the

fee

waiver

expense

reimbursement,

and

does

not

cause

the

Total

Annual

Fund

Operating

Expenses

After

Fee

Waiver

and/or

Expense

Reimbursement

exceed

the

lesser

(i)

the

then-current

expense

cap,

(ii)

the

expense

cap

place

the

time

the

fees/expenses

were

waived/reimbursed.

December

31,

2024

$958,202,

$475,489

and

$405,296

are

subject

recoupment

the

Adviser

for

the

Dent

Premier

Growth

Fund,

Dent

Midcap

Growth

Fund,

and

Dent

Small

Cap

Growth

Fund,

respectively.

Note

Security

Transactions

The

cost

purchases

and

proceeds

from

sales

investment

securities

(including

maturities),

other

than

short-

term

investments

during

the

period

ended

December

31,

2024

were

follows:

Note

Federal

Income

Tax

December

31,

2024

cost

for

federal

income

tax

purposes

substantially

the

same

for

financial

statement

purposes

and

net

unrealized

appreciation

consists

of:

Investment

Adviser

Fees

Waived

Other

Waivers

Total

Fees

Waived

Dent

Premier

Growth

Fund

163,418

20,745

184,163

Dent

Midcap

Growth

Fund

60,745

50,548

111,293

Dent

Small

Cap

Growth

Fund

60,465

25,468

85,933

Purchases

Sales

Dent

Premier

Growth

Fund

15,786,357

36,827,528

Dent

Midcap

Growth

Fund

112,165,462

271,856,580

Dent

Small

Cap

Growth

Fund

39,689,889

37,407,863

Gross

Unrealized

Appreciation

Gross

Unrealized

Depreciation

Net

Unrealized

Appreciation

Dent

Premier

Growth

Fund

130,683,896

(765,475)

129,918,421

Dent

Midcap

Growth

Fund

137,733,516

(10,619,516)

127,114,000

Dent

Small

Cap

Growth

Fund

43,387,619

(5,084,254)

38,303,365

DENT

GROWTH

FUNDS

DENT

GROWTH

FUNDS

NOTES

FINANCIAL

STATEMENTS

DECEMBER

31,

2024

June

30,

2024

distributable

earnings/accumulated

loss

tax

basis

were

follows:

The

difference

between

components

distributable

earnings/accumulated

loss

tax

basis

and

the

amounts

reflected

the

Statements

Assets

and

Liabilities

are

primarily

due

wash

sales

and

equity

return

capital.

For

tax

purposes,

the

prior

year

late-year

ordinary

loss

was

631,990

$1,192,139,

and

$198,571

for

the

Dent

Premier

Growth

Fund,

Dent

Midcap

Growth

Fund,

and

Dent

Small

Cap

Growth

Fund,

respectively,

(realized

during

the

period

January

2024

through

June

30,

2024

These

losses

were

recognized

for

tax

purposes

the

first

business

day

each

Fund’s

current

year,

July

202

June

30,

2024

the

Dent

Midcap

Growth

Fund

and

Dent

Small

Cap

Growth

Fund

had

$19,323,990

and

$1,

335,237

respectively,

available

short-term

capital

loss

carryforwards

and

the

Dent

Midcap

Growth

Fund

and

Dent

Small

Cap

Growth

Fund

had

$32,381,921

and

$5,971,014

respectively,

available

long-

term

capital

loss

carryforwards

that

have

expiration

date.

Note

Subsequent

Events

Subsequent

events

occurring

after

the

date

this

report

through

the

date

these

financial

statements

were

issued

have

been

evaluated

for

potential

impact,

and

each

Fund

has

had

such

events.

Undistributed

Long-Term

Gain

Capital

and

Other

Losses

Net

Unrealized

Appreciation

Total

Dent

Premier

Growth

Fund

19,826,318

(631,990)

128,834,923

148,029,251

Dent

Midcap

Growth

Fund

–

(52,898,050)

123,492,892

70,594,842

Dent

Small

Cap

Growth

Fund

–

(7,504,822)

14,480,718

6,975,896

DENT

GROWTH

FUNDS

DENT

GROWTH

FUNDS

OTHER

INFORMATION

DECEMBER

31,

2024

Changes

and

Disagreements

with

Accountants

(Item

Form

N-CSR)

