0001122649-19-000018.txt : 20190604 0001122649-19-000018.hdr.sgml : 20190604 20190604085658 ACCESSION NUMBER: 0001122649-19-000018 CONFORMED SUBMISSION TYPE: N-CSRS PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20190331 FILED AS OF DATE: 20190604 DATE AS OF CHANGE: 20190604 EFFECTIVENESS DATE: 20190604 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HILLMAN CAPITAL MANAGEMENT INVESTMENT TRUST CENTRAL INDEX KEY: 0001122649 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: N-CSRS SEC ACT: 1940 Act SEC FILE NUMBER: 811-10085 FILM NUMBER: 19875381 BUSINESS ADDRESS: STREET 1: 116 SOUTH FRANKLIN STREET STREET 2: PO BOX 69 CITY: ROCKY MOUNT STATE: NC ZIP: 27802-0069 BUSINESS PHONE: 2529729922 MAIL ADDRESS: STREET 1: 116 SOUTH FRANKLIN STREET STREET 2: PO BOX 69 CITY: ROCKY MOUNT STATE: NC ZIP: 27802-0069 0001122649 S000010501 The Hillman Fund C000028969 No Load Shares HCMAX N-CSRS 1 ncsrs0319.htm HILLMAN CAPITAL MANAGEMENT INVESTMENT TRUST - THE HILLMAN FUND


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 811-10085


Hillman Capital Management Investment Trust
(Exact name of registrant as specified in charter)


116 South Franklin Street, Post Office Box 69, Rocky Mount, North Carolina 27802
(Address of principal executive offices)               (Zip code)


Paracorp Inc.
2140 South Dupont Hwy., Camden, DE  19934
 (Name and address of agent for service)


Registrant’s telephone number, including area code: 252-972-9922


Date of fiscal year end: September 30


Date of reporting period: March 31, 2019



  
Semi-Annual Report 2019
For the Period from October 1, 2018 through March 31, 2019
(Unaudited)











                       The Hillman Fund






No Load Shares







This report and the financial statements contained herein are submitted for the general information of the shareholders of The Hillman Fund (“Fund”).  The Fund’s shares are not deposits or obligations of, or guaranteed by, any depository institution. The Fund’s shares are not insured by the FDIC, Federal Reserve Board or any other agency, and are subject to investment risks, including possible loss of principal amount invested.  Neither the Fund nor the Fund’s distributor is a bank.

The Hillman Fund is distributed by Capital Investment Group, Inc., Member FINRA/SIPC, 100 E. Six Forks Road, Suite 200, Raleigh, NC, 27609. There is no affiliation between The Hillman Fund, including its principals, and Capital Investment Group, Inc.


Statements in this Semi-Annual Report that reflect projections or expectations of future financial or economic performance of The Hillman Fund (“Fund”) and of the market in general and statements of the Fund’s plans and objectives for future operations are forward-looking statements. No assurance can be given that actual results or events will not differ materially from those projected, estimated, assumed or anticipated in any such forward-looking statements. Important factors that could result in such differences, in addition to the other factors noted with such forward-looking statements, include, without limitation, general economic conditions such as inflation, recession and interest rates.  Past performance is not a guarantee of future results.


An investor should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. The prospectus contains this and other information about the Fund. A copy of the prospectus is available at hillmancapital.com or by calling Shareholder Services at 800-773-3863. The prospectus should be read carefully before investing.




For More Information on The Hillman Fund:

See Our Website @ hillmancapital.com
or
Call Our Shareholder Services Group at 800-773-3863





Beginning on January 1, 2021, paper copies of the Fund’s shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on the Fund’s website at https://www.nottinghamco.com/fundpages/Hillman, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

As of January 1, 2019, you may, notwithstanding the availability of shareholder reports online, elect to receive all future shareholder reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with a Fund, you can call 800-773-3863 to let the Fund know you wish to continue receiving paper copies of your shareholder reports.

If you have previously elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from a Fund electronically anytime by contacting your financial intermediary (such as a broker-dealer or bank) or, if you are a direct investor, by clicking Enroll at https://www.nottinghamco.com/fundpages/Hillman.


The Hillman Fund
               
                     
Schedule of Investments
               
(Unaudited)
               
                     
As of March 31, 2019
               
               

Shares
 
Value
(Note 1)
                     
COMMON STOCKS - 81.94%
               
                     
 
Communication Services - 9.20%
               
   
AT&T, Inc.
         
       32,000
$
   1,003,520
 
*
Facebook, Inc.
         
         7,000
 
   1,166,830
   
Verizon Communications, Inc.
         
       20,000
 
   1,182,600
                   
   3,352,950
 
Consumer Discretionary - 17.47%
               
 
*
Amazon.com, Inc.
         
            700
 
   1,246,525
   
Dunkin' Brands Group, Inc.
         
       10,000
 
      751,000
   
eBay, Inc.
         
       18,000
 
      668,520
   
McDonald's Corp.
         
         6,500
 
   1,234,350
   
Office Depot, Inc.
         
     106,787
 
      387,637
   
Starbucks Corp. (a)
         
       13,000
 
      966,420
   
The Walt Disney Co. (a)
         
       10,000
 
   1,110,300
                   
   6,364,752
 
Consumer Staples - 11.81%
               
 
µ
Anheuser-Busch InBev SA/NV
         
       10,000
 
      839,700
   
Colgate-Palmolive Co.
         
       15,000
 
   1,028,100
   
General Mills, Inc.
         
