Professionally Managed Portfolios

01/10/2025 | Press release | Distributed by Public on 01/10/2025 12:00

Annual Report by Investment Company (Form N-CSR)

2024-10-24195999_OtterCreekFocusStrategyETF_TF_TSRAnnual

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 (811-05037)

Professionally Managed Portfolios
(Exact name of registrant as specified in charter)

615 East Michigan Street

Milwaukee, WI 53202
(Address of principal executive offices) (Zip code)

Jason Hadler

Professionally Managed Portfolios

c/o U.S. Bank Global Fund Services
777 E. Wisconsin Avenue
Milwaukee, WI 53202
(Name and address of agent for service)

(414) 516-1523

Registrant's telephone number, including area code

Date of fiscal year end: October 31

Date of reporting period: October 31, 2024

Item 1. Report to Stockholders.

(a)
Otter Creek Focus Strategy ETF
OCFS(Principal U.S. Listing Exchange: NYSE Arca)
Annual Shareholder Report | October 31, 2024
This annual shareholder reportcontains important information about the Otter Creek Focus Strategy ETF for the period of May 17, 2024, to October 31, 2024. You can find additional information about the Fund at https://otterfs.com/. You can also request this information by contacting us at (855) 681-5261.
WHAT WERE THE FUND COSTS FOR THE PAST YEAR? (based on a hypothetical $10,000 investment)
Fund Name
Costs of a $10,000 investment
Costs paid as a percentage of a $10,000 investment
Otter Creek Focus Strategy ETF
$41
0.85%
HOW DID THE FUND PERFORM SINCE INCEPTION?*
Since the ETFs launch through the period ended October 31, 2024, the ETF posted positive returns as the public markets experienced a period of strong returns driven by corporate earnings and excess liquidity.
The funds' overweight exposure to information technology and industrials were the main drivers of performance as investors began to focus on the transformational effects of Artificial Intelligence (A.I.). We were fortunate to be early investors in the transformation of the electrical grid, data centers and areas that benefit from the secular tailwind.
Tactically as we end the year, we have begun to reduce our exposure to hardware-related opportunities and are focusing our attention on opportunities that may benefit from A.I. that currently are misunderstood or underestimated.
* 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.
HOW DID THE FUND PERFORM SINCE INCEPTION?*
The $10,000 chart reflects a hypothetical $10,000 investment in the class of shares noted and assumes the maximum sales charge. The chart uses total return NAV performance and assumes reinvestment of dividends and capital gains. Fund expenses, including 12b-1 fees, management fees and other expenses were deducted.
CUMULATIVE PERFORMANCE (Initial Investment of $10,000)
ANNUAL AVERAGE TOTAL RETURN (%)
Since Inception
(05/17/2024)
Otter Creek Focus Strategy ETF NAV
10.27
Russell 3000 Total Return
7.96
Russell Midcap Growth Total Return
6.90
Visit https://otterfs.com/for more recent performance information.
* 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.
Otter Creek Focus Strategy ETF PAGE 1 TSR-AR-74316P595
KEY FUND STATISTICS (as of October 31, 2024)
Net Assets
$8,527,819
Number of Holdings
24
Net Advisory Fee
$20,927
Portfolio Turnover
7%
Visit https://otterfs.com/for more recent performance information.
WHAT DID THE FUND INVEST IN? (as of October 31, 2024)
Top 10 Issuers
(% of Net Assets)
Vertiv Holdings Co.
8.2%
Baldwin Insurance Group, Inc.
6.9%
Parsons Corp.
6.4%
Coherent Corp.
5.8%
Quanta Services, Inc.
5.0%
Dynatrace, Inc.
4.6%
Corning, Inc.
4.5%
L3Harris Technologies, Inc.
4.3%
Aspen Technology, Inc.
4.3%
DigitalBridge Group, Inc.
4.2%
Top Sectors
(% of Net Assets)
Industrials
38.3%
Technology
32.2%
Financials
13.8%
Health Care
9.4%
Communications
4.2%
Cash & Other
2.1%
For additional information about the Fund; including its prospectus, financial information, holdings and proxy information, scan the QR code or visit https://otterfs.com/.
HOUSEHOLDING
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Otter Creek Advisors, LLC documents not be householded, please contact Otter Creek Advisors, LLC at (855) 681-5261, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt by Otter Creek Advisors, LLC or your financial intermediary.
Otter Creek Focus Strategy ETF PAGE 2 TSR-AR-74316P595
(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 filed herewith.

Item 3. Audit Committee Financial Expert.

The registrant's Board of Trustees of the Trust has determined that there is at least one audit committee financial expert serving on its audit committee. Ms. Kathleen T. Barr, Ms. Cynthia M. Fornelli, Messrs. Eric W. Falkeis, Steven J. Paggioli and Ashi S. Parikh are each an "audit committee financial expert" 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. There were no "Other services" provided by the principal accountant. The following tables detail 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.

