05/08/2025 | Press release | Distributed by Public on 05/08/2025 08:44
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 811-10401
Trust for Professional Managers
(Exact name of registrant as specified in charter)
615 East Michigan Street
Milwaukee, WI 53202
(Address of principal executive offices) (Zip code)
Jay S. Fitton
U.S. Bancorp Fund Services, LLC
615 East Michigan Street
Milwaukee, WI 53202
(Name and address of agent for service)
(513) 520-5925
Registrant's telephone number, including area code
Date of fiscal year end: February 28, 2025
Date of reporting period: February 28, 2025
Item 1. Reports to Stockholders.
(a) |
Dearborn Partners Rising Dividend Fund
|
||
Class A| DRDAX
|
||
Annual Shareholder Report | February 28, 2025
|
Class Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment
|
Class A
|
$129
|
1.20%
|
Top Contributors
|
|
↑
|
Apple, Inc.
|
↑
|
T-Mobile US, Inc.
|
↑
|
Casey's General Stores, Inc.
|
↑
|
Arthur J Gallagher & Co.
|
↑
|
Walmart, Inc.
|
Top Detractors
|
|
↓
|
Accenture PlC- Class A
|
↓
|
United Parcel Service, Inc- Class B
|
↓
|
Elevance Health, Inc.
|
↓
|
Zoetis, Inc.
|
↓
|
Merck & Co, Inc.
|
Dearborn Partners Rising Dividend Fund | PAGE 1 | TSR-AR-89834E682 |
1 Year
|
5 Year
|
10 Year
|
|
Class A (without sales charge)
|
15.44
|
11.72
|
9.73
|
Class A (with sales charge)
|
9.65
|
10.58
|
9.17
|
S&P 500 Total Return Index
|
18.41
|
16.85
|
12.98
|
* | 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. |
Net Assets
|
$627,138,495
|
Number of Holdings
|
50
|
Net Advisory Fee
|
$4,496,999
|
Portfolio Turnover
|
14%
|
Top 10 Issuers
|
(%)
|
Apple, Inc.
|
6.1%
|
Arthur J Gallagher & Co.
|
2.9%
|
T-Mobile US, Inc.
|
2.7%
|
Walmart, Inc.
|
2.7%
|
Casey's General Stores, Inc.
|
2.5%
|
Atmos Energy Corp.
|
2.5%
|
Automatic Data Processing, Inc.
|
2.4%
|
Mastercard, Inc. - Class A
|
2.4%
|
Snap-on, Inc.
|
2.4%
|
Tractor Supply Co.
|
2.3%
|
* | The Global Industry Classification Standard ("GICS®") was developed by and/or is the exclusive property of MSCI, Inc. ("MSCI") and Standard & Poor's Financial Services LLC ("S&P"). GICS® is a service mark of MSCI and S&P and has been licensed for use by U.S. Bank Global Fund Services. |
Dearborn Partners Rising Dividend Fund | PAGE 2 | TSR-AR-89834E682 |
Dearborn Partners Rising Dividend Fund | PAGE 3 | TSR-AR-89834E682 |
Dearborn Partners Rising Dividend Fund
|
||
Class C| DRDCX
|
||
Annual Shareholder Report | February 28, 2025
|
Class Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment
|
Class C
|
$209
|
1.95%
|
Top Contributors
|
|
↑
|
Apple, Inc.
|
↑
|
T-Mobile US, Inc.
|
↑
|
Casey's General Stores, Inc.
|
↑
|
Arthur J Gallagher & Co.
|
↑
|
Walmart, Inc.
|
Top Detractors
|
|
↓
|
Accenture PlC- Class A
|
↓
|
United Parcel Service, Inc- Class B
|
↓
|
Elevance Health, Inc.
|
↓
|
Zoetis, Inc.
|
↓
|
Merck & Co, Inc.
|
Dearborn Partners Rising Dividend Fund | PAGE 1 | TSR-AR-89834E674 |
1 Year
|
5 Year
|
10 Year
|
|
Class C (without sales charge)
|
14.55
|
10.88
|
8.91
|
Class C (with sales charge)
|
13.55
|
10.88
|
8.91
|
S&P 500 Total Return Index
|
18.41
|
16.85
|
12.98
|
* | 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. |
Net Assets
|
$627,138,495
|
Number of Holdings
|
50
|
Net Advisory Fee
|
$4,496,999
|
Portfolio Turnover
|
14%
|
Top 10 Issuers
|
(%)
|
Apple, Inc.
|
6.1%
|
Arthur J Gallagher & Co.
|
2.9%
|
T-Mobile US, Inc.
|
2.7%
|
Walmart, Inc.
|
2.7%
|
Casey's General Stores, Inc.
|
2.5%
|
Atmos Energy Corp.
|
2.5%
|
Automatic Data Processing, Inc.
|
2.4%
|
Mastercard, Inc. - Class A
|
2.4%
|
Snap-on, Inc.
|
2.4%
|
Tractor Supply Co.
|
2.3%
|
* | The Global Industry Classification Standard ("GICS®") was developed by and/or is the exclusive property of MSCI, Inc. ("MSCI") and Standard & Poor's Financial Services LLC ("S&P"). GICS® is a service mark of MSCI and S&P and has been licensed for use by U.S. Bank Global Fund Services. |
Dearborn Partners Rising Dividend Fund | PAGE 2 | TSR-AR-89834E674 |
Dearborn Partners Rising Dividend Fund | PAGE 3 | TSR-AR-89834E674 |
Dearborn Partners Rising Dividend Fund
|
||
Class I| DRDIX
|
||
Annual Shareholder Report | February 28, 2025
|
Class Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment
|
Class I
|
$102
|
0.95%
|
Top Contributors
|
|
↑
|
Apple, Inc.
|
↑
|
T-Mobile US, Inc.
|
↑
|
Casey's General Stores, Inc.
|
↑
|
Arthur J Gallagher & Co.
|
↑
|
Walmart, Inc.
|
Top Detractors
|
|
↓
|
Accenture PlC- Class A
|
↓
|
United Parcel Service, Inc- Class B
|
↓
|
Elevance Health, Inc.
|
↓
|
Zoetis, Inc.
|
↓
|
Merck & Co, Inc.
