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

811-22549

Northern Lights Fund Trust II

(Exact name of registrant as specified in charter)

225 Pictoria Drive, Suite 450, Cincinnati, Ohio	45246
(Address of principal executive offices)	(Zip code)

Kevin E. Wolf, Ultimus Fund Solutions, LLC

4221 North 203rd Street, Suite 100, Elkhorn, NE 68022

(Name and address of agent for service)

Registrant’s telephone number, including area code:

631-470-2735

Date of fiscal year end:

12/31

Date of reporting period:

6/30/25

Item 1. Reports to Stockholders.

(a)

Tailored Shareholder Report

(b)

Not applicable

Item 2. Code of Ethics.

Not applicable.

Item 3. Audit Committee Financial Expert.

Not applicable.

Item 4. Principal Accountant Fees and Services.

Not applicable.

Item 5. Audit Committee of Listed Registrants. Not applicable to open-end investment companies.

Item 6. Investments. Schedule of investments in securities of unaffiliated issuers is included under Item 7.

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

(a)

AL FRANK FUND

SCHEDULE OF INVESTMENTS (Unaudited)

June 30, 2025

Shares						Fair Value
				COMMON STOCKS - 97.4%
				COMMUNICATION SERVICES - 7.9%
				CABLE & SATELLITE - 1.1%
	20,000			Comcast Corporation, Class A		$	713,800
				ENTERTAINMENT CONTENT - 1.7%
	9,000			Walt Disney Company (The)			1,116,090
				INTERNET MEDIA & SERVICES - 4.4%
	8,500			Alphabet, Inc., Class C			1,507,815
	1,925			Meta Platforms, Inc., Class A			1,420,823
							2,928,638
				TELECOMMUNICATIONS - 0.7%
	11,000			Verizon Communications, Inc.			475,970
				TOTAL COMMUNICATION SERVICES (Cost $1,724,902)			5,234,498
				CONSUMER DISCRETIONARY - 3.3%
				AUTOMOTIVE - 1.7%
	22,500			General Motors Company			1,107,225
				HOME & OFFICE PRODUCTS - 0.8%
	5,500			Whirlpool Corporation			557,810
				RETAIL - DISCRETIONARY - 0.8%
	3,500			Abercrombie & Fitch Company, Class A(a)			289,975
	24,000			American Eagle Outfitters, Inc.			230,880
							520,855
				TOTAL CONSUMER DISCRETIONARY (Cost $1,505,628)			2,185,890
				CONSUMER STAPLES - 4.0%
				FOOD - 0.8%
	9,650			Tyson Foods, Inc., Class A			539,821

See accompanying notes to financial statements.

AL FRANK FUND

SCHEDULE OF INVESTMENTS (Unaudited) (Continued)

June 30, 2025

Shares						Fair Value
				CONSUMER STAPLES - 4.0% (Continued)
				RETAIL - CONSUMER STAPLES - 2.4%
	5,000			Target Corporation		$	493,250
	11,000			Walmart, Inc.			1,075,580
							1,568,830
				WHOLESALE - CONSUMER STAPLES - 0.8%
	10,750			Archer-Daniels-Midland Company			567,385
				TOTAL CONSUMER STAPLES (Cost $892,070)			2,676,036
				ENERGY - 5.3%
				OIL & GAS PRODUCERS - 5.3%
	11,500			EOG Resources, Inc.			1,375,515
	11,000			Exxon Mobil Corporation			1,185,800
	16,000			TotalEnergies S.E. - ADR			982,240
				TOTAL ENERGY (Cost $2,210,935)			3,543,555
				FINANCIALS - 19.7%
				BANKING - 10.4%
	28,000			Bank of America Corporation			1,324,960
	32,000			Fifth Third Bancorp			1,316,160
	7,600			JPMorgan Chase & Company			2,203,316
	6,000			PNC Financial Services Group, Inc. (The)			1,118,520
	22,000			Truist Financial Corporation			945,780
							6,908,736
				INSTITUTIONAL FINANCIAL SERVICES - 2.5%
	2,325			Goldman Sachs Group, Inc. (The)			1,645,519
				INSURANCE - 3.7%
	15,500			MetLife, Inc.			1,246,510
	11,500			Prudential Financial, Inc.			1,235,560
							2,482,070

See accompanying notes to financial statements.