Otter Creek Focus Strategy ETF

FYE 10/31/2024 FYE 10/31/2023
Audit Fees $12,500 N/A
Audit-Related Fees N/A N/A
Tax Fees $2,500 N/A
All Other Fees N/A N/A

(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 percentages of fees billed by Tait, Weller & Baker LLP applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:

Otter Creek Focus Strategy ETF

FYE 10/31/2024 FYE 10/31/2023

Audit-Related Fees

0%

N/A

Tax Fees 0% N/A
All Other Fees 0% N/A

(f) N/A

(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 advisor (and any other controlling entity, etc.-not sub-advisor) for the last two years.

Otter Creek Focus Strategy ETF

Non-Audit Related Fees FYE 10/31/2024 FYE 10/31/2023
Registrant N/A N/A
Registrant's Investment Adviser N/A N/A

(h) The audit committee of the board of trustees has considered whether the provision of non-audit services that were rendered to the registrant's investment advisor 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.

The registrant has not been identified by the U.S. Securities and Exchange Commission as having filed an annual report issued by a registered public accounting firm branch or office that is located in a foreign jurisdiction where the Public Company Accounting Oversight Board is unable to inspect or completely investigate because of a position taken by an authority in that jurisdiction.

The registrant is not a foreign issuer.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

(a) Schedule of Investments is included within the financial statements filed under Item 7 of this Form.

(b) Not applicable.

Item 7. Financial Statements and Financial Highlights for Open-End Investment Companies.

(a)


 
Otter Creek Focus Strategy ETF
(OCFS)
Core Financial Statements
October 31, 2024
TABLE OF CONTENTS
 
 
 
 
 
 
Page
Schedule of Investments
 
 
1
Statement of Assets and Liabilities
 
 
2
Statement of Operations
 
 
3
Statement of Changes in Net Assets
 
 
4
Financial Highlights
 
 
5
Notes to the Financial Statements
 
 
6
Report of Independent Registered Public Accounting Firm
 
 
11
Approval of Investment Advisory Agreement
 
 
12
Additional Information
 
 
14
 
 
 
 

TABLE OF CONTENTS

Otter Creek Focus Strategy ETF
Schedule of Investments
October 31, 2024
 
 
 
 
 
 
 
 
 
Shares
 
 
Value
COMMON STOCKS - 97.9%
 
 
 
 
Aerospace & Defense - 10.7%
 
 
 
 
L3Harris Technologies, Inc.
 
 
1,481
 
 
$366,503
Parsons Corp.(a)
 
 
5,013
 
 
542,206
 
 
 
 
908,709
Application Software - 12.0%
 
 
 
 
Aspen Technology, Inc.(a)
 
 
1,545
 
 
362,658
Dynatrace, Inc.(a)
 
 
7,345
 
 
395,161
PTC, Inc.(a)
 
 
1,458
 
 
270,211
 
 
 
 
1,028,030
Construction & Engineering - 5.0%
 
 
 
 
Quanta Services, Inc.
 
 
1,420
 
 
428,315
Electrical Components & Equipment - 15.0%
Hubbell, Inc.
 
 
792
 
 
338,208
NEXTracker, Inc. - Class A(a)
 
 
6,051
 
 
240,951
Vertiv Holdings Co. - Class A
 
 
6,437
 
 
703,499
 
 
 
 
1,282,658
Electronic Components - 10.4%
 
 
 
 
Coherent Corp.(a)
 
 
5,390
 
 
498,252
Corning, Inc.
 
 
8,102
 
 
385,574
 
 
 
 
883,826
Electronic Manufacturing Services - 3.4%
 
 
 
 
Flex Ltd.(a)
 
 
8,288
 
 
287,345
Environmental & Facilities Services - 10.7%
Clean Harbors, Inc.(a)
 
 
1,232
 
 
284,912
Tetra Tech, Inc.
 
 
7,260
 
 
354,869
Veralto Corp.
 
 
2,678
 
 
273,665
 
 
 
 
913,446
Industrial Conglomerates - 6.7%
 
 
 
 
3M Co.
 
 
2,214
 
 
284,432
GE HealthCare Technologies, Inc.
 
 
3,282
 
 
286,683
 
 
 
 
571,115
Insurance Brokers - 10.5%
 
 
 
 
Baldwin Insurance Group, Inc. - Class A(a)
 
 
12,663
 
 
585,790
Brown & Brown, Inc.
 
 
2,961
 
 
309,839
 
 
 
 
895,629
Life Sciences Tools & Services - 6.0%
 
 
 
 
Avantor, Inc.(a)
 
 
12,224
 
 
273,451
IQVIA Holdings, Inc.(a)
 
 
1,140
 
 
234,635
 
 
 
 
508,086
Property & Casualty Insurance - 3.3%
 
 
 
 
W R Berkley Corp.
 