|
Dearborn Partners Rising Dividend Fund | PAGE 1 | TSR-AR-89834E666 |
1 Year
|
5 Year
|
10 Year
|
|
Class I
|
15.71
|
12.00
|
10.00
|
S&P 500 Total Return Index
|
18.41
|
16.85
|
12.98
|
* | 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. |
Net Assets
|
$627,138,495
|
Number of Holdings
|
50
|
Net Advisory Fee
|
$4,496,999
|
Portfolio Turnover
|
14%
|
Top 10 Issuers
|
(%)
|
Apple, Inc.
|
6.1%
|
Arthur J Gallagher & Co.
|
2.9%
|
T-Mobile US, Inc.
|
2.7%
|
Walmart, Inc.
|
2.7%
|
Casey's General Stores, Inc.
|
2.5%
|
Atmos Energy Corp.
|
2.5%
|
Automatic Data Processing, Inc.
|
2.4%
|
Mastercard, Inc. - Class A
|
2.4%
|
Snap-on, Inc.
|
2.4%
|
Tractor Supply Co.
|
2.3%
|
* | The Global Industry Classification Standard ("GICS®") was developed by and/or is the exclusive property of MSCI, Inc. ("MSCI") and Standard & Poor's Financial Services LLC ("S&P"). GICS® is a service mark of MSCI and S&P and has been licensed for use by U.S. Bank Global Fund Services. |
Dearborn Partners Rising Dividend Fund | PAGE 2 | TSR-AR-89834E666 |
Dearborn Partners Rising Dividend Fund | PAGE 3 | TSR-AR-89834E666 |
(b) | Not applicable. |
Item 2. Code of Ethics.
The registrant has adopted a code of ethics that applies to the registrant's principal executive officer and principal financial officer. The registrant has not made any amendments to its code of ethics during the period covered by this report. The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report. A copy of the registrant's Code of Ethics is incorporated by reference to the Registrant's Form N-CSR filed May 5, 2014.
Item 3. Audit Committee Financial Expert.
The registrant's board of trustees has determined that there is at least one audit committee financial expert serving on its audit committee. Dr. Michael Akers and Lisa Zúñiga Ramírez are the "audit committee financial experts" and are considered to be "independent" as each term is defined in Item 3 of Form N-CSR.
Item 4. Principal Accountant Fees and Services.
The registrant has engaged its principal accountant to perform audit services, audit-related services, tax services and other services during the past two fiscal years. "Audit services" refer to performing an audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years. "Audit-related services" refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit. "Tax services" refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. "Other services" provided by the principal accountant were Cohen & Company, Ltd. The following table details the aggregate fees billed or expected to be billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal accountant.
FYE 2/28/2025 | FYE 2/29/2024 | |
(a) Audit Fees | $ 16,600 | $ 15,000 |
(b) Audit-Related Fees | 0 | 0 |
(c) Tax Fees | $ 3,000 | $ 3,000 |
(d) All Other Fees | 0 | 0 |
(e)(1) The audit committee has adopted pre-approval policies and procedures that require the audit committee to pre-approve all audit and non-audit services of the registrant, including services provided to any entity affiliated with the registrant.
(e)(2) The percentage of fees billed by Cohen and Company, Ltd. applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:
FYE 2/28/2025 | FYE 2/29/2024 | |
Audit-Related Fees | 0% | 0% |
Tax Fees | 0% | 0% |
All Other Fees | 0% | 0% |
(f) During the audit of the registrant's financial statements, zero percent of the hours were attributed to work performed by persons other than full-time permanent employees of the principal accountant.
(g) The following table indicates the non-audit fees billed or expected to be billed by the registrant's accountant for services to the registrant and to the registrant's investment adviser (and any other controlling entity, etc.-not sub-adviser) for the last two years.
Non-Audit Related Fees | FYE 2/28/2025 | FYE 2/29/2024 |
Registrant | $0 | $0 |
Registrant's Investment Adviser | $0 | $0 |
(h) The audit committee of the board of trustees/directors has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser is compatible with maintaining the principal accountant's independence and has concluded that the provision of such non-audit services by the accountant has not compromised the accountant's independence.
(I) Not applicable
(j) Not applicable
Item 5. Audit Committee of Listed Registrants.
Not applicable to registrants who are not listed issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934).
Item 6. Investments.
(a) | Schedule of Investments is included within the financial statements filed under Item 7(a) of this Form. |
(b) | Not Applicable |
Item 7. Financial Statements and Financial Highlights for Open-End Investment Companies.
(a) |
|
|
|
|
|
|
Page
|
|
Schedule of Investments
|
|
|
1
|
Statement of Assets and Liabilities
|
|
|
4
|
Statement of Operations
|
|
|
5
|
Statements of Changes in Net Assets
|
|
|
6
|
Financial Highlights
|
|
|
7
|
Notes to Financial Statements
|
|
|
10
|
Report of Independent Registered Public Accounting Firm
|
|
|
17
|
Additional Information
|
|
|
18
|
|
|
|
|
TABLE OF CONTENTS
|
|
|
|
|
|
|
|
|
Shares
|
|
|
Value
|
|
COMMON STOCKS - 97.9%
|
|
|
|
|
||
Air Freight & Logistics - 0.9%
|
|
|
||||
United Parcel Service, Inc. - Class B
|
|
|
46,240
|
|
|
$5,503,947
|
Biotechnology - 2.2%
|
|
|
||||
AbbVie, Inc.
|
|
|
65,100
|
|
|
13,607,853
|
Capital Markets - 3.9%
|
|
|
||||
Nasdaq, Inc.
|
|
|
137,490
|
|
|
11,381,422
|
S&P Global, Inc.
|
|
|
24,688
|
|
|
13,176,973
|
|
|
|
|
24,558,395
|
||
Chemicals - 4.3%
|
|
|
||||
Corteva, Inc.
|
|
|
207,700
|
|
|
13,080,946
|
Sherwin-Williams Co/The
|
|
|
37,500
|
|
|
13,585,125
|
|
|
|
|
26,666,071
|
||
Commercial Services & Supplies - 4.2%
|
|
|
||||
Cintas Corp.
|
|
|
57,360
|
|
|
11,902,200
|
Republic Services, Inc.
|
|
|
61,730
|
|
|
14,631,245
|
|
|
|
|
26,533,445
|
||
Communications Equipment - 2.1%
|
|
|
||||
Motorola Solutions, Inc.