AL FRANK FUND

SCHEDULE OF INVESTMENTS (Unaudited) (Continued)

June 30, 2025

Shares						Fair Value
				FINANCIALS - 19.7% (Continued)
				SPECIALTY FINANCE - 3.1%
	9,500			Capital One Financial Corporation		$	2,021,220
				TOTAL FINANCIALS (Cost $4,008,652)			13,057,545
				HEALTH CARE - 11.3%
				BIOTECH & PHARMA - 5.4%
	3,000			Amgen, Inc.			837,630
	18,495			Bristol-Myers Squibb Company			856,133
	5,600			Johnson & Johnson			855,400
	7,000			Merck & Company, Inc.			554,120
	20,000			Pfizer, Inc.			484,800
							3,588,083
				HEALTH CARE FACILITIES & SERVICES - 2.7%
	6,000			Cardinal Health, Inc.			1,008,000
	11,000			CVS Health Corporation			758,780
	1			Encompass Health Corporation			123
							1,766,903
				MEDICAL EQUIPMENT & DEVICES - 3.2%
	7,750			Abbott Laboratories			1,054,078
	7,000			Medtronic PLC			610,190
	5,000			Zimmer Biomet Holdings, Inc.			456,050
							2,120,318
				TOTAL HEALTH CARE (Cost $5,138,209)			7,475,304
				INDUSTRIALS - 12.2%
				AEROSPACE & DEFENSE - 1.6%
	2,300			Lockheed Martin Corporation			1,065,222
				COMMERCIAL SUPPORT SERVICES - 0.7%
	12,000			ManpowerGroup, Inc.			484,800

See accompanying notes to financial statements.

AL FRANK FUND

SCHEDULE OF INVESTMENTS (Unaudited) (Continued)

June 30, 2025

Shares						Fair Value
				INDUSTRIALS - 12.2% (Continued)
				DIVERSIFIED INDUSTRIALS - 1.9%
	3,500			Eaton Corporation PLC		$	1,249,465
				MACHINERY - 2.7%
	2,700			Caterpillar, Inc.			1,048,167
	1,452			Deere & Company			738,327
							1,786,494
				RENEWABLE ENERGY - 0.9%
	6,500			EnerSys			557,505
				TRANSPORTATION & LOGISTICS - 2.7%
	3,000			FedEx Corporation			681,930
	4,250			Norfolk Southern Corporation			1,087,873
							1,769,803
				TRANSPORTATION EQUIPMENT - 1.7%
	3,500			Cummins, Inc.			1,146,250
				TOTAL INDUSTRIALS (Cost $3,386,573)			8,059,539
				INFORMATION TECHNOLOGY - 26.8%
				SEMICONDUCTORS - 5.2%
	25,000			Cohu, Inc.(a)			481,000
	27,515			Intel Corporation			616,336
	14,000			Lam Research Corporation			1,362,760
	6,000			QUALCOMM, Inc.			955,560
							3,415,656
				SOFTWARE - 5.8%
	30,000			Gen Digital, Inc.			882,000
	3,750			Microsoft Corporation			1,865,288
	5,000			Oracle Corporation			1,093,150
							3,840,438
				TECHNOLOGY HARDWARE - 13.4%
	7,100			Apple, Inc.			1,456,707
	15,500			Benchmark Electronics, Inc.			601,865

See accompanying notes to financial statements.

AL FRANK FUND

SCHEDULE OF INVESTMENTS (Unaudited) (Continued)

June 30, 2025

Shares						Fair Value
				INFORMATION TECHNOLOGY - 26.8% (Continued)
				TECHNOLOGY HARDWARE - 13.4% (Continued)
	18,000			Cisco Systems, Inc.		$	1,248,840
	27,000			Corning, Inc.			1,419,930
	30,000			Juniper Networks, Inc.			1,197,900
	10,000			NetApp, Inc.			1,065,500
	13,000			Seagate Technology Holdings PLC			1,876,289
							8,867,031
				TECHNOLOGY SERVICES - 2.4%
	5,500			International Business Machines Corporation			1,621,290
				TOTAL INFORMATION TECHNOLOGY (Cost $5,145,248)			17,744,415
				MATERIALS - 3.4%
				CHEMICALS - 1.1%
	4,800			Albemarle Corporation			300,816
	7,500			Celanese Corporation			414,975
							715,791
				CONTAINERS & PACKAGING - 1.4%
	20,500			International Paper Company			960,015
				METALS & MINING - 0.9%
	10,000			Newmont Corporation			582,600
				TOTAL MATERIALS (Cost $1,700,247)			2,258,406
				REAL ESTATE - 3.5%
				DATA CENTER REIT - 1.4%
	5,500			Digital Realty Trust, Inc.			958,815
				OFFICE REIT - 0.8%
	7,000			Alexandria Real Estate Equities, Inc.			508,410

See accompanying notes to financial statements.

