Brown Capital Management Mutual Funds

12/04/2025 | Press release | Distributed by Public on 12/04/2025 16:02

Semi-Annual Report by Investment Company (Form N-CSRS)

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 811-06199

Brown Capital Management Mutual Funds
(Exact name of registrant as specified in charter)

1201 N. Calvert Street, Baltimore, Maryland 21202

(Address of principal executive offices) (Zip code)

Capitol Services, Inc.

1675 S. State Street, Suite B, Dover, Delaware 19901

(Name and address of agent for service)

With Copies to:

John H. Lively
Practus, LLP
11300 Tomahawk Creek Parkway, Suite 310

Leawood, Kansas 66211

Registrant's telephone number, including area code: 410.837.3234

Date of fiscal year end: March 31

Date of reporting period: September 30, 2025

Item 1(a). REPORTS TO STOCKHOLDERS.

The Brown Capital Management Small Company Fund Tailored Shareholder Report

semi-annual shareholder report September 30, 2025

The Brown Capital Management Small Company Fund

Investor Class Shares

ticker: BCSIX

This semi-annual shareholder reportcontains important information about the The Brown Capital Management Small Company Fund for the period of April 1, 2025 to September 30, 2025. You can find additional information about the Fund at www.browncapital.com/investmentstrategies/smallcompanyfundinv/. You can also contact us at (877) 892-4226.

What were the Fund costs for the period?

(based on a hypothetical $10,000 investment)

Class Name
Costs of a $10,000 investment
Costs paid as a percentage of a $10,000 investment
Investor Class
$74
1.42
¹ Annualized.

Key Fund Statistics

(as of September 30, 2025)

Fund Net Assets
$699,042,398
Number of Holdings
41
Total Net Advisory Fee
$3,952,307
Portfolio Turnover Rate
7%

What did the Fund invest in?

(% of Net Assets as of September 30, 2025)

Sector Breakdown

Top Ten Holdings
Veeva Systems, Inc. Class A
6.02%
Datadog, Inc. Class A
5.71%
AppFolio, Inc.
5.24%
Guidewire Software, Inc.
5.22%
Repligen Corp.
5.12%
Manhattan Associates, Inc.
4.81%
Xometry, Inc.
4.66%
Tyler Technologies, Inc.
4.51%
Vericel Corp.
3.69%
Cognex Corp.
3.62%

For additional information about the Fund; including its summary prospectus, prospectus, financial information, holdings and proxy information, visit www.browncapital.com/investmentstrategies/smallcompanyfundinv/.

The Brown Capital Management Small Company Fund Tailored Shareholder Report

semi-annualShareholder Report September 30, 2025

The Brown Capital Management Small Company Fund

Institutional Class Shares

ticker: BCSSX

This semi-annual shareholder reportcontains important information about the The Brown Capital Management Small Company Fund for the period of April 1, 2025 to September 30, 2025. You can find additional information about the Fund at www.browncapital.com/investmentstrategies/smallcompanyfundinst/. You can also contact us at (877) 892-4226.

What were the Fund costs for the period?

(based on a hypothetical $10,000 investment)

Class Name
Costs of a $10,000 investment
Costs paid as a percentage of a
$10,000 investment
Institutional Class
$32
1.22
¹ Annualized.

Sector Breakdown

Top Ten Holdings
Veeva Systems, Inc. Class A
6.02%
Datadog, Inc. Class A
5.71%
AppFolio, Inc.
5.24%
Guidewire Software, Inc.
5.22%
Repligen Corp.
5.12%
Manhattan Associates, Inc.
4.81%
Xometry, Inc.
4.66%
Tyler Technologies, Inc.
4.51%
Vericel Corp.
3.69%
Cognex Corp.
3.62%

For additional information about the Fund; including its summary prospectus, prospectus, financial information, holdings and proxy information, visit www.browncapital.com/investmentstrategies/smallcompanyfundinst/.

Key Fund Statistics

(as of September 30, 2025)

Fund Net Assets
$699,042,398
Number of Holdings
41
Total Net Advisory Fee
$3,952,307
Portfolio Turnover Rate
7%

What did the Fund invest in?

(% of Net Assets as of September 30, 2025)

The Brown Capital Management International All Company Fund Tailored Shareholder Report

semi-annualShareholder Report September 30, 2025

The Brown Capital Management International All Company Fund

Investor Class Shares

ticker: BCIIX

This semi-annual shareholder reportcontains important information about the The Brown Capital Management International All Company Fund for the period of April 1, 2025 to September 30, 2025. You can find additional information about the Fund at www.browncapital.com/investmentstrategies/internationalallcompanyfundinv/. You can also contact us at (877) 892-4226.

What were the Fund costs for the period?

(based on a hypothetical $10,000 investment)

Class Name
Costs of a $10,000 investment
Costs paid as a percentage of a $10,000 investment
Investor Class
$65
1.25
¹ Annualized.

Sector Breakdown

Top Ten Holdings
CyberArk Software Ltd.
4.63%
Shopify, Inc. Class A
4.56%
MercadoLibre, Inc.
4.20%
AJ Bell plc
3.67%
Cochlear Ltd
3.53%
Givaudan SA
3.46%
REA Group Ltd
3.33%
Flutter Entertainment plc
3.28%
ASML Holding NV
3.27%
SAP SE
3.11%

For additional information about the Fund; including its summary prospectus, prospectus, financial information, holdings and proxy information, visit www.browncapital.com/investmentstrategies/internationalallcompanyfundinv/.

Key Fund Statistics

(as of September 30, 2025)

Fund Net Assets
$77,062,064
Number of Holdings
44
Total Net Advisory Fee
$85,962
Portfolio Turnover Rate
2%

What did the Fund invest in?

(% of Net Assets as of September 30, 2025)

The Brown Capital Management International All Company Fund Tailored Shareholder Report

semi-annualShareholder Report September 30, 2025

The Brown Capital Management International All Company Fund

Institutional Class Shares

ticker: BCISX

This semi-annual shareholder reportcontains important information about the The Brown Capital Management International All Company Fund for the period of April 1, 2025 to September 30, 2025. You can find additional information about the Fund at www.browncapital.com/investmentstrategies/internationalallcompanyfundinst/. You can also contact us at (877) 892-4226.

What were the Fund costs for the period?

(based on a hypothetical $10,000 investment)

Class Name
Costs of a $10,000 investment
Costs paid as a percentage of a
$10,000 investment
Institutional Class
$52
1.00
¹ Annualized.

Sector Breakdown

Top Ten Holdings
CyberArk Software Ltd.
4.63%
Shopify, Inc. Class A
4.56%
MercadoLibre, Inc.
4.20%
AJ Bell plc
3.67%
Cochlear Ltd
3.53%
Givaudan SA
3.46%
REA Group Ltd
3.33%
Flutter Entertainment plc
3.28%
ASML Holding NV
3.27%
SAP SE
3.11%

For additional information about the Fund; including its summary prospectus, prospectus, financial information, holdings and proxy information, visit www.browncapital.com/investmentstrategies/internationalallcompanyfundinst/.

Key Fund Statistics

(as of September 30, 2025)

Fund Net Assets
$77,062,064
Number of Holdings
44
Total Net Advisory Fee
$85,962
Portfolio Turnover Rate
2%

What did the Fund invest in?

(% of Net Assets as of September 30, 2025)

The Brown Capital Management International Small Company Fund Tailored Shareholder Report

semi-annualShareholder Report September 30, 2025

The Brown Capital Management International Small Company Fund

Investor Class Shares

ticker: BCSVX

This semi-annual shareholder reportcontains important information about the The Brown Capital Management International Small Company Fund for the period of April 1, 2025 to September 30, 2025. You can find additional information about the Fund at www.browncapital.com/investmentstrategies/internationalsmallcompanyfundinv/. You can also contact us at (877) 892-4226.

What were the Fund costs for the period?

(based on a hypothetical $10,000 investment)

Class Name
Costs of a $10,000 investment
Costs paid as a percentage of a $10,000 investment
Investor Class
$71
1.31
¹ Annualized.

Sector Breakdown

Top Ten Holdings
VusionGroup
5.85%
REA Group Ltd.
4.75%
Pro Medicus Ltd.
4.49%
CyberArk Software Ltd.
4.42%
AJ Bell plc
4.26%
Sectra AB
4.17%
The Descartes Systems Group, Inc
4.08%
Kinaxis, Inc.
4.08%
Lectra
3.87%
WiseTech Global Ltd.
3.66%

For additional information about the Fund; including its summary prospectus, prospectus, financial information, holdings and proxy information, visit www.browncapital.com/investmentstrategies/internationalsmallcompanyfundinv/.

Key Fund Statistics

(as of September 30, 2025)

Fund Net Assets
$2,270,497,076
Number of Holdings
39
Total Net Advisory Fee
$11,390,109
Portfolio Turnover Rate
6%

What did the Fund invest in?

(% of Net Assets as of September 30, 2025)

The Brown Capital Management International Small Company Fund Tailored Shareholder Report

semi-annualShareholder Report September 30, 2025

The Brown Capital Management International Small Company Fund

Institutional Class Shares

ticker: BCSFX

This semi-annual shareholder reportcontains important information about the The Brown Capital Management International Small Company Fund for the period of April 1, 2025 to September 30, 2025. You can find additional information about the Fund at www.browncapital.com/investmentstrategies/internationalsmallcompanyfundinv/. You can also contact us at (877) 892-4226.

What were the Fund costs for the period?

(based on a hypothetical $10,000 investment)

Class Name
Costs of a $10,000 investment
Costs paid as a percentage of a
$10,000 investment
Institutional Class
$57
1.05
¹ Annualized.

Sector Breakdown

Top Ten Holdings
VusionGroup
5.85%
REA Group Ltd.
4.75%
Pro Medicus Ltd.
4.49%
CyberArk Software Ltd.
4.42%
AJ Bell plc
4.26%
Sectra AB
4.17%
The Descartes Systems Group, Inc
4.08%
Kinaxis, Inc.
4.08%
Lectra
3.87%
WiseTech Global Ltd.
3.66%

For additional information about the Fund; including its summary prospectus, prospectus, financial information, holdings and proxy information, visit www.browncapital.com/investmentstrategies/internationalsmallcompanyfundinv/.

