Filed with the Securities and Exchange Commission on February 20, 2025
1933 Act Registration File No. 033-20827
1940 Act Registration File No. 811-05518
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 | [ | X | ] |
Pre-Effective Amendment No. | | | [ | | ] |
Post-Effective Amendment No. | 340 | | [ | X | ] |
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 | [ | X | ] |
Amendment No. | 345 | | [ | X | ] |
(Check Appropriate Box or Boxes)
THE RBB FUND, INC.
(Exact Name of Registrant as Specified in Charter)
615 East Michigan Street |
Milwaukee, Wisconsin 53202 |
(Address of Principal Executive Offices, including Zip Code)
Registrant’s Telephone Number, including Area Code: (609) 731-6256
Copies to:
STEVEN PLUMP | | JILLIAN L. BOSMANN, ESQUIRE |
The RBB Fund, Inc. | | Faegre Drinker Biddle & Reath LLP |
615 East Michigan Street | | One Logan Square, Suite 2000 |
Milwaukee, Wisconsin 53202-5207 | | Philadelphia, Pennsylvania 19103-6996 |
Approximate Date of Proposed Public Offering: As soon as practicable after the Registration Statement becomes effective.
[ | X | ] | immediately upon filing pursuant to paragraph (b) |
[ | | ] | on (date) pursuant to paragraph (b) |
[ | | ] | 60 days after filing pursuant to paragraph (a)(1) |
[ | | ] | on (date) pursuant to paragraph (a)(1) |
[ | | ] | 75 days after filing pursuant to paragraph (a)(2) |
[ | | ] | on (date) pursuant to paragraph (a)(2) of Rule 485. |
If appropriate, check the following box:
[ | | ] | This post-effective amendment designates a new effective date for a previously filed post-effective amendment. |
EXPLANATORY NOTE
This Post-Effective Amendment No. 340 (“Amendment”) to the Registration Statement on Form N-1A (File No. 33-20827) of The RBB Fund, Inc. (the “Registration Statement”) is being filed pursuant to Rule 485(b) under the Securities Act of 1933, as amended (the “Securities Act”), solely for the purpose of adding Exhibit (j) to the Registration Statement. Exhibit (j) is the consent of the independent registered public accounting firm.
This Amendment consists of the following: (1) Facing sheet of the Registration Statement; and (2) Part C of the Registration Statement (including signature page). The Prospectus (Part A) and Statement of Additional Information (Part B) are incorporated by reference to the Prospectus and Statement of Additional Information filed pursuant to Rule 497(c) under the Securities Act on February 19, 2025, within five days of the effectiveness of Post-Effective Amendment No. 339 to the Registration Statement on Form N-1A of The RBB Fund, Inc., which was filed on February 14, 2025.
THE RBB FUND, INC.
PEA 340/345
PART C: OTHER INFORMATION
(a) | Articles of Incorporation. |
| (122) | Articles Supplementary of Registrant (SGI Enhanced Global Income ETF and SGI Enhanced Core ETF) are incorporated herein by reference to Post-Effective Amendment No. 320 to the Registrant’s Registration Statement (No. 33-20827) filed on February 26, 2024. |
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| (123) | Articles of Amendment of Registrant (F/m 9-18 Month Investment Grade Corporate Bond ETF f/k/a F/m 1-Year Investment Grade Corporate Bond ETF) are incorporated herein by reference to Post-Effective Amendment No. 316 to the Registrant’s Registration Statement (No. 33-20827) filed on January 9, 2024. |
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| (124) | Articles Supplementary of Registrant (WPG Partners Select Hedged Fund) are incorporated herein by reference to Post-Effective Amendment No. 323 to the Registrant’s Registration Statement (No. 33-20827) filed on May 2, 2024. |
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| (125) | Articles Supplementary of Registrant (SGI Enhanced Nasdaq-100 ETF) are incorporated herein by reference to Post-Effective Amendment No. 326 to the Registrant’s Registration Statement (No. 33-20827) filed on June 13, 2024. |
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| (126) | Articles Supplementary of Registrant (F/m Emerald Life Sciences Innovation ETF) are incorporated herein by reference to Post-Effective Amendment No. 333 to the Registrant’s Registration Statement (No. 33-20827) filed on October 29, 2024. |
| (127) | Articles Supplementary of Registrant (SGI Enhanced Market Leaders ETF) are incorporated herein by reference to Post-Effective Amendment No. 339 to the Registrant’s Registration Statement (33-20827) filed on February 14, 2025. |
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| (128) | Articles Supplementary of Registrant (F/m Ultrashort Treasury Inflation-Protected Security (TIPS) ETF, F/m Yield Curve Steepening Strategy ETF, F/m Yield Curve Flattening Strategy ETF, F/m Rising Interest Rates Strategy ETF, F/m Falling Interest Rates Strategy ETF) are incorporated by reference herein by reference to Post Effective Amendment No. 339 to the Registrant’s Registrations Statement (No 33-28027) filed on February 14, 2025. |
(c) | Instruments Defining Rights of Security Holders. |
(d) | Investment Advisory Contracts. |
| (24) | Reserved. |
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| (25) | Reserved. |
| (27) | Sub-Advisory Agreement (Adara Smaller Companies Fund) among Registrant, Altair Advisers LLC and Aperio Group, LLC will be filed by amendment. |
| (118) | Investment Advisory Agreement (F/m Investments Large Cap Focused Fund) between Registrant and F/m Investments LLC is incorporated herein by reference to Post-Effective Amendment No. 313 to the Registrant’s Registration Statement (No. 33-20827) filed on December 22, 2023. |
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| (119) | Expense Limitation Agreement (F/m Investments Large Cap Focused Fund) between Registrant and F/m Investments LLC is incorporated herein by reference to Post-Effective Amendment No. 313 to the Registrant’s Registration Statement (No. 33-20827) filed on December 22, 2023. |
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| (120) | Investment Advisory Agreement (F/m Opportunistic Income ETF) between Registrant and F/m Investments LLC d/b/a North Slope Capital, LLC is incorporated herein by reference to Post-Effective Amendment No. 310 to the Registrant’s Registration Statement (No. 33-20827) filed on October 27, 2023. |
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| (121) | Investment Advisory Agreement (F/m 6-Month Investment Grade Corporate Bond ETF, F/m 9-18 Month Investment Grade Corporate Bond ETF, F/m 2-Year Investment Grade Corporate Bond ETF, F/m 3-Year Investment Grade Corporate Bond ETF, F/m 5-Year Investment Grade Corporate Bond ETF, F/m 7-Year Investment Grade Corporate Bond ETF, F/m 10-Year Investment Grade Corporate Bond ETF, F/m 20-Year Investment Grade Corporate Bond ETF, F/m 30-Year Investment Grade Corporate Bond ETF and F/m 15+ Year Investment Grade Corporate Bond ETF) between Registrant and F/m Investments LLC d/b/a North Slope Capital, LLC is incorporated herein by reference to Post-Effective Amendment No. 318 to the Registrant’s Registration Statement (No. 33-20827) filed on February 15, 2024. |
| (125) | Investment Advisory Agreement (SGI Enhanced Nasdaq-100 ETF) between Registrant and Summit Global Investments, LLC is incorporated herein by reference to Post-Effective Amendment No. 326 to the Registrant’s Registration Statement (No. 33-20827) filed on June 13, 2024. |
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| (126) | Investment Sub-Advisory Agreement (SGI Enhanced Nasdaq-100 ETF) between Summit Global Investments, LLC and SG Trading Solutions, LLC is incorporated herein by reference to Post-Effective Amendment No. 326 to the Registrant’s Registration Statement (No. 33-20827) filed on June 13, 2024. |
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| (127) | Form of Investment Advisory Agreement (F/m Emerald Life Sciences Innovation ETF) between Registrant and F/m Investments LLC is incorporated herein by reference to Post-Effective Amendment No. 333 to the Registrant’s Registration Statement (No. 33-20827) filed on October 29, 2024. |