       22,000
 
   1,138,500
   
Mondelez International, Inc. (a)
         
       26,000
 
   1,297,920
                   
   4,304,220
 
Financials - 5.16%
               
   
Bank of America Corp. (a)
         
       30,000
 
      827,700
   
The Western Union Co.
         
       57,000
 
   1,052,790
                   
   1,880,490
 
Health Care - 13.09%
               
 
*
Biogen, Inc.
         
         5,000
 
   1,181,900
   
Bristol-Myers Squibb Co.
         
         2,500
 
      119,275
 
*
Laboratory Corp of America Holdings
       
         6,000
 
      917,880
   
Medtronic PLC
         
       14,000
 
   1,275,120
   
Pfizer, Inc.
         
       30,000
 
   1,274,100
                   
   4,768,275
 
Industrials - 8.06%
               
   
Emerson Electric Co.
         
       13,000
 
      890,110
   
General Electric Co. (a)
         
       84,000
 
      839,160
 
*
Stericycle, Inc.
         
       22,000
 
   1,197,240
   
Wabtec Corp.
         
            128
 
          9,438
                   
   2,935,948
 
Information Technology - 12.03%
               
   
International Business Machines Corp.
       
         7,200
 
   1,015,920
   
Lam Research Corp.
         
         3,500
 
      626,535
   
Microsoft Corp.
         
         7,500
 
      884,550
   
QUALCOMM, Inc.
         
       15,600
 
      889,668
   
Texas Instruments, Inc.
         
         9,100
 
      965,237
                   
   4,381,910
                     
                   
(Continued)



The Hillman Fund
               
                     
Schedule of Investments - Continued
               
(Unaudited)
               
                     
As of March 31, 2019
               
               

Shares
 
Value
(Note 1)
                     
COMMON STOCKS - CONTINUED
               
                     
 
Materials - 3.28%
               
   
Compass Minerals International, Inc. (a)
       
       22,000
$
   1,196,140
                   
   1,196,140
 
Utilities - 1.84%
               
   
The Southern Co.
         
       13,000
 
      671,840
                   
      671,840
                     
   
Total Common Stocks (Cost $27,279,256)
           
  29,856,525
                     
EXCHANGE-TRADED PRODUCT - 1.30%
             
                     
 
Fixed Income - 1.30%
               
   
ProShares Short 20+ Year Treasury
       
       22,000
 
      473,220
                     
   
Total Exchange-Traded Product (Cost $502,152)
         
      473,220
                     
LIMITED PARTNERSHIP - 2.72%
               
                     
 
Energy - 2.72%
               
   
Enterprise Products Partners LP
       
       34,000
 
      989,400
                     
   
Total Limited Partnership (Cost $973,797)
           
      989,400
                     
SHORT-TERM INVESTMENT - 13.13%
             
   
Money Market Fiduciary Portfolio, 0.25% §
     
   4,784,135
 
   4,784,135
                     
   
Total Short-Term Investment (Cost $4,784,135)
         
   4,784,135
                     
Total Value of Investments (Cost $33,539,340) - 99.09%
       
$
  36,103,280
                     
Total Options Written (Premiums Received $276,480) - (0.63)%
         
     (227,753)
                     
Other Assets Less Liabilities  - 1.54%
           
      561,790
                     
 
Net Assets - 100.00%
           
$
  36,437,317
                     
*
Non-income producing investment
               
§
Represents 7 day effective yield as of March 31, 2019
           
µ
American Depositary Receipt
               
(a)
All or a portion of this security is held as collateral for put options written.
       
                     
The following abbreviations or acronyms are used in this schedule:
         
 
NV - Netherlands security
               
 
PLC - Public Limited Company
               
 
LP - Limited Partnership
               
                   
(Continued)


                     
Schedule of Investments - Continued
               
(Unaudited)
               
                     
As of March 31, 2019
               
     
Number of
Contracts
Exercise
Price
 
 Expiration
Date
 
 Notional
Value
 
Value
(Note 1)
                     
PUT OPTIONS WRITTEN - 0.63%
               
                     
*
Goldman Sachs Group, Inc.
67
$
 195.00  
4/18/2019
 
$
 1,286,333
$
        40,703
*
Kraft Heinz Co.
360
        35.00
 
5/17/2019
 
   1,175,400
 
      108,900
*
Microsoft Corp.
75
       100.00
 
4/18/2019
 
     884,550
 
            375
*
Nike, Inc.
150
        82.50
 
5/17/2019
 
   1,263,150
 
        24,375
*
Nordstrom, Inc.
300
        43.50
 
4/18/2019
 
   1,331,400
 
        24,150
*
The Charles Schwab Corp.
300
        41.00
 
5/17/2019
 
   1,282,800
 
        29,250
                     
   
Put Options Written (Premiums Received $276,480)
       
$
      227,753
                     
                     
                     
     
Summary of Investments
           
     
by Sector
   
% of Net
       
           
Assets
 
Value
   
     
Communication Services
 
9.20%
$
   3,352,950
   
     
Consumer Discretionary
 
17.47%
 
   6,364,752
   
     
Consumer Staples
 
11.81%
 
   4,304,220
   
     
Financials
   
5.16%
 
   1,880,490
   
     
Health Care
 
13.09%
 
   4,768,275
   
     
Industrials
   
8.06%
 
   2,935,948
   
     
Information Technology
 
12.03%
 
   4,381,910
   
     
Materials
   
3.28%
 
   1,196,140
   
     
Utilities
   
1.84%
 
     671,840
   
     
Exchange-Traded Product
1.30%
 
     473,220
   
     
Limited Partnership
 
2.72%
 
     989,400
   
     
Short-Term Investment
 
13.13%
 
   4,784,135
   
     
Put Options Written
 
-0.63%
 
    (227,753)
   