Key Fund Statistics

(as of September 30, 2025)

Fund Net Assets
$2,270,497,076
Number of Holdings
39
Total Net Advisory Fee
$11,390,109
Portfolio Turnover Rate
6%

What did the Fund invest in?

(% of Net Assets as of September 30, 2025)

ITEM 1.(b). Not applicable.
ITEM 2. CODE OF ETHICS.

Not applicable when filing a semi-annual report to shareholders.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

Not applicable when filing a semi-annual report to shareholders.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Not applicable when filing a semi-annual report to shareholders.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable.

ITEM 6. INVESTMENTS.
(a) The Registrant's Schedule of Investments is included as part of the Financial Statements and Financial Highlights filed under Item 7 of this Form.
(b) Not applicable.
ITEM 7. FINANCIAL STATEMENTS AND FINANCIAL HIGHLIGHTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES.

Small Company Fund

Investor Shares (BCSIX)
(CUSIP Number 115291833)

Institutional Shares (BCSSX)
(CUSIP Number 115291403)

International All Company Fund

Investor Shares (BCIIX)
(CUSIP Number 115291858)

Institutional Shares (BCISX)
(CUSIP Number 115291767)

International Small Company Fund

Investor Shares (BCSVX)
(CUSIP Number 115291742)

Institutional Shares (BCSFX)
(CUSIP Number 115291759)

FINANCIAL STATEMENTS
AND OTHER INFORMATION

Six Months Ended September 30, 2025 (unaudited)

Table of Contents

The Brown Capital Management Small Company Fund1

Schedule of Investments1

The Brown Capital Management International All Company Fund3

Schedule of Investments3

The Brown Capital Management International Small Company Fund6

Schedule of Investments6

Statements of Assets and Liabilities8

Statements of Operations9

Statements of Changes in Net Assets10

Financial Highlights14

Notes to Financial Statements20

Supplemental Information28

Financial Statements | September 30, 2025 (unaudited)1

The Brown Capital Management Small Company Fund

Schedule of InvestmentsSeptember 30, 2025 (Unaudited)

Shares

Value (Note 1)

COMMON STOCKS - 97.45%

23.19%

Business Services

Clearwater Analytics Holdings, Inc.(A)

859,696

$15,491,722

DoubleVerify Holdings, Inc.(A)

718,726

8,610,337

Guidewire Software, Inc.(A)

158,598

36,455,336

Intapp, Inc.(A)

82,349

3,368,074

nCino, Inc.(A)

636,978

17,268,474

Paycom Software, Inc.

121,119

25,209,709

PROS Holdings, Inc.(A)

83,349

1,909,526

Q2 Holdings, Inc.(A)

307,956

22,292,935

Tyler Technologies, Inc.(A)

60,281

31,536,608

162,142,721

7.95%

Consumer Related

Agilysys, Inc.(A)

184,171

19,383,998

Alarm.com Holdings, Inc.(A)

440,400

23,376,432

Duolingo, Inc. Class A(A)

30,980

9,970,603

Mama's Creations, Inc.(A)

271,800

2,856,618

55,587,651

13.81%

Industrial Products & Systems

Badger Meter, Inc.

81,752

14,599,272

Cognex Corp.

558,790

25,313,187

Energy Recovery, Inc.(A)

723,046

11,149,369

UFP Technologies, Inc.(A)

64,745

12,923,102

Xometry, Inc.(A)

597,425

32,541,740

96,526,670

21.91%

Information/Knowledge Management

AppFolio, Inc.(A)

132,768

36,598,827

Datadog, Inc. Class A(A)

280,401

39,929,102

Manhattan Associates, Inc.(A)

164,190

33,655,666

Red Violet, Inc.

126,348

6,601,683

SPS Commerce, Inc.(A)

81,941

8,533,336

Vertex, Inc.(A)

475,578

11,789,579

Workiva, Inc.(A)

187,140

16,109,011

153,217,204

29.29%

Medical/Health Care

Axogen, Inc.(A)

250,355

4,466,333

Bio-Techne Corp.

393,512

21,891,073

Corcept Therapeutics, Inc.(A)

94,714

7,871,681

Cytek Biosciences, Inc.(A)

1,827,215

6,340,436

Glaukos Corp.(A)

307,205

25,052,568

2www.browncapital.com

The Brown Capital Management Small Company Fund

Schedule of InvestmentsSeptember 30, 2025 (Unaudited)

See Notes to Financial Statements

Shares

Value (Note 1)

COMMON STOCKS - 97.45% (continued)

Inspire Medical Systems, Inc.(A)

98,965

$7,343,202

OrthoPediatrics Corp.(A)

490,172

9,082,887

Repligen Corp.(A)

267,907

35,811,129

RxSight, Inc.(A)

315,652

2,837,710

Tandem Diabetes Care, Inc.(A)

103,583

1,257,498

TransMedics Group, Inc(A)

132,461 14,862,124

Veeva Systems, Inc. Class A(A)

141,320

42,100,641

Vericel Corp.(A)

819,165

25,779,123

204,696,405

1.30%

Miscellaneous

CryoPort, Inc.(A)

955,008

9,053,476

97.45%

Total Common Stocks(Cost: $424,140,387)

681,224,127

WARRANTS - 0.00%

0.00%

Health Care

Abiomed, Inc. - CVR(A)(C)

475,722

-

0.00%

Total Warrants (Cost: $-)

-

SHORT TERM INVESTMENTS - 2.82%

First American Treasury Obligations Fund - X Class 4.02%(B)(Cost: $19,729,225)

19,729,225

19,729,225

100.27%

Total Investments (Cost: $443,869,612)

700,953,352

(0.27%

)

Liabilities in excess of other assets

(1,910,954

)

100.00%

Net Assets

$699,042,398

(A)Non-income producing.

(B)Effective 7 day yield as of September 30, 2025.

(C)The warrant is a Level 3 Security. See Note 1.

CVR- Contingent Value Rights

Financial Statements | September 30, 2025 (unaudited)3

The Brown Capital Management International All Company Fund

Schedule of InvestmentsSeptember 30, 2025 (Unaudited)

Shares

Value (Note 1)

COMMON STOCKS - 95.55%

8.21%

Australia

Atlassian Corp. Class A(A)

6,482

$1,035,175

Cochlear Ltd

14,774

2,722,637

REA Group Ltd

16,779

2,565,811

6,323,623

7.55%

Canada

Descartes Systems Group Inc(A)

24,467

2,303,769

Shopify, Inc. Class A(A)

23,667

3,517,153

5,820,922

4.59%

Denmark

Novo Nordisk A/S

22,398

1,247,158

Novonesis A/S

37,225

2,290,977

3,538,135

2.96%

France

Dassault Systemes SE

42,349

1,424,668

Ipsen SA

6,404

859,908

2,284,576

6.36%

Germany

Carl Zeiss Meditec AG

21,192

1,057,184

Rational AG

1,891

1,445,066

SAP SE

8,955

2,397,863

4,900,113

2.17%

Hong Kong

Kingdee International Software(A)

461,146

1,034,109

Kingsoft Corp. Ltd.

144,543

641,370

1,675,479

5.41%

Ireland

Flutter Entertainment plc(A)

9,955

2,528,570

Icon plc(A)

9,372

1,640,100

4,168,670

10.03%

Israel

Camtek Ltd/Israel

20,683

2,172,749

Check Point Software Technologies Ltd(A)

3,745

774,878

CyberArk Software Ltd.(A)

7,391

3,570,962

Monday.com Ltd.(A)

6,210

1,202,814

7,721,403

4www.browncapital.com

The Brown Capital Management International All Company Fund

Schedule of InvestmentsSeptember 30, 2025 (Unaudited)

See Notes to Financial Statements

Shares

Value (Note 1)

COMMON STOCKS - 95.55% (continued)

2.55%

Italy

Azimut Holding S.p.A

50,722

$1,965,140

8.00%

Japan

CyberAgent, Inc.(A)

97,000

1,164,357

GMO Payment Gateway, Inc.(A)

23,400

1,312,594

Kakaku.com, Inc.(A)

64,000

1,099,191

M3, Inc.

31,400

508,313

MonotaRO Co. Ltd.(A)

143,100

2,077,634

6,162,089

5.20%

Netherlands

ASML Holding NV

2,586

2,521,841

Wolters Kluwer NV

10,881

1,485,260

4,007,101

2.82%

New Zealand

Xero Ltd(A)

20,799

2,170,273

1.84%

Norway

Autostore Holdings Ltd.(A)

666,893

612,521

Vend Marketplaces ASA

22,754

808,966

1,421,487

2.20%

Poland

InPost SA(A)

137,905

1,697,842

1.64%

Spain

Grifols SA

86,595

1,260,751

11.21%

Switzerland

Chocoladefabriken Lindt & Sprüngli AG

103

1,574,735

Givaudan SA

654

2,667,694

Partners Group Holding AG

1,438

1,881,495

Tecan Group AG

3,741

677,610

Temenos Group AG

22,603

1,835,799

8,637,333

8.61%

United Kingdom

AJ Bell plc

385,682

2,832,011

Diageo plc

28,677

686,173

RELX plc

39,590

1,891,564

Wise plc(A)

88,063

1,227,625

6,637,373

Financial Statements | September 30, 2025 (unaudited)5

The Brown Capital Management International All Company Fund

Schedule of InvestmentsSeptember 30, 2025 (Unaudited)

See Notes to Financial Statements

Shares

Value (Note 1)

COMMON STOCKS - 95.55% (continued)

4.20%

Uruguay

MercadoLibre, Inc.(A)

1,386

$3,238,999

95.55%

Total Common Stocks(Cost: $53,301,116)

73,631,309

SHORT TERM INVESTMENTS - 3.92%

First American Treasury Obligations Fund - X Class 4.02%(B)(Cost: $3,020,712)

3,020,712

3,020,712

99.47%

Total Investments (Cost: $56,321,828)

76,652,021

0.53%

Other assets, net of liabilities

410,043

100.00%

Net Assets

$77,062,064

(A)Non-income producing.

(B)Effective 7 day yield as of September 30, 2025.

6www.browncapital.com

The Brown Capital Management International Small Company Fund

Schedule of InvestmentsSeptember 30, 2025 (Unaudited)

Shares

Value (Note 1)

COMMON STOCKS - 98.34%

12.90%

Australia

Pro Medicus Ltd.