 
4,979
 
 
284,650
Real Estate Operating Companies - 4.2%
 
 
 
 
DigitalBridge Group, Inc.
 
 
22,722
 
 
356,508
TOTAL COMMON STOCKS
(Cost $7,328,086)
 
 
 
 
8,348,317
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Shares
 
 
Value
SHORT-TERM INVESTMENTS - 2.2%
 
 
Money Market Funds - 2.2%
MSILF Treasury Portfolio - Class Institutional, 4.71%(b)
 
 
185,343
 
 
$185,343
TOTAL SHORT-TERM INVESTMENTS
(Cost $185,343)
 
 
 
 
185,343
TOTAL INVESTMENTS - 100.1%
(Cost $7,513,429)
 
 
 
 
$8,533,660
Liabilities in Excess of Other
Assets - (0.1)%
 
 
 
 
(5,841)
TOTAL NET ASSETS - 100.0%
 
 
 
 
$8,527,819
 
 
 
 
 
 
 
Percentages are stated as a percent of net assets.
(a)
Non-income producing security.
(b)
The rate shown represents the 7-day annualized effective yield as of October 31, 2024.
The accompanying notes are an integral part of these financial statements.
 
1
 

TABLE OF CONTENTS

Otter Creek Focus Strategy ETF
Statement of Assets and Liabilities
October 31, 2024
 
 
 
 
ASSETS:
 
 
Investments, at value
 
 
$8,533,660
Interest receivable
 
 
302
Dividends receivable
 
 
98
Total assets
 
 
8,534,060
LIABILITIES:
 
 
Payable to adviser
 
 
6,241
Total liabilities
 
 
6,241
NET ASSETS
 
 
$8,527,819
NETASSETSCONSISTS OF:
 
 
Paid-in capital
 
 
$7,622,374
Total distributable earnings
 
 
905,445
Total net assets
 
 
$8,527,819
Net assets
 
 
$8,527,819
Shares issued and outstanding(a)
 
 
315,000
Net asset value per share
 
 
$27.07
COST:
 
 
Investments, at cost
 
 
$7,513,429
 
 
 
 
(a)
Unlimited shares authorized without par value.
The accompanying notes are an integral part of these financial statements.
 
2
 

TABLE OF CONTENTS

Otter Creek Focus Strategy ETF
Statement of Operations
For the Period Ended October 31, 2024(a)
 
 
 
 
INVESTMENT INCOME:
 
 
Dividend income
 
 
$11,109
Interest income
 
 
1,229
Total investment income
 
 
12,338
EXPENSES:
 
 
Investment advisory fee
 
 
20,927
Total expenses
 
 
20,927
NET INVESTMENT LOSS
 
 
(8,589)
REALIZED AND UNREALIZED GAIN
 
 
Net realized loss from:
 
 
Investments
 
 
​(114,786)
In-Kind Transactions
 
 
90,843
Net realized loss
 
 
(23,943)
Net change in unrealized appreciation on:
 
 
Investments
 
 
​833,526
Net change in unrealized appreciation
 
 
​833,526
Net realized and unrealized gain
 
 
​809,583
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
 
$​800,994
 
 
 
 
(a)
Inception date of the Fund was May 17, 2024.
The accompanying notes are an integral part of these financial statements.
 
3
 

TABLE OF CONTENTS

Otter Creek Focus Strategy ETF
Statement of Changes in Net Assets
 
 
 
 
 
 
Period Ended
October 31, 2024(a)
OPERATIONS:
 
 
Net investment loss
 
 
$(8,589)
Net realized loss
 
 
(23,943)
Net change in unrealized appreciation
 
 
​833,526
Net increase in net assets from operations
 
 
​800,994
CAPITAL TRANSACTIONS:
 
 
Subscriptions
 
 
​8,215,739
Redemptions
 
 
(488,914)
Net increase in net assets from capital transactions
 
 
7,726,825
NET INCREASE IN NET ASSETS
 
 
8,527,819
NET ASSETS:
 
 
Beginning of the period
 
 
-
End of the period
 
 
$8,527,819
SHARES TRANSACTIONS
 
 
Subscriptions
 
 
​335,000
Redemptions
 
 
(20,000)
Total increase in shares outstanding
 
 
315,000
 
 
 
 
(a)
Inception date of the Fund was May 17, 2024.
The accompanying notes are an integral part of these financial statements.
 