AL FRANK FUND

SCHEDULE OF INVESTMENTS (Unaudited) (Continued)

June 30, 2025

Shares						Fair Value
				REAL ESTATE - 3.5% (Continued)
				RETAIL REIT - 1.3%
	40,000			Kimco Realty Corporation		$	840,800
				TOTAL REAL ESTATE (Cost $1,691,655)			2,308,025
				TOTAL COMMON STOCKS (Cost $27,404,119)			64,543,213
				SHORT-TERM INVESTMENTS - 2.6%
				MONEY MARKET FUNDS - 2.6%
	1,697,862			Fidelity Government Portfolio, Class I, 4.23% (Cost $1,697,862)(b)			1,697,862
				TOTAL INVESTMENTS - 100.0% (Cost $29,101,981)		$	66,241,075
				LIABILITIES IN EXCESS OF OTHER ASSETS - (0.0%)(c)			(7,508	)
				NET ASSETS - 100.0%		$	66,233,567

ADR	- American Depositary Receipt
PLC	- Public Limited Company
REIT	- Real Estate Investment Trust

(a)

Non-income producing security.

(b)

Rate disclosed is the seven day effective yield as of June 30, 2025.

(c)

Amount represents less than 0.05%.

See accompanying notes to financial statements.

Al Frank Fund

STATEMENT OF ASSETS AND LIABILITIES (Unaudited)

June 30, 2025

ASSETS
Investment securities:
At cost		$	29,101,981
At value		$	66,241,075
Dividends and interest receivable			80,932
Prepaid expenses & other assets			27,264
TOTAL ASSETS			66,349,271
LIABILITIES
Payable for Fund shares redeemed			28,329
Investment advisory fees payable			40,373
Audit fees payable			9,250
Legal fees payable			10,152
Payable to Related Parties			18,743
Accrued expenses and other liabilities			8,857
TOTAL LIABILITIES			115,704
NET ASSETS		$	66,233,567
Net Assets Consist Of:
Paid in capital		$	26,621,576
Accumulated earnings			39,611,991
NET ASSETS		$	66,233,567
Net Asset Value Per Share:
Advisor Class Shares:
Net Assets		$	66,233,567
Shares of beneficial interest outstanding ($0 par value, unlimited shares authorized)			2,441,656
Net asset value (Net Assets ÷ Shares Outstanding), offering price, and redemption price per share (a)		$	27.13

(a)

Redemptions of shares held 60 days or less may be assessed a redemption fee of 2.00%.

See accompanying notes to financial statements.

Al Frank Fund

STATEMENT OF OPERATIONS (Unaudited)

For the Six Months Ended June 30, 2025

INVESTMENT INCOME
Dividends *		$	778,429
Interest			41,192
TOTAL INVESTMENT INCOME			819,621
EXPENSES
Investment advisory fees			318,612
Administration fees			27,914
Registration fees			19,455
Transfer agent fees			18,406
Legal fees			15,455
Fund accounting fees			15,168
Trustees’ fees			13,810
Audit fees			12,571
Compliance officer fees			12,162
Third party administrative servicing fees			11,461
Shareholder reporting expense			7,995
Insurance expense			1,651
Custody fees			1,557
Other expenses			1,927
TOTAL EXPENSES			478,144
Less: Fees waived by the Adviser			(83,116	)
NET EXPENSES			395,028
NET INVESTMENT INCOME			424,593
REALIZED AND UNREALIZED GAIN ON INVESTMENTS
Net realized gain from investments			1,416,372
Net change in unrealized appreciation on investments			1,557,608
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS			2,973,980
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS		$	3,398,573

*

Includes withholding tax of $5,312.

See accompanying notes to financial statements.