500,809

$101,962,526

REA Group Ltd.

705,555

107,892,074

WiseTech Global Ltd.

1,389,105

83,045,307

292,899,907

8.15%

Canada

Descartes Systems Group, Inc(A)

982,820

92,540,586

Kinaxis, Inc.(A)

716,814

92,531,174

185,071,760

3.47%

Denmark

Ambu A/S

5,350,797

78,720,691

13.15%

France

Interparfums SA(A)

2,353,844

77,864,670

Lectra(B)

3,153,426

87,902,937

VusionGroup

441,951

132,841,799

298,609,406

5.16%

Germany

ATOSS Software SE(A)

364,588

47,158,094

Evotec AG(A)

4,524,618

33,139,296

STRATEC Biomedical AG(B)

1,092,673

36,781,631

117,079,021

2.17%

Hong Kong

Kingdee International Software(A)

22,008,492

49,353,540

3.96%

India

CRISIL Ltd.

966,765

48,313,494

Dr. Lal PathLabs Ltd.

1,184,752

41,713,284

90,026,778

0.73%

Ireland

Flutter Entertainment plc(A)

65,215

16,564,610

9.95%

Israel

Camtek Ltd.

619,226

65,049,691

CyberArk Software Ltd.(A)

207,731

100,365,233

Global-e Online Ltd.(A)

1,693,346

60,554,053

225,968,977

3.36%

Italy

Azimut Holding S.p.A

1,966,216

76,177,785

Financial Statements | September 30, 2025 (unaudited)7

The Brown Capital Management International Small Company Fund

Schedule of InvestmentsSeptember 30, 2025 (Unaudited)

Shares

Value (Note 1)

COMMON STOCKS - 98.34% (continued)

12.50%

Japan

GMO Payment Gateway, Inc.(A)

850,842

$47,726,915

Hiday Hidaka Corp.(A)(B)

3,123,974

75,582,790

Kakaku.com, Inc.(A)

2,056,387

35,318,169

M3, Inc.(A)

296,421

4,798,555

SMS Co. Ltd.(A)

2,177,080

22,943,776

Software Service, Inc.(A)(B)

492,725

49,461,222

Towa Pharmaceutical Co. Ltd.(A)

2,400,382

48,040,496

283,871,923

9.56%

Sweden

Hemnet Group AB(A)

2,703,001

68,167,759

MIPS AB(B)

1,488,424

54,122,840

Sectra AB

2,856,941

94,741,778

217,032,377

0.81%

Switzerland

Partners Group Holding AG

14,022

18,346,535

12.47%

United Kingdom

AJ Bell plc

13,171,044

96,713,193

JTC PLC 144A

1,514,790

26,985,366

PayPoint plc(B)

3,454,461

35,026,799

Playtech plc

3,075,162

15,280,108

Rightmove plc

6,213,981

59,342,561

Victrex plc

3,346,317

32,470,891

YouGov plc

4,283,977

17,280,649

283,099,567

98.34%

Total Common Stocks (Cost: $1,770,376,283)

2,232,822,877

SHORT TERM INVESTMENTS - 1.72%

First American Treasury Obligations Fund - X Class 4.02%(C)(Cost: $39,122,968)

39,122,968

39,122,968

100.06%

Total Investments(Cost: $1,809,499,251)

2,271,945,845

(0.06%

)

Liabilities in excess of other assets

(1,448,769

)

100.00%

Net Assets

$2,270,497,076

(A)Non-income producing.

(B)Affiliated company - The Fund owns greater than 5% of the outstanding voting shares of this issuer. See Note 1 for more information.

(C)Effective 7 day yield as of September 30, 2025.

The Brown Capital Management Mutual Funds

Statements of Assets and LiabilitiesSeptember 30, 2025 (Unaudited)

See Notes to Financial Statements

8www.browncapital.com

Small
Company Fund

International All Company Fund

International Small
Company Fund

Assets:

Unaffiliated Investments, at cost

$443,869,612

$56,321,828

$1,441,314,625

Affiliated Investments, at cost

-

-

368,184,626

Unaffiliated Investments, at value (Note 1)

700,953,352

76,652,021

1,933,067,626

Affiliated Investments, at value (Note 1)

-

-

338,878,219

Total Investments, at value (Note 1)

700,953,352

76,652,021

2,271,945,845

Foreign Cash, at value

-

-

4

**

Receivables:

Fund shares sold

431,733

120,529

200,335

Investments sold

918,438

-

-

Dividends, interest and reclaims, at value

81,093

289,514

*

4,864,635

**

Unrealized gain on foreign currency spot trades

-

-

7

Prepaid expenses

23,130

36,739

85,596

Total Assets

702,407,746

77,098,803

2,277,096,422

Liabilities:

Cash disbursements in excess of bank balance

758,883

-

-

Payables:

Fund shares redeemed

585,369

1,242,868

Investments purchased

1,206,180

-

855,339

**

Foreign capital gains tax

-

-

2,521,396

Accrued expenses:

Advisory fees (Note 2)

626,124

11,527

1,869,822

Administration, accounting and transfer agent fees (Note 2)

110,008

12,919

18,576

12b-1 fees - Investor Class (Note 2)

46,103

374

38,242

Other expenses

32,681

11,919

53,103

Total Liabilities:

3,365,348

36,739

6,599,346

Net Assets

$699,042,398

$77,062,064

$2,270,497,076

Net Assets Consist of:

Paid-in-capital

$122,711,510

$60,509,198

$1,825,889,788

Total distributable earnings

576,330,888

16,552,866

444,607,288

Net Assets

$699,042,398

$77,062,064

$2,270,497,076

Investor Class:

Net Asset Value, Maximum Offering Price and Redemption Price Per Share

$45.60

$17.76

$26.61

Net Assets

$272,371,141

$1,806,649

$186,011,807

Shares Outstanding, no par value (unlimited shares authorized)

5,972,568

101,719

6,991,571

Institutional Class:

Net Asset Value, Maximum Offering Price and Redemption Price Per Share

$48.65

$18.05

$27.28

Net Assets

$426,671,257

$75,255,415

$2,084,485,269

Shares Outstanding , no par value (unlimited shares authorized)

8,771,072

4,170,354

76,397,535

*At Cost: $266,435 for dividends, interest and reclaims.

**At Cost: $5 for foreign cash, $4,994,703 for dividends, interest and reclaims, and $855,332 for investments purchased.

See Notes to Financial Statements

Financial Statements | September 30, 2025 (unaudited)9

The Brown Capital Management Mutual Funds

Statements of OperationsSix Months Ended September 30, 2025 (Unaudited)

Small
Company Fund

International All Company Fund

International
Small
Company Fund

Investment Income:

Dividends from unaffiliated investments

$368,830

$658,076

$26,792,875

Dividends from affiliated investments (Note 1)

-

-

4,535,488

Tax reclaim income from unaffiliated investments

-

-

532,620

Tax reclaim income from affiliated investments (Note 1)

-

-

162,898

Interest

475,188

31,509

841,004

Foreign tax withheld from unaffiliated investments

-

(125,894

)

(2,698,453

)

Foreign tax withheld from affiliated investments (Note 1)

-

-

(703,290

)

Total Investment Income

844,018

563,691

29,463,142

Expenses:

Advisory fees (Note 2)

3,952,307

349,017

11,390,109

Fund accounting and administration fees (Note 2)

131,026

101,000

113,443

Transfer agent fees (Note 2)

457,441

13,679

91,122

Custody fees

53,658

13,697

182,519

Registration fees

48,762

32,986

38,989

12b-1 fees - Investor Class (Note 2)

305,545

2,264

205,433

Professional fees

46,808

45,763

45,002

Trustees' fees and expenses (Note 8)

55,573

59,705

55,135

Compliance services fees (Note 2)

18,050

19,289

19,223

Printing fees

64,005

12,858

61,808

Other expenses

11,514

2,858

13,694

Total expenses

5,144,689

653,116

12,216,477

Fees waived by the Advisor - Investor Class (Note 2)

-

(6,210

)

-

Fees waived by the Advisor - Institutional Class (Note 2)

-

(256,845

)

-

Net expenses

5,144,689

390,061

12,216,477

Net Investment Income (loss)

(4,300,671

)

173,630

17,246,665

Realized and Unrealized Gain (Loss) on:

Net realized gain (loss) on investments

126,410,755

(134,103

)

108,484,551

Net realized gain (loss) on foreign currency transactions

-

18,865

163,081

Net change in unrealized appreciation (depreciation) of unaffiliated investments

(65,141,852

)

6,173,501

145,514,853

Net change in unrealized appreciation (depreciation) of affiliated investments
(Note 1)

-

-

35,632,303

Net change in unrealized appreciation (depreciation) of foreign currency translations

-

-

4

Net change in unrealized foreign capital gains tax

-

-

(1,766,320

)

Net Realized and Unrealized Gain (Loss) on Investments and Foreign Currencies

61,268,903

6,058,263

288,028,475

Net Increase (Decrease) in Net Assets Resulting From Operations

$56,968,232

$6,231,893

$305,275,140

The Brown Capital Management Mutual Funds

Statements of Changes in Net Assets

See Notes to Financial Statements

10www.browncapital.com

Small Company Fund

International All Company Fund

Six Months Ended September 30, 2025 (unaudited)

Year Ended
March 31, 2025

Six Months Ended September 30, 2025 (unaudited)

Year Ended
March 31, 2025

Increase (Decrease) in Net Assets From

Operations:

Net investment income (loss)

$(4,300,671

)

$(14,602,759

)

$173,630

$(32,551

)

Net realized gain (loss) on investments and foreign currency

126,410,755

577,345,488

(115,238

)

(1,145,261

)

Net change in unrealized appreciation (depreciation) of investments and foreign currency

(65,141,852

)

(613,971,102

)

6,173,501

(3,218,348

)

Net Increase (Decrease) in Net Assets From Operations

56,968,232

(51,228,373

)

6,231,893

(4,396,160

)

Distributions to Shareholders: (Note 4)

Investor

Distributable earnings

-

(159,938,725

)

-

-

Institutional

Distributable earnings

-

(270,207,545

)

-

-

Decrease in Net Assets from Distributions

-

(430,146,270

)

-

-

Capital Share Transactions:

Shares sold

Investor

14,087,579

67,654,642

223,950

1,927,306

Institutional

34,084,862

172,016,829

362,005

36,649,113

Reinvested dividends and distributions

Investor

-

153,383,730

-

-

Institutional

-

257,228,861

-

-

Shares redeemed

Investor(A)(C)

(88,699,378

)

(356,755,383

)

(186,388

)

(2,164,844

)

Institutional(B)(C)

(151,564,154

)

(1,138,347,285

)

(2,703,056

)

(29,537,306

)

Net Increase (Decrease) in Net Assets from
Capital Share Transactions

(192,091,091

)

(844,818,606

)

(2,303,489

)

6,874,269

Net Increase (Decrease) in Net Assets

(135,122,859

)

(1,326,193,249

)

3,928,404

2,478,109

Net Assets:

Beginning of Period

834,165,257

2,160,358,506

73,133,660

70,655,551

End of Period

$699,042,398

$834,165,257

$77,062,064

$73,133,660

(A)Includes Redemption fees of:

$24

(B)Includes Redemption fees of:

$2,241

(C)Effective July 29, 2024, the International All Company Fund and the International Small Company Fund ceased charging a redemption fee. Prior to July 29, 2024, redemption price per share may have been reduced for any applicable redemption fees. For a description of the possible redemption fees, see Note 1.