|
|
|
30,600
|
|
|
13,470,732
|
Consumer Staples Distribution & Retail - 7.4%
|
|
|
||||
Casey's General Stores, Inc.
|
|
|
37,690
|
|
|
15,611,575
|
Costco Wholesale Corp.
|
|
|
13,650
|
|
|
14,313,526
|
Walmart, Inc.
|
|
|
169,170
|
|
|
16,681,854
|
|
|
|
|
46,606,955
|
||
Distributors - 1.3%
|
|
|
||||
Pool Corp.
|
|
|
22,800
|
|
|
7,911,600
|
Diversified Telecommunication Services - 1.5%
|
|
|
||||
Verizon Communications, Inc.
|
|
|
217,100
|
|
|
9,357,010
|
Electronic Equipment, Instruments & Components - 1.9%
|
|
|
||||
Amphenol Corp. - Class A
|
|
|
174,681
|
|
|
11,633,755
|
Financial Services - 3.8%
|
|
|
||||
Jack Henry & Associates, Inc.
|
|
|
50,195
|
|
|
8,713,350
|
Mastercard, Inc. - Class A
|
|
|
26,510
|
|
|
15,277,978
|
|
|
|
|
23,991,328
|
||
Food Products - 3.3%
|
|
|
||||
McCormick & Co Inc/MD
|
|
|
140,939
|
|
|
11,642,971
|
Mondelez International, Inc. - Class A
|
|
|
141,000
|
|
|
9,056,430
|
|
|
|
|
20,699,401
|
||
Gas Utilities - 2.5%
|
|
|
||||
Atmos Energy Corp.
|
|
|
102,300
|
|
|
15,562,899
|
|
|
|
|
|
|
|
|
1
|
|
TABLE OF CONTENTS
|
|
|
|
|
|
|
|
|
Shares
|
|
|
Value
|
|
COMMON STOCKS - (Continued)
|
|
|
|
|
|
|
Health Care Equipment & Supplies - 6.5%
|
|
|
||||
Abbott Laboratories
|
|
|
72,500
|
|
|
$10,005,725
|
Becton Dickinson & Co.
|
|
|
26,708
|
|
|
6,023,455
|
STERIS PLC
|
|
|
48,327
|
|
|
10,596,178
|
Stryker Corp.
|
|
|
36,200
|
|
|
13,980,078
|
|
|
|
|
40,605,436
|
||
Hotels, Restaurants & Leisure - 1.9%
|
|
|
||||
McDonald's Corp.
|
|
|
39,643
|
|
|
12,223,126
|
Household Products - 2.0%
|
|
|
||||
Procter & Gamble Co.
|
|
|
73,584
|
|
|
12,791,842
|
Insurance - 2.9%
|
|
|
||||
Arthur J Gallagher & Co.
|
|
|
54,470
|
|
|
18,396,698
|
IT Services - 1.7%
|
|
|
||||
Accenture PLC - Class A
|
|
|
30,454
|
|
|
10,613,219
|
Machinery - 4.0%
|
|
|
||||
Illinois Tool Works, Inc.
|
|
|
37,598
|
|
|
9,925,120
|
Snap-on, Inc.
|
|
|
43,510
|
|
|
14,844,307
|
|
|
|
|
24,769,427
|
||
Multi-Utilities - 2.0%
|
|
|
||||
WEC Energy Group, Inc.
|
|
|
120,457
|
|
|
12,851,557
|
Oil, Gas & Consumable Fuels - 3.8%
|
|
|
||||
EOG Resources, Inc.
|
|
|
77,230
|
|
|
9,803,576
|
Exxon Mobil Corp.
|
|
|
123,356
|
|
|
13,733,224
|
|
|
|
|
23,536,800
|
||
Pharmaceuticals - 2.6%
|
|
|
||||
Merck & Co, Inc.
|
|
|
77,920
|
|
|
7,188,120
|
Zoetis, Inc.
|
|
|
55,019
|
|
|
9,201,378
|
|
|
|
|
16,389,498
|
||
Professional Services - 4.3%
|
|
|
||||
Automatic Data Processing, Inc.
|
|
|
48,500
|
|
|
15,286,230
|
Broadridge Financial Solutions, Inc.
|
|
|
48,000
|
|
|
11,578,560
|
|
|
|
|
26,864,790
|
||
Semiconductors & Semiconductor Equipment - 3.7%
|
|
|
||||
QUALCOMM, Inc.
|
|
|
79,909
|
|
|
12,559,298
|
Texas Instruments, Inc.
|
|
|
55,380
|
|
|
10,853,926
|
|
|
|
|
23,413,224
|
||
Software - 4.3%
|
|
|
||||
Intuit, Inc.
|
|
|
21,500
|
|
|
13,197,560
|
Microsoft Corp.
|
|
|
34,700
|
|
|
13,775,553
|
|
|
|
|
26,973,113
|
||
|
|
|
|
|
|
|
|
2
|
|
TABLE OF CONTENTS
|
|
|
|
|
|
|
|
|
Shares
|
|
|
Value
|
|
COMMON STOCKS - (Continued)
|
|
|
|
|
|
|
Specialty Retail - 4.2%
|
|
|
||||
Home Depot Inc/The
|
|
|
30,000
|
|
|
$11,898,000
|
Tractor Supply Co.
|
|
|
265,000
|
|
|
14,667,750
|
|
|
|
|
26,565,750
|
||
Technology Hardware, Storage & Peripherals - 6.1%
|
|
|
||||
Apple, Inc.
|
|
|
156,888
|
|
|
37,941,794
|
Trading Companies & Distributors - 4.3%
|
|
|
||||
Fastenal Co.
|
|
|
188,270
|
|
|
14,257,687
|
Watsco, Inc.
|
|
|
25,200
|
|
|
12,709,116
|
|
|
|
|
26,966,803
|
||
Water Utilities - 1.6%
|
|
|
||||
American Water Works Co, Inc.
|
|
|
71,460
|
|
|
9,716,416
|
Wireless Telecommunication Services - 2.7%
|
|
|
||||
T-Mobile US, Inc.
|
|
|
63,000
|
|
|
16,990,470
|
TOTAL COMMON STOCKS
(Cost $347,780,802)
|
|
|
|
|
613,713,354
|
|
REAL ESTATE INVESTMENT TRUSTS - 1.6%
|
|
|
|
|
||
Specialized REITs - 1.6%
|
|
|
||||
Equinix, Inc.