Al Frank Fund

STATEMENTS OF CHANGES IN NET ASSETS

		For the Six Months Ended				For the
		June 30, 2025				Year Ended
		(Unaudited)				December 31, 2024
FROM OPERATIONS
Net investment income		$	424,593			$	861,267
Net realized gain from investments			1,416,372				6,184,567
Net change in unrealized appreciation on investments			1,557,608				1,650,897
Net increase in net assets resulting from operations			3,398,573				8,696,731
DISTRIBUTIONS TO SHAREHOLDERS
Advisor Class			-				(6,395,831	)
Net decrease in net assets from distributions to shareholders			-				(6,395,831	)
FROM SHARES OF BENEFICIAL INTEREST
Advisor Class:
Proceeds from shares sold			104,468				228,926
Net asset value of shares issued in reinvestment of distributions			-				6,324,874
Payments for shares redeemed			(4,544,576	)			(8,664,586	)
Redemption fee proceeds			1				104
Net decrease in net assets from shares of beneficial interest			(4,440,107	)			(2,110,682	)
TOTAL INCREASE/(DECREASE) IN NET ASSETS			(1,041,534	)			190,218
NET ASSETS
Beginning of Year/Period			67,275,101				67,084,883
End of Year/Period		$	66,233,567			$	67,275,101
SHARE ACTIVITY - ADVISOR CLASS
Shares sold			4,273				8,514
Shares reinvested			-				233,822
Shares redeemed			(177,828	)			(319,543	)
Net decrease in shares of beneficial interest outstanding			(173,555	)			(77,207	)

See accompanying notes to financial statements.

Al Frank Fund

FINANCIAL HIGHLIGHTS

Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Year/Period

		Advisor Class
		Six Months Ended				Year Ended				Year Ended				Year Ended				Year Ended				Year Ended
		June 30, 2025				December 31,				December 31,				December 31,				December 31,				December 31,
		(Unaudited)				2024				2023				2022				2021				2020
Net asset value, beginning of year/period		$	25.72			$	24.92			$	23.23			$	29.12			$	24.92			$	24.24
Activity from investment operations:
Net investment income (1)			0.17				0.34				0.38				0.37				0.24				0.46
Net realized and unrealized gain/(loss) on investments			1. 24				12 3.				2. 80				(4.26	)			5.95				01 2.
Total from investment operations			1.41				3.46				3.18				(3.89	)			6.19				2.47
Less distributions from:
Net investment income			-				(0.37	)			(0.40	)			(0.35	)			(0.26	)			(0.50	)
Net realized gain on investments			-				(2.29	)			(1.09	)			(1.65	)			(1.73	)			(1.29	)
Total distributions			-				(2.66	)			(1.49	)			(2.00	)			(1.99	)			(1.79	)
Paid in capital from redemption fees (1)(4)			0.00				0.00				0.00				0.00				00.				0.00
Net asset value, end of year/period		$	27.13			$	25.72			$	24.92			$	23.23			$	29.12			$	24.92
Total return (2)			5.48	% (6)			13.34	%			14.06	%			(13.49	)%			24.98	%			10.24	%
Net assets, at end of year/period (000s)		$	66,234			$	67,275			$	67,085			$	64,610	(5)			$6, 421			$	5,316
Ratio of gross expenses to average net assets (3)			1.50	% (7)			1.47	%			1.47	%			1.38	%			1.42	%			1.43	%
Ratio of net expenses to average net assets			1.24	% (7)			1.24	%			1.24	%			1.24	%			1.24	%			1.24	%
Ratio of net investment income to average net assets			1.33	% (7)			1.25	%			1.58	%			1.45	%			0.83	%			2.09	%
Portfolio turnover rate			0.79	% (6)			1.65	%			1.59	%			2.67	%			5.10	%			3.72	%

(1)

Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the year/period.

(2)

Total returns shown exclude the effect of applicable redemption fees. Had the Adviser not waived a portion of the Fund’s expenses, total returns would have been lower. (3) Represents the ratio of expenses to average net assets absent fee waivers and/or expense reimbursements by the Adviser.

(4)

Amount represents less than $0.005 per share.

(5)

Reflects increase in net assets due to the conversion of Investor Class Shares to Advisor Class Shares on April 7, 2022.

(6)

Not annualized.

(7)

Annualized for periods less than one full year.

See accompanying notes to financial statements.

Al Frank Fund

NOTES TO FINANCIAL STATEMENTS at June 30, 2025 (Unaudited)

NOTE 1 - ORGANIZATION

The Al Frank Fund (the “Fund”) is a diversified series of Northern Lights Fund Trust II (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 investment objective of the Al Frank Fund is long-term capital appreciation. The Al Frank Fund Advisor Class commenced operations on April 30, 2006. Advisor Class Shares are offered at net asset value without the imposition of any sales charge. Effective at the close of business on April 7, 2022, all outstanding Investor Class shares of the Fund were converted to Advisor Class shares of the Fund and Investor Class shares of the Fund were no longer offered for sale to new investors. Investor Class shares had commenced operations on January 2, 1998.