The Brown Capital Management Mutual Funds

Statements of Changes in Net Assets

See Notes to Financial Statements

Financial Statements | September 30, 2025 (unaudited)11

Small Company Fund

International All Company Fund

Six Months Ended September 30, 2025 (unaudited)

Year Ended
March 31, 2025

Six Months Ended September 30, 2025 (unaudited)

Year Ended
March 31, 2025

Share Information:

Investor Class:

Shares sold

320,058

1,150,178

12,496

111,503

Reinvested distributions

-

2,886,408

-

-

Shares redeemed

(1,981,829

)

(5,616,612

)

(10,338

)

(123,466

)

Net Increase (Decrease) in Capital Shares

(1,661,771

)

(1,580,026

)

2,158

(11,963

)

Shares Outstanding, Beginning of Period

7,634,339

9,214,365

99,561

111,524

Shares Outstanding, End of Period

5,972,568

7,634,339

101,719

99,561

Share Information:

Institutional Class:

Shares sold

744,786

2,625,930

20,119

2,098,274

Reinvested distributions

-

4,545,483

-

-

Shares redeemed

(3,185,838

)

(16,683,192

)

(153,422

)

(1,716,501

)

Net Increase (Decrease) in Capital Shares

(2,441,052

)

(9,511,779

)

(133,303

)

381,773

Shares Outstanding, Beginning of Period

11,212,124

20,723,903

4,303,657

3,921,884

Shares Outstanding, End of Period

8,771,072

11,212,124

4,170,354

4,303,657

The Brown Capital Management Mutual Funds

Statements of Changes in Net Assets

See Notes to Financial Statements

12www.browncapital.com

International Small Company Fund

Six Months Ended September 30, 2025 (unaudited)

Year Ended
March 31, 2025

Increase (Decrease) in Net Assets From

Operations:

Net investment income (loss)

$17,246,665

$(88,978

)

Net realized gain (loss) on investments and foreign currency

108,647,632

79,920,369

Net change in unrealized appreciation (depreciation) of investments and foreign currency

179,380,843

(32,319,817

)

Net Increase (Decrease) in Net Assets From Operations

305,275,140

47,511,574

Capital Share Transactions:

Shares sold

Investor

67,977,144

23,100,596

Institutional

74,669,860

239,550,213

Shares redeemed

Investor(A)(C)

(23,837,912

)

(64,119,589

)

Institutional(B)(C)

(186,487,675

)

(375,588,518

)

Net Increase (Decrease) in Net Assets from Capital Share Transactions

(67,678,583

)

(177,057,298

)

Net Increase (Decrease) in Net Assets

237,596,557

(129,545,724

)

Net Assets:

Beginning of Period

2,032,900,519

2,162,446,243

End of Period

$2,270,497,076

$2,032,900,519

(A)Includes Redemption fees of:

$1,491

(B)Includes Redemption fees of:

$2,351

(C)Effective July 29, 2024, the International All Company Fund and the International Small Company Fund ceased charging a redemption fee. Prior to July 29, 2024, redemption price per share may have been reduced for any applicable redemption fees. For a description of the possible redemption fees, see Note 1.

The Brown Capital Management Mutual Funds

Statements of Changes in Net Assets

See Notes to Financial Statements

Financial Statements | September 30, 2025 (unaudited)13

International Small Company Fund

Six Months Ended September 30, 2025 (unaudited)

Year Ended
March 31, 2025

Share Information:

Investor Class:

Shares sold

2,592,304

967,708

Shares redeemed

(904,547

)

(2,722,454

)

Net Increase (Decrease) in Capital Shares

1,687,757

(1,754,746

)

Shares Outstanding, Beginning of Period

5,303,814

7,058,560

Shares Outstanding, End of Period

6,991,571

5,303,814

Share Information:

Institutional Class:

Shares sold

2,821,048

9,984,669

Shares redeemed

(6,940,334

)

(15,515,294

)

Net Increase (Decrease) in Capital Shares

(4,119,286

)

(5,530,625

)

Shares Outstanding, Beginning of Period

80,516,821

86,047,446

Shares Outstanding, End of Period

76,397,535

80,516,821

14www.browncapital.com

See Notes to Financial Statements

The Brown Capital Management Small Company Fund

Financial HighlightsFor a share outstanding throughout the periods presented.

Six Months Ended September 30,
2025 (unaudited)

Years Ended March 31,

Investor Class

2025

2024

2023

2022

2021

Net Asset Value, Beginning of Period

$42.60

$70.13

$70.41

$99.97

$125.17

$83.73

Income (Loss) from Investment Operations:

Net investment income (loss)(a)

(0.27

)

(0.70

)

(0.76

)

(0.88

)

(1.45

)

(1.22

)

Net Realized and Unrealized Gain (Loss)
on Investments
(f)

3.27

(0.10

)

7.01

(20.90

)

(12.90

)

52.60

Total from Investment Operations

3.00

(0.80

)

6.25

(21.78

)

(14.35

)

51.38

Less Distributions:

Distributions (from capital gains)

-

(26.73

)

(6.53

)

(7.78

)

(10.85

)

(9.94

)

Total distributions

-

(26.73

)

(6.53

)

(7.78

)

(10.85

)

(9.94

)

Net Asset Value, End of Period

$45.60

$42.60

$70.13

$70.41

$99.97

$125.17

Total Return(b)(d)

7.04

%

(8.70

%)

9.81

%

(21.26

%)

(12.41

%)

61.30

%

Ratios/Supplemental Data:

Net Assets, End of Period (000's)

$272,371

$325,208

$646,205

$822,783

$1,449,535

$2,145,380

Ratio of Expenses to Average Net Assets(c)(e)

1.42

%

1.32

%

1.31

%

1.28

%

1.25

%

1.24

%

Ratio of Net Investment Income (Loss) to
Average Net Assets

(1.21

%)

(1.12

%)

(1.07

%)

(1.13

%)

(1.20

%)

(1.01

%)

Portfolio Turnover Rate(d)

7

%

11

%

12

%

22

%

14

%

9

%

(a)Calculated using average shares method.

(b)Includes adjustments in accordance with accounting principles generally accepted in the United States of America and, consequently, the net asset values for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for shareholder transactions.

(c)Includes 12b-1 Plan expenses, based upon the 12b-1 Plan adopted by the Fund on December 1, 2011.

(d)Total return and portfolio turnover rate are for the year indicated and have not been annualized for the years less than one year.

(e)Ratio of expenses to average net assets and ratio of net investment income (loss) to average net assets have been annualized for periods less than one year.

(f)Realized and unrealized gains and losses per share in this caption are balancing amounts necessary to reconcile the change in net asset value per share for the year with the aggregate gains and losses in the Statements of Operations due to share transactions for the period.

Financial Statements | September 30, 2025 (unaudited)15

See Notes to Financial Statements

The Brown Capital Management Small Company Fund

Financial HighlightsFor a share outstanding throughout the periods presented.

Six Months Ended September 30, 2025
(unaudited)

Years Ended March 31,

Institutional Class

2025

2024

2023

2022

2021

Net Asset Value, Beginning of Period

$45.39

$73.06

$72.94

$103.07

$128.45

$85.60

Income (Loss) from Investment Operations:

Net investment income (loss)(a)

(0.24

)

(0.61

)

(0.64

)

(0.74

)

(1.24

)

(1.00

)

Net Realized and Unrealized Gain (Loss)
on Investments
(e)

3.50

(0.33

)

7.29

(21.61

)

(13.29

)

53.79

Total from Investment Operations

3.26

(0.94

)

6.65

(22.35

)

(14.53

)

52.79

Less Distributions:

Distributions (from capital gains)

-

(26.73

)

(6.53

)

(7.78

)

(10.85

)

(9.94

)

Total distributions

-

(26.73

)

(6.53

)

(7.78

)

(10.85

)

(9.94

)

Net Asset Value, End of Period

$48.65

$45.39

$73.06

$72.94

$103.07

$128.45

Total Return(b)(c)

7.18

%

(8.52

%)

10.03

%

(21.17

%)

(12.23

%)

61.61

%

Ratios/Supplemental Data:

Net Assets, End of Period (000's)

$426,671

$508,958

$1,514,154

$2,681,732

$3,903,646

$4,782,245

Ratio of Expenses to Average Net Assets(d)

1.22

%

1.12

%

1.11

%

1.08

%

1.05

%

1.04

%

Ratio of Net Investment Income (Loss) to
Average Net Assets

(1.01

%)

(0.91

%)

(0.87

%)

(0.93

%)

(1.00

%)

(0.81

%)

Portfolio Turnover Rate(c)

7

%

11

%

12

%

22

%

14

%

9

%

(a)Calculated using average shares method.

(b)Includes adjustments in accordance with accounting principles generally accepted in the United States of America and, consequently, the net asset values for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for shareholder transactions.

(c)Total return and portfolio turnover rate are for the year indicated and have not been annualized for the periods less than one year.

(d)Ratio of expenses to average net assets and ratio of net investment income (loss) to average net assets have been annualized for periods less than one year.