     
Other Assets Less Liabilities
1.54%
 
     561,790
   
     
Total Net Assets
 
100.00%
$
 36,437,317
   
                     
                     
                     
See Notes to Financial Statements
               


The Hillman Fund
   
       
Statement of Assets and Liabilities
   
(Unaudited)
   
       
As of March 31, 2019
   
       
Assets:
   
Investments in securities, at value (cost $33,539,340)
$
  36,103,280
Cash
 
         20,081
Receivables:
   
 
Due from broker
 
       364,229
 
Investments sold
 
         67,751

Fund shares sold
 
       152,466

Dividends and interest
 
         19,880
Prepaid expenses:
   
 
Registation and filing fees
 
         30,202
 
Professional fees
 
         17,520
 
Fund accounting fees
 
          2,435
 
Shareholder fulfillment fees
 
          1,160
 
Insurance fees
 
             998
 
Trustee fees and meeting expenses
 
             691
 
Transfer agent fees
 
             113
 
Security pricing fees
 
               40
       
Total assets
 
  36,780,846
       
Liabilities:
   
Options written, at value (premiums received $276,480)
 
       227,753
Payables:
   
 
Fund shares purchased
 
         88,205
Accrued expenses:
   
 
Advisory fees
 
         24,521
 
Custody fees
 
          2,550
 
Miscellaneous expenses
 
             322
 
Compliance fees
 
             165
 
Administration fees
 
               13
       
Total liabilities
 
       343,529
       
Net Assets
 $
  36,437,317
       
Net Assets Consist of:
   
Paid in capital
 $
  31,689,400
Distributable earnings
 
    4,747,917
       
Total Net Assets
 $
  36,437,317
No Load Shares Outstanding, no par value (unlimited authorized shares)
 
    1,406,999
Net Asset Value, Offering Price, and Redemption Price Per Share
 $
          25.90
       
       
       
       
       
See Notes to Financial Statements
   


The Hillman Fund
     
               
Statement of Operations
     
(Unaudited)
         
               
For the Fiscal Period Ended March 31, 2019
   
               
Investment Income:
     
Dividends
     
$
      495,292
Interest
       
         2,376
               
 
Total Investment Income
 
      497,668
               
Expenses:
         
Advisory fees (Note 2)
   
      192,379
Registration and filing fees
   
        16,339
Professional fees
   
        18,644
Administration fees (Note 2)
 
        16,447
Fund accounting fees (Note 2)
 
        14,959
Custody fees (Note 2)
   
        13,625
Transfer agent fees (Note 2)
 
        10,387
Compliance fees (Note 2)
   
         6,165
Trustee fees and meeting expenses (Note 3)
 
         4,932
Shareholder fulfillment fees (Note 2)
 
         4,093
Miscellaneous expenses (Note 2)
 
         2,072
Security pricing fees
   
         2,072
Insurance fees
     
         1,085
               
Total Expenses
     
      303,199
               
Fees waived by Advisor (note 2)
 
       (27,910)
               
 
Net Expenses
   
      331,109
               
Net Investment Income
   
      166,559
               
Net Realized and Unrealized Gain (Loss) on Investments:
   
               
 
Net realized gain from investments
 
   1,884,119
 
Net realized gain from options written
 
        92,723
   
Total net realized gain
 
   1,976,842
               
 
Net change in unrealized depreciation on investments
 
     (792,389)
 
Net change in unrealized depreciation on options written
 
       (32,052)
   
Total net change in unrealized depreciation
 
     (824,441)
               
Net Realized and Unrealized Gain on Investments
 
   1,152,401
               
Net Increase in Net Assets Resulting from Operations
$
   1,318,960
               
               
               
               
               
See Notes to Financial Statements
   


The Hillman Fund
           
                     
Statements of Changes in Net Assets
           
                     
             
 March 31,   
September 30,
For the Fiscal Year or Period Ended
     
2019
(a)
2018
                     
Operations:
             
Net investment income
   
 $
      166,559
 $
         236,135
Net realized gain from investments and options written
   
   1,976,842
 
      3,618,534
Change in unrealized appreciation (depreciation) on investments and
 
               -
   
 
options written
     
     (824,441)
 
         695,071
                     
Net Increase in Net Assets Resulting from Operations
   
   1,318,960
 
      4,549,740
                     
Distributions to Shareholders:
           
Institutional Class Shares
     
     (236,136)
 
        (178,993)
                     
Net Decrease in Net Assets Resulting from Distributions
   
     (236,136)
 
        (178,993)
                     
Beneficial Interest Transactions:
           
Shares sold
     
   2,109,085
 
         677,782
Reinvested distributions
     
      234,787
 
         177,959
Shares repurchased
     
  (2,026,946)
 
     (6,990,440)
                     
Net Increase (Decrease) from Beneficial Interest Transactions
 
      316,926
 
     (6,134,699)
                     
Net Increase (Decrease) in Net Assets
     
   1,399,750
 
     (1,763,952)
                     
Net Assets:
             
Beginning of Period
     
  35,037,567
 
    36,801,519
End of Period
     
 $
  36,437,317
 $
    35,037,567
                     
Share Information:
           
Shares sold
     
        84,944
 
          28,528
Reinvested distributions
     
        10,543
 
            7,717
Shares repurchased
     
       (84,203)
 
        (298,444)
                     
 
Net Increase (Decrease) in Shares of Beneficial Interest
   
        11,284
 
        (262,199)
                     
(a) Unaudited.
             