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies followed by the Fund in preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements 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 income and expenses for the period. Actual results could differ from those estimates. 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” including FASB Accounting Standard Update “ASU” 2013-08.

A.

Operating Segments: The Fund has adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update 2023-07, Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures (“ASU 2023-07”). Adoption of the standard impacted financial statement disclosures only and did not affect the Fund’s financial position or the results of its operations. An operating segment is defined in Topic 280 as a component of a public entity that engages in business activities from which it may recognize revenues and incur expenses, has operating results that are regularly reviewed by the public entity’s chief operating decision maker (“CODM”) to make decisions about resources to be allocated to the segment and assess its performance, and has discrete financial information available. The CODM is comprised of the portfolio manager and Chief Financial Officer of the Fund. The Fund operates as a single operating segment. The Fund’s income, expenses, assets, changes in net assets resulting from operations and performance are regularly monitored and assessed as a whole by the CODM responsible for oversight functions of the Fund, using the information presented in the financial statements and financial highlights.

B.

Security Valuation: All investments in securities are recorded at their estimated fair value, as described in Note 3.

C.

Federal Income Taxes: It is the Fund’s policy to continue to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income to shareholders. Therefore, no provision for Federal income taxes has been recorded.

The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Management has analyzed the Fund’s tax positions and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for open tax years ended December 31, 2021, to December 31, 2023 or expected to be taken in the Fund’s December 31, 2024 year-end tax returns. The Fund identifies its major tax jurisdictions as U.S. Federal and the state of Ohio. 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 in the next twelve months.

Al Frank Fund

NOTES TO FINANCIAL STATEMENTS at June 30, 2025 (Unaudited) (Continued)

D.

Security Transactions, Income and Distributions: Security transactions are accounted for on the trade date. Realized gains and losses on securities sold are determined on the basis of identified cost. Interest income is recorded on an accrual basis. Dividend income and distributions to shareholders are recorded on the ex-dividend date. Withholding taxes on foreign dividends have been provided for in accordance with the Fund’s understanding of the applicable country’s tax rules and rates. Non-cash dividends are included in dividend income on the ex-dividend date at the fair market value of the shares received.

Investment income, expenses (other than those specific to the class of shares), and realized and unrealized gains and losses on investments are allocated to the separate classes of the Fund’s shares based upon their relative net assets on the date income is earned or expenses, realized and unrealized gains and losses are incurred. The Fund distributes substantially all net investment income, if any, and net realized capital gains, if any, annually. The amount of dividends and distributions to shareholders from net investment income and net realized capital gains is determined in accordance with Federal income tax regulations, which differs from accounting principles generally accepted in the United States of America. To the extent these book/tax differences are permanent, such amounts are reclassified within the capital accounts based on their Federal tax treatment.

E.

Redemption Fees: The Fund charges a 2% redemption fee to shareholders who redeem shares held for 60 days or less. Such fees are retained by the Fund and accounted for as an addition to paid-in capital. For the six months ended June 30, 2025, the Al Frank Fund assessed $1 in redemption fees.

F.

Expenses - Expenses of the Trust that are directly identifiable to a specific fund are charged to that fund. Expenses, which are not readily identifiable to a specific fund, are allocated in such a manner as deemed equitable, taking into consideration the nature and type of expense and the relative size of the fund in the Trust.

G.

Indemnification - The Trust indemnifies its officers and Trustees for certain liabilities that may arise from the performance of their duties to the Trust. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of representations and warranties and which provide general indemnities. 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 risk of loss due to these warranties and indemnities appears to be remote.

NOTE 3 - SECURITIES VALUATION

Securities listed on an exchange are valued at the last reported sale price at the close of the regular trading session of the primary exchange on the business day the value is being determined, or in the case of securities listed on NASDAQ at the NASDAQ Official Closing Price (“NOCP”). In the absence of a sale, such securities shall be valued at the mean between the current bid and ask prices on the day of valuation. Investments valued in currencies other than the U.S. dollar are converted to U.S. dollars using exchange rates obtained from pricing services. Investments in open-end investment companies are valued at net asset value. Short-term debt obligations having 60 days or less remaining until maturity, at time of purchase, may be valued at amortized cost.