4
 

TABLE OF CONTENTS

Otter Creek Focus Strategy ETF
Financial Highlights
 
 
 
 
 
 
Period Ended
October 31, 2024(a)
PER SHARE DATA:
 
 
Net asset value, beginning of period
 
 
$24.55
INVESTMENT OPERATIONS:
 
 
Net investment loss(b)
 
 
(0.04)
Net realized and unrealized gain on investments(c)
 
 
​2.56
Total from investment operations
 
 
​2.52
Net asset value, end of period
 
 
$27.07
TOTAL RETURN at NAV(d)(g)
 
 
10.27%
Total return at MKT(d)(g)
 
 
10.21%
SUPPLEMENTAL DATA AND RATIOS:
 
 
Net assets, end of period (in thousands)
 
 
$8,528
Ratio of expenses to average net assets(e)
 
 
0.85%
Ratio of net investment loss to average net assets(e)
 
 
(0.35)%
Portfolio turnover rate(d)(f)
 
 
7%
 
 
 
 
(a)
Inception date of the Fund was May 17, 2024.
(b)
Net investment income per share has been calculated based on average shares outstanding during the period.
(c)
Realized and unrealized gains and losses per share in the caption are balancing amounts necessary to reconcile the change in net asset value per share for the years, and may not reconcile with the aggregate gains and losses in the Statement of Operations due to share transactions for the year.
(d)
Not annualized for periods less than one year.
(e)
Annualized for periods less than one year.
(f)
Portfolio turnover rate excludes in-kind transactions.
(g)
Net asset value total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions, if any, at net asset value during the period, and redemption at the net asset value on the last day of the period. Market value total return is calculated assuming an initial investment made at the market value at the beginning of the period, reinvestment of all dividends and distributions at the net asset value during the period, and sale at the market value on the last day of the period. The market price per share as of October 31, 2024 was $27.06.
The accompanying notes are an integral part of these financial statements.
 
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TABLE OF CONTENTS

Otter Creek Focus Strategy ETF
NOTES TO THE FINANCIAL STATEMENTS
October 31, 2024
NOTE 1 - ORGANIZATION
The Otter Creek Focus Strategy ETF (the "Fund") is a diversified series of shares of beneficial interest of Professionally Managed Portfolios (the "Trust"), which is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end management investment company. The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standard Codification topic 946 "Financial Services-Investment Companies." The Fund commenced operations May 17, 2024. As part of the Fund's commencement of operations on May 17, 2024, the Fund received an in-kind contribution from accounts managed by the Adviser, which consisted of $859,322 of securities which were recorded at their current value to align the Fund's performance with ongoing financial reporting. However, as the transaction was determined to be a non-taxable transaction by management, the Fund elected to retain the securities' original cost basis for tax purposes. The cost of the contributed securities as of May 17, 2024, was $672,618, resulting in net unrealized appreciation on investments of $186,705 as of that date. As a result of the in-kind contribution, the Fund issued 35,000 shares at a $24.5521 per share net asset value.
The Otter Creek Focus Strategy ETF's investment objective is to seek long-term capital appreciation.
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP").
A.
Security Valuation. All equity securities, which may include Real Estate Investment Trusts ("REITs"), Business Development Companies ("BDCs"), and Master Limited Partnerships ("MLPs"), that are traded on U.S. national or foreign securities exchanges, are valued at the last reported sale price on the exchange on which the security is principally traded or the exchange's official closing price, if applicable. If, on a particular day, an exchange-traded security does not trade, then the mean between the most recent quoted bid and asked prices will be used. All equity securities, which may include REITs, BDCs, and MLPs that are not traded on a listed exchange are valued at the last sale price in the over-the-counter market. If a non-exchange traded security does not trade on a particular day, then the mean between the last quoted closing bid and asked price will be used.
Debt securities are valued by using the evaluated mean price supplied by an approved independent pricing service. The independent pricing service may use various valuation methodologies including, matrix pricing and other analytical pricing models as well as market transactions and dealer quotations. These models generally consider such factors as yields or prices of bonds of comparable quality, type of issue, coupon, maturity, ratings and general market conditions.
Exchange traded options are valued at the composite price, using the National Best Bid and Offer quotes ("NBBO"). NBBO consists of the highest bid price and lowest ask price across any of the exchanges on which an option is quoted, thus providing a view across the entire U.S. options marketplace. Composite option pricing calculates the mean of the highest bid price and lowest ask price across the exchanges where the option is traded.
Securities for which market quotations are not ready available are valued at their respective fair values as
determined in accordance with procedures approved by the Board of Trustees (the "Board"). Pursuant to
Rule 2a-5 under the 1940 Act, the Board has designated Otter Creek Advisors, LLC (the "Advisor") as valuation designee to perform fair value determinations relating to the Fund's portfolio investments, subject to the Board's oversight. Fair value pricing is an inherently subjective process, and no single standard exists for determining fair value. Different funds could reasonably arrive at different values for the same security. The use of fair value pricing by a fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations.
 