|
|
|
11,460
|
|
|
10,366,945
|
TOTAL REAL ESTATE INVESTMENT TRUSTS
(Cost $9,230,374)
|
|
|
|
|
10,366,945
|
|
SHORT-TERM INVESTMENTS - 0.4%
|
|
|
|
|
||
Money Market Funds - 0.4%
|
|
|
|
|
||
Fidelity Government Portfolio - Class Institutional, 4.24%(a)
|
|
|
2,513,318
|
|
|
2,513,318
|
TOTAL SHORT-TERM INVESTMENTS
(Cost $2,513,318)
|
|
|
|
|
2,513,318
|
|
TOTAL INVESTMENTS - 99.9%
(Cost $359,524,494)
|
|
|
|
|
$626,593,617
|
|
Other Assets in Excess of Liabilities - 0.1%
|
|
|
|
|
544,878
|
|
TOTAL NET ASSETS - 100.0%
|
|
|
|
|
$627,138,495
|
|
|
|
|
|
|
|
|
(a)
|
The rate shown represents the 7-day annualized effective yield as of February 28, 2025.
|
|
3
|
|
TABLE OF CONTENTS
|
|
|
|
ASSETS
|
|
|
|
Investments, at value (cost $359,524,494)
|
|
|
$626,593,617
|
Dividends, interest and reclaim receivable
|
|
|
856,774
|
Receivable for Fund shares sold
|
|
|
568,772
|
Other assets
|
|
|
37,793
|
Total assets
|
|
|
628,056,956
|
LIABILITIES
|
|
|
|
Payable to Adviser
|
|
|
335,237
|
Payable for distribution fees
|
|
|
113,191
|
Payable for administration fees (Note 6)
|
|
|
81,315
|
Payable for pricing fees (Note 6)
|
|
|
511
|
Payable for transfer agent fees and expenses (Note 6)
|
|
|
40,103
|
Payable for Chief Compliance Officer fees (Note 6)
|
|
|
2,479
|
Payable for custody fees (Note 6)
|
|
|
5,527
|
Payable for Fund shares redeemed
|
|
|
321,108
|
Accrued expenses and other liabilities
|
|
|
18,991
|
Total liabilities
|
|
|
918,462
|
NET ASSETS
|
|
|
$627,138,494
|
Net Assets Consist of:
|
|
|
|
Paid-in capital
|
|
|
$349,341,150
|
Total distributable earnings
|
|
|
277,797,345
|
Net assets
|
|
|
$ 627,138,495
|
Class A Shares:
|
|
|
|
Net assets
|
|
|
$233,867,013
|
Shares of beneficial interest issued and outstanding (unlimited number of shares authorized $0.001 par value)
|
|
|
8,895,693
|
Net asset value and redemption price per share(1)
|
|
|
$26.29
|
Maximum offering price per share ($26.29/0.95)(2)
|
|
|
$27.67
|
Class C Shares:
|
|
|
|
Net assets
|
|
|
$85,492,272
|
Shares of beneficial interest issued and outstanding (unlimited number of shares authorized $0.001 par value)
|
|
|
3,286,604
|
Net asset value, offering price and redemption price per share(1)
|
|
|
$26.01
|
Class I Shares:
|
|
|
|
Net assets
|
|
|
$307,779,210
|
Shares of beneficial interest issued and outstanding (unlimited number of shares authorized $0.001 par value)
|
|
|
11,684,398
|
Net asset value, offering price and redemption price per share
|
|
|
$26.34
|
|
|
|
|
(1)
|
A contingent deferred sales charge ("CDSC") of 1.00% may be charged on shares redeemed within one year of purchase. The CDSC on Class A Shares is applied only to purchases of $500,000 that are redeemed within 12 months of purchase. Redemption price per share is equal to net asset value less any redemption or CDSC fees.
|
(2)
|
Reflects a maximum sales charge of 5.00%.
|
|
4
|
|
TABLE OF CONTENTS
|
|
|
|
Investment Income
|
|
|
|
Dividend income
|
|
|
$9,895,406
|
Interest income
|
|
|
538,465
|
Total investment income
|
|
|
10,433,871
|
Expenses
|
|
|
|
Management fees (Note 4)
|
|
|
4,990,545
|
Distribution fees - Class C (Note 5)
|
|
|
856,477
|
Distribution fees - Class A (Note 5)
|
|
|
548,986
|
Administration fees (Note 6)
|
|
|
530,413
|
Transfer agent fees and expenses (Note 6)
|
|
|
271,314
|
Federal and state registration fees
|
|
|
84,017
|
Custody fees (Note 6)
|
|
|
56,803
|
Trustees' fees
|
|
|
28,847
|
Legal fees
|
|
|
28,023
|
Reports to shareholders
|
|
|
24,754
|
Audit and tax fees
|
|
|
19,595
|
Chief Compliance Officer fees (Note 6)
|
|
|
19,019
|
Insurance expense
|
|
|
4,991
|
Pricing fees
|
|
|
2,834
|
Other expenses
|
|
|
10,058
|
Total expenses
|
|
|
7,476,676
|
Less: Waivers by Adviser (Note 4)
|
|
|
(493,546)
|
Net expenses
|
|
|
6,983,130
|
Net investment income
|
|
|
3,450,741
|
Realized and Unrealized Gain on Investments
|
|
|
|
Net realized gain on:
|
|
|
|
Investments
|
|
|
27,850,484
|
Net change in unrealized appreciation on:
|
|
|
|
Investments
|
|
|
54,125,154
|
Net realized and unrealized gain on investments
|
|
|
81,975,638
|
Net Increase in Net Assets from Operations
|
|
|
$85,426,379
|
|
|
|
|
|
5
|
|
TABLE OF CONTENTS
|
|
|
|
|
|
|
|
|
Year Ended
February 28, 2025
|
|
|
Year Ended
February 29, 2024
|
|
FROM OPERATIONS
|
|
|
|
|
||
Net investment income
|
|
|
$3,450,741
|
|
|
$4,837,255
|
Net realized gain on:
|
|
|
|
|
||
Investments
|
|
|
27,850,484
|
|
|
11,534,469
|
Net change in unrealized appreciation on:
|
|
|
|
|
||
Investments