The Fund may hold securities, such as private investments, interests in commodity pools, other non-traded securities or temporarily illiquid securities, for which market quotations are not readily available or are determined to be unreliable. These securities are valued using the “fair value” procedures approved by the Board. The Board has designated the adviser as its valuation designee (the “Valuation Designee”) to execute these procedures. The Board may also enlist third party consultants such as a valuation specialist at a public accounting firm, valuation consultant or financial officer of a security issuer on an as-needed basis to assist the Valuation Designee in determining a security-specific fair value. The Board is responsible for reviewing and approving fair value methodologies utilized by the Valuation Designee, approval of which shall be based upon whether the Valuation Designee followed the valuation procedures established by the Board.

Al Frank Fund

NOTES TO FINANCIAL STATEMENTS at June 30, 2025 (Unaudited) (Continued)

Fair Valuation Process - The applicable investments are valued by the Valuation Designee pursuant to valuation procedures established by the Board. For example, fair value determinations are required for the following securities: (i) securities for which market quotations are insufficient or not readily available on a particular business day (including securities for which there is a short and temporary lapse in the provision of a price by the regular pricing source); (ii) securities for which, in the judgment of the Valuation Designee, the prices or values available do not represent the fair value of the instrument; factors which may cause the Valuation Designee to make such a judgment include, but are not limited to, the following: only a bid price or an asked price is available; the spread between bid and asked prices is substantial; the frequency of sales; the thinness of the market; the size of reported trades; and actions of the securities markets, such as the suspension or limitation of trading; (iii) securities determined to be illiquid; and (iv) securities with respect to which an event that affects the value thereof has occurred (a “significant event”) since the closing prices were established on the principal exchange on which they are traded, but prior to a Fund’s calculation of its net asset value. Specifically, interests in commodity pools or managed futures pools are valued on a daily basis by reference to the closing market prices of each futures contract or other asset held by a pool, as adjusted for pool expenses. Restricted or illiquid securities, such as private investments or non-traded securities are valued based upon the current bid for the security from two or more independent dealers or other parties reasonably familiar with the facts and circumstances of the security (who should take into consideration all relevant factors as may be appropriate under the circumstances) . If a current bid from such independent dealers or other independent parties is unavailable, the Valuation Designee shall determine the fair value of such security using the following factors: (i) the type of security; (ii) the cost at date of purchase; (iii) the size and nature of the Fund’s holdings; (iv) the discount from market value of unrestricted securities of the same class at the time of purchase and subsequent thereto; (v) information as to any transactions or offers with respect to the security; (vi) the nature and duration of restrictions on disposition of the security and the existence of any registration rights; (vii) how the yield of the security compares to similar securities of companies of similar or equal creditworthiness; (viii) the level of recent trades of similar or comparable securities; (ix) the liquidity characteristics of the security; (x) current market conditions; and (xi) the market value of any securities into which the security is convertible or exchangeable.

The Fund utilizes various methods to measure fair value of all of its investments on a recurring basis. GAAP establishes the hierarchy that prioritizes inputs to valuation methods. The three levels of input are:

Level 1 - Unadjusted quoted prices in active markets for identical assets and 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 in 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.

Al Frank Fund

NOTES TO FINANCIAL STATEMENTS at June 30, 2025 (Unaudited) (Continued)

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The following tables summarize the inputs used as of June 30, 2025 for the Fund’s assets measured at fair value:

Al Frank Fund
Common Stocks		Level 1				Level 2				Level 3				Total
Communication Services		$	5,234,498			$	-			$	-			$	5,234,498
Consumer Discretionary			2,185,890				-				-				2,185,890
Consumer Staples			2,676,036				-				-				2,676,036
Energy			3,543,555				-				-				3,543,555
Financials			13,057,545				-				-				13,057,545
Health Care			7,475,304				-				-				7,475,304
Industrials			8,059,539				-				-				8,059,539
Information Technology			17,744,415				-				-				17,744,415
Materials			2,258,406				-				-				2,258,406
Real Estate			2,308,025				-				-				2,308,025
Total Common Stocks			64,543,213				-				-				64,543,213
Short-Term Investment
Money Market Fund			1,697,862				-				-				1,697,862
Total Short-Term Investment			1,697,862				-				-				1,697,862
Total Investments		$	66,241,075			$	-			$	-			$	66,241,075

There were no Level 3 securities held in the Fund during the six months ended June 30, 2025.