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TABLE OF CONTENTS

Otter Creek Focus Strategy ETF
NOTES TO THE FINANCIAL STATEMENTS
October 31, 2024(Continued)
As described above, the Fund utilizes various methods to measure the fair value of its investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:
Level 1 -
Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.
Level 2 -
Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates, and similar data.
Level 3 -
Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Fund's own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
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.
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
The following is a summary of the inputs used to value the Fund's investments as of October 31, 2024. See the Schedules of Investments for industry breakouts.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Level 1
 
 
Level 2
 
 
Level 3
 
 
Total
Investments in Securities
 
 
 
 
 
 
 
 
Common Stocks
 
 
$8,348,317
 
 
$-
 
 
$-
 
 
$8,348,317
Short-Term Investments
 
 
185,343
 
 
-
 
 
-
 
 
185,343
Total Investments in Securities
 
 
$8,533,660
 
 
$-
 
 
$-
 
 
$8,533,660
 
 
 
 
 
 
 
 
 
 
 
 
 
B.
Federal Income Taxes. The Fund has elected to be taxed as a "regulated investment company" and intends to distribute substantially all taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provision for federal income taxes or excise taxes has been made.
In order to avoid imposition of the excise tax applicable to regulated investment companies, the Fund intends to declare each year as dividends in each calendar year at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.
As of the most recent fiscal year ended October 31, 2024, the Fund did not have late year losses. As of the most recent fiscal year ended October 31, 2024, the Fund had short-term capital loss carry-forwards of $114,320 and long-term capital loss carry-forwards of $466 available for federal income tax purposes, which do not expire and retain their original character.
As of October 31, 2024, the Fund did not have any tax positions that did not meet the threshold of being sustained by the applicable tax authority. Generally, tax authorities can examine all the tax returns filed for the last three years. The Fund identifies its major tax jurisdiction as U.S. Federal and the Commonwealth of Massachusetts. As of October 31, 2024, the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially.
 
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TABLE OF CONTENTS

Otter Creek Focus Strategy ETF
NOTES TO THE FINANCIAL STATEMENTS
October 31, 2024(Continued)
C.
Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities or closing transactions of securities sold short, are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Dividends received from MLPs and REITs generally are comprised of ordinary income, capital gains, and may include return of capital. Interest income is recorded on an accrual basis. Other non-cash dividends are recognized as investment income at the fair value of the property received. Withholding taxes on foreign dividends have been provided for in accordance with the Trust's understanding of the applicable country's tax rules and rates.
D.
Distributions to Shareholders. Distributions to shareholders from net investment income and net realized gains on securities for the Fund is normally declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.
E.
Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amount of revenue and expenses during the reporting period. Actual results could differ from those estimates.
F.
Share Valuation. The net asset value ("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 Funds, rounded to the nearest cent. The Fund's shares will not be priced on the days on which the New York Stock Exchange is closed for trading.
G.
Guarantees and Indemnifications. In the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
H.
Illiquid Securities.Pursuant to Rule 22e-4 under the 1940 Act, the Fund has adopted a Board approved liquidity risk management program that requires, among other things, that the Fund limit its illiquid investments that are assets to no more than 15% of net assets. An illiquid investment is any investment that the Fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment.
I.
Reclassification of Capital Accounts. U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These classifications have no effect on net assets or net asset value per share. For the period ended October 31, 2024, the following adjustments were made(1):
 
 
 
 
 
 
 
 
 
Distributable
(Accumulated)
Earnings (Losses)
 
 
Paid-In
Capital
Otter Creek Focus Strategy ETF
 
 
$(82,254)
 
 
$82,254
 
 
 
 
 
 
 
(1)
These differences were primarily due to net operating loss and in-kind redemption gain/loss.
J.
Subsequent Events.In preparing these financial statements, the Fund has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. Management has determined that there were no subsequent events that would need to be disclosed in the Fund's financial statements.
NOTE 3 - COMMITMENTS AND OTHER RELATED PARTY TRANSACTIONS
Otter Creek Advisors, LLC (the "Advisor") provides the Fund with investment management services under an Investment Advisory Agreement (the "Advisory Agreement"). Under the Advisory Agreement, the Advisor furnishes all investment advice, office space, and certain administrative services, and provides most of the personnel needed by the Fund.
 