(e)Realized and unrealized gains and losses per share in this caption are balancing amounts necessary to reconcile the change in net asset value per share for the year with the aggregate gains and losses in the Statements of Operations due to share transactions for the period.

16www.browncapital.com

See Notes to Financial Statements

The Brown Capital Management International All Company Fund

Financial HighlightsFor a share outstanding throughout the periods presented.

Six Months Ended September 30, 2025
(unaudited)

Years Ended March 31,

Investor Class

2025

2024

2023

2022

2021

Net Asset Value, Beginning of Period

$16.37

$17.32

$14.28

$16.06

$17.51

$12.83

Income (Loss) from Investment Operations:

Net investment income (loss)(a)

0.02

(0.05

)

(0.04

)

(0.03

)

(0.06

)

(0.07

)

Net Realized and Unrealized Gain (Loss) on Investments and Foreign Currencies

1.37

(0.90

)

3.08

(1.60

)

(1.26

)

5.29

Total from Investment Operations

1.39

(0.95

)

3.04

(1.63

)

(1.32

)

5.22

Less Distributions:

Distributions (from net investment income)

-

-

-

-

(0.01

)

-

Distributions (from capital gains)

-

-

-

(0.15

)

(0.12

)

(0.54

)

Total distributions

-

-

-

(0.15

)

(0.13

)

(0.54

)

Redemption Fees Added to Paid-in Capital
(Note1)
(a)(g)

-

-

(b)

-

(b)

-

(b)

-

(b)

-

(b)

Net Asset Value, End of Period

$17.76

$16.37

$17.32

$14.28

$16.06

$17.51

Total Return(c)(e)

8.49

%

(5.48

%)

21.29

%

(10.06

%)

(7.68

%)

40.73

%

Ratios/Supplemental Data:

Net Assets, End of Period (000's)

$1,807

$1,630

$1,931

$2,492

$2,618

$3,613

Ratio of Expenses to Average Net Assets(f)

Excluding Fee Waivers and Reimbursements(d)

1.94

%

1.95

%

1.88

%

1.90

%

1.58

%

1.79

%

Ratio of Expenses to Average Net Assets(f)

Including Fee Waivers and Reimbursements(d)

1.25

%

1.25

%

1.25

%

1.25

%

1.25

%

1.25

%

Ratio of Net Investment Income (Loss) to
Average Net Assets

0.20

%

(0.27

%)

(0.25

%)

(0.25

%)

(0.34

%)

(0.42

%)

Portfolio Turnover Rate(e)

2

%

56

%

12

%

20

%

8

%

11

%

(a)Calculated using average shares method.

(b)Less than 0.005 per share.

(c)Includes adjustments in accordance with accounting principles generally accepted in the United States of America and, consequently, the net asset values for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for shareholder transactions.

(d)Includes 12b-1 Plan expenses, based upon the 12b-1 Plan adopted by the Fund on December 1, 2011.

(e)Total return and portfolio turnover rate are for the year indicated and have not been annualized for the periods less than one year.

(f)Ratio of expenses to average net assets, ratio of expenses to average net assets including fee waivers and reimbursements and ratio of net investment income (loss) to average net assets have been annualized for periods less than one year.

(g)Effective July 29, 2024, the International All Company Fund ceased charging a redemption fee. Prior to July 29, 2024, redemption price per share may have been reduced for any applicable redemption fees. For a description of the possible redemption fees, see Note 1.

Financial Statements | September 30, 2025 (unaudited)17

See Notes to Financial Statements

The Brown Capital Management International All Company Fund

Financial HighlightsFor a share outstanding throughout the periods presented.

Six Months Ended September 30, 2025
(unaudited)

Years Ended March 31,

Institutional Class

2025

2024

2023

2022

2021

Net Asset Value, Beginning of Period

$16.61

$17.52

$14.43

$16.18

$17.59

$12.86

Income (Loss) from Investment Operations:

Net investment income (loss)(a)

0.04

(0.01

)

(0.01

)

-

(f)

(0.03

)

(0.03

)

Net Realized and Unrealized Gain (Loss)
on Investments and Foreign Currencies

1.40

(0.90

)

3.10

(1.60

)

(1.25

)

5.30

Total from Investment Operations

1.44

(0.91

)

3.09

(1.60

)

(1.28

)

5.27

Less Distributions:

Distributions (from net investment income)

-

-

-

-

(0.01

)

-

Distributions (from capital gains)

-

-

-

(0.15

)

(0.12

)

(0.54

)

Total distributions

-

-

-

(0.15

)

(0.13

)

(0.54

)

Redemption Fees Added to Paid-in Capital
(Note 1)
(a)(g)

-

-

(b)

-

(b)

-

(b)

-

(b)

-

(b)

Net Asset Value, End of Period

$18.05

$16.61

$17.52

$14.43

$16.18

$17.59

Total Return(c)(d)

8.67

%

(5.19

%)

21.41

%

(9.80

%)

(7.42

%)

41.03

%

Ratios/Supplemental Data:

Net Assets, End of Period (000's)

$75,255

$71,504

$68,724

$61,259

$66,099

$61,564

Ratio of Expenses to Average Net Assets(e)

Excluding Fee Waivers and Reimbursements

1.68

%

1.69

%

1.64

%

1.64

%

1.34

%

1.54

%

Ratio of Expenses to Average Net Assets(e)

Including Fee Waivers and Reimbursements

1.00

%

1.00

%

1.00

%

1.00

%

1.00

%

1.00

%

Ratio of Net Investment Income (Loss) to
Average Net Assets

0.45

%

(0.04

%)

(0.03

%)

0.00

%(f)

(0.14

%)

(0.16

%)

Portfolio Turnover Rate(d)

2

%

56

%

12

%

20

%

8

%

11

%

(a)Calculated using average shares method.

(b)Less than 0.005 per share.

(c)Includes adjustments in accordance with accounting principles generally accepted in the United States of America and, consequently, the net asset values for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for shareholder transactions.

(d)Total return and portfolio turnover rate are for the year indicated and have not been annualized for the periods less than one year.

(e)Ratio of expenses to average net assets, ratio of expenses to average net assets including fee waivers and reimbursements and ratio of net investment income (loss) to average net assets have been annualized for periods less than one year.

(f)Less than 0.005 percent.

(g)Effective July 29, 2024, the International All Company Fund ceased charging a redemption fee. Prior to July 29, 2024, redemption price per share may have been reduced for any applicable redemption fees. For a description of the possible redemption fees, see Note 1.

18www.browncapital.com

See Notes to Financial Statements

The Brown Capital Management International Small Company Fund

Financial HighlightsFor a share outstanding throughout the periods presented.

Six Months Ended September 30, 2025
(unaudited)

Years Ended March 31,

Investor Class

2025

2024

2023

2022

2021

Net Asset Value, Beginning of Period

$23.16

$22.77

$19.95

$22.05

$25.03

$14.75

Income (Loss) from Investment Operations:

Net investment income (loss)(a)

0.13

(0.05

)

(0.05

)

(0.04

)

(0.06

)

(0.15

)

Net Realized and Unrealized Gain (Loss) on Investments and Foreign Currencies

3.32

0.44

2.87

(2.06

)

(1.54

)

10.62

Total from Investment Operations

3.45

0.39

2.82

(2.10

)

(1.60

)

10.47

Less Distributions:

Distributions (from capital gains)

-

-

-

-

(1.39

)

(0.19

)

Total distributions

-

-

-

-

(1.39

)

(0.19

)

Redemption Fees Added to Paid-in Capital
(Note1)
(a)(g)

-

-

(b)

-

(b)

-

(b)

0.01

-

(b)

Net Asset Value, End of Period

$26.61

$23.16

$22.77

$19.95

$22.05

$25.03

Total Return(c)(e)

14.90

%

1.71

%

14.14

%

(9.52

%)

(7.30

%)

71.05

%

Ratios/Supplemental Data:

Net Assets, End of Period (000's)

$186,012

$122,843

$160,694

$163,538

$195,057

$171,603

Ratio of Expenses to Average Net Assets(d)(f)

1.31

%

1.31

%

1.31

%

1.31

%

1.30

%

1.32

%

Ratio of Net Investment Income (Loss) to
Average Net Assets

1.02

%

(0.21

%)

(0.25

%)

(0.20

%)

(0.22

%)

(0.68

%)

Portfolio Turnover Rate(e)

6

%

10

%

15

%

19

%

8

%

18

%

(a)Calculated using average shares method.

(b)Less than 0.005 per share.

(c)Includes adjustments in accordance with accounting principles generally accepted in the United States of America and, consequently, the net asset values for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for shareholder transactions.

(d)Includes 12b-1 Plan expenses, based upon the 12b-1 Plan adopted by the Fund on September 30, 2015.

(e)Total return and portfolio turnover rate are for the year indicated and have not been annualized for the periods less than one year.

(f)Ratio of expenses to average net assets, ratio of expenses to average net assets including fee waivers and reimbursements and ratio of net investment income (loss) to average net assets have been annualized for periods less than one year.

(g)Effective July 29, 2024, the International Small Company Fund ceased charging a redemption fee. Prior to July 29, 2024, redemption price per share may have been reduced for any applicable redemption fees. For a description of the possible redemption fees, see Note 1.

Financial Statements | September 30, 2025 (unaudited)19

See Notes to Financial Statements

The Brown Capital Management International Small Company Fund

Financial HighlightsFor a share outstanding throughout the periods presented.