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| (128) | Form of Investment Sub-Advisory Agreement (F/m Emerald Life Sciences Innovation ETF) between F/m Investments LLC and Emerald Mutual Fund Advisers Trust is incorporated herein by reference to Post-Effective Amendment No. 333 to the Registrant’s Registration Statement (No. 33-20827) filed on October 29, 2024. |
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| (129) | Form of Expense Limitation and Reimbursement Agreement (F/m Emerald Life Sciences Innovation ETF) between Registrant and F/m Investments LLC is incorporated herein by reference to Post-Effective Amendment No. 333 to the Registrant’s Registration Statement (No. 33-20827) filed on October 29, 2024. |
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| (130) | Investment Advisory Agreement (SGI Enhanced Market Leaders ETF) between Registrant and Summit Global Investments, LLC will be filed by amendment. |
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| (131) | Investment Sub-Advisory Agreement (SGI Enhanced Market Leaders ETF) between Summit Global Investments, LLC and SG Trading Solutions, LLC will be filed by amendment. |
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| (132) | Investment Advisory Agreement (F/m Ultrashort Treasury Inflation-Protected Security (TIPS) ETF, F/m Yield Curve Steepening Strategy ETF, F/m Yield Curve Flattening Strategy ETF, F/m Rising Interest Rates Strategy ETF, and F/m Falling Interest Rates Strategy ETF,) between Registrant and F/m Investments LLC will be filed by amendment. |
(e) | Underwriting Contracts. |
| | (b) | Second Amendment to the ETF Distribution Agreement (F/m Opportunistic Income ETF) between Registrant and Quasar Distributors, LLC is incorporated herein by reference to Post-Effective Amendment No. 309 to the Registrant’s Registration Statement (No. 33-20827) filed on October 13, 2023. |
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| | (c) | Third Amendment to the ETF Distribution Agreement (F/m 6-Month Investment Grade Corporate Bond ETF, F/m 9-18 Month Investment Grade Corporate Bond ETF (f/k/a F/m 1-Year Investment Grade Corporate Bond ETF), F/m 2-Year Investment Grade Corporate Bond ETF, F/m 3-Year Investment Grade Corporate Bond ETF, F/m 5-Year Investment Grade Corporate Bond ETF, F/m 7-Year Investment Grade Corporate Bond ETF, F/m 10-Year Investment Grade Corporate Bond ETF, F/m 20-Year Investment Grade Corporate Bond ETF, F/m 30-Year Investment Grade Corporate Bond ETF and F/m 15+ Year Investment Grade Corporate Bond ETF) between Registrant and Quasar Distributors, LLC is incorporated herein by reference to Post-Effective Amendment No. 313 to the Registrant’s Registration Statement (No. 33-20827) filed on December 22, 2023. |
(f) | Bonus or Profit Sharing Contracts. |
(h) | Other Material Contracts. |
| (40) | Sublicense Agreement (F/m 6-Month Investment Grade Corporate Bond ETF, F/m 9-18 Month Investment Grade Corporate Bond ETF, F/m 2-Year Investment Grade Corporate Bond ETF, F/m 3-Year Investment Grade Corporate Bond ETF, F/m 5-Year Investment Grade Corporate Bond ETF, F/m 7-Year Investment Grade Corporate Bond ETF, F/m 10-Year Investment Grade Corporate Bond ETF, F/m 20-Year Investment Grade Corporate Bond ETF, F/m 30-Year Investment Grade Corporate Bond ETF and F/m 15+ Year Investment Grade Corporate Bond ETF) between the Registrant and F/m Investments LLC is incorporated herein by reference to Post-Effective Amendment No. 316 to the Registrant’s Registration Statement (No. 33-20827) filed on January 9, 2024. |
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| (41) | Thirteenth Amendment to the Amended and Restated Fund Accounting Servicing Agreement between Registrant and U.S. Bancorp Fund Services, LLC is incorporated herein by reference to Post-Effective Amendment No. 320 to the Registrant’s Registration Statement (No. 33-20827) filed on February 26, 2024. |
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| (42) | Thirteenth Amendment to the Amended and Restated Fund Administration Servicing Agreement between Registrant and U.S. Bancorp Fund Services, LLC is incorporated herein by reference to Post-Effective Amendment No. 320 to the Registrant’s Registration Statement (No. 33-20827) filed on February 26, 2024. |
| (53) | Seventeenth Amendment to the Amended and Restated Fund Accounting Servicing Agreement between Registrant and U.S. Bancorp Fund Services, LLC will be filed by amendment. |
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| (54) | Seventeenth Amendment to the Amended and Restated Fund Administration Servicing Agreement between Registrant and U.S. Bancorp Fund Services, LLC will be filed by amendment. |
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| (55) | Fifteenth Amendment to the Amended and Restated Transfer Agent Servicing Agreement between Registrant and U.S. Bancorp Fund Services, LLC will be filed by amendment. |
| (2) | Subscription Agreement between Registrant and Planco Financial Services, Inc., relating to Classes O and P is incorporated herein by reference to Post-Effective Amendment No. 5 to the Registrant’s Registration Statement (No. 33-20827) filed on December 14, 1990. (P) |
| (3) | Subscription Agreement between Registrant and Planco Financial Services, Inc., relating to Class Q is incorporated herein by reference to Post-Effective Amendment No. 5 to the Registrant’s Registration Statement (No. 33-20827) filed on December 14, 1990. (P) |
| (1) | Amended Rule 18f-3 Plan will be filed by amendment. |
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(o) | | Reserved. |
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Item 29. | PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT |
None.
Sections 1, 2, 3 and 4 of Article VIII of Registrant’s Articles of Incorporation, as amended, incorporated herein by reference as Exhibits (a)(1) and (a)(3), provide as follows:
Section 1. To the fullest extent that limitations on the liability of directors and officers are permitted by the Maryland General Corporation Law, no director or officer of the Corporation shall have any liability to the Corporation or its shareholders for damages. This limitation on liability applies to events occurring at the time a person serves as a director or officer of the Corporation whether or not such person is a director or officer at the time of any proceeding in which liability is asserted.
Section 2. The Corporation shall indemnify and advance expenses to its currently acting and its former directors to the fullest extent that indemnification of directors is permitted by the Maryland General Corporation Law. The Corporation shall indemnify and advance expenses to its officers to the same extent as its directors and to such further extent as is consistent with law. The Board of Directors may by law, resolution or agreement make further provision for indemnification of directors, officers, employees and agents to the fullest extent permitted by the Maryland General Corporation law.
Section 3. No provision of this Article shall be effective to protect or purport to protect any director or officer of the Corporation against any liability to the Corporation or its security holders to which he would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his office.
Section 4. References to the Maryland General Corporation Law in this Article are to the law as from time to time amended. No further amendment to the Articles of Incorporation of the Corporation shall decrease, but may expand, any right of any person under this Article based on any event, omission or proceeding prior to such amendment. Insofar as indemnification for liability arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of Registrant pursuant to the foregoing provisions, or otherwise, Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by Registrant of expenses incurred or paid by a director, officer or controlling person of Registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.