                     
                     
                     
                     
See Notes to Financial Statements
           


The Hillman Fund
                     
                               
Financial Highlights
                     
                               
For a share outstanding during
  March 31
  September 30  
the fiscal years or period ended
 
2019
(e)
2018
 
2017
 
2016
 
2015
 
                               
Net Asset Value, Beginning of Period
 $
      25.10
 $
    22.20
 $
    18.86
 $
     16.39
 $
     17.26
 
                               
Income (Loss) from Investment Operations:
                   
Net investment income
 
0.12
 
0.18
 
0.11
 
0.12
 
0.09
 
Net realized and unrealized gain (loss)
                     
 
on investments and options written
 
0.85
 
2.84
 
3.35
 
2.44
 
(0.88)
 
                               
Total from Investment Operations
 
0.97
 
3.02
 
3.46
 
2.56
 
(0.79)
 
                               
Less Distributions:
                     
From net investment income
 
      (0.17)
 
(0.12)
 
(0.12)
 
(0.09)
 
(0.08)
 
                               
Total Distributions
 
      (0.17)
 
(0.12)
 
(0.12)
 
(0.09)
 
(0.08)
 
                               
Net Asset Value, End of Period (a)
 $
      25.90
 $
    25.10
 $
    22.20
 $
     18.86
 $
     16.39
 
                               
Total Return
   
3.94%
  (g)
13.65%
 
18.41%
 
15.69%
 
(4.62)%
 
                               
Net Assets, End of Period (in thousands)
 $
    36,437
 $
  35,038
 $
   36,802
 $
    32,781
 $
   32,933
 
                               
Ratios of:
                         
Gross Expenses to Average Net Assets (b)(c)
1.84%
  (f)
1.63%
 
1.60%
 
1.50%
 
1.50%
 
Net Expenses to Average Net Assets (b)(c)
1.50%
  (f)
1.50%
 
1.50%
 
1.50%
 
1.50%
 
Net Investment Income to Average
                     
 
Net Assets (c)(d)
 
1.00%
  (f)
0.68%
 
0.51%
 
0.60%
 
0.53%
 
                               
Portfolio turnover rate
 
22.03%
  (g)
51.30%
 
89.92%
 
48.41%
 
67.77%
 
                               
                               
                               
(a)
Includes adjustments in accordance with accounting principles generally accepted in the United States of America, and, consequently, the net asset value for financial reporting purposes and the total returns based upon those net asset values may differ from the net asset values and total returns for shareholder transactions.
(b)
The expense ratios listed reflect total expenses prior to any waivers and reimbursements (gross expense ratio) and after any waivers and reimbursements (net expense ratio).
     
(c)
Does not include expenses of the underlying investment companies in which the Fund invests.
     
(d)
Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies in which the Fund invests.
 
(e)
Unaudited.
                       
(f)
Annualized.
                       
(g)
Not annualized.
                     
                               
                               
                               
                               
                               
                               
See Notes to Financial Statements
                     


The Hillman Fund

Notes to Financial Statements
(Unaudited)

As of March 31, 2019
1.      Organization and Significant Accounting Policies

The Hillman Fund (the “Fund”) is a series of the Hillman Capital Management Investment Trust (the “Trust”), which was organized on July 14, 2000 as a Delaware Business Statutory Trust and is registered under the Investment Company Act of 1940, (the “1940 Act”), as amended, as an open-ended management investment company.

The Fund commenced operations on December 29, 2000.  The investment objective of the Fund is to seek long-term capital appreciation.

The following is a summary of significant accounting policies consistently followed by the Fund.  The policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”).  The Fund follows the accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification 946 “Financial Services – Investment Companies,” and Financial Accounting Standards Update (“ASU”) 2013-08.

Investment Valuation
The Fund’s investments in securities are carried at fair value.  Securities listed on an exchange or quoted on a national market system are valued at the last sales price as of 4:00 p.m. Eastern Time. Securities traded in the NASDAQ over-the-counter market are generally valued at the NASDAQ Official Closing Price. Other securities traded in the over-the-counter market and listed securities for which no sale was reported on that date are valued at the mean of the most recent bid and ask prices. Securities and assets for which representative market quotations are not readily available (e.g., if the exchange on which the portfolio security is principally traded closes early or if trading of the particular portfolio security is halted during the day and does not resume prior to the Fund’s net asset value calculation) or which cannot be accurately valued using the Fund’s normal pricing procedures are valued at fair value as determined in good faith under policies approved by the Board of Trustees (the “Trustees”).  A portfolio security’s “fair value” price may differ from the price next available for that portfolio security using the Fund’s normal pricing procedures.  Instruments with maturities of 60 days or less are valued at amortized cost, which approximates market value.

Option Valuation
Options are valued at the mean of the last quoted bid and ask prices as of 4:00 p.m. Eastern Time (the “Valuation Time”). Options will be valued on the basis of prices provided by pricing services when such prices are reasonably believed to reflect the market value of such options and may include the use of composite or National Best Bid/Offer (NBBO) pricing information provided by the pricing services. If there is an ask price but no bid price at the Valuation Time, the option shall be priced at the mean of zero and the ask price at the Valuation Time.  An option should be valued using fair value pricing when (i) a reliable last quoted ask price at the Valuation Time is not readily available or (ii) the Fund’s investment advisor or Fund management does not believe the prices provided by the pricing services reflect the market value of such option.