Six Months Ended September 30, 2025
(unaudited)

Years Ended March 31,

Institutional Class

2025

2024

2023

2022

2021

Net Asset Value, Beginning of Period

$23.72

$23.26

$20.34

$22.43

$25.39

$14.92

Income (Loss) from Investment Operations:

Net investment income (loss)(a)

0.21

-

(b)

(-

)(b)

0.01

0.01

(0.10

)

Net Realized and Unrealized Gain (Loss) on Investments and Foreign Currencies

3.35

0.46

2.92

(2.10

)

(1.58

)

10.76

Total from Investment Operations

3.56

0.46

2.92

(2.09

)

(1.57

)

10.66

Less Distributions:

Distributions (from net investment income)

-

-

(-

)(b)

(-

)(b)

-

-

Distributions (from capital gains)

-

-

-

-

(1.39

)

(0.19

)

Total distributions

-

-

(-

)(b)

(-

)(b)

(1.39

)

(0.19

)

Redemption Fees Added to Paid-in Capital
(Note 1)
(a)(f)

-

-

(b)

-

(b)

-

(b)

-

(b)

-

(b)

Net Asset Value, End of Period

$27.28

$23.72

$23.26

$20.34

$22.43

$25.39

Total Return(c)(d)

15.01

%

1.98

%

14.37

%

(9.30

%)

(7.11

%)

71.51

%

Ratios/Supplemental Data:

Net Assets, End of Period (000's)

$2,084,485

$1,910,057

$2,001,753

$2,141,079

$2,560,435

$1,923,391

Ratio of Expenses to Average Net Assets(e)

1.05

%

1.06

%

1.06

%

1.06

%

1.05

%

1.07

%

Ratio of Net Investment Income (Loss) to
Average Net Assets

1.55

%

0.01

%

0.00

%

0.04

%

0.04

%

(0.42

%)

Portfolio Turnover Rate(d)

6

%

10

%

15

%

19

%

8

%

18

%

(a)Calculated using average shares method.

(b)Less than 0.005 per share.

(c)Includes adjustments in accordance with accounting principles generally accepted in the United States of America and, consequently, the net asset values for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for shareholder transactions.

(d)Total return and portfolio turnover rate are for the year indicated and have not been annualized for the periods less than one year.

(e)Ratio of expenses to average net assets, ratio of expenses to average net assets including fee waivers and reimbursements and ratio of net investment income (loss) to average net assets have been annualized for periods less than one year.

(f)Effective July 29, 2024, the International Small Company Fund ceased charging a redemption fee. Prior to July 29, 2024, redemption price per share may have been reduced for any applicable redemption fees. For a description of the possible redemption fees, see Note 1.

20www.browncapital.com

The Brown Capital Management Mutual Funds

Notes to Financial Statements September 30, 2025 (unaudited)

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

The Brown Capital Management Small Company Fund ("Small Company Fund"), The Brown Capital Management International All Company Fund ("International All Company Fund") and The Brown Capital Management International Small Company Fund ("International Small Company Fund") (each a "Fund" and collectively the "Funds") are each a series portfolio of Brown Capital Management Mutual Funds (the "Trust"). The Trust is a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-ended management investment company. Each of the Funds in this report are classified as a diversified, open-end management investment company, as those terms are defined in the 1940 Act. The Funds currently offer Investor Class Shares and Institutional Class Shares.

The primary investment objective of the Small Company Fund is to seek long-term capital appreciation. Current income is a secondary consideration in selecting portfolio investments. The Small Company Fund seeks to achieve its investment objective by investing at least 80% of its net assets (plus any borrowings for investment purposes) in equity securities of those companies with operating revenues of $500 million or less at the time of initial investment.

The primary investment objective of the International All Company Fund is to seek long‐term capital appreciation. Current income is a secondary consideration in selecting portfolio investments. The International All Company Fund seeks to achieve its investment objective by investing substantially of its assets in equity securities of non‐U.S. based companies.

The primary investment objective of the International Small Company Fund is to seek long‐term capital appreciation. Current income is a secondary consideration in selecting portfolio investments. The International Small Company Fund seeks to achieve its investment objective by investing at least 80% of its net assets (plus any borrowings for investment purposes) in equity securities of non‐U.S. based companies with total operating revenues of $500 million or less at the time of the initial investment.

Income, expenses (other than distribution and service fees, which were only attributable to the Investor Shares), and realized and unrealized gains or losses on investments and foreign currencies were allocated to each class of shares based upon its relative net assets.

The Funds are each deemed to be an individual reporting segments and are not part of a consolidated reporting entity. The objective and strategy of each Fund is used by Brown Capital Management, LLC (the "Advisor") to make investment decisions, and the results of the Funds' operations, as shown in their Statements of Operations and Financial Highlights, is the information utilized for the day-to-day management of the Funds. The Funds and the Advisor are parties to expense agreements as disclosed in the Notes to the Financial Statements, and resources are not allocated to the Funds based on performance measurements. Due to the significance of oversight and its role in the Funds' management, the respective Fund's portfolio managers are deemed to be the Chief Operating Decision Maker.

The following accounting policies have been consistently followed by the Funds and are in conformity with United States generally accepted accounting principles ("GAAP"). Each Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946 Financial Services - Investment Companies.

Investment Valuation

The Funds' investments in securities are carried at value. Securities listed on an exchange or quoted on a national market system are valued at the last sales price as of 4:00 p.m. Eastern Time, Monday through Friday. Securities that are principally traded on the National Association of Securities Dealers Automated Quotation ("NASDAQ") exchange are generally valued at the NASDAQ Official Closing Price ("NOCP"). Other securities that are traded in the domestic over‐the‐counter market and listed securities for which last sales price is available, are generally valued at the last sales price as of the valuation time. In the absence of sales and NOCP, such securities are valued at the most recent bid price.

Foreign securities are valued using a third-party fair valuation vendor, Intercontinental Exchange Data Pricing & Reference Data, LLC ("ICE"), which applies proprietary models that consider multiple factors, including movements in the U.S. securities markets, relevant indices, and other applicable market data. With respect to the BCM International All Company Fund and the BCM International Small Company Fund, the Trust's Board of Trustees (the "Board") has determined that it is appropriate for the Trust to engage ICE to use its Fair Valuation Information Service "FVIS NY Close" (the "FVIS Service"). The FVIS Service is used on a daily basis for each foreign equity security in the portfolios unless the Valuation Designee determines that its use is not appropriate on a particular day for a given security. When a predefined U.S. market movement threshold, established by the Advisor's valuation policies, is exceeded, ICE fair values non-U.S. securities based on their correlation with U.S. market movements. This methodology may also be applied when a local market is closed for a holiday or other reason. The Advisor may review ICE's pricing outputs and, if deemed unreliable, escalate for potential valuation committee consideration.

Securities and assets for which representative market quotations are not readily available or which cannot be accurately valued using the Funds' normal pricing procedures are valued at fair value as determined in good faith under policies approved by the Board. The Board has appointed the Advisor as valuation designee to be responsible for all fair value determinations for the Funds. Fair value pricing may be used, for example, in situations where (i)

Financial Statements | September 30, 2025 (unaudited)21

The Brown Capital Management Mutual Funds

Notes to Financial Statements September 30, 2025 (unaudited)

a security, such as a small‐cap stock, mid‐cap stock, or foreign security, is so thinly traded that there have been no transactions for that stock over an extended period of time or the validity of a market quotation received is questionable; (ii) an event occurs after the close of the exchange on which a portfolio security is principally traded that is likely to have changed the value of the security prior to time as of which a Fund calculates its net asset value; (iii) the exchange on which the security is principally traded closes early; or (iv) trading of the particular portfolio security is halted during the day and does not resume prior to time as of which a Fund calculates its net asset value. A security's "fair value" price may differ from the price next available for that security using the Funds' normal pricing procedures. Instruments with maturities of 60 days or less are valued at amortized cost, which approximates market value.

Fair Value Measurement

In accordance with GAAP, the Funds use a three‐tier hierarchy to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity's own assumptions about the assumptions market participants would use in pricing the asset or liability that are developed based on the best information available.

Various inputs are used in determining the value of the Funds' investments. These inputs are summarized in the three broad levels listed below:

Level 1 -Unadjusted quoted prices in active markets for identical, unrestricted assets or liabilities that a Fund has the ability to access at the measurement date;

Level 2 -Quoted prices which are not active, quoted prices for similar assets or liabilities in active markets or inputs other than quoted prices that are observable (either directly or indirectly) for substantially the full term of the asset or liability; and

Level 3 -Significant unobservable prices or inputs (including the Fund's own assumptions in determining the fair value of investments) where there is little or no market activity for the asset or liability at the measurement date.

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

An investment's level within the fair value hierarchy is based on the lowest level input, individually or in the aggregate, that is significant to fair value measurement. The valuation techniques used by the Funds to measure fair value during the six months ended September 30, 2025, maximized the use of observable inputs and minimized the use of unobservable inputs.

The following is a summary of the inputs used in valuing the Funds' assets as of September 30, 2025:

Small Company Fund:

Valuation Inputs

Investments in Securities at Value

Level 1

Level 2

Level 3

Total

Common Stocks

$681,224,127

$-

$-

$681,224,127

Warrants

-

-

-

*

-

Short Term Investments

19,729,225

-

-

19,729,225

Total

$700,953,352

$-

$-

$700,953,352

International All Company Fund:

Valuation Inputs

Investments in Securities at Value

Level 1

Level 2

Level 3

Total

Common Stocks

$21,985,170

$51,646,139

$-

$73,631,309

Short Term Investments

3,020,712

-

-

3,020,712

Total

$25,005,882

$51,646,139

$-

$76,652,021

22www.browncapital.com

The Brown Capital Management Mutual Funds

Notes to Financial Statements September 30, 2025 (unaudited)

International Small Company Fund:

Valuation Inputs

Investments in Securities at Value

Level 1

Level 2

Level 3

Total

Common Stocks

$427,605,347

$1,805,217,530

$-

$2,232,822,877

Short Term Investments

39,122,968

-

-

39,122,968

Total

$466,728,315

$1,805,217,530

$-

$2,271,945,845

* The Level 3 Security has zero value.

Refer to the Funds' Schedule of Investments for a listing of the security type and sector.

The inputs or methodology used for valuing securities are not necessarily an indication of the risk or liquidity associated with investing in those securities.

Foreign Currency Translation (International All Company Fund and International Small Company Fund)

Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars based on the exchange rate of such currencies against U.S. dollars on the date of valuation. Purchases and sales of securities and income items denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The Funds do not separately report the effect of changes in foreign exchange rates from changes in market prices on securities held. Such changes are included in net realized gain/(loss) or unrealized appreciation/(depreciation) from investments.

Realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions and the difference between the recorded amounts of dividends, interest, and foreign taxes withheld, and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in foreign exchange rates on foreign denominated assets and liabilities other than investments in securities held at the end of the reporting period.