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Otter Creek Focus Strategy ETF
NOTES TO THE FINANCIAL STATEMENTS
October 31, 2024(Continued)
As compensation for its services, the Advisor is entitled to a monthly unitary fee. For each of the Funds, the Advisor is entitled to a monthly unitary fee as compensation for its services at the annual rates shown in the following table:
 
 
 
 
Otter Creek Focus Strategy ETF
 
 
0.85%
 
 
 
 
The advisory fees incurred during the period ended October 31, 2024, are disclosed in the Statements of Operations. The investment advisory fees incurred are paid monthly to the Advisor.
U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services ("Fund Services"), serves as the Funds' administrator, fund accountant, and transfer agent. In those capacities, Fund Services maintains the Funds' books and records, calculates each Fund's NAV, prepares various federal and state regulatory filings, coordinates the payment of the Fund's expenses, reviews expense accruals, and prepares materials supplied to the Board. The officers of the Trust and the Chief Compliance Officer are also employees of Fund Services.
Quasar Distributors, LLC (the "Distributor") acts as the Funds' principal underwriter in a continuous public offering of the Funds' shares. U.S. Bank N.A. serves as custodian to the Funds. U.S. Bank N.A. is an affiliate of Fund Services.
NOTE 4 - PURCHASES AND SALES OF SECURITIES
The cost of purchases and the proceeds from the sale or maturity of securities, excluding short-term securities, for the period ended October 31, 2024, were as follows:
 
 
 
 
 
 
 
 
 
 
Purchases
at Cost
 
 
Sales/Maturity
Proceeds
 
 
Purchases
In-Kind
 
 
Sales
In-Kind
$801,898
 
 
$425,829
 
 
$6,800,880
 
 
$492,189
 
 
 
 
 
 
 
 
 
 
There were no purchases or sales of long-term U.S. Government securities for the period ended October 31, 2024.
NOTE 5 - DISTRIBUTIONS TO SHAREHOLDERS
The tax character of distributions paid during the period ended October 31, 2024 were as follows:
 
 
 
 
 
 
2024
Ordinary income
 
 
$   -
Long-term capital gain1
 
 
-
 
 
-
 
 
 
 
1
Designated as long-term capital gain dividend, pursuant to Internal Revenue Code Section 852(b)(3).
As of the period ended October 31, 2024, the components of distributable earnings on a tax basis were as follows2:
 
 
 
 
Cost of investments
 
 
$7,513,429
Gross tax unrealized appreciation
 
 
1,123,863
Gross tax unrealized depreciation
 
 
(103,632)
Gross tax unrealized appreciation (depreciation)
 
 
1,020,231
Undistributed ordinary income
 
 
Undistributed long-term capital gain
 
 
-
Total distributable earnings
 
 
-
Other accumulated gains (losses)
 
 
(114,786)
Total distributable (accumulated) earnings (losses)
 
 
$905,445
 
 
 
 
2
The difference between book basis and tax basis unrealized appreciation (depreciation) was attributable to wash sale deferrals.
 
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Otter Creek Focus Strategy ETF
NOTES TO THE FINANCIAL STATEMENTS
October 31, 2024(Continued)
NOTE 6 - SHARE TRANSACTIONS
Shares of the Funds are listed on a national securities exchange, NYSE Arca, Inc. (the "Exchange"), and trade throughout the day on the Exchange and other secondary markets at market prices that may differ from NAV. The Funds issue and redeem Shares ("Shares") at net asset value per share ("NAV") only in large blocks of Shares ("Creation Units" or "Creation Unit Aggregations"). Each Creation Units is made up of at least 10,000 Shares, though these amounts may change from time to time. The Funds generally offer and issue Shares in exchange for a basket of securities ("Deposit Securities") together with the deposit of a specified cash payment ("Cash Component"). The Trust reserves the right to permit or require the substitution of a "cash in lieu" amount ("Deposit Cash") to be added to the Cash Component to replace any Deposit Security. Shares are also redeemable only in Creation Unit aggregations, principally for a basket of Deposit Securities together with a Cash Component. As a practical matter, only institutions or large investors (authorized participants) who have entered into agreements with the Trust's distributor, can purchase or redeem Creation Units. Except when aggregated in Creation Units, Shares of the Funds are not redeemable securities.
 
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Trustees of Professionally Managed Portfolios
and Shareholders of the Otter Creek Focus Strategy ETF
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of the Otter Creek Focus Strategy ETF (the "Fund"), a series of Professionally Managed Portfolios (the "Trust"), including the schedule of investments, as of October 31, 2024, and the related statement of operations, the statement of changes in net assets and the financial highlights for the period of May 17, 2024 (commencement of operations) through October 31, 2024, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2024, the results of its operations, the changes in its net assets and the financial highlights for the period May 17, 2024 (commencement of operations) through October 31, 2024, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund's management. Our responsibility is to express an opinion on the Fund's financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We have served as the auditor of one or more of the funds in the Trust since 1995.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of the Fund's internal control over financial reporting. As part of our audit we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion.
Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2024 by correspondence with the custodian. We believe that our audit provides a reasonable basis for our opinion.