Section 12 of the Investment Advisory Agreement between Registrant and Boston Partners Global Investors, Inc. (“Boston Partners”) (f/k/a Robeco Investment Management, Inc.), incorporated herein by reference to exhibit (d)(9), provides for the indemnification of Boston Partners against certain losses.
Section 12 of each of the Investment Advisory Agreements between the Registrant and Matson Money, Inc. (f/k/a Abundance Technologies, Inc.), (“Matson Money”) incorporated herein by reference as exhibits (d)(3) and (d)(39) provides for the indemnification of Matson Money against certain losses.
Section 12 of each of the Investment Advisory Agreements between the Registrant and Summit Global Investments, LLC (“SGI”) incorporated herein by reference as exhibits (d)(7), (d)(11), (d)(81), (d)(86), (d)(102), (d)(111), (d)(122) and (d)(125) provides for the indemnification of SGI against certain losses.
Section 12 of each of the Investment Advisory Agreements with Abbey Capital Limited (“Abbey Capital”) incorporated herein by reference as exhibits (d)(13), (d)(60) and (d)(61) provides for the indemnification of Abbey Capital against certain losses.
Section 13 of each of the Investment Advisory Agreements with Abbey Capital incorporated herein by reference as exhibits (d)(14) and (d)(71) provides for the indemnification of Abbey Capital against certain losses.
Section 12 of each of the Investment Advisory Agreements between the Registrant and Altair Advisers LLC (“Altair”) incorporated herein by reference as exhibits (d)(23) and (d)(55) provide for indemnification of Altair against certain losses.
Section 12 of each of the Investment Advisory Agreements between the Registrant and Campbell & Company Investment Adviser LLC (“CCIA”) incorporated herein by reference as exhibits (d)(46) and (d)(47) provide for indemnification of CCIA against certain losses.
Section 12 of each of the Investment Advisory Agreements between the Registrant and Motley Fool Asset Management, LLC (“Motley Fool”) incorporated herein by reference to exhibits (d)(54), (d)(73), (d)(104), and (d)(109) provides for indemnification of Motley Fool against certain losses.
Section 12 of the Investment Advisory Agreements between the Registrant and Optima Asset Management LLC (“Optima”) incorporated herein by reference to exhibits (d)(105) provides for indemnification of Optima against certain losses.
Section 12 of the Investment Advisory Agreement between the Registrant and F/m Investments LLC (“F/m”) incorporated herein by reference to exhibits (d)(113), (d)(115), (d)(118), (d)(120), (d)(121), and (d)(127) provide for the indemnification of F/m against certain losses.
Section 8 of each of the Distribution Agreements between Registrant and Quasar Distributors, LLC incorporated herein by reference to exhibits (e)(1) – (e)(5), and (e)(7) provide for the indemnification of Quasar Distributors, LLC against certain losses.
Section 8 of the Distribution Agreement between Registrant and Vigilant Distributors, LLC incorporated herein by reference to exhibit (e)(6) provides for the indemnification of Vigilant Distributors, LLC against certain losses.
Section 6 of the Distribution Agreement between Registrant and Quasar Distributors, LLC incorporated herein by reference to exhibit (e)(8) provides for the indemnification of Quasar Distributors, LLC against certain losses.
Section 9 of the Distribution Agreement between Registrant and Quasar Distributors, LLC incorporated herein by reference to exhibit (e)(9) provides for the indemnification of Quasar Distributors, LLC against certain losses.
Item 31. | BUSINESS AND OTHER CONNECTIONS OF THE INVESTMENT ADVISERS. |
1. Boston Partners Global Investors, Inc.
The sole business activity of Boston Partners Global Investors, Inc. (“Boston Partners”), One Beacon Street, 30th Floor, Boston, Massachusetts 02108, is to serve as an investment adviser. Boston Partners provides investment advisory services to the Boston Partners Funds and the WPG Partners Funds. Boston Partners is registered under the Investment Advisers Act of 1940 and serves as an investment adviser to domestic and foreign institutional investors, investment companies, commingled trust funds, private investment partnerships and collective investment vehicles. Below is a list of each executive officer and director of Boston Partners indicating each business, profession, vocation or employment of a substantial nature in which each such person has been engaged within the last two years, for his or her own account or in the capacity of director, officer, partner or trustee.
Name and Position with Boston Partners | Other Companies | Position With Other Companies |
Joseph F. Feeney, Jr. Director, Chief Executive Officer & Chief Investment Officer | Boston Partners Trust Company | Chief Investment Officer |
Mark E. Donovan Director, Senior Portfolio Manager | | |
William G. Butterly, III General Counsel, Director of Sustainability & Engagement, & Secretary | Boston Partners Securities, L.L.C. | Chief Legal Officer |
| Boston Partners Trust Company | General Counsel, Secretary & Director |
| Boston Partners (UK) Limited | Director & Secretary |
Mark S. Kuzminskas Chief Operating Officer | Boston Partners Trust Company | Director & Chief Operating Officer |
| Boston Partners (UK) Limited | Director & Chief Operating Officer |
Kenneth Lengieza Chief Compliance Officer | | |
Greg A. Varner Chief Financial Officer & Treasurer | Boston Partners Trust Company | Chief Financial Officer & Treasurer |
| Boston Partners (UK) Limited | Director & Chief Financial Officer |
Stan H. Koyanagi Director, Chairperson of the Board of Directors | ORIX Corporation | Director, Managing Executive Officer and Global General Counsel |
| ORIX Corporation Europe N.V. | Director & General Counsel |
| ORIX Corporation USA | Director & General Counsel |
Jeffrey A. Finley Director | ORIX Corporation USA | Head of Corporate Development and Strategic Opportunities; Chief Operating Officer of ORIX Capital Partners, a subsidiary of ORIX Corporation USA |
Kiyoshi Habiro Director | ORIX Corporation Europe N.V. | ORIX Corporation Europe N.V. |
| Director & Chief Executive Officer | Director & Chief Executive Officer |
| OCE Nederland B.V. | OCE Nederland B.V. |
| Director | Director |
| OCE US Holding, Inc. | OCE US Holding, Inc. |
| Director | Director |
| Canara Robeco Asset Management Company Limited | Canara Robeco Asset Management Company Limited |
Gilbert O. J. Van Hassel Director | Harbor Capital Advisors, Inc. | Director; Senior Managing Director, Group Head of ORIX USA Asset Management & Executive Chairman, ORIX Global Asset Management |
David G. Van Hooser Director | Harbor Capital Advisors, Inc. | Director (Chairman of the Board of Directors) |
2. Matson Money, Inc.:
The sole business activity of Matson Money, Inc. (“Matson Money”), 5955 Deerfield Blvd., Mason, Ohio 45040, is to serve as an investment adviser. Matson Money is registered under the Investment Advisers Act of 1940.
Below is a list of each executive officer and director of Matson Money indicating each business, profession, vocation or employment of a substantial nature in which each such person has been engaged within the last two years, for his or her own account or in the capacity of director, officer, partner or trustee.
Name and Position with Matson Money, Inc. | Name of Other Company | Position With Other Company |
Mark E. Matson CEO | Keep It Tight Fitness, LLC | 50% owner |
Mark E. Matson CEO | The Matson Family Foundation | 100% owner |
Michelle Matson Vice President/ Secretary | None | None |
Daniel J. List Chief Compliance Officer | None | None |
3. Summit Global Investments, LLC:
The sole business activity of Summit Global Investments, LLC (“SGI”), 620 South Main Street, Bountiful, Utah 84010, is to serve as an investment adviser. SGI is registered under the Investment Advisers Act of 1940. The only employment of a substantial nature of each of SGI’s directors and officers is with SGI.