Foreign Currency Spot Contracts (International All Company Fund and International Small Company Fund)

Derivative instruments include foreign currency spot trades. The Funds may enter into such derivative instruments primarily to hedge against foreign currency exchange rate risks on its non-U.S. dollar denominated investment securities. When entering into a foreign currency spot contract the Fund agrees to receive or deliver a fixed quantity of foreign currency for an agreed-upon price typically within two business days. These contracts are valued daily, and the Fund's net equity therein, representing unrealized gain or loss on the contracts as measured by the difference between the foreign exchange rates at the dates of entry into the contracts and the exchange rates at the reporting date, is included in the Statements of Assets and Liabilities. Realized and unrealized gains and losses are included in the Statements of Operations. These instruments often involve market risk, credit risk, or both risks, in excess of the amount recognized in the Statements of Assets and Liabilities. Risks may also arise from the possible inability of counterparties to meet the terms of their contracts and from unanticipated movements in currency and securities values and interest rates.

Affiliated Companies

If a Fund owns 5% or more of the outstanding voting securities, either directly or indirectly, of a particular issuer, the 1940 Act deems such an issuer to be an "affiliate" of the Fund. As of or during the six months ended September 30, 2025, the International Small Company Fund owned 5% or more of the outstanding voting securities of the issuers identified in the table below and therefore those issuers are considered affiliates of that Fund for purposes of the 1940 Act.

International Small Company Fund

Security Name

Market Value as of March 31, 2025

Purchases

Sales

Market Value as of September 30, 2025

Share Balance as of September 30, 2025

Dividends*

Change in Unrealized
Gain (Loss)

Realized
Gain (Loss)

Hiday Hidaka Corp.

$54,631,107

$3,747,603

$-

$75,582,790

3,123,974

$635,560

$17,204,080

$-

Lectra

86,217,378

4,664,173

-

87,902,937

3,153,426

1,016,557

(2,978,614

)

-

MIPS AB

54,188,908

3,432,573

-

54,122,840

1,488.424

807,725

(3,498,641

)

-

PayPoint PLC

26,505,137

1,907,925

-

35,026,799

3,454,461

903,648

6,613,737

-

Software Service, Inc.

37,281,544

1,413,185

-

49,461,222

492,725

-

10,766,493

-

STRATEC Biomedical AG

27,470,100

1,786,283

-

36,781,631

1,092,673

631,606

7,525,248

-

grand total

$338,878,219

12,805,683

$3,995,096

$35,632,303

$-

*Net of reclaims and foreign taxes withheld

Financial Statements | September 30, 2025 (unaudited)23

The Brown Capital Management Mutual Funds

Notes to Financial Statements September 30, 2025 (unaudited)

Investment Transactions and Investment Income

Investment transactions are accounted for as of the date purchased or sold (trade date). Dividend income is recorded on the ex‐dividend date. Certain dividends from foreign securities will be recorded as soon as the Trust is informed of the dividend if such information is obtained subsequent to the ex-dividend date. Withholding taxes on foreign dividends have been provided for in accordance with the Funds' understanding of the applicable country's tax rules. Interest income is recorded on the accrual basis and includes amortization of discounts and premiums. Gains and losses are determined on the high cost basis, which is the same basis used for federal income tax purposes. The Funds accrue any taxes withheld from foreign investments by foreign countries. Amounts that may be reclaimed are recorded as receivables and amounts that may not be reclaimed are recorded at the same time as the related income on each income recognition date if the tax rated is fixed and known. When investment income is received net of the tax withheld, a separate realized foreign currency gain or loss is computed on the gross income receivable and the accrued tax expense. If the tax rate is not known or estimable, such expense or receivable is recorded on the date that the net amount is received.

Expenses

Each Fund bears expenses incurred specifically on its behalf, as well as a portion of general Trust expenses, which are allocated according to methods approved by the Trustees. Class specific expenses are charged directly to the class incurring the expense. Common expenses, which are not attributable to a specific class, are allocated daily to each class of shares based upon its proportionate share of total net assets of the Fund. Expenses not directly billed to a particular Fund are allocated proportionally among all Funds daily in relation to net assets of each Fund or another reasonable measurement. Fees provided under the distribution (Rule 12b‐1) and/or shareholder service plans for a particular class of the Funds' are charged to the operations of such class.

Dividend Distributions

Each of the Funds may declare and distribute dividends from net investment income (if any) annually. Distributions from capital gains (if any) are generally declared and distributed annually. Dividends and distributions to shareholders are recorded on ex-date. Income and capital gain distributions are determined in accordance with income tax regulations which may differ from GAAP.

Warrants

The Funds may invest in warrants. Warrants are options to purchase equity securities at a specific price, or receive contingent payments, for a specific period of time. They do not represent ownership of the securities, but only the right to buy them. Hence, warrants have no voting rights, pay no dividends and have no rights with respect to the assets of the corporation issuing them. The value of warrants is derived solely from capital appreciation of the underlying equity securities. Warrants differ from call options in that the underlying corporation issues warrants, whereas call options may be written by anyone.

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 increases and decreases in the net assets from operations during the reported period. Actual results could differ from those estimates. Management believes the estimates and security valuations are appropriate; however, actual results may differ from those estimates, and the security valuations reflected in the financial statements may differ from the value the Funds ultimately realize upon sale of the securities.

Federal Income Taxes

No provision for income taxes is included in the accompanying financial statements, as each Fund intends to distribute to shareholders all taxable investment income and realized gains and otherwise comply with Subchapter M of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies.

Foreign Taxes

The International All Company Fund and the International Small Company Fund may be subject to taxes imposed by countries in which they invest. Such taxes are generally based on either income or gains earned or repatriated. The Funds accrue and apply such taxes to net investment income, net realized gains and net unrealized gains as income and/or capital gains earned.

Fees on Redemptions

Effective July 29, 2024, the International All Company Fund and the International Small Company Fund ceased assessing a redemption fee. Prior to July 29, 2024, shares of the International All Company Fund and the International Small Company Fund were assessed a fee of 2.00% of redemption amount if such shares are redeemed within 60 days of purchase. The redemption fee was paid directly to the Fund and was intended to offset the cost of liquidating a shareholders' investment in the Fund, discourage short-term trading of shares, and protect long-term shareholders - the redemption fee was not a sales charge or other fee intended to finance sales or marketing expenses. No redemption fee will be imposed on redemptions initiated by the Funds. Redemption fees are disclosed on the Statements of Changes in Net Assets.

24www.browncapital.com

The Brown Capital Management Mutual Funds

Notes to Financial Statements September 30, 2025 (unaudited)

2. TRANSACTIONS WITH RELATED PARTIES AND OTHER SERVICE PROVIDERS

Advisor

Each Fund pays a monthly advisory fee to the Advisor based upon the average daily net assets of each Fund and is calculated at the following annual rates:

Advisory Fees

Fund

Average Net
Assets

Rate

Expense Limitation Ratio

Advisory Fees Waived

Expenses Reimbursed

Small Company Fund

On all net assets

1.00%

1.25%

$-

$-

International All Company Fund

First $100 million

0.90%

1.00%

263,055

-

Over $100 million

0.75%

1.00%

-

-

International Small Company Fund

On all net assets

1.00%

1.15%

-

-

In the interest of limiting expenses of the Funds, the Advisor has entered into expense limitation agreements with the Trust, with respect to each of the Funds ("Expense Limitation Agreements"), pursuant to which the Advisor has agreed to waive or limit its fees and to assume other expenses so that the total annual operating expenses of the Funds (other than interest, taxes, brokerage commissions, acquired fund fees and expenses, other expenditures which are capitalized in accordance with generally accepted accounting principles, other extraordinary expenses not incurred in the ordinary course of each Fund's business, and amounts, if any, payable under a Rule 12b‐1 distribution plan) do not exceed certain limits, which are (at the time this report is being produced) for the Small Company Fund, the International All Company Fund and the International Small Company Fund, 1.25%, 1.00% and 1.15% of the average daily net assets of those Funds, respectively. The Expense Limitation Agreements are in effect until July 31, 2026, and may only be terminated prior to that date by the Advisor and the Board only by mutual written consent.

Each of the Funds may reimburse the Advisor the management fees waived or limited and other expenses assumed and paid by the Advisor pursuant to the Expense Limitation Agreements within three (3) years from the time of the waiver, provided that the particular fund has reached a sufficient asset size to permit such reimbursement to be made without causing the total annual expense ratio of the particular fund to exceed the lesser of the percentage limits in place at the time of the waiver and/or reimbursement or current waiver and/or reimbursement arrangement. Consequently, no reimbursement by any of the Funds will be made unless: (i) the particular fund's assets exceed $20 million for the Small Company Fund, the International All Company Fund, and the International Small Company Fund; (ii) the particular fund's total annual expense ratio is less than the percentage described above; and (iii) the payment of such reimbursement has been approved by the Trustees on a quarterly basis.

Fund

Expires 2026

Expires 2027

Expires 2028

Expires 2029

Small Company Fund

$-

$-

$-

$-

International All Company Fund

368,923

436,788

510,495

263,055

International Small Company Fund

-

-

-

-

Administrator, Transfer Agent and Fund Accountant

As compensation for its services to the Trust, fees to CFS are computed daily and paid monthly. For its services, CFS is paid $500,000 per Fund per year for Administration and Fund Accounting and $12,000 per Fund per year for Regulatory Compliance. Transfer Agency fees are based on the number and type of accounts serviced, subject to an annual minimum of $15,000 per Fund. In addition, the Trust shall reimburse CFS from the assets of each Fund certain reasonable expenses incurred by CFS on behalf of each Fund individually in connection with the performance of the Administration Agreement. For the six months ended September 30, 2025, the following fees were paid by the Funds to CFS:

Fund

Fund Accounting and Administration

Transfer
Agent

Small Company Fund

$89,333

$431,507

International All Company Fund

89,333

4,459

International Small Company Fund

89,333

73,946

Compliance Services

The principal owner of Watermark Solutions, LLC serves as the Trust's Chief Compliance Officer pursuant to an agreement with the Trust. As compensation for its services to the Trust, Watermark Solutions, LLC receives an annual compliance services fee. CFS provides services which assist the Trust's Chief Compliance Officer in monitoring and testing the policies and procedures of the Trust in conjunction with requirements under Rule 38a-1 under the 1940 Act. CFS is compensated under the Administration Agreement for these services.

Financial Statements | September 30, 2025 (unaudited)25

The Brown Capital Management Mutual Funds

Notes to Financial Statements September 30, 2025 (unaudited)

Distributor

ALPS Distributors, Inc. (the "Distributor") serves as the Funds' distributor. The Distributor acts as the principal underwriter of the Trust's shares.