Fair Value Measurement
Various inputs are used in determining the value of the Fund's investments.  These inputs are summarized in the three broad levels listed below:

a.
Level 1: quoted prices in active markets for identical securities
b.
Level 2: other significant observable inputs (including quoted prices for similar securities and identical securities in inactive markets, interest rates, credit risk, etc.)
c.
Level 3: significant unobservable inputs (including the Fund’s own assumptions in determining fair value of investments)

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.

(Continued)


The Hillman Fund

Notes to Financial Statements
(Unaudited)

As of March 31, 2019
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 inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The following table summarizes the inputs as of March 31, 2019 for the Fund’s investments:

     
Investments in Securities (a)
 
Total
 
Level 1
 
Level 2
 
Level 3
Assets
Common Stocks*
$
29,856,525
$
29,856,525
$
-
$
-
Exchange-Traded Product*
 
473,220
 
473,220
 
-
 
-
Limited Partnership*
 
989,400
 
989,400
 
-
 
-
Short-Term Investment
 
4,784,135
 
4,784,135
 
-
 
-
Total Assets
$
36,103,280
$
36,103,280
$
-
$
-
                 
Liabilities
Put Options Written
$
227,753
$
-
$
227,753
$
-
Total Liabilities
$
227,753
$
-
$
227,753
$
-
                 
(a)  The Fund had no transfers into or out of Level 1, 2, or 3 during the fiscal year ended March 31, 2019.  The Fund did not hold any Level 3 securities during the year.  The Fund recognizes transfers at the end of the reporting period.

*For a detailed breakout by sector, please refer to the Schedule of Investments.

Investment Transactions and Investment Income
Investment transactions are accounted for as of the date purchased or sold (trade date).  Dividend income is recorded on the ex-dividend date.  Interest income is recorded on the accrual basis and includes accretion and amortization of discounts and premiums using the effective interest method.  Gains and losses are determined on the identified cost basis, which is the same basis used for Federal income tax purposes.

Expenses
The Fund bears expenses incurred specifically on its behalf and Trust level expenses.

Distributions
The Fund may declare and distribute dividends from net investment income (if any) annually.  Distributions from capital gains (if any) are generally declared and distributed annually.  Dividends and distributions to shareholders are recorded on ex-date.

Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in the net assets from operations during the reporting period.  Actual results could differ from those estimates.

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

(Continued)



The Hillman Fund

Notes to Financial Statements
(Unaudited)

As of March 31, 2019
Option Writing
When the Fund writes an option, an amount equal to the premium received by the Fund is recorded as a liability and is subsequently adjusted to the current fair value of the option written.  Premiums received from writing options that expire unexercised are treated by the Fund on the expiration date as realized gains (losses) from options written.  The difference between the premium and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain or loss (depending on if the premium is less than the amount paid for the closing purchase transaction).  If a call option is exercised, the premium is added to the proceeds from the sale of the underlying security in determining whether the Fund has realized a gain or loss.  If a put option is exercised, the premium reduces the cost basis of the securities purchased by the Fund.  The Fund, as the writer of an option, bears the market risk of an unfavorable change in the price of the security underlying the written option.  Written options are non-income producing securities.

Derivative Financial Instruments
The Fund may invest in derivative financial instruments (derivatives) in order to manage risk or gain exposure to various other investments or markets.  Derivatives may contain various risks including the potential inability of the counterparty to fulfill their obligations under the terms of the contract, the potential for an illiquid secondary market, and the potential for market movements which may expose the Fund to gains or losses in excess of the amounts shown on the Statement of Assets and Liabilities.

Derivatives are marked to market daily based upon quotations from market makers or the Fund’s independent pricing services and the Fund’s net benefit or obligation under the contract, as measured by the fair market value of the contract, is included in Investments, at value on the Statement of Assets and Liabilities for options purchased and the Options Written, at value on the Statement of Assets and Liabilities for options written.  Net realized gains and losses and net change in unrealized appreciation and depreciation on these contracts for the year are included in the Realized and Unrealized Gain on Investments on the Statement of Operations for options purchased and Realized and Unrealized Gain on Options Written on the Statement of Operations for options written.

The derivative instruments outstanding as of March 31, 2019 are disclosed below and the amounts of realized and changes in unrealized gains and losses on derivative instruments during the year as disclosed below serve as indicators of the volume of derivative activity for the Fund.

The following table sets forth the effect of the derivative instruments on the Statement of Assets and Liabilities as of March 31, 2019:

 
Derivative Type
 
Location
 
Market
Value
Notional
Value
         
Equity Contracts – written options
Liabilities-Options written, at value
 
   $  227,753
$7,223,633

The following table sets forth the effect of the derivative instruments on the Statement of Operations for the fiscal period ended March 31, 2019:

Derivative Type
Location
Gains/Losses
     
Equity Contracts – written options
Net realized gain from options written
$          92,723
     
Equity Contracts – written options
Net change in unrealized depreciation on options written
 
$        (32,052)
     



The Hillman Fund

Notes to Financial Statements
(Unaudited)

As of March 31, 2019
The following table presents the Fund’s liabilities available for offset under a master netting arrangement of collateral pledged as of March 31, 2019:

Gross Amounts of Assets Presented in the Statement of Assets & Liabilities
 
 
Gross Amounts of
Recognized Liabilities
 
Financial Instruments
Pledged*
 
Cash Collateral
Pledged*
 
Net Amount of
Assets
Description of Liability:
       
 
Options Written
 
$227,753
 
$227,753
 
$             -
 
$             -
 
Total
 
$227,753
 
$227,753
 
$             -
 
$             -
         
*The actual financial instruments and cash collateral pledged may be in excess of the amounts shown in the table. The table only reflects collateral amounts up to the amount of the financial instrument disclosed on the Statement of Assets and Liabilities.