NOTE 4 - INVESTMENT ADVISORY AGREEMENT AND TRANSACTIONS WITH RELATED PARTIES

Kovitz Investment Group Partners, LLC serves as the Fund’s investment adviser (the “Adviser”). Pursuant to an investment advisory agreement with the Fund (the “Advisory Agreement”), the Adviser, under the oversight of the Board, directs the daily operations of the Fund and supervises the performance of administrative and professional services provided by others. As compensation for its services, the Fund pays the Adviser a management fee, computed and accrued daily and paid monthly, at an annual rate of 1.00% of the Fund’s average daily net assets (“Advisory Fees”).

For the six months ended June 30, 2025, the Adviser earned $318,612 in Advisory Fees.

Pursuant to a written contract (the “Waiver Agreement”), the Adviser has agreed, at least until April 30, 2026, to waive a portion of its advisory fee and has agreed to reimburse the Fund for other expenses to the extent necessary so that the total expenses incurred by the Fund (excluding any front-end or contingent deferred loads, brokerage fees and commissions, acquired fund fees and expenses, borrowing costs, (such as interest and dividend expense on securities sold short) taxes and extraordinary expenses such as litigation) do not exceed 1.24% of the Fund’s average net assets for Advisor Class shares. Any such reduction made by the Adviser in its fees or payment of expenses which are the Fund’s obligation are subject to reimbursement by the Fund to the Adviser, if so requested by the Adviser, in subsequent fiscal years only if the aggregate amount actually paid by the Fund toward the operating expenses for such fiscal year (taking into account the reimbursement) would not cause the Fund to exceed the expense limitation in effect at the time of the waiver or currently in effect, whichever is lower. The Adviser is permitted to receive reimbursement from the Fund for fees it waived and Fund expenses it paid only if reimbursement is made within three years from the date the fees and expenses were initially waived or reimbursed. Any such reimbursement is also contingent upon the Board’s review and approval at the time the reimbursement is made. Such reimbursement may not be paid prior to the Fund’s payment of current ordinary operating expenses. For the six months ended June 30, 2025, the Adviser waived its fees in the amount of $83,116.

Cumulative expenses subject to recapture pursuant to the aforementioned conditions expire as follows:

12/31/2025				12/31/2026				12/31/2027
$	129,083			$	146,969			$	159,025

During the year ended December 31, 2024, $146,546 of previously waived fees expired unrecouped.

Al Frank Fund

NOTES TO FINANCIAL STATEMENTS at June 30, 2025 (Unaudited) (Continued)

Distributor - The distributor for the Fund is Northern Lights Distributors LLC (the “Distributor”) and acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares. The Fund did not pay any fees for distribution related services.

In addition, certain affiliates of the Distributor provide services to the Fund as follows:

Ultimus Fund Solutions, LLC (“UFS”) - an affiliate of the Distributor, provides administration, fund accounting, and transfer agent services to the Trust. Pursuant to separate servicing agreements with UFS, the Fund pays UFS customary fees for providing administration, fund accounting and transfer agency services to the Fund. Certain officers of the Trust are also officers of UFS, and are not paid any fees directly by the Fund for serving in such capacities.

Northern Lights Compliance Services, LLC (“NLCS”) - an affiliate of UFS and the Distributor, provides a Chief Compliance Officer to the Trust, as well as related compliance services, pursuant to a consulting agreement between NLCS and the Trust. Under the terms of such agreement, NLCS receives customary fees from the Fund.

Blu Giant, LLC (“Blu Giant”) - an affiliate of UFS and the Distributor, provides EDGAR conversion and filing services as well as print management services for the Fund on an ad-hoc basis. For the provision of these services, Blu Giant receives customary fees from the Fund.

NOTE 5 - PURCHASES AND SALES OF SECURITIES

For the six months ended June 30, 2025, the cost of purchases and the proceeds from sales of securities, excluding short-term securities, for the Fund was $497,305 and $4,606,269, respectively.

NOTE 6 - AGGREGATE UNREALIZED APPRECIATION & DEPRECIATION - TAX BASIS

Cost for Federal Tax purposes		$	29,133,840
Unrealized Appreciation		$	38,030,393
Unrealized Depreciation			(923,158	)
Tax Net Unrealized Appreciation		$	37,107,235

NOTE 7 - DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF CAPITAL

The tax character of portfolio distributions paid for the following years was as follows:

		Fiscal Year Ended				Fiscal Year Ended
		December 31, 2024				December 31, 2023
Ordinary Income		$	864,881			$	1,011,727
Long-Term Capital Gain			5,530,950				2,793,983
		$	6,395,831			$	3,805,710

As of December 31, 2024, the components of accumulated earnings on a tax basis were as follows:

Undistributed				Undistributed								Capital Loss				Other								Total
Ordinary				Long-Term				Post				Carry				Book/Tax				Unrealized				Accumulated
Income				Gains				October Loss				Forwards				Differences				Appreciation				Earnings
$	3,030			$	660,761			$	-			$	-			$	-			$	35,549,627			$	36,213,418

The difference between book basis and tax basis undistributed net investment income, accumulated net realized gain, and unrealized appreciation from investments is primarily attributable to the tax deferral of losses on wash sales and C-Corporation return of capital distributions.