4. Abbey Capital Limited:
Abbey Capital Limited (“Abbey Capital”), 8 St. Stephen’s Green, Dublin 2, Ireland, is registered under the Investment Advisers Act of 1940. The only employment of a substantial nature of each of Abbey Capital’s directors and officers is with Abbey Capital.
5. Altair Advisers LLC:
Altair Advisers LLC (“Altair”), 303 West Madison, Suite 600, Chicago, Illinois 60606, is registered under the Investment Advisers Act of 1940. The only employment of a substantial nature of each of Altair’s directors and officers is with Altair.
6. Campbell & Company Investment Adviser LLC:
The principal business activity of Campbell & Company Investment Adviser LLC (“CCIA”), 2850 Quarry Lake Drive, Baltimore, Maryland 21209, is to serve as an investment adviser. CCIA is registered under the Investment Advisers Act of 1940.
Below is a list of each executive officer and director of CCIA indicating each business, profession, vocation or employment of a substantial nature in which each such person has been engaged within the last two years, for his or her own account or in the capacity of director, officer, partner or trustee.
Name and Position with CCIA | Name of Other Company | Position With Other Company |
Dr. Kevin Cole Chief Executive Officer and Chief Investment Officer | Campbell & Company, LP | Chief Executive Officer and Chief Investment Officer |
| Campbell & Company, LLC | Director and Chief Executive Officer |
| Campbell Absolute Return F1 (Cayman) | Director |
| Campbell Systematic Macro Offshore Limited | Director |
Thomas P. Lloyd General Counsel, Chief Compliance Officer & Secretary | Campbell & Company, LP | General Counsel, Chief Compliance Officer, and Secretary |
| Campbell & Company, LLC | Director, General Counsel and Secretary |
| Campbell Financial Services, LLC | Director, President, Chief Compliance Officer, and Secretary |
| Campbell Absolute Return F1 (Cayman) | Director |
| Campbell Systematic Macro Offshore Limited | Director |
| Campbell Offshore Fund Limited SPC | Director |
John R. Radle Chief Operating Officer | Campbell & Company, LP | Chief Operating Officer and Treasurer |
| Campbell & Company, LLC | Director and Chief Operating Officer |
| Campbell Financial Services, LLC | Director and Chief Operating Officer |
| Campbell Absolute Return F1 (Cayman) | Director |
| Campbell Systematic Macro Offshore Limited | Director |
7. Motley Fool Asset Management, LLC:
A description of any other business, profession, vocation, or employment of a substantial nature in which Motley Fool Asset Management, LLC and each director, officer, or partner of Motley Fool Asset Management, LLC is or has been engaged within the last two fiscal years for his or her own account or in the capacity of director, employee, partner or trustee, is set forth in the Form ADV of Motley Fool Asset Management, LLC, as filed with the SEC on February 4, 2025, and is incorporated herein by this reference.
8. Optima Asset Management LLC:
A description of any other business, profession, vocation, or employment of a substantial nature in which Optima Asset Management LLC and each director, officer, or partner of Optima Asset Management LLC is or has been engaged within the last two fiscal years for his or her own account or in the capacity of director, employee, partner or trustee, is set forth in the Form ADV of Optima Asset Management LLC, as filed with the SEC on April 4, 2024, and is incorporated herein by this reference.
9. F/m Investments LLC:
A description of any other business, profession, vocation, or employment of a substantial nature in which F/m Investments LLC and each director, officer, or partner of F/m Investments LLC is or has been engaged within the last two fiscal years for his or her own account or in the capacity of director, employee, partner or trustee, is set forth in the Form ADV of F/m Investments LLC, as filed with the SEC on December 5, 2024, and is incorporated herein by this reference.
Item 32. | PRINCIPAL UNDERWRITER |
(a)(1) Quasar Distributors, LLC (“Quasar”) serves as principal underwriter for the following investment companies registered under the Investment Company Act of 1940, as amended:
1. | Capital Advisors Growth Fund, Series of Advisors Series Trust |
2. | Chase Growth Fund, Series of Advisors Series Trust |
3. | Davidson Multi Cap Equity Fund, Series of Advisors Series Trust |
4. | Edgar Lomax Value Fund, Series of Advisors Series Trust |
5. | First Sentier American Listed Infrastructure Fund, Series of Advisors Series Trust |
6. | First Sentier Global Listed Infrastructure Fund, Series of Advisors Series Trust |
7. | Fort Pitt Capital Total Return Fund, Series of Advisors Series Trust |
8. | Huber Large Cap Value Fund, Series of Advisors Series Trust |
9. | Huber Mid Cap Value Fund, Series of Advisors Series Trust |
10. | Huber Select Large Cap Value Fund, Series of Advisors Series Trust |
11. | Huber Small Cap Value Fund, Series of Advisors Series Trust |
12. | Logan Capital Broad Innovative Growth ETF, Series of Advisors Series Trust |
13. | Medalist Partners MBS Total Return Fund, Series of Advisors Series Trust |
14. | Medalist Partners Short Duration Fund, Series of Advisors Series Trust |
15. | O’Shaughnessy Market Leaders Value Fund, Series of Advisors Series Trust |
16. | PIA BBB Bond Fund, Series of Advisors Series Trust |
17. | PIA High Yield (MACS) Fund, Series of Advisors Series Trust |
18. | PIA High Yield Fund, Series of Advisors Series Trust |
19. | PIA MBS Bond Fund, Series of Advisors Series Trust |
20. | PIA Short-Term Securities Fund, Series of Advisors Series Trust |
21. | Poplar Forest Cornerstone Fund, Series of Advisors Series Trust |
22. | Poplar Forest Partners Fund, Series of Advisors Series Trust |
23. | Pzena Emerging Markets Value Fund, Series of Advisors Series Trust |
24. | Pzena International Small Cap Value Fund, Series of Advisors Series Trust |
25. | Pzena International Value Fund, Series of Advisors Series Trust |
26. | Pzena Mid Cap Value Fund, Series of Advisors Series Trust |
27. | Pzena Small Cap Value Fund, Series of Advisors Series Trust |
28. | Reverb ETF, Series of Advisors Series Trust |
29. | Scharf Fund, Series of Advisors Series Trust |
30. | Scharf Global Opportunity Fund, Series of Advisors Series Trust |
31. | Scharf Multi-Asset Opportunity Fund, Series of Advisors Series Trust |
32. | Shenkman Capital Floating Rate High Income Fund, Series of Advisors Series Trust |
33. | Shenkman Capital Short Duration High Income Fund, Series of Advisors Series Trust |
34. | VegTech Plant-based Innovation & Climate ETF, Series of Advisors Series Trust |
35. | The Aegis Funds |
36. | Allied Asset Advisors Funds |
37. | Angel Oak Funds Trust |
38. | Angel Oak Strategic Credit Fund |
39. | Barrett Opportunity Fund, Inc. |
40. | Brookfield Investment Funds |