 
TAIT, WELLER & BAKER LLP
Philadelphia, Pennsylvania
December 27, 2024
 
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Otter Creek Focus Strategy ETF
Approval of Investment Advisory Agreement(Unaudited)
At a meeting held on August 14-15, 2024, the Board (which is comprised of five persons, all of whom are Independent Trustees as defined under the Investment Company Act of 1940) considered and ratified the continuance of the Investment Advisory Agreement (the "Advisory Agreement"), between Professionally Managed Portfolios (the "Trust") and Otter Creek Advisors, LLC (the "Advisor") for the Otter Creek Long/Short Opportunity Fund (the "Fund"). At this meeting and at a prior meeting held on June 13, 2024, the Board received and reviewed substantial information regarding the Fund, the Advisor and the services provided by the Advisor to the Fund under the Advisory Agreement. This information, together with the information provided to the Board throughout the course of the year, formed the primary (but not exclusive) basis for the Board's determinations. Below is a summary of the factors considered by the Board and the conclusions that formed the basis for the Board's ratification of the continuance of the Advisory Agreement:
1. The nature, extent and quality of the services provided and to be provided by the Advisor under the Advisory Agreement. The Trustees considered the nature, extent and quality of the Advisor's overall services provided to the Fund as well as its specific responsibilities in all aspects of the day-to-day investment management of the Fund. The Board considered the qualifications, experience and responsibilities of the portfolio managers, as well as the responsibilities of other key personnel of the Advisor involved in the day-to-day activities of the Fund. The Board also considered the resources and compliance structure of the Advisor, including information regarding its compliance program, its chief compliance officer and the Advisor's compliance record, as well as the Advisor's cybersecurity program, business continuity plan and risk management process. In this regard, the Board considered continued efforts by the Advisor to enhance its compliance oversight, including the devotion of additional resources and expanding the use of third-party consultants to assist in the maintenance of a robust compliance program. The Board also considered the prior relationship between the Advisor and the Trust, as well as the Board's knowledge of the Advisor's operations, and noted that during the course of the prior year they had met with certain personnel of the Advisor to discuss fund performance and investment outlook, as well as, various marketing and compliance topics. The Board concluded that the Advisor had the quality and depth of personnel, resources and investment processes essential to performing its duties under the Advisory Agreement. The Board also concluded that the Advisor's commitment to enhance its compliance program and procedures reflected a serious commitment from the Advisor to protect the interests of shareholders. The Board therefore concluded that they were satisfied with the nature, overall quality, and extent of such management services.
2. The Fund's historical performance and the overall performance of the Fund. In assessing the quality of the portfolio management delivered by the Advisor, the Board reviewed the performance of the Fund on both an absolute basis, and in comparison to its peer funds utilizing Morningstar classifications and appropriate securities market benchmarks, all for periods ended March 31, 2024 The Board also considered performance against a smaller group of peers selected by an independent third-party consultant engaged by the Board to assist it in its 15(c) review (the "Cohort"). While the Board considered both short-term and long-term performance, it placed greater emphasis on longer term performance. When reviewing performance against the comparative peer group universe, the Board took into account that the investment objective and strategies of the Fund, as well as its level of risk tolerance, may differ significantly from funds in the peer universe. When reviewing the Fund's performance against broad market benchmarks, the Board took into account the differences in portfolio construction between the Fund and such benchmarks, as well as other differences between actively managed funds and passive benchmarks, such as objectives and risks. In assessing periods of relative underperformance or outperformance, the Board took into account that relative performance can be significantly impacted by performance measurement periods and that some periods of underperformance may be transitory while others may reflect more significant underlying issues. The Board noted that the Advisor currently does not manage any other funds or separate accounts with a similar strategy.
The Board noted that the Fund underperformed the Morningstar peer group average for the three-year period and outperformed for the one-, five, and ten-year periods. The Board also noted that the Fund underperformed the average of its Cohort for the one-year period and outperformed for the one-, five, and ten-year periods. The Board also considered the performance of the Fund against its broad-based securities market benchmark, noting that the Fund has outperformed its primary benchmark for the one-year and ten-year periods, and underperformed for the three-year and five-year periods. When considering performance, the Board took into account that the Fund's investment goal was to generate non-correlated absolute returns that exceeded risk free rates of return, not to outperform broad-based securities market benchmarks. The Board considered the Advisor's representations that
 