12b-1 Plan

Each Fund has adopted, with respect to its Investor Class shares, a plan pursuant to Rule 12b‐1 under the 1940 Act (each a "Plan" and collectively, the "Plans") under which each Fund may incur expenses related to distribution of its shares and for services provided to shareholders. Payments under a Plan are made to the Distributor, which uses them to pay distribution and shareholder service expenses on behalf of and as agent of the Fund. The amount payable by the International All Company Fund and the International Small Company Fund under the Plan is 0.25% of average daily net assets for the year and 0.20% of average daily net assets for the Small Company Fund. The Plans are compensation plans, which means that payments are made to the Distributor regardless of 12b‐1 expenses actually incurred. Therefore, payments under a Plan may exceed distribution and shareholder service expenses incurred pursuant to the Plan. The Distributor may reimburse the Advisor for expenditures that it incurs for marketing and distributions related services for the Funds. It is also possible that 12b‐1 expenses for a period will exceed the payments made to the Distributor by the Funds, in which case the Advisor may pay such excess expenses out of its own resources. The Plans require that the Distributor act in the Funds' best interests in expending the payments it receives from the Funds and use payments solely for the purpose of paying distribution expenses on behalf of the Funds. The Funds' Distributor verifies all payment amounts to be made to brokers that have properly executed dealer agreements with the Funds before such payments are made.

Legal Counsel to the Trust

Practus, LLP serves as legal counsel to the Trust. John H. Lively, Secretary of the Trust, is the managing partner of Practus, LLP, but he receives no direct special compensation from the Trust or the Funds for serving as an officer of the Trust.

Any Trustee and/or officer of the Trust that also is an employee and/or officer of the Advisor does not receive compensation from the Trust for serving in such roles.

3. PURCHASES AND SALES OF INVESTMENT SECURITIES

For the six months ended September 30, 2025, the aggregate cost of purchases and proceeds from sales of investment securities, excluding short‐term securities, are shown in the following table.

Fund

Purchases of Securities

Proceeds From Sales of Securities

Small Company Fund

$57,115,352

$245,673,760

International All Company Fund

1,716,682

4,768,331

International Small Company Fund

139,151,161

208,034,326

4. FEDERAL INCOME TAX

Distributions are determined in accordance with Federal income tax regulations, which may differ from GAAP, and, therefore, may differ significantly in amount or character from net investment income and realized gains for financial reporting purposes. Financial reporting records are adjusted for permanent book/tax differences to reflect tax character but are not adjusted for temporary differences.

The Funds recognize the tax benefit or expenses of uncertain tax positions only when the position is "more likely than not" to be sustained assuming examination by tax authorities. Management reviewed the tax positions in the open tax years of 2022‐2024 and as of and during the six months ended September 30, 2025, and determined that the Funds do not have a liability for uncertain tax positions. The Funds recognize interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statements of Operations. During the year, the Funds did not incur any interest or penalties.

At September 30, 2025, the tax-basis unrealized appreciation (depreciation) and cost of investments were as follows:

Small
Company Fund

International All Company Fund

International
Small
Company Fund

Gross unrealized appreciation (excess of value over tax cost)

$338,284,854

$25,091,132

$789,958,712

Gross unrealized depreciation (excess of tax cost over value)

(81,200,884

)

(4,760,939

)

(327,512,118

)

Net appreciation (depreciation) of foreign currency and
unrealized foreign capital gains tax

-

-

(3,675,052

)

Net unrealized appreciation (depreciation)

$257,083,740

$20,330,193

$458,771,542

Cost of investments for income tax purposes

$443,869,612

$56,321,828

$1,809,499,251

26www.browncapital.com

The Brown Capital Management Mutual Funds

Notes to Financial Statements September 30, 2025 (unaudited)

At September 30, 2025, the distributable earnings (accumulated deficits) on a tax basis were as follows:

Small
Company Fund

International All Company Fund

International
Small
Company Fund

Accumulated Ordinary Income/(Loss)

$(6,742,700

)

$192,495

$17,409,746

Accumulated Capital Gain/(Loss)

325,989,848

(3,969,822

)

(31,574,000

)

Unrealized Appreciation/(Depreciation)

257,083,740

20,330,193

458,771,542

Total

$576,330,888

$16,552,866

$444,607,288

Distributions during the periods shown were characterized for tax purposes as follows:

Small Company Fund

International All Company Fund

International Small Company Fund

Distributions paid from:

Six Months Ended September 30, 2025

Year Ended
March 31, 2025

Six Months Ended September 30, 2025

Year Ended
March 31, 2025

Six Months Ended September 30, 2025

Year Ended
March 31, 2025

Ordinary income

$-

$-

$-

$-

$-

$-

Realized gains

-

430,146,270

-

-

-

-

$-

$430,146,270

$-

$-

$-

$-

5. SECTOR RISK

If a Fund has significant investments in the securities of issuers in industries within a particular sector, any development affecting that sector will have a greater impact on the value of the net assets of that Fund than would be the case if the Fund did not have significant investments in that sector. In addition, this may increase the risk of loss of an investment in the Fund and increase the volatility of the Fund's NAV per share. From time to time, circumstances may affect a particular sector and the companies within such sector. For instance, economic or market factors, regulation or deregulation, and technological or other developments may negatively impact all companies in a particular sector and therefore the value of a Fund's portfolio will be adversely affected. As of September 30, 2025, 29.29% of the value of the net assets of the Small Company Fund was invested in securities within the Medical/Health Care sector; 36.23% of the value of the net assets of the International All Company Fund was invested in securities within the Information Technology sector; 35.84% of the value of the net assets of the International Small Company Fund was invested in securities within the Information Technology sector.

6. COMMITMENTS AND CONTINGENCIES

Under the Funds' organizational documents, its officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Funds. In addition, in the normal course of business, the Funds enter into contracts with its vendors and others that provide for general indemnifications. The Funds' maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Funds. The Funds expect the risk of loss to be remote.

7. CONTROL PERSONS AND PRINCIPAL SECURITIES HOLDERS

A principal shareholder is any person who owns (either of record or beneficially) 5% or more of the outstanding shares of the Fund. A control person is one who owns, (either directly or indirectly), more than 25% of the voting securities of the Fund or acknowledges the existence of such control. As a controlling shareholder, each of these persons could control the outcome of any proposal submitted to the shareholders for approval, including changes to the Fund's fundamental policies or the terms of the management agreements with the Advisor. At September 30, 2025, the Advisor owned 46% of the International All Company Fund's outstanding shares.

Financial Statements | September 30, 2025 (unaudited)27

The Brown Capital Management Mutual Funds

Notes to Financial Statements September 30, 2025 (unaudited)

8. TRUSTEE AND OFFICER FEES

Officers of the Trust, except the Chief Compliance Officer, and Trustees who are interested persons of the Trust, will receive no salary or fees from the Funds for their services to the Trust. As of September 30, 2025, there were five Trustees, three of whom are not "interested persons" of the Trust within the meaning of that term under the 1940 Act (each, an "Independent Trustee"). Each Independent Trustee of the Trust receives an $87,400 annual retainer, $27,600 in Board meeting fees, and a $4,000 per meeting fee for Special Meetings. All Trustees and officers are reimbursed for any out-of-pocket expenses incurred in connection with attendance at meetings.

9. SUBSEQUENT EVENTS

The Funds evaluated subsequent events from September 30, 2025, the date of these financial statements, through the date these financial statements were issued and available and have noted no additional items require disclosure.

28www.browncapital.com

The Brown Capital Management Mutual Funds

Supplemental Information September 30, 2025 (unaudited)

Changes in and disagreements with accountants for open-end management investment companies.

Not applicable.

Proxy disclosures for open-end management investment companies.

Not applicable.

Remuneration paid to Directors, Officers, and others of open-end management investment companies.

See the Statements of Operations and Note 2 which includes remuneration paid to Officers. See that Statements of Operations for remuneration paid to Trustees.

Advisory Agreement Renewal

Not applicable.

Must be accompanied or preceded by a prospectus.
Funds distributed by ALPS Distributors, Inc. 1290 Broadway, Suite 1000, Denver, CO 80203

ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 9. PROXY DISCLOSURES FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 10. REMUNERATION PAID TO DIRECTORS, OFFICERS, AND OTHERS OF OPEN-END MANAGEMENT INVESTMENT COMPANIES.

Reference Item 7, the Statements of Operations which include remuneration paid to the Trustees and the Trust's Chief Compliance Officer. No other Officers are compensated directly by the Trust.

ITEM 11. STATEMENT REGARDING BASIS FOR APPROVAL OF INVESTMENT ADVISORY CONTRACT.

Not applicable.

ITEM 12. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable because it is not a closed-end management investment company.

ITEM 13. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.


Not applicable because it is not a closed-end management investment company.

ITEM 14. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable because it is not a closed-end management investment company.

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 and principal financial officers, or persons performing similar functions, have concluded that the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the "1940 Act") (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d- 15(b)).

(b) There were no changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) 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 because it is not a closed-end management investment company.

ITEM 18. RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION.

Not applicable.

ITEM 19. EXHIBITS.
(a)(1) Code of Ethics in response to Item 2 of this Form N-CSR - Not applicable.
(a)(2) Any policy required by the listing standards adopted pursuant to Rule 10D-1 under the Exchange Act of 1934- Not applicable.
(a)(3) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.
(a)(4) Any written solicitation to purchase securities under Rule 23c-1 under the Investment Company Act of 1940 - Not applicable.
(a)(5) Change in the registrant's independent public accountant - Not applicable.
(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto.

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.

Brown Capital Management Mutual Funds

By: (Signature and Title) /s/ Robert L. Young, III
Robert L. Young, III
Trustee, President and Principal Executive Officer

Date: December 4, 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/ Robert L. Young, III
Robert L. Young, III
Trustee, President and Principal Executive Officer,
Brown Capital Management Mutual Funds

Date: December 4, 2025

By: (Signature and Title) /s/ Michael L. Forster
Michael L. Forster
Treasurer and Principal Financial Officer,
Brown Capital Management Mutual Funds

Date: December 4, 2025

Brown Capital Management Mutual Funds published this content on December 04, 2025, and is solely responsible for the information contained herein. Distributed via Edgar on December 04, 2025 at 22:03 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]