|
|
|
54,125,154
|
|
|
61,448,690
|
Net increase in net assets from operations
|
|
|
85,426,379
|
|
|
77,820,414
|
FROM DIVIDEND AND DISTRIBUTIONS TO SHAREHOLDERS
|
|
|
|
|
||
Dividend and distributions - Class A
|
|
|
(12,723,676)
|
|
|
(1,154,924)
|
Dividend and distributions - Class C
|
|
|
(4,004,515)
|
|
|
(73,884)
|
Dividend and distributions - Class I
|
|
|
(17,219,950)
|
|
|
(1,888,809)
|
Decrease in net assets resulting from dividend and distributions paid
|
|
|
(33,948,141)
|
|
|
(3,117,617)
|
FROM CAPITAL SHARE TRANSACTIONS
|
|
|
|
|
||
Proceeds from shares sold - Class A
|
|
|
25,554,878
|
|
|
32,303,696
|
Proceeds from shares sold - Class C
|
|
|
6,939,056
|
|
|
6,813,359
|
Proceeds from shares sold - Class I
|
|
|
70,231,139
|
|
|
47,370,475
|
Net asset value of shares issued to shareholders in payment of distributions declared - Class A
|
|
|
11,919,816
|
|
|
1,053,890
|
Net asset value of shares issued to shareholders in payment of distributions declared - Class C
|
|
|
3,898,499
|
|
|
69,989
|
Net asset value of shares issued to shareholders in payment of distributions declared - Class I
|
|
|
15,326,924
|
|
|
1,718,881
|
Payments for shares redeemed - Class A
|
|
|
(28,152,570)
|
|
|
(21,251,505)
|
Payments for shares redeemed - Class C
|
|
|
(20,498,076)
|
|
|
(24,994,744)
|
Payments for shares redeemed - Class I
|
|
|
(48,249,354)
|
|
|
(43,720,451)
|
Net increase (decrease) in net assets from capital share transactions
|
|
|
36,970,312
|
|
|
(636,410)
|
Total increase in net assets
|
|
|
88,448,550
|
|
|
74,066,387
|
NET ASSETS
|
|
|
|
|
||
Beginning of year
|
|
|
538,689,945
|
|
|
464,623,558
|
End of year
|
|
|
$627,138,495
|
|
|
$538,689,945
|
|
|
|
|
|
|
|
|
6
|
|
TABLE OF CONTENTS
|
|
|
|
|
|
|
|
|
|
||||||
|
|
Year Ended
February 28,
2025
|
|
|
Year Ended
February 29,
2024
|
|
|
Year Ended February 28,
|
|||||||
|
|
2023
|
|
|
2022
|
|
|
2021
|
|||||||
Net asset value, beginning of year
|
|
|
$24.07
|
|
|
$20.73
|
|
|
$21.40
|
|
|
$19.35
|
|
|
$16.91
|
Income from investment operations:
|
|
|
|
|
|
|
|
|
|||||||
Net investment income(1)
|
|
|
0.15
|
|
|
0.22
|
|
|
0.20
|
|
|
0.12
|
|
|
0.16
|
Net realized and unrealized gain (loss) on investments(2)
|
|
|
3.54
|
|
|
3.26
|
|
|
(0.52)
|
|
|
2.46
|
|
|
2.48
|
Total from investment operations
|
|
|
3.69
|
|
|
3.48
|
|
|
(0.32)
|
|
|
2.58
|
|
|
2.64
|
Less distributions paid:
|
|
|
|
|
|
|
|
|
|
|
|||||
From net investment income
|
|
|
(0.23)
|
|
|
(0.14)
|
|
|
(0.17)
|
|
|
(0.20)
|
|
|
(0.10)
|
From net realized gain on investments
|
|
|
(1.24)
|
|
|
-
|
|
|
(0.18)
|
|
|
(0.33)
|
|
|
(0.10)
|
Total distributions paid
|
|
|
(1.47)
|
|
|
(0.14)
|
|
|
(0.35)
|
|
|
(0.53)
|
|
|
(0.20)
|
Net asset value, end of year
|
|
|
$26.29
|
|
|
$24.07
|
|
|
$20.73
|
|
|
$21.40
|
|
|
$19.35
|
Total return(3)
|
|
|
15.44%
|
|
|
16.87%
|
|
|
−1.49%
|
|
|
13.18%
|
|
|
15.73%
|
Supplemental Data and Ratios:
|
|
|
|
|
|
|
|
|
|
|
|||||
Net assets, end of year (000's)
|
|
|
$233,867
|
|
|
$205,652
|
|
|
$165,616
|
|
|
$150,440
|
|
|
$112,208
|
Ratio of expenses to average net assets:
|
|
|
|
|
|
|
|
|
|
|
|||||
Before waivers, reimbursements of expenses
|
|
|
1.28%
|
|
|
1.28%
|
|
|
1.27%
|
|
|
1.27%
|
|
|
1.30%
|
After waivers, reimbursements of
expenses
|
|
|
1.20%
|
|
|
1.20%
|
|
|
1.20%
|
|
|
1.22%(4)
|
|
|
1.25%
|
Ratio of net investment income to average net assets:
|
|
|
|
|
|
|
|
|
|
|
|||||
Before waivers, reimbursements of expenses
|
|
|
0.49%
|
|
|
0.92%
|
|
|
0.87%
|
|
|
0.50%
|
|
|
0.84%
|
After waivers, reimbursements of
expenses
|
|
|
0.57%
|
|
|
1.00%
|
|
|
0.94%
|
|
|
0.55%(4)
|
|
|
0.89%
|
Portfolio turnover rate
|
|
|
14.20%
|
|
|
17.53%
|
|
|
12.32%
|
|
|
9.03%
|
|
|
14.46%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Per share net investment income was calculated using average shares outstanding method.
|
(2)
|
Realized and unrealized gain (loss) per share in this caption are balancing amounts necessary to reconcile the change in net asset value per share for the period, and may not reconcile with the aggregate gains and losses in the Statements of Operations due to share transactions for the period.
|
(3)
|
Total return in the table represents the rate that the investor would have earned or lost on an investment in the Fund, assuming reinvestment of dividends. Excludes the effect of applicable sales charges.
|
(4)
|
Effective June 28, 2021 the expense cap for Class A shares was decreased from 1.00% to 0.95% excluding Rule 12b-1 fees of 0.25%.