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Otter Creek Focus Strategy ETF
Approval of Investment Advisory Agreement(Unaudited)(Continued)
shareholders in the Fund, almost all of whom were known to the Advisor, understood the Fund's strategy and specifically sought a fund which offered significantly less volatility than the markets in general. The Board also considered the Advisor's efforts to improve absolute performance and noted the Fund's strong performance during periods of enhanced volatility, as would be expected in accordance with the Fund's strategy.
3. The costs of the services to be provided by the Advisor and the structure of the Advisor's fees under the Advisory Agreement. In considering the advisory fee and total fees and expenses of the Fund, the Board reviewed comparisons to the peer funds. The Board noted that the Advisor currently does not manage any other funds or separate accounts with a similar strategy.
The Board noted that the Advisor had contractually agreed to maintain an annual expense ratio of 1.55% for the Fund excluding certain operating expenses and class-level expenses (the "Expense Cap"). The Board noted that the Fund's net expense ratio (less Rule 12b-1 fees) was below that of its peer group average. The Board also considered that the Advisor agreed to continue to temporarily reduce its advisory fee by 0.15% to 1.35% until at least February 28, 2025 and that such waiver will not be removed without prior notice to the Board and cannot be recouped by the Advisor. The Board noted that the Fund's advisory fee was at the median of its Cohort and above the average of the Cohort. The Board also noted that the Fund's net expense ratio (less Rule 12b-1 fees) was above the median and average of its Cohort. The Board concluded that the fees paid to the Advisor were fair and reasonable in light of the comparative performance and advisory fee information.
4. Economies of Scale. The Board also considered whether economies of scale were being realized by the Advisor. The Board noted that the Advisor has contractually agreed to reduce its advisory fees or reimburse Fund expenses so that the Fund does not exceed its specified Expense Cap. The Board noted that at current asset levels, it did not appear that there were additional significant economies of scale being realized by the Advisor that should be shared with shareholders and concluded that it would continue to monitor economies of scale in the future as circumstances changed and assuming asset levels continued to increase.
5. The profits to be realized by the Advisor and its affiliates from its relationship with the Fund. The Board reviewed the Advisor's financial information and took into account both the direct benefits and the indirect benefits to the Advisor from advising the Fund. The Board considered the profitability to the Advisor from its relationship with the Fund, and considered any additional material benefits derived by the Advisor from their relationship with the Fund, particularly Rule 12b-1 distribution fees for Investor Class shares and benefits received in exchange for "soft dollars" paid to the Advisor. In assessing profitability, the Board considered that a significant portion of allocated Fund expenses was comprised of distributions to the managing members of the Advisor. After such review, the Board determined that the profitability to the Advisor with respect to the Advisory Agreement was not excessive, and that the Advisor had maintained adequate financial resources to support the services it provides to the Fund.
No single factor was determinative of the Board's decision to ratify the continuance of the Advisory Agreement, but rather, the Board based its determination on the total combination of information available to them. Based on a consideration of all the factors in their totality, the Board determined that the advisory arrangements with the Advisor, including the advisory fees, were fair and reasonable. The Board therefore determined that the Advisory Agreement would be in the best interests of the Fund and its shareholders.
 
13
 

TABLE OF CONTENTS

Otter Creek Focus Strategy ETF
ADDITIONAL INFORMATION(Unaudited)
QUALIFIED DIVIDEND INCOME, DIVIDENDS RECEIVED DEDUCTION
For the fiscal year ended October 31, 2024, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003 and the Tax Cuts and Jobs Act of 2017. The percentage of dividends declared from ordinary income designated as qualified dividend income was 0.00%.
For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended October 31, 2024, was 0.00%.
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871 (k)(2)(C) for the fiscal year ended October 31, 2024, was 0.00%.
INFORMATION ABOUT PROXY VOTING
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling (855) 681-5261. Furthermore, you can obtain the description on the SEC's website at www.sec.gov.
Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge, upon request, by calling (855) 681-5261. Furthermore, you can obtain this information on the SEC's website at www.sec.gov.
INFORMATION ABOUT THE PORTFOLIO HOLDINGS
The Fund's quarterly holdings for the most recent fiscal year can be obtained by accessing the Fund's website at www.ottercreekfunds.com. The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Part F of Form N-PORT. The Fund's Form N-PORT is available on the SEC's website at www.sec.gov. The Fund's Form N-PORT may also be obtained by calling (855) 681-5261.
 
14
 

(b) Financial Highlights are included within the financial statements filed under Item 7 of this Form.

Item 8. Changes in and Disagreements with Accountants for Open-End Investment Companies.

There were no changes in or disagreements with accountants during the period covered by this report.

Item 9. Proxy Disclosure for Open-End Investment Companies.

There were no matters submitted to a vote of shareholders during the period covered by this report.

Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Investment Companies.

See Item 7(a).

Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.

See Item 7(a).

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 has materially affected, or is 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.

(a) (1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Filed herewith.

(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 to open-end investment companies.

(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 to open-end investment companies.

(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) Professionally Managed Portfolios
By (Signature and Title) /s/ Jason Hadler
Jason Hadler, President/Principal Executive Officer
Date 1/10/2025

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/ Jason Hadler
Jason Hadler, President/Principal Executive Officer
Date 1/10/2025
By (Signature and Title) /s/ Craig Benton
Craig Benton, Treasurer/Principal Financial Officer
Date 1/10/2025

* Print the name and title of each signing officer under his or her signature.