2.     Transactions with Affiliates

Advisor
The Fund pays a monthly fee to Hillman Capital Management, Inc. (the “Advisor”) calculated at the annual rate of 1.00% of the Fund’s average daily net assets.

The Advisor has entered into a contractual agreement (the “Expense Limitation Agreement”) with the Trust, on behalf of the Fund, under which it had agreed to waive or reduce its fees and to assume other expenses of the Fund, if necessary, in amounts that limit the Fund’s total operating expenses (exclusive those expenses and other expenditures which are capitalized in accordance with GAAP, acquired fund fees and expenses, other extraordinary expenses not incurred in the ordinary course of the Fund’s business, and amounts, if any, payable pursuant to a plan adopted in accordance with Rule 12b-1 under the Investment Company Act of 1940) to not more than 1.499% of the average daily net assets of the Fund.  The current term of the Expense Limitation Agreement remains in effect until January 31, 2020.  While there can be no assurance that the Expense Limitation Agreement will continue after that date, it is expected to continue from year-to-year thereafter.  The Advisor cannot recoup any amounts previously waived or reimbursed.

For the fiscal period ended March 31, 2019, $192,379 in advisory fees were incurred, of which $27,910 in advisory fees were waived by the Advisor.

Administrator
The Fund pays a monthly fee to The Nottingham Company (the “Administrator”) based upon the average daily net assets of the Fund and calculated at the annual rates as shown in the schedule below subject to a minimum of $2,000 per month.  The Administrator also receives a fee as to procure and pay the Fund’s custodian, as additional compensation for fund accounting and recordkeeping services, and additional compensation for certain costs involved with the daily valuation of securities and as reimbursement for out-of-pocket expenses. The Administrator also receives a miscellaneous compensation fee for peer group, comparative analysis, and compliance support totaling $350 per month.  As of March 31, 2019, the Administrator received $2,072 in miscellaneous expenses.


(Continued)

The Hillman Fund

Notes to Financial Statements
(Unaudited)

As of March 31, 2019
A breakdown of the fees is provided in the following table:

Administration Fees*
Custody Fees*
 
 
Fund
Accounting Fees
(minimum
monthly)
 
Fund
Accounting
Fees
(asset-
based fee)
Blue Sky
Administration
Fees (annual)
 
 
 
Average Net Assets
 
 
Annual
Rate
 
 
 
Average Net Assets
 
 
Annual
Rate
First $250 million
0.100%
First $200 million
0.020%
 $2,250
 0.01%
 $150 per state
Next $250 million
0.080%
Over $200 million
0.009%
     
Next $250 million
0.060%
         
Next $250 million
0.050%
*Minimum monthly fees of $2,000 and $417 for Administration and Custody, respectively.
Next $1 billion
0.040%
Over $2 billion
0.035%

The Fund incurred $16,447 in administration fees, $13,625 in custody fees, and $14,959 in fund accounting fees for the fiscal period ended March 31, 2019.

Compliance Services
Cipperman Compliance Services, LLC provides services as the Trust’s Chief Compliance Officer.  Cipperman Compliance Services, LLC is entitled to receive customary fees from the Fund for their services pursuant to the Compliance Services Agreement with the Fund.

Transfer Agent
Nottingham Shareholder Services, LLC (“Transfer Agent”) serves as transfer, dividend paying, and shareholder servicing agent for the Fund.  For its services, the Transfer Agent is entitled to receive compensation from the Fund pursuant to the Transfer Agent’s fee arrangements with the Fund.  The Fund incurred $10,387 in transfer agent fees during the fiscal period ended March 31, 2019.

Distributor
Capital Investment Group, Inc. (the “Distributor”) serves as the Fund’s principal underwriter and distributor. The Distributor receives $5,000 per year paid in monthly installments for services provided and expenses assumed.  These are included on the Statement of Operations in the Shareholder Fulfillment Expenses.

3.      Trustees and Officers

The Board of Trustees is responsible for the management and supervision of the Fund.  The Trustees approve all significant agreements between the Trust, on behalf of the Fund, and those companies that furnish services to the Fund; review performance of the Advisor and the Fund; and oversee activities of the Fund.  Officers of the Trust and Trustees who are interested persons of the Trust or the Advisor will receive no salary or fees from the Trust.  Trustees who are not “interested persons” of the Trust or the Advisor within the meaning of the 1940 Act (the “Independent Trustees”) receive $4,000 each year from the Fund, plus $250 per series of the Trust per meeting attended in person and $100 per series of the Trust per meeting attended by telephone. The Trust will reimburse each Trustee and officer of the Trust for his or her travel and other expenses relating to attendance of Board meetings.  Additional fees may also be incurred during the year as special meetings are necessary in addition to the regularly scheduled meetings of the Board of Trustees.

Certain officers of the Trust may also be officers of the Administrator.