|
|
7
|
|
TABLE OF CONTENTS
|
|
|
|
|
|
|
|
|
|
||||||
|
|
Year Ended
February 28,
2025
|
|
|
Year Ended
February 29,
2024
|
|
|
Year Ended February 28,
|
|||||||
|
|
2023
|
|
|
2022
|
|
|
2021
|
|||||||
Net asset value, beginning of year
|
|
|
$23.79
|
|
|
$20.53
|
|
|
$21.21
|
|
|
$19.17
|
|
|
$16.82
|
INCOME FROM INVESTMENT OPERATIONS:
|
|
|
|
|
|
|
|
|
|||||||
Net investment income (loss)(1)
|
|
|
(0.04)
|
|
|
0.06
|
|
|
0.04
|
|
|
(0.04)
|
|
|
0.03
|
Net realized and unrealized gain (loss) on investments(2)
|
|
|
3.50
|
|
|
3.22
|
|
|
(0.50)
|
|
|
2.43
|
|
|
2.46
|
Total from investment operations
|
|
|
3.46
|
|
|
3.28
|
|
|
(0.46)
|
|
|
2.39
|
|
|
2.49
|
LESS DISTRIBUTIONS PAID:
|
|
|
|
|
|
|
|
|
|
|
|||||
From net investment income
|
|
|
-
|
|
|
(0.02)
|
|
|
(0.04)
|
|
|
(0.02)
|
|
|
(0.04)
|
From net realized gain on investments
|
|
|
(1.24)
|
|
|
-
|
|
|
(0.18)
|
|
|
(0.33)
|
|
|
(0.10)
|
Total distributions paid
|
|
|
(1.24)
|
|
|
(0.02)
|
|
|
(0.22)
|
|
|
(0.35)
|
|
|
(0.14)
|
Net asset value, end of year
|
|
|
$26.01
|
|
|
$23.79
|
|
|
$20.53
|
|
|
$21.21
|
|
|
$19.17
|
Total return(3)
|
|
|
14.55%
|
|
|
15.97%
|
|
|
−2.20%
|
|
|
12.31%
|
|
|
14.85%
|
SUPPLEMENTAL DATA AND RATIOS:
|
|
|
|
|
|
|
|
|
|
|
|||||
Net assets, end of year (000's)
|
|
|
$85,492
|
|
|
$87,548
|
|
|
$92,624
|
|
|
$109,239
|
|
|
$110,863
|
Ratio of expenses to average net assets:
|
|
|
|
|
|
|
|
|
|
|
|||||
Before waivers, reimbursements of expenses
|
|
|
2.03%
|
|
|
2.03%
|
|
|
2.02%
|
|
|
2.02%
|
|
|
2.05%
|
After waivers, reimbursements of
expenses
|
|
|
1.95%
|
|
|
1.95%
|
|
|
1.95%
|
|
|
1.97% (4)
|
|
|
2.00%
|
Ratio of net investment income (loss) to average net assets:
|
|
|
|
|
|
|
|
|
|
|
|||||
Before waivers, reimbursements of expenses
|
|
|
(0.26)%
|
|
|
0.17%
|
|
|
0.12%
|
|
|
(0.24)%
|
|
|
0.09%
|
After waivers, reimbursements of
expenses
|
|
|
(0.18)%
|
|
|
0.25%
|
|
|
0.19%
|
|
|
(0.19)% (4)
|
|
|
0.14%
|
Portfolio turnover rate
|
|
|
14.20%
|
|
|
17.53%
|
|
|
12.32%
|
|
|
9.03%
|
|
|
14.46%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Per share net investment income (loss) was calculated using average shares outstanding method.
|
(2)
|
Realized and unrealized gain (loss) per share in this caption are balancing amounts necessary to reconcile the change in net asset value per share for the period, and may not reconcile with the aggregate gains and losses in the Statements of Operations due to share transactions for the period.
|
(3)
|
Total return in the table represents the rate that the investor would have earned or lost on an investment in the Fund, assuming reinvestment of dividends. Excludes the effect of applicable sales charges.
|
(4)
|
Effective June 28, 2021 the expense cap for Class C shares was decreased from 1.00% to 0.95% excluding Rule 12b-1 fees of 1.00%.
|
|
8
|
|
TABLE OF CONTENTS
|
|
|
|
|
|
|
|
|
|
||||||
|
|
Year Ended
February 28,
2025
|
|
|
Year Ended
February 29,
2024
|
|
|
Year Ended February 28,
|
|||||||
|
|
2023
|
|
|
2022
|
|
|
2021
|
|||||||
Net asset value, beginning of year
|
|
|
$24.13
|
|
|
$20.78
|
|
|
$21.44
|
|
|
$19.39
|
|
|
$16.94
|
INCOME FROM INVESTMENT OPERATIONS:
|
|
|
|
|
|
|
|
|
|||||||
Net investment income(1)
|
|
|
0.21
|
|
|
0.28
|
|
|
0.25
|
|
|
0.18
|
|
|
0.21
|
Net realized and unrealized gain (loss) on investments(2)
|
|
|
3.54
|
|
|
3.26
|
|
|
(0.52)
|
|
|
2.46
|
|
|
2.48
|
Total from investment operations
|
|
|
3.75
|
|
|
3.54
|
|
|
(0.27)
|
|
|
2.64
|
|
|
2.69
|
LESS DISTRIBUTIONS PAID:
|
|
|
|
|
|
|
|
|
|
|
|||||
From net investment income
|
|
|
(0.30)
|
|
|
(0.19)
|
|
|
(0.21)
|
|
|
(0.26)
|
|
|
(0.14)
|
From net realized gain on investments
|
|
|
(1.24)
|
|
|
-
|
|
|
(0.18)
|
|
|
(0.33)
|
|
|
(0.10)
|
Total distributions paid
|
|
|
(1.54)
|
|
|
(0.19)
|
|
|
(0.39)
|
|
|
(0.59)
|
|
|
(0.24)
|
Net asset value, end of year
|
|
|
$26.34
|
|
|
$24.13
|
|
|
$20.78
|
|
|
$21.44
|
|
|
$19.39
|
Total return(3)
|
|
|
15.71%
|
|
|
17.13%
|
|
|
−1.23%
|
|
|
13.49%
|
|
|
16.00%
|
SUPPLEMENTAL DATA AND RATIOS:
|
|
|
|
|
|
|
|
|
|
|
|||||
Net assets, end of period (000's)
|
|
|
$307,779
|
|
|
$245,490
|
|
|
$206,384
|
|
|
$208,228
|
|
|
$165,995
|
Ratio of expenses to average net assets:
|
|
|
|
|
|
|
|
|
|
|
|||||
Before waivers, reimbursements of expenses
|
|
|
1.03%
|
|
|
1.03%
|
|
|
1.02%
|
|
|
1.02%
|
|
|
1.05%
|
After waivers, reimbursements of
expenses
|
|
|
0.95%
|
|
|
0.95%
|
|
|
0.95%
|
|
|
0.97%(4)
|
|
|
1.00%
|
Ratio of net investment income to average
net assets:
|
|
|
|
|
|
|
|
|
|
|
|||||
Before waivers, reimbursements of expenses
|
|
|
0.75%
|
|
|
1.17%
|
|
|
1.12%
|
|
|
0.75%
|
|
|
1.08%
|
After waivers, reimbursements of expenses
|
|
|
0.83%
|
|
|
1.25%
|
|
|
1.19%
|
|
|
0.80%(4)
|
|
|
1.13%
|
Portfolio turnover rate
|
|
|
14.20%
|
|
|
17.53%
|
|
|
12.32%
|
|
|
9.03%
|
|
|
14.46%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Per share net investment income was calculated using average shares outstanding method.