Al Frank Fund

NOTES TO FINANCIAL STATEMENTS at June 30, 2025 (Unaudited) (Continued)

During the fiscal period ended December 31, 2024, the Fund utilized tax equalization which is the use of earnings and profits distributions to shareholders on redemption of shares as part of the dividends paid deduction for income tax purposes. Permanent book and tax differences, primary attributable to adjustments for prior year tax returns, and use of tax equalization credits, resulted in reclassifications for the Fund for the fiscal year ended December 31, 2024, as follows:

Paid In				Distributable
Capital				Earnings
$	360,939			$	(360,939	)

NOTE 8 - CONTROL OWNERSHIP

The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of the Fund creates presumption of control of the Fund, under Section 2(a)(9) of the 1940 Act. As of June 30, 2025, Charles Schwab and Co. held approximately 34.41% of the voting securities of the Fund.

NOTE 9 - SUBSEQUENT EVENTS

Subsequent events after the date of the Statement of Assets and Liabilities have been evaluated through the date the financial statements were issued. Management has determined that no events or transactions occurred requiring adjustment or disclosure in the financial statements.

Al Frank Fund

ADDITIONAL INFORMATION at June 30, 2025 (Unaudited)

Changes in and Disagreements with Accountants

Not applicable

Proxy Disclosures

Not applicable

Remuneration Paid to Directors, Officers and Others

Refer to the financial statements included herein.

Statement Regarding Basis for Approval of Investment Advisory Agreement Not applicable

Advisor
Kovitz Investment Group Partners, LLC
71 S Wacker Dr., Suite 1860
Chicago, IL 60606
alfrankfunds.com

Distributor
Northern Lights Distributors, LLC
4221 North 203^rd Street, Suite 100
Elkhorn, NE 68022

Transfer Agent
Ultimus Fund Solutions, LLC
4221 North 203^rd Street, Suite 100
Elkhorn, NE 68022

If you have any questions or need help with your account, call our customer service team at:

888.263.6443

The Al Frank Fund’s web site contains resources for both current and potential shareholders, including:

●

Performance through the most recent quarter and month-end

●

Applications, including new account forms, IRA and IRA transfer forms

●

Electronic copies of the Prospectus, Annual Report and Semi-Annual Report

All of this information and more is available at:

alfrankfunds.com

Must be preceded or accompanied by a prospectus. Please refer to the prospectus for important information about the investment company, including investment objectives, risks, charges and expenses.

Small company investing involves greater volatility, limited liquidity and other risks.

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

Not applicable.

Item 9. Proxy Disclosures for Open-End Management Investment Companies.

Not applicable

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

Included under Item 7

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

Included under Item 7

Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable

Item 13. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable

Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable

Item 15. Submission of Matters to a Vote of Security Holders.

None

Item 16. Controls and Procedures

(a) The registrant’s Principal Executive Officer and Principal Financial Officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Act) are effective in design and operation and are sufficient to form the basis of the certifications required by Rule 30a-(2) under the Act, based on their evaluation of these disclosure controls and procedures as of a date within 90 days of this report on Form N-CSR.

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) 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

Item 18. Recovery of Erroneously Awarded Compensation.

(a) Not applicable

(b) Not applicable

Item 19. Exhibits.

(a)(1) Not applicable

(a)(2) Not applicable

(a)(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 Act (17 CFR 270.30a-2(a)): Attached hereto.

(a)(4) Not applicable

(b) Certifications required by Rule 30a-2(b) under the Act (17 CFR 270.30a-2(b)): 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.

(Registrant)

Northern Lights Fund Trust II

By (Signature and Title)

/s/ Kevin E. Wolf

Kevin E. Wolf, Principal Executive Officer/President

Date

9/5/25

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/ Kevin E. Wolf

Kevin E. Wolf, Principal Executive Officer/President

Date

9/5/25

By (Signature and Title)

/s/ Erik Naviloff

Erik Naviloff, Principal Financial Officer/Treasurer

Date

9/5/25