(Continued)

The Hillman Fund

Notes to Financial Statements
(Unaudited)

As of March 31, 2019
4.      Purchases and Sales of Investment Securities

For the fiscal period ended March 31, 2019, the aggregate cost of purchases and proceeds from sales of investment securities (excluding short-term securities) were as follows:

Purchases of
Securities
 
Proceeds from
Sales of Securities
$6,743,551
 
$8,921,494

There were no long-term purchases or sales of U.S Government Obligations during the fiscal period ended March 31, 2019.

5.      Federal Income Tax

Distributions are determined in accordance with Federal income tax regulations, which differ from GAAP, and, therefore, may differ significantly in amount or character from net investment income and realized gains for financial reporting purposes.  Financial reporting records are adjusted for permanent book/tax differences to reflect tax character but are not adjusted for temporary differences.  Permanent differences do not have an effect on the net asset values of the Fund.

Management reviewed the Fund’s tax positions taken or to be taken on Federal income tax returns for the open tax years September 30, 2016 through September 30, 2018, and as of and during the fiscal period ended March 31, 2019, and determined that the Fund does not have a liability for uncertain tax positions.  The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations.  During the year, the Fund did not incur any interest or penalties.

Distributions during the fiscal year or period ended were characterized for tax purposes as follows:

 
March 31, 2019
September 30, 2018
Ordinary Income
$236,136
$178,993

At March 31, 2019, the tax-basis cost of investments and components of distributable earnings were as follows:

Cost of Investments
 $
  33,262,860
     
Gross Unrealized Appreciation
 
     4,405,203
Gross Unrealized Depreciation
 
          (1,792,536)
Net Unrealized Appreciation
 $
  2,612,667
           

6.      New Accounting Pronouncement

In August 2018, the Securities and Exchange Commission adopted amendments to certain disclosure requirements under Regulation S-X to conform to US GAAP, including: (i) an amendment to require presentation of the total, rather than the components, of distributable earnings on the Statement of Assets and Liabilities; and (ii) an amendment to require presentation of the total, rather than the components, of distributions to shareholders, except for tax return of capital distributions, if any, on the Statement of Changes in Net Assets. The amendments also removed the requirement for parenthetical disclosure of undistributed net investment income on the Statement of Changes in Net Assets. This amendment facilitates compliance of the disclosure of information without significantly altering the information provided to investors. These amendments have been adapted with these financial statements. The changes have been applied to the Fund’s financial statements as of the fiscal period ended March 31, 2019.

(Continued)

The Hillman Fund

Notes to Financial Statements
(Unaudited)

As of March 31, 2019
In August 2018, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2018-13, Fair Value Measurement (Topic 820) – Disclosure Framework–Changes to the Disclosure Requirements for Fair Value Measurement.  The amendments eliminate certain disclosure requirements for fair value measurements for all entities, requires public entities to disclose certain new information, and modifies some disclosure requirements. The new guidance is effective for all entities for fiscal years beginning after December 15, 2019 and for interim periods within those fiscal years. An entity is permitted to early adopt either the entire standard or portions of the standard. The changes have been applied to the Fund’s financial statements as of the fiscal period ended March 31, 2019.

7.      Commitments and Contingencies

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

8.      Subsequent Events

In accordance with GAAP, management has evaluated the need for disclosures and/or adjustments resulting from subsequent events through the date of issuance of the financial statements. This evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments.





The Hillman Fund

Additional Information
(Unaudited)

1.      Proxy Voting Policies and Voting Record

A copy of the Advisor’s Disclosure Policy is included as Appendix B to the Fund’s Statement of Additional Information and is available, (1) without charge, upon request, by calling 800-773-3863 and (2) on the Securities and Exchange Commission’s (“SEC”) website at sec.gov.   Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 will be available (1) without charge, upon request, by calling the Fund at the number above and (2) on the SEC’s website at sec.gov.

2.      Quarterly Portfolio Holdings

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q.  The Fund’s Forms N-Q is available on the SEC’s website at sec.gov.  You may review and make copies at the SEC’s Public Reference Room in Washington, D.C.  Information on the operation of the Public Reference Room may be obtained by calling the SEC at 800-SEC-0330. You may also obtain copies without charge, upon request, by calling the Fund at 800-773-3863.

3.      Tax Information

We are required to advise you within 60 days of the Fund’s fiscal year-end regarding the Federal tax status of certain distributions received by shareholders during each fiscal year.  The following information is provided for the Fund’s fiscal period ended March 31, 2019.

During the fiscal period, income distributions totaling $236,136 were paid from the Fund, but there were no long-term capital gain distributions.

Dividend and distributions received by retirement plans such as IRAs, Keogh-type plans, and 403(b) plans need not be reported as taxable income.  However, many retirement plans may need this information for their annual information meeting.

4.      Schedule of Shareholder Expenses

As a shareholder of the Fund, you incur other Fund expenses, including Advisory fees. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from October 1, 2018 through March 31, 2019.

Actual Expenses – The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (e.g., an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes – The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

(Continued)

The Hillman Fund

Additional Information
(Unaudited)

 
Beginning
Account Value
October 1, 2018
Ending
Account Value
March 31, 2019
Expenses Paid
During Period*
Actual
Hypothetical (5% annual return before expenses)
     
$1,000.00
       $1,039.40
$7.63
$1,000.00
       $1,017.45
$7.54
*Expenses are equal to the average account value over the period multiplied by the Fund’s annualized net expense ratio of 1.50%, multiplied by 182/365 (to reflect the one-half year period).