|
(2)
|
Realized and unrealized gain (loss) per share in this caption are balancing amounts necessary to reconcile the change in net asset value per share for the period, and may not reconcile with the aggregate gains and losses in the Statements of Operations due to share transactions for the period.
|
(3)
|
Total return in the table represents the rate that the investor would have earned or lost on an investment in the Fund, assuming reinvestment of dividends.
|
(4)
|
Effective June 28, 2021 the expense cap for Class I shares was decreased from 1.00% to 0.95%.
|
|
9
|
|
TABLE OF CONTENTS
A.
|
Investment Valuation. Each security owned by the Fund that is listed on a securities exchange is valued at its last sale price on that exchange on the date as of which assets are valued. When the security is listed on more than one exchange, the Fund will use the price of the exchange that the Fund generally considers to be the principal exchange on which the security is traded.
|
|
10
|
|
TABLE OF CONTENTS
Level 2 -
|
Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
|
Level 3 -
|
Significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
Total
|
|
Assets:
|
|
|
|
|
|
|
|
|
||||
Common Stocks (1)
|
|
|
$613,713,354
|
|
|
$-
|
|
|
$-
|
|
|
$613,713,354
|
Real Estate Investment Trusts
|
|
|
10,366,945
|
|
|
-
|
|
|
-
|
|
|
10,366,945
|
Money Market Funds
|
|
|
2,513,318
|
|
|
-
|
|
|
-
|
|
|
2,513,318
|
Total Assets
|
|
|
$626,593,617
|
|
|
$-
|
|
|
$-
|
|
|
$626,593,617
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
See the Schedule of Investments for industry classifications.
|
|
11
|
|
TABLE OF CONTENTS
B.
|
Federal Income Taxes. The Fund complies with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"), necessary to qualify as a regulated investment company and makes the requisite distributions of income and capital gains to its shareholders sufficient to relieve it of all or substantially all federal income taxes. Therefore, no federal income tax provision has been provided.
|
C.
|
Distributions to Shareholders. The Fund will distribute any net investment income and any net realized long- or short-term capital gains at least annually, and as frequently as quarterly. Distributions from net realized gains for book purposes may include short-term capital gains. All short-term capital gains are included in ordinary income for tax purposes. Distributions to shareholders are recorded on the ex-dividend date. The Fund may also pay a special distribution at the end of the calendar year to comply with federal tax requirements. Income and capital gains distributions may differ from GAAP, primarily due to timing differences in the recognition of income, gains and losses by the Fund. GAAP requires that certain components of net assets relating to permanent differences be reclassified between the components of net assets. These reclassifications have no effect on net assets or NAV per share.
|
D.
|
Use of Estimates. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
|
E.
|
Share Valuation. The NAV per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund's shares will not be priced on the days on which the NYSE is closed for trading.
|
F.
|
Allocation of Income, Expenses and Gains/Losses. Income, expenses (other than those deemed attributable to a specific share class), and gains and losses of the Fund are allocated daily to each class of shares based upon the ratio of net assets represented by each class as a percentage of the net assets of the Fund. Expenses deemed directly attributable to a class of shares are recorded by the specific class. Most Fund expenses are allocated by class based on relative net assets. Distribution and service (Rule 12b-1) fees are expensed at 0.25% and 1.00% of average daily net assets of the Class A and Class C shares, respectively. Expenses associated with a specific fund in the Trust are charged to that fund. Common Trust expenses are typically allocated evenly between the funds of the Trust, or by other equitable means.
|
G.
|
Other. Investment transactions are recorded on the trade date. The Fund determines the gain or loss from investment transactions on the identified cost basis by comparing the original cost of the security lot sold with the net sale proceeds. Dividend income, less foreign withholding tax, is recognized on the ex-dividend date and interest income is recognized on an accrual basis. Withholding taxes on foreign dividends have been provided for in accordance with the Fund's understanding of the applicable country's tax rules and rates. Distributions received from the Fund's investments in Master Limited Partnerships ("MLPs") and Real Estate Investment Trusts ("REITs") are comprised of ordinary income, capital gains and return of capital, as applicable. For financial statement purposes, the Fund uses estimates to characterize these distributions received as return of capital, capital gains or ordinary income. Such estimates are based on historical information available from each MLP or REIT and other industry sources. These estimates may subsequently be revised based on information received for the security after its tax reporting periods are concluded, as the actual character of these distributions is not known until after the fiscal year end of the Fund. Changes to estimates will be recorded in the period they are known. The distributions received from MLP and REIT
|
|
12
|
|
TABLE OF CONTENTS
|
|
|
|
|
|
|
|
|
February 28, 2025
|
|
|
February 29, 2024
|
|
Ordinary Income
|
|
|
$5,233,521
|
|
|
$3,117,617
|
Long-Term Capital Gains
|
|
|
$28,714,620
|
|
|
$-
|
Total
|
|
|
$33,948,141
|
|
|
$3,117,617
|
|
|
|
|
|
|
|
|
|
|
|
Cost basis of investments for federal income tax purposes
|
|
|
$359,524,494
|
Gross tax unrealized appreciation
|
|
|
270,596,136
|
Gross tax unrealized depreciation
|
|
|
(3,527,013)
|
Net tax unrealized appreciation
|
|
|
267,069,123
|
Undistributed ordinary income
|
|
|
528,879
|
Undistributed long-term capital gain
|
|
|
10,199,343
|
Distributable earnings
|
|
|
10,728,222
|
Other accumulated losses
|
|
|
-
|
Total distributable earnings
|
|
|
$277,797,345
|
|
|
|
|
|
13
|
|
TABLE OF CONTENTS
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
|
Class C
|
|
|
Class I
|
|
February 28, 2026
|
|
|
$114,051
|
|
|
$71,379
|
|
|
$147,760
|
February 28, 2027
|
|
|
151,345
|
|
|
71,950
|
|
|
182,261
|
February 28, 2028
|
|
|
184,579
|
|
|
71,988
|
|
|
236,979
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fees Earned
During Period
|
|
|
Fees Owed as of
February 28, 2025
|
|
Class A
|
|
|
$548,986
|
|
|
$42,806
|
Class C
|
|
|
$856,477
|
|
|
$70,385
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fees Earned
During Period
|
|
|
Fees Owed as of
February 28, 2025
|
|
Administration/Accounting and Pricing
|
|
|
$533,247
|
|
|
$81,826
|
Custody
|
|
|
$56,803
|
|
|
$5,527
|
Transfer Agent
|
|
|
$260,215(1)
|
|
|
$40,103
|
Chief Compliance Officer
|
|
|
$19,019
|
|
|
$2,479
|
|
|
|
|
|
|
|
(1)
|
This amount does not include sub-transfer agency fees, therefore it does not agree to the amount on the Statement of Operations.