N/A

Proxy

Disclosure

(Item

Form

N-CSR)

N/A

Remuneration

Paid

Directors,

Officers,

and

Others

(Item

Form

N-CSR)

Please

see

financial

statements

Item

Statement

Regarding

the

Basis

for

the

Board’s

Approval

Investment

Advisory

Contract

(Item

Form

N-CSR)

N/A

Dent

Premier

Growth

Fund

–

DFDPX

Dent

Midcap

Growth

Fund

Investor

–

DFDMX

Dent

Midcap

Growth

Fund

Institutional

–

DFMGX

Dent

Midcap

Growth

Fund

Institutional

Plus

–

DFMLX

Dent

Small

Cap

Growth

Fund

Investor

–

DFDSX

Dent

Small

Cap

Growth

Fund

Institutional

–

DFSGX

Dent

Small

Cap

Growth

Fund

Institutional

Plus

–

DFSLX

INVESTMENT

ADVISER

D.F.

Dent

and

Company,

Inc.

400

Pratt

Street,

7th

Floor

Baltimore,

21202

www.dfdent.com

TRANSFER

AGENT

Apex

Fund

Services

P.O.

Box

588

Portland,

04112

(866)

2DF-DENT

www.apexgroup.com

221-SAR-1224

This

report

submitted

for

the

general

information

the

shareholders

the

Funds.

not

authorized

for

distribution

prospective

investors

unless

preceded

accompanied

effective

prospectus,

which

includes

information

regarding

the

Funds'

risks,

objectives,

fees

and

expenses,

experience

its

management,

and

other

information.

(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.

Not applicable.

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)(3) Certifications pursuant to Rule 30a-2(a) of the Act, and Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).

(a)(4) Not applicable.

(a)(5) Not applicable.

(b) Certifications pursuant to Rule 30a-2(b) of the Act, and Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Registrant Forum Funds

By:	/s/ Zachary Tackett
	Zachary Tackett, Principal Executive Officer

Date:	February 12, 2025

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:	February 12, 2025

By:	/s/ Karen Shaw
	Karen Shaw, Principal Financial Officer

Date:	February 12, 2025

Forum Funds N-CSRSCertified semi-annual shareholder report (management investment company)

INVESTMENT COMPANIES

Fund Overview

What were the Fund's costs for the last six months?

How did the Fund perform in the last six months?

Top Contributors

Top Detractors

Total Return Based on a $10,000 Investment

Average Annual Total Returns

Fund Statistics

Top Ten Holdings

(% total investments)*

Sector Weightings

(% total investments)*

Where can I find additional information about the fund?

Fund Overview

What were the Fund's costs for the last six months?

How did the Fund perform in the last six months?

Top Contributors

Top Detractors

Total Return Based on a $10,000 Investment

Average Annual Total Returns

Fund Statistics

Top Ten Holdings

(% total investments)*

Sector Weightings

(% total investments)*

Where can I find additional information about the fund?

Fund Overview

What were the Fund's costs for the last six months?

How did the Fund perform in the last six months?

Top Contributors

Top Detractors

Total Return Based on a $500,000 Investment

Average Annual Total Returns

Fund Statistics

Top Ten Holdings

(% total investments)*

Sector Weightings

(% total investments)*

Where can I find additional information about the fund?

Fund Overview

What were the Fund's costs for the last six months?

How did the Fund perform in the last six months?

Top Contributors

Top Detractors

Total Return Based on a $100,000,000 Investment

Average Annual Total Returns

Fund Statistics

Top Ten Holdings

(% total investments)*

Sector Weightings

(% total investments)*

Where can I find additional information about the fund?

Fund Overview

What were the Fund's costs for the last six months?

How did the Fund perform in the last six months?

Top Contributors

Top Detractors

Total Return Based on a $10,000 Investment

Average Annual Total Returns

Fund Statistics

Top Ten Holdings

(% total investments)*

Sector Weightings

(% total investments)*

Where can I find additional information about the fund?

Fund Overview

What were the Fund's costs for the last six months?

How did the Fund perform in the last six months?

Top Contributors

Top Detractors

Total Return Based on a $500,000 Investment

Average Annual Total Returns

Fund Statistics

Top Ten Holdings

(% total investments)*

Sector Weightings

(% total investments)*

Where can I find additional information about the fund?