The Hillman Fund
is a series of the
Hillman Capital Management Investment Trust



For Shareholder Service Inquiries:
For Investment Advisor Inquiries:
 
 
Nottingham Shareholder Services, LLC
Hillman Capital Management, Inc.
116 South Franklin Street
7250 Woodmont Avenue
Post Office Box 69
Suite 310
Rocky Mount, North Carolina 27802-0069
Bethesda, Maryland 20814
 
 
Telephone:
Telephone:
 
 
800-773-3863
800-773-3863
 
 
World Wide Web @:
World Wide Web @:
   
ncfunds.com
hillmancapital.com








    




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.

Item 6.
SCHEDULE OF INVESTMENTS.
   
 
A copy of Schedule I - Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this Form.

Item 7.
DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR   CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
   
 
Not applicable.

Item 8.
PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
   
 
Not applicable.




Item 9.
PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.
   
 
Not applicable.

Item 10.
SUBMISSION OF MATTERS TO A VOTE OF SECURITYHOLDERS.
   
 
None.

Item 11.
CONTROLS AND PROCEDURES.
   
(a)
The Principal Executive Officer and the Principal Financial Officer have concluded that the registrant’s disclosure controls and procedures are effective based on their evaluation of the disclosure controls and procedures as of a date within 90 days of the filing of this report.
   
(b)
There were no changes in the registrant's internal control over financial reporting that occurred during the registrant’s second fiscal quarter of 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 12.
DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES
   
  Not applicable.

Item 13.
EXHIBITS.
   
(a)(1)
Not applicable.
   
(a)(2)
Certifications required by Item 12.(a)(2) of Form N-CSR are filed herewith as Exhibit 12.(a)(2).
   
(a)(3)
Not applicable.
   
(b)
Certifications required by Item 12.(b) of Form N-CSR are filed herewith as Exhibit 12.(b).


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.

 
 
Hillman Capital Management Investment Trust

 
 /s/ Mark A. Hillman
Date: May 29, 2019
 
Mark A. Hillman
President and Principal Executive Officer
 

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.
   
   /s/ Mark A. Hillman
Date: May 29, 2019
 
Mark A. Hillman
President and Principal Executive Officer
   
   
   /s/ C. Frank Watson, III
  C. Frank Watson III
Date:  May 30, 2019
Treasurer and Principal Financial Office











EX-99.CERT 2 cert302.htm SECTION 302 - PRINCIPAL OFFICERS CERTIFICATIONS
CERTIFICATIONS PURSUANT TO SECTION 302 OF THE
SARBANES OXLEY ACT OF 2002

I, Mark A. Hillman, certify that:

1. I have reviewed this report on Form N-CSR of Hillman Capital Management Investment Trust;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;
4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and
(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of 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; and
5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 29, 2019
 /s/ Mark A. Hillman
 
Mark A. Hillman
Trustee, President, and Principal Executive Officer



CERTIFICATIONS PURSUANT TO SECTION 302 OF THE
SARBANES OXLEY ACT OF 2002
I, C. Frank Watson III, certify that:
1. I have reviewed this report on Form N-CSR of Hillman Capital Management Investment Trust;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;
4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and
(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of 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; and
5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 30, 2019
 /s/ C. Frank Watson, III
 
C. Frank Watson, III
Treasurer and Principal Financial Officer

EX-99.906 CERT 3 cert906.htm SECTION 906 - PRINCIPAL OFFICERS CERTIFICATIONS
EXHIBIT 12.(b)

HILLMAN CAPITAL MANAGEMENT INVESTMENT TRUST

CHIEF EXECUTIVE OFFICER CERTIFICATION
PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the semi-annual reports of The Hillman Fund (the “Fund”) of the Hillman Capital Management Investment Trust on Form N-CSR for the period ended March 31, 2019 as filed with the Securities and Exchange Commission (the “Report”), the undersigned, Mark A. Hillman, chief executive officer (or equivalent thereof) of the Fund, does hereby certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:


(1)
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and


(2)
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Fund.


 
 
Date: May 29, 2019
 By:
 /s/ Mark A. Hillman
   
Mark A. Hillman
President and Principal Executive Officer
 





A signed original of this written statement required by Section 906 has been provided to the Fund and will be retained by the Fund and furnished to the Securities and Exchange Commission or its staff upon request. This certification is being furnished to the Commission pursuant to 18 U.S.C. ss. 1350 and is not being filed as part of the Form N-CSR with the Commission.





HILLMAN CAPITAL MANAGEMENT INVESTMENT TRUST

CHIEF FINANCIAL OFFICER CERTIFICATION
PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the semi-annual reports of The Hillman Fund (the “Fund”) of the Hillman Capital Management Investment Trust on Form N-CSR for the period ended March 31, 2019, as filed with the Securities and Exchange Commission (the “Report”), the undersigned, C. Frank Watson III, chief financial officer (or equivalent thereof) of the Fund, does hereby certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:


(1)
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and


(2)
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Fund.

 
Date: May 30, 2019
 By:
 /s/ C. Frank Watson, III
   
C. Frank Watson, III
Treasurer and Principal Financial Officer



A signed original of this written statement required by Section 906 has been provided to the Fund and will be retained by the Fund and furnished to the Securities and Exchange Commission or its staff upon request.   This certification is being furnished to the Commission pursuant to 18 U.S.C. ss. 1350 and is not being filed as part of the Form N-CSR with the Commission.


GRAPHIC 4 hillmanlogo.jpg begin 644 hillmanlogo.jpg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