|
|
14
|
|
TABLE OF CONTENTS
|
|
|
|
|
|
|
|
|
Year Ended
February 28, 2025
|
|
|
Year Ended
February 29, 2024
|
|
Class A
|
|
|
|
|
||
Shares sold
|
|
|
1,011,120
|
|
|
1,473,129
|
Shares redeemed
|
|
|
(1,116,832)
|
|
|
(966,448)
|
Shares issued in reinvestment of dividends
|
|
|
458,254
|
|
|
48,995
|
Net increase
|
|
|
352,542
|
|
|
555,676
|
Class C
|
|
|
|
|
||
Shares sold
|
|
|
275,512
|
|
|
315,910
|
Shares redeemed
|
|
|
(819,185)
|
|
|
(1,151,094)
|
Shares issued in reinvestment of dividends
|
|
|
150,173
|
|
|
3,240
|
Net decrease
|
|
|
(393,500)
|
|
|
(831,944)
|
Class I
|
|
|
|
|
||
Shares sold
|
|
|
2,825,004
|
|
|
2,131,727
|
Shares redeemed
|
|
|
(1,903,856)
|
|
|
(1,970,659)
|
Shares issued in reinvestment of dividends
|
|
|
589,209
|
|
|
79,544
|
Net increase
|
|
|
1,510,357
|
|
|
240,612
|
|
|
|
|
|
|
|
|
15
|
|
TABLE OF CONTENTS
|
16
|
|
TABLE OF CONTENTS
|
17
|
|
TABLE OF CONTENTS
|
18
|
|
TABLE OF CONTENTS
|
|
|
|
Investment Adviser
|
|
|
Dearborn Partners, L.L.C.
200 West Madison Street
Suite 1950
Chicago, Illinois 60606
|
Legal Counsel
|
|
|
Godfrey & Kahn, S.C.
833 East Michigan Street
Suite 1800
Milwaukee, Wisconsin 53202
|
Independent Registered Public Accounting Firm
|
|
|
Cohen & Company, Ltd.
342 North Water Street
Suite 830
Milwaukee, Wisconsin 53202
|
Transfer Agent, Fund Accountant and Fund Administrator
|
|
|
U.S. Bancorp Fund Services, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
|
Custodian
|
|
|
U.S. Bank, N.A.
Custody Operations
1555 North River Center Drive
Milwaukee, Wisconsin 53212
|
Distributor
|
|
|
Quasar Distributors, LLC
Three Canal Plaza
Suite 100
Portland, Maine 04101
|
|
|
|
|
(b) | Financial Highlights are included within the financial statements filed under Item 7(a) of this Form. |
Item 8. Changes in and Disagreements with Accountants for Open-End Investment Companies.
This information is included within the financial statements filed under Item 7(a) of this Form.
Item 9. Proxy Disclosure for Open-End Investment Companies.
This information is included within the financial statements filed under Item 7(a) of this Form.
Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Investment Companies.
This information is included within the financial statements filed under Item 7(a) of this Form.
Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.
This information is included within the financial statements filed under Item 7(a) of this Form.
Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 13. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable to open-end investment companies.
Item 15. Submission of Matters to a Vote of Security Holders.
There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant's board of trustees.
Item 16. Controls and Procedures.
(a) | The Registrant's Principal Executive Officer and Principal Financial Officer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the "Act")) as of a date within 90 days of the filing of this report, as 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. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant's service provider. |
(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 period covered by this report 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 to open-end investment companies.
Item 18. Recovery of Erroneously Awarded Compensation.
Not applicable
Item 19. Exhibits.
(2) Any policy required by the listing standards adopted pursuant to Rule 10D-1 under the Exchange Act (17 CFR 240.10D-1) by the registered national securities exchange or registered national securities association upon which the registrant's securities are listed.
Not applicable.
(3) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)). Filed herewith.
(4) Any written solicitation to purchase securities under Rule 23c-1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable.
(5) Change in the registrant's independent public accountant. Provide the information called for by Item 4 of Form 8-K under the Exchange Act (17 CFR 249.308). Unless otherwise specified by Item 4, or related to and necessary for a complete understanding of information not previously disclosed, the information should relate to events occurring during the reporting period. Not applicable.
(b) | Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Furnished 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) | Trust for Professional Managers |
By (Signature and Title)* | /s/ Jennifer Lima | ||
Jennifer Lima, Principal Executive Officer |
Date | 5/5/2025 |
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 (Signature and Title)* | /s/ Jennifer Lima | ||
Jennifer Lima, Principal Executive Officer |
Date | 5/5/2025 |
By (Signature and Title)* | /s/ Kelly Strauss | ||
Kelly Strauss, Principal Financial Officer |
Date | 5/5/2025 |
* Print the name and title of each signing officer under his or her signature.