41. | Buffalo Funds |
42. | Cushing® Mutual Funds Trust |
43. | DoubleLine Funds Trust |
44. | EA Series Trust (f/k/a Alpha Architect ETF Trust) |
45. | Ecofin Tax-Advantaged Social Impact Fund, Inc. |
46. | AAM Bahl & Gaynor Small/Mid Cap Income Growth ETF, Series of ETF Series Solutions |
47. | AAM Low Duration Preferred and Income Securities ETF, Series of ETF Series Solutions |
48. | AAM S&P 500 Emerging Markets High Dividend Value ETF, Series of ETF Series Solutions |
49. | AAM S&P 500 High Dividend Value ETF, Series of ETF Series Solutions |
50. | AAM S&P Developed Markets High Dividend Value ETF, Series of ETF Series Solutions |
51. | AAM Transformers ETF, Series of ETF Series Solutions |
52. | AlphaMark Actively Managed Small Cap ETF, Series of ETF Series Solutions |
53. | Aptus Collared Income Opportunity ETF, Series of ETF Series Solutions |
54. | Aptus Defined Risk ETF, Series of ETF Series Solutions |
55. | Aptus Drawdown Managed Equity ETF, Series of ETF Series Solutions |
56. | Aptus Enhanced Yield ETF, Series of ETF Series Solutions |
57. | Aptus Large Cap Enhanced Yield ETF, Series of ETF Series Solutions |
58. | Bahl & Gaynor Income Growth ETF, Series of ETF Series Solutions |
59. | Blue Horizon BNE ETF, Series of ETF Series Solutions |
60. | BTD Capital Fund, Series of ETF Series Solutions |
61. | Carbon Strategy ETF, Series of ETF Series Solutions |
62. | Cboe Vest 10 Year Interest Rate Hedge ETF, Series of ETF Series Solutions |
63. | ClearShares OCIO ETF, Series of ETF Series Solutions |
64. | ClearShares Piton Intermediate Fixed Income Fund, Series of ETF Series Solutions |
65. | ClearShares Ultra-Short Maturity ETF, Series of ETF Series Solutions |
66. | Distillate International Fundamental Stability & Value ETF, Series of ETF Series Solutions |
67. | Distillate Small/Mid Cash Flow ETF, Series of ETF Series Solutions |
68. | Distillate U.S. Fundamental Stability & Value ETF, Series of ETF Series Solutions |
69. | ETFB Green SRI REITs ETF, Series of ETF Series Solutions |
70. | Hoya Capital High Dividend Yield ETF, Series of ETF Series Solutions |
71. | Hoya Capital Housing ETF, Series of ETF Series Solutions |
72. | iBET Sports Betting & Gaming ETF, Series of ETF Series Solutions |
73. | International Drawdown Managed Equity ETF, Series of ETF Series Solutions |
74. | LHA Market State Alpha Seeker ETF, Series of ETF Series Solutions |
75. | LHA Market State Tactical Beta ETF, Series of ETF Series Solutions |
76. | LHA Market State Tactical Q ETF, Series of ETF Series Solutions |
77. | LHA Risk-Managed Income ETF, Series of ETF Series Solutions |
78. | Loncar Cancer Immunotherapy ETF, Series of ETF Series Solutions |
79. | Loncar China BioPharma ETF, Series of ETF Series Solutions |
80. | McElhenny Sheffield Managed Risk ETF, Series of ETF Series Solutions |
81. | Nationwide Dow Jones® Risk-Managed Income ETF, Series of ETF Series Solutions |
82. | Nationwide Nasdaq-100 Risk-Managed Income ETF, Series of ETF Series Solutions |
83. | Nationwide Russell 2000® Risk-Managed Income ETF, Series of ETF Series Solutions |
84. | Nationwide S&P 500® Risk-Managed Income ETF, Series of ETF Series Solutions |
85. | NETLease Corporate Real Estate ETF, Series of ETF Series Solutions |
86. | Opus Small Cap Value ETF, Series of ETF Series Solutions |
87. | Roundhill Acquirers Deep Value ETF, Series of ETF Series Solutions |
88. | The Acquirers Fund, Series of ETF Series Solutions |
89. | U.S. Global GO GOLD and Precious Metal Miners ETF, Series of ETF Series Solutions |
90. | U.S. Global JETS ETF, Series of ETF Series Solutions |
91. | U.S. Global Sea to Sky Cargo ETF, Series of ETF Series Solutions |
92. | US Vegan Climate ETF, Series of ETF Series Solutions |
93. | First American Funds, Inc. |
94. | FundX Investment Trust |
95. | The Glenmede Fund, Inc. |
96. | The Glenmede Portfolios |
97. | The GoodHaven Funds Trust |
98. | Harding, Loevner Funds, Inc. |
99. | Hennessy Funds Trust |
100. | Horizon Funds |
101. | Hotchkis & Wiley Funds |
102. | Intrepid Capital Management Funds Trust |
103. | Jacob Funds Inc. |
104. | The Jensen Quality Growth Fund Inc. |
105. | Kirr, Marbach Partners Funds, Inc. |
106. | Leuthold Funds, Inc. |
107. | Core Alternative ETF, Series of Listed Funds Trust |
108. | Wahed Dow Jones Islamic World ETF, Series of Listed Funds Trust |
109. | Wahed FTSE USA Shariah ETF, Series of Listed Funds Trust |
110. | LKCM Funds |
111. | LoCorr Investment Trust |
112. | MainGate Trust |
113. | ATAC Rotation Fund, Series of Managed Portfolio Series |
114. | Coho Relative Value Equity Fund, Series of Managed Portfolio Series |
115. | Coho Relative Value ESG Fund, Series of Managed Portfolio Series |
116. | Cove Street Capital Small Cap Value Fund, Series of Managed Portfolio Series |
117. | Ecofin Global Energy Transition Fund, Series of Managed Portfolio Series |
118. | Ecofin Global Renewables Infrastructure Fund, Series of Managed Portfolio Series |
119. | Ecofin Global Water ESG Fund, Series of Managed Portfolio Series |
120. | Ecofin Sustainable Water Fund, Series of Managed Portfolio Series |
121. | Jackson Square Large-Cap Growth Fund, Series of Managed Portfolio Series |
122. | Jackson Square SMID-Cap Growth Fund, Series of Managed Portfolio Series |
123. | Kensington Active Advantage Fund, Series of Managed Portfolio Series |
124. | Kensington Defender Fund, Series of Managed Portfolio Series |
125. | Kensington Dynamic Growth Fund, Series of Managed Portfolio Series |
126. | Kensington Managed Income Fund, Series of Managed Portfolio Series |
127. | LK Balanced Fund, Series of Managed Portfolio Series |
128. | Muhlenkamp Fund, Series of Managed Portfolio Series |
129. | Nuance Concentrated Value Fund, Series of Managed Portfolio Series |
130. | Nuance Concentrated Value Long Short Fund, Series of Managed Portfolio Series |
131. | Nuance Mid Cap Value Fund, Series of Managed Portfolio Series |
132. | Olstein All Cap Value Fund, Series of Managed Portfolio Series |
133. | Olstein Strategic Opportunities Fund, Series of Managed Portfolio Series |
134. | Port Street Quality Growth Fund, Series of Managed Portfolio Series |
135. | Principal Street High Income Municipal Fund, Series of Managed Portfolio Series |
136. | Principal Street Short Term Municipal Fund, Series of Managed Portfolio Series |
137. | Reinhart Genesis PMV Fund, Series of Managed Portfolio Series |
138. | Reinhart International PMV Fund, Series of Managed Portfolio Series |
139. | Reinhart Mid Cap PMV Fund, Series of Managed Portfolio Series |
140. | Tortoise Energy Infrastructure and Income Fund, Series of Managed Portfolio Series |
141. | Tortoise Energy Infrastructure Total Return Fund, Series of Managed Portfolio Series |
142. | Tortoise North American Pipeline Fund, Series of Managed Portfolio Series |
143. | V-Shares MSCI World ESG Materiality and Carbon Transition ETF, Series of Managed Portfolio Series |
144. | V-Shares US Leadership Diversity ETF, Series of Managed Portfolio Series |
145. | Greenspring Income Opportunities Fund, Series of Manager Directed Portfolios |
146. | Hood River International Opportunity Fund, Series of Manager Directed Portfolios |
147. | Hood River Small-Cap Growth Fund, Series of Manager Directed Portfolios |
148. | Mar Vista Strategic Growth Fund, Series of Manager Directed Portfolios |
149. | Vert Global Sustainable Real Estate Fund, Series of Manager Directed Portfolios |
150. | Matrix Advisors Funds Trust |
151. | Matrix Advisors Value Fund, Inc. |
152. | Monetta Trust |
153. | Nicholas Equity Income Fund, Inc. |
154. | Nicholas Fund, Inc. |
155. | Nicholas II, Inc. |
156. | Nicholas Limited Edition, Inc. |
157. | Oaktree Diversified Income Fund Inc. |
158. | Permanent Portfolio Family of Funds |
159. | Perritt Funds, Inc. |
160. | Procure ETF Trust II |
161. | Professionally Managed Portfolios |
162. | Prospector Funds, Inc. |
163. | Provident Mutual Funds, Inc. |
164. | Abbey Capital Futures Strategy Fund, Series of The RBB Fund, Inc. |
165. | Abbey Capital Multi-Asset Fund, Series of The RBB Fund, Inc. |
166. | Adara Smaller Companies Fund, Series of The RBB Fund, Inc. |
167. | Aquarius International Fund, Series of The RBB Fund, Inc. |
168. | Boston Partners All Cap Value Fund, Series of The RBB Fund, Inc. |
169. | Boston Partners Emerging Markets Dynamic Equity Fund, Series of The RBB Fund, Inc. |
170. | Boston Partners Global Equity Fund, Series of The RBB Fund, Inc. |
171. | Boston Partners Global Sustainability Fund, Series of The RBB Fund, Inc. |
172. | Boston Partners Long/Short Equity Fund, Series of The RBB Fund, Inc. |
173. | Boston Partners Long/Short Research Fund, Series of The RBB Fund, Inc. |
174. | Boston Partners Small Cap Value Fund II, Series of The RBB Fund, Inc. |
175. | Campbell Systematic Macro Fund, Series of The RBB Fund, Inc. |
176. | F/m Opportunistic Income ETF, Series of The RBB Fund, Inc. |
177. | F/m 6-Month Investment Grade Corporate Bond ETF, Series of The RBB Fund, Inc. |
178. | F/m 9-18 Month Investment Grade Corporate Bond ETF, Series of The RBB Fund, Inc. |
179. | F/m 2-Year Investment Grade Corporate Bond ETF, Series of The RBB Fund, Inc. |
180. | F/m 3-Year Investment Grade Corporate Bond ETF, Series of The RBB Fund, Inc. |
181. | F/m 5-Year Investment Grade Corporate Bond ETF, Series of The RBB Fund, Inc. |
182. | F/m 7-Year Investment Grade Corporate Bond ETF, Series of The RBB Fund, Inc. |
183. | F/m 10-Year Investment Grade Corporate Bond ETF, Series of The RBB Fund, Inc. |
184. | F/m 20-Year Investment Grade Corporate Bond ETF, Series of The RBB Fund, Inc. |
185. | F/m 30-Year Investment Grade Corporate Bond ETF, Series of The RBB Fund, Inc. |
186. | F/m 15+ Year Investment Grade Corporate Bond ETF, Series of The RBB Fund, Inc. |
187. | Motley Fool 100 Index ETF, Series of The RBB Fund, Inc. |
188. | Motley Fool Capital Efficiency 100 Index ETF, Series of The RBB Fund, Inc. |
189. | Motley Fool Global Opportunities ETF, Series of The RBB Fund, Inc. |
190. | Motley Fool Mid-Cap Growth ETF, Series of The RBB Fund, Inc. |
191. | Motley Fool Next Index ETF, Series of The RBB Fund, Inc. |
192. | Motley Fool Small-Cap Growth ETF, Series of The RBB Fund, Inc. |
193. | Optima Strategic Credit Fund, Series of The RBB Fund, Inc. |
194. | SGI Enhanced Core ETF, Series of The RBB Fund, Inc. |
195. | SGI Enhanced Global Income ETF, Series of The RBB Fund, Inc. |
196. | SGI Enhanced Nasdaq-100 ETF, Series of The RBB Fund, Inc. |
197. | SGI Global Equity Fund, Series of The RBB Fund, Inc. |
198. | SGI Peak Growth Fund, Series of The RBB Fund, Inc. |
199. | SGI Prudent Growth Fund, Series of The RBB Fund, Inc. |
200. | SGI Small Cap Core Fund, Series of The RBB Fund, Inc. |
201. | SGI U.S. Large Cap Equity Fund, Series of The RBB Fund, Inc. |
202. | SGI U.S. Large Cap Core ETF, Series of The RBB Fund, Inc. |
203. | SGI Dynamic Tactical ETF, Series of The RBB Fund, Inc. |
204. | US Treasury 10 Year Note ETF, Series of The RBB Fund, Inc. |
205. | US Treasury 12 Month Bill ETF, Series of The RBB Fund, Inc. |
206. | US Treasury 2 Year Note ETF, Series of The RBB Fund, Inc. |
207. | US Treasury 20 Year Bond ETF, Series of The RBB Fund, Inc. |
208. | US Treasury 3 Month Bill ETF, Series of The RBB Fund, Inc. |
209. | US Treasury 3 Year Note ETF, Series of The RBB Fund, Inc. |
210. | US Treasury 30 Year Bond ETF, Series of The RBB Fund, Inc. |
211. | US Treasury 5 Year Note ETF, Series of The RBB Fund, Inc. |
212. | US Treasury 6 Month Bill ETF, Series of The RBB Fund, Inc. |
213. | US Treasury 7 Year Note ETF, Series of The RBB Fund, Inc. |
214. | WPG Partners Select Small Cap Value Fund, Series of The RBB Fund, Inc. |
215. | WPG Partners Small Cap Value Diversified Fund, Series of The RBB Fund, Inc. |
216. | WPG Partners Select Hedged Fund, Series of The RBB Fund, Inc. |
217. | P/E Global Enhanced International Fund, Series of The RBB Fund Trust |
218. | Torray Fund, Series of The RBB Fund Trust |
219. | Longview Advantage ETF, Series of The RBB Fund Trust |
220. | First Eagle Global Equity ETF, Series of The RBB Fund Trust |
221. | First Eagle Overseas Equity ETF, Series of The RBB Fund Trust |
222. | Tweedy, Browne Insider + Value ETF, Series of The RBB Fund Trust |
223. | RBC Funds Trust |
224. | Series Portfolios Trust |
225. | Thompson IM Funds, Inc. |
226. | TrimTabs ETF Trust |
227. | Trust for Advised Portfolios |
228. | Barrett Growth Fund, Series of Trust for Professional Managers |
229. | Bright Rock Mid Cap Growth Fund, Series of Trust for Professional Managers |
230. | Bright Rock Quality Large Cap Fund, Series of Trust for Professional Managers |
231. | CrossingBridge Low Duration High Yield Fund, Series of Trust for Professional Managers |
232. | CrossingBridge Responsible Credit Fund, Series of Trust for Professional Managers |
233. | CrossingBridge Ultra-Short Duration Fund, Series of Trust for Professional Managers |
234. | RiverPark Strategic Income Fund, Series of Trust for Professional Managers |
235. | Dearborn Partners Rising Dividend Fund, Series of Trust for Professional Managers |
236. | Jensen Global Quality Growth Fund, Series of Trust for Professional Managers |
237. | Jensen Quality Value Fund, Series of Trust for Professional Managers |
238. | Rockefeller Climate Solutions Fund, Series of Trust for Professional Managers |
239. | Rockefeller US Small Cap Core Fund, Series of Trust for Professional Managers |
240. | Terra Firma US Concentrated Realty Fund, Series of Trust for Professional Managers |
241. | USQ Core Real Estate Fund |
242. | Wall Street EWM Funds Trust |
(a)(2) Vigilant Distributors, LLC serves as principal underwriter for the following investment companies registered under the Investment Company Act of 1940, as amended:
1. | Free Market Fixed Income Fund, Series of The RBB Fund, Inc. |
2. | Free Market International Equity Fund, Series of The RBB Fund, Inc. |
3. | Free Market US Equity Fund, Series of The RBB Fund, Inc. |
4. | Matson Money Fixed Income VI Portfolio, Series of The RBB Fund, Inc. |
5. | Matson Money International Equity VI Portfolio, Series of The RBB Fund, Inc. |
6. | Matson Money US Equity VI Portfolio, Series of The RBB Fund, Inc. |
7. | YCG Funds |
8. | Pemberwick Fund, Series of Manager Directed Portfolios |
9. | Sphere 500 Climate Fund, Series of Manager Directed Portfolios |
10. | ERShares Entrepreneurs ETF, series of EntrepreneuerShares Series Trust |
11. | ERShares NextGen Entrepreneurs ETF, series of EntrepreneuerShares Series Trust |
12. | ERShares US Large Cap Fund, series of EntrepreneuerShares Series Trust |
13. | ERShares Global Fund, series of EntrepreneuerShares Series Trust |
14. | ERShares US Small Cap Fund, series of EntrepreneuerShares Series Trust |
15. | Hardman Johnston International Growth Fund, Series of Manager Directed Portfolios |
16. | Modern Capital Tactical Opportunities Fund, of Modern Capital Funds Trust |
| (b)(1) | The following are the Officers and Manager of Quasar, one of the Registrant’s underwriters. Quasar’s main business address is Three Canal Plaza, Suite 100, Portland, Maine 04101. |
Name | Address | Position with Underwriter | Position with Registrant |
Teresa Cowan | Three Canal Plaza, Suite 100, Portland, ME 04101 | President/Manager | None |
Chris Lanza | Three Canal Plaza, Suite 100, Portland, ME 04101 | Vice President | None |
Kate Macchia | Three Canal Plaza, Suite 100, Portland, ME 04101 | Vice President | None |
Susan L. LaFond | Three Canal Plaza, Suite 100, Portland, ME 04101 | Vice President and Chief Compliance Officer and Treasurer | None |
Weston Sommers | Three Canal Plaza, Suite 100, Portland, ME 04101 | Financial and Operations Principal and Chief Financial Officer | None |
Kelly B. Whetstone | Three Canal Plaza, Suite 100, Portland, ME 04101 | Secretary | None |
| (b)(2) | The following are the Officers of Vigilant Distributors, LLC, one of the Registrant’s underwriters. Vigilant Distributors, LLC’s main business address is Gateway Corporate Center, Suite 216, 223 Wilmington West Chester Pike, Chadds Ford, Pennsylvania 19317. |
Name | Address | Position with Underwriter | Position with Registrant |
Patrick Chism | Gateway Corporate Center, Suite 216, 223 Wilmington West Chester Pike, Chadds Ford, PA 19317 | Chief Executive Officer and Chief Compliance Officer | None |
Gerald Scarpati | Gateway Corporate Center, Suite 216, 223 Wilmington West Chester Pike, Chadds Ford, PA 19317 | Chief Financial Officer and Principal Financial Officer | None |
Item 33. | LOCATION OF ACCOUNTS AND RECORDS |
(1) | Boston Partners Global Investors, Inc., One Beacon Street, Boston, Massachusetts 02108 (records relating to its function as investment adviser). |
(2) | Matson Money, Inc. (formerly Abundance Technologies, Inc.), 5955 Deerfield Blvd., Mason, Ohio 45040 (records relating to its function as investment adviser). |
(3) | Summit Global Investments, LLC, 620 South Main Street, Bountiful, Utah 84010 (records relating to its function as investment adviser). |
(4) | Abbey Capital Limited, 8 St. Stephen’s Green, Dublin 2, Ireland, (records relating to its function as investment adviser). |
(5) | Altair Advisers LLC, 303 West Madison, Suite 600, Chicago, Illinois 60606 (records relating to its function as investment adviser). |
(6) | Campbell & Company Investment Adviser LLC, 2850 Quarry Lake Drive, Baltimore, Maryland 21209 (records relating to its function as investment adviser). |
(7) | Motley Fool Asset Management, LLC, 2000 Duke Street, Suite 275, Alexandria, Virginia 22314 (records relating to its function as investment adviser). |
(8) | Optima Asset Management LLC, 10 East 53rd Street, New York, New York 10022 (records relating to its function as investment adviser). |
| |
(9) | F/m Investments LLC, 3050 K Street NW, Suite 201, Washington, DC 20007 (records relating to its function as investment adviser). |
| |
(10) | U.S. Bancorp Fund Services, LLC, 615 East Michigan Street, Milwaukee, Wisconsin 53202 (records relating to its function as administrator, transfer agent and dividend disbursing agent). |
(11) | U.S. Bank, N.A., 1555 North Rivercenter Drive, Suite 302, Milwaukee, Wisconsin, 53212 (records relating to its function as custodian). |
(12) | Quasar Distributors, LLC, Three Canal Plaza, Suite 100, Portland, Maine 04101 (records relating to its function as underwriter). |
| |
(13) | Vigilant Distributors, LLC, Gateway Corporate Center, Suite 216, 223 Wilmington West Chester Pike, Chadds Ford, Pennsylvania 19317 (records relating to its function as underwriter). |
Item 34. | MANAGEMENT SERVICES |
None.
Not applicable.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended (the “1933 Act”), and the Investment Company Act of 1940, as amended, the Registrant certifies that it meets all of the requirements for effectiveness of this Post-Effective Amendment to its Registration Statement under Rule 485(b) under the 1933 Act and has duly caused this Post-Effective Amendment to its Registration Statement to be signed on its behalf by the undersigned, thereto duly authorized, in the City of Short Hills and State of New Jersey on February 20, 2025.
| THE RBB FUND, INC. | |
| | |
| By: | /s/ Steven Plump | |
| | Steven Plump | |
| | President | |
Pursuant to the requirements of the 1933 Act, this Amendment to Registrant’s Registration Statement has been signed below by the following persons in the capacities and on the date indicated.
SIGNATURE | | TITLE | | DATE |
| | | | |
/s/ Steven Plump | | President (Principal Executive | | February 20, 2025 |
Steven Plump | | Officer) | | |
| | | | |
/s/ James G. Shaw | | Chief Financial Officer (Principal | | February 20, 2025 |
James G. Shaw | | Financial and Accounting Officer) | | |
| | | | |
*Gregory P. Chandler | | Director | | February 20, 2025 |
Gregory P. Chandler | | | | |
| | | | |
*Lisa A. Dolly | | Director | | February 20, 2025 |
Lisa A. Dolly | | | | |
| | | | |
*Nicholas A. Giordano | | Director | | February 20, 2025 |
Nicholas A. Giordano | | | | |
| | | | |
*Arnold M. Reichman | | Director | | February 20, 2025 |
Arnold M. Reichman | | | | |
| | | | |
*Robert Sablowsky | | Director | | February 20, 2025 |
Robert Sablowsky | | | | |
| | | | |
*Brian T. Shea | | Director | | February 20, 2025 |
Brian T. Shea | | | | |
| | | | |
*Martha A. Tirinnanzi | | Director | | February 20, 2025 |
Martha A. Tirinnanzi | | | | |
*By: | /s/ James G. Shaw | |
James G. Shaw | |
Attorney-in-Fact | |
THE RBB FUND, INC.
(the “Company”)
THE RBB FUND TRUST
(the “Trust”)
POWER OF ATTORNEY
Know All Men by These Presents, that the undersigned, Gregory P. Chandler, hereby constitutes and appoints Jillian L. Bosmann, Michael P. Malloy, Edward Paz, Steven Plump, and James G. Shaw his true and lawful attorneys, to execute in his name, place, and stead, in his capacity as Director/Trustee or officer, or both, of the Company and of the Trust, the Registration Statement and any amendments thereto and all instruments necessary or incidental in connection therewith, and to file the same with the Securities and Exchange Commission; and said attorneys shall have full power and authority to do and perform in his name and on his behalf, in any and all capacities, every act whatsoever requisite or necessary to be done in the premises, as fully and to all intents and purposes as he might or could do in person, said acts of said attorneys being hereby ratified and approved.
DATED: February 13, 2024 | |
| |
/s/ Gregory P. Chandler | |
Gregory P. Chandler | |
THE RBB FUND, INC.
(the “Company”)
THE RBB FUND TRUST
(the “Trust”)
POWER OF ATTORNEY
Know All Men by These Presents, that the undersigned, Lisa A. Dolly, hereby constitutes and appoints Jillian L. Bosmann, Michael P. Malloy, Edward Paz, Steven Plump, and James G. Shaw her true and lawful attorneys, to execute in her name, place, and stead, in her capacity as Director/Trustee or officer, or both, of the Company and of the Trust, the Registration Statement and any amendments thereto and all instruments necessary or incidental in connection therewith, and to file the same with the Securities and Exchange Commission; and said attorneys shall have full power and authority to do and perform in her name and on her behalf, in any and all capacities, every act whatsoever requisite or necessary to be done in the premises, as fully and to all intents and purposes as she might or could do in person, said acts of said attorneys being hereby ratified and approved.
DATED: February 13, 2024 | |
| |
/s/ Lisa A. Dolly | |
Lisa A. Dolly | |
THE RBB FUND, INC.
(the “Company”)
THE RBB FUND TRUST
(the “Trust”)
POWER OF ATTORNEY
Know All Men by These Presents, that the undersigned, Nicholas A. Giordano, hereby constitutes and appoints Jillian L. Bosmann, Michael P. Malloy, Edward Paz, Steven Plump, and James G. Shaw his true and lawful attorneys, to execute in his name, place, and stead, in his capacity as Director/Trustee or officer, or both, of the Company and of the Trust, the Registration Statement and any amendments thereto and all instruments necessary or incidental in connection therewith, and to file the same with the Securities and Exchange Commission; and said attorneys shall have full power and authority to do and perform in his name and on his behalf, in any and all capacities, every act whatsoever requisite or necessary to be done in the premises, as fully and to all intents and purposes as he might or could do in person, said acts of said attorneys being hereby ratified and approved.
DATED: February 13, 2024 | |
| |
/s/ Nicholas A. Giordano | |
Nicholas A. Giordano | |
THE RBB FUND, INC.
(the “Company”)
THE RBB FUND TRUST
(the “Trust”)
POWER OF ATTORNEY
Know All Men by These Presents, that the undersigned, Arnold M. Reichman, hereby constitutes and appoints Jillian L. Bosmann, Michael P. Malloy, Edward Paz, Steven Plump, and James G. Shaw his true and lawful attorneys, to execute in his name, place, and stead, in his capacity as Director/Trustee or officer, or both, of the Company and of the Trust, the Registration Statement and any amendments thereto and all instruments necessary or incidental in connection therewith, and to file the same with the Securities and Exchange Commission; and said attorneys shall have full power and authority to do and perform in his name and on his behalf, in any and all capacities, every act whatsoever requisite or necessary to be done in the premises, as fully and to all intents and purposes as he might or could do in person, said acts of said attorneys being hereby ratified and approved.
DATED: February 13, 2024 | |
| |
/s/ Arnold M. Reichman | |
Arnold M. Reichman | |
THE RBB FUND, INC.
(the “Company”)
THE RBB FUND TRUST
(the “Trust”)
POWER OF ATTORNEY
Know All Men by These Presents, that the undersigned, Robert Sablowsky, hereby constitutes and appoints Jillian L. Bosmann, Michael P. Malloy, Edward Paz, Steven Plump, and James G. Shaw his true and lawful attorneys, to execute in his name, place, and stead, in his capacity as Director/Trustee or officer, or both, of the Company and of the Trust, the Registration Statement and any amendments thereto and all instruments necessary or incidental in connection therewith, and to file the same with the Securities and Exchange Commission; and said attorneys shall have full power and authority to do and perform in his name and on his behalf, in any and all capacities, every act whatsoever requisite or necessary to be done in the premises, as fully and to all intents and purposes as he might or could do in person, said acts of said attorneys being hereby ratified and approved.
DATED: February 13, 2024 | |
| |
/s/ Robert Sablowsky | |
Robert Sablowsky | |
THE RBB FUND, INC.
(the “Company”)
THE RBB FUND TRUST
(the “Trust”)
POWER OF ATTORNEY
Know All Men by These Presents, that the undersigned, Brian T. Shea, hereby constitutes and appoints Jillian L. Bosmann, Michael P. Malloy, Edward Paz, Steven Plump, and James G. Shaw his true and lawful attorneys, to execute in his name, place, and stead, in his capacity as Director/Trustee or officer, or both, of the Company and of the Trust, the Registration Statement and any amendments thereto and all instruments necessary or incidental in connection therewith, and to file the same with the Securities and Exchange Commission; and said attorneys shall have full power and authority to do and perform in his name and on his behalf, in any and all capacities, every act whatsoever requisite or necessary to be done in the premises, as fully and to all intents and purposes as he might or could do in person, said acts of said attorneys being hereby ratified and approved.
DATED: February 13, 2024 | |
| |
/s/ Brian T. Shea | |
Brian T. Shea | |
THE RBB FUND, INC.
(the “Company”)
THE RBB FUND TRUST
(the “Trust”)
POWER OF ATTORNEY
Know All Men by These Presents, that the undersigned, Martha A. Tirinnanzi, hereby constitutes and appoints Jillian L. Bosmann, Michael P. Malloy, Edward Paz, Steven Plump, and James G. Shaw her true and lawful attorneys, to execute in her name, place, and stead, in her capacity as Director/Trustee or officer, or both, of the Company and of the Trust, the Registration Statement and any amendments thereto and all instruments necessary or incidental in connection therewith, and to file the same with the Securities and Exchange Commission; and said attorneys shall have full power and authority to do and perform in her name and on her behalf, in any and all capacities, every act whatsoever requisite or necessary to be done in the premises, as fully and to all intents and purposes as she might or could do in person, said acts of said attorneys being hereby ratified and approved.
DATED: February 13, 2024 | |
| |
/s/ Martha A. Tirinnanzi | |
Martha A. Tirinnanzi | |