N-CSRS 1 fp0086777-1_ncsrs.htm

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 811-21719

 

INVESTMENT MANAGERS SERIES TRUST

(Exact name of registrant as specified in charter)

 

235 W. Galena Street

Milwaukee, WI 53212

(Address of principal executive offices) (Zip code)

 

Diane J. Drake

Mutual Fund Administration, LLC

2220 E. Route 66, Suite 226

Glendora, CA 91740

(Name and address of agent for service)

 

(626) 385-5777

Registrant's telephone number, including area code

 

Date of fiscal year end: June 30

 

Date of reporting period: December 31, 2023

   

 

Item 1. Report to Stockholders.

 

(a)The registrant’s semi-annual report transmitted to shareholders pursuant to Rule 30e-1 under the Investment Company Act of 1940, as amended (the “Investment Company Act”), is as follows:

 

 

 

AAM/Bahl & Gaynor Income Growth Fund

(Class A: AFNAX)

(Class C: AFYCX)

(Class I: AFNIX)

 

 

SEMI-ANNUAL REPORT

DECEMBER 31, 2023

   

 

AAM/Bahl & Gaynor Income Growth Fund

A series of Investment Managers Series Trust

 

Table of Contents  
Schedule of Investments 1
Statement of Assets and Liabilities 4
Statement of Operations 5
Statements of Changes in Net Assets 6
Financial Highlights 7
Notes to Financial Statements 10
Expense Example 17

 

This report and the financial statements contained herein are provided for the general information of the shareholders of the AAM/Bahl & Gaynor Income Growth Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

 

www.aamlive.com/publicsite/mutual-funds

   

 

AAM/Bahl & Gaynor Income Growth Fund

SCHEDULE OF INVESTMENTS

As of December 31, 2023 (Unaudited)

 

 

Number
of Shares
      Value 
    COMMON STOCKS — 98.2%    
    CONSUMER DISCRETIONARY — 8.4%    
 136,813   Home Depot, Inc.  $47,412,545 
 198,667   McDonald's Corp.   58,906,752 
 494,832   Starbucks Corp.   47,508,821 
         153,828,118 
     CONSUMER STAPLES — 12.6%     
 1,029,503   Keurig Dr Pepper, Inc.   34,303,040 
 989,664   Mondelez International, Inc., Class A   71,681,364 
 382,131   PepsiCo, Inc.   64,901,129 
 413,584   Procter & Gamble Co.   60,606,599 
         231,492,132 
     ENERGY — 8.8%     
 382,423   Chevron Corp.   57,042,215 
 155,160   Exxon Mobil Corp.   15,512,897 
 831,389   Kinder Morgan, Inc.   14,665,702 
 265,918   Phillips 66   35,404,322 
 1,114,421   Williams Cos., Inc.   38,815,283 
         161,440,419 
     FINANCIALS — 11.3%     
 43,985   CME Group, Inc.   9,263,241 
 253,901   Marsh & McLennan Cos., Inc.   48,106,623 
 331,286   PNC Financial Services Group, Inc.   51,299,637 
 426,140   Regions Financial Corp.   8,258,593 
 206,306   Travelers Cos., Inc.   39,299,230 
 1,166,839   U.S. Bancorp   50,500,792 
         206,728,116 
     HEALTH CARE — 13.6%     
 149,966   Abbott Laboratories   16,506,758 
 465,452   AbbVie, Inc.   72,131,096 
 40,432   Amgen, Inc.   11,645,225 
 129,412   Eli Lilly & Co.   75,436,843 
 677,435   Merck & Co., Inc.   73,853,964 
         249,573,886 
     INDUSTRIALS — 13.6%     
 155,684   Automatic Data Processing, Inc.   36,269,701 
 227,497   Eaton Corp. PLC1   54,785,827 
 185,214   Fastenal Co.   11,996,311 
 112,176   Illinois Tool Works, Inc.   29,383,381 
 128,415   Johnson Controls International PLC1   7,401,841 
 87,540   Lockheed Martin Corp.   39,676,630 
 211,629   Paychex, Inc.   25,207,130 
 187,342   RTX Corp.   15,762,956 
 1 

 

AAM/Bahl & Gaynor Income Growth Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2023 (Unaudited)

 

 

Number
of Shares
      Value 
    COMMON STOCKS (Continued)    
    INDUSTRIALS (Continued)    
 190,068   United Parcel Service, Inc., Class B  $29,884,392 
         250,368,169 
     MATERIALS — 3.1%     
 210,199   Air Products & Chemicals, Inc.   57,552,486 
     REAL ESTATE — 4.6%     
 320,363   Prologis, Inc. - REIT   42,704,388 
 707,215   Realty Income Corp. - REIT   40,608,285 
         83,312,673 
     TECHNOLOGY — 15.6%     
 91,962   Broadcom, Inc.   102,652,582 
 607,008   Cisco Systems, Inc.   30,666,044 
 687,180   Corning, Inc.   20,924,631 
 125,438   Dell Technologies, Inc., Class C   9,596,007 
 97,869   Microsoft Corp.   36,802,659 
 83,870   NXP Semiconductors NV1   19,263,262 
 154,961   QUALCOMM, Inc.   22,412,009 
 262,663   Texas Instruments, Inc.   44,773,535 
         287,090,729 
     UTILITIES — 6.6%     
 201,548   Eversource Energy   12,439,543 
 729,144   NextEra Energy, Inc.   44,288,207 
 613,599   Sempra   45,854,253 
 227,644   WEC Energy Group, Inc.   19,160,795 
         121,742,798 
     TOTAL COMMON STOCKS     
     (Cost $1,229,960,220)   1,803,129,526 
     SHORT-TERM INVESTMENTS — 1.7%     
 31,802,567   Fidelity Investments Money Market Treasury Portfolio - Class I 5.15%2   31,802,567 
     TOTAL SHORT-TERM INVESTMENTS     
     (Cost $31,802,567)   31,802,567 
     TOTAL INVESTMENTS — 99.9%     
     (Cost $1,261,762,787)   1,834,932,093 
     Other Assets in Excess of Liabilities — 0.1%   1,822,993 
     TOTAL NET ASSETS — 100.0%  $1,836,755,086 

 

PLC – Public Limited Company

REIT – Real Estate Investment Trusts

1 Foreign security denominated in U.S. Dollars.
2 The rate is the annualized seven-day yield at period end.

 

See accompanying Notes to Financial Statements.

 2 

 

AAM/Bahl & Gaynor Income Growth Fund

SUMMARY OF INVESTMENTS

As of December 31, 2023 (Unaudited)

 

 

Security Type/Sector  Percent of Total
Net Assets
 
Common Stocks    
Technology   15.6%
Industrials   13.6%
Health Care   13.6%
Consumer Staples   12.6%
Financials   11.3%
Energy   8.8%
Consumer Discretionary   8.4%
Utilities   6.6%
Real Estate   4.6%
Materials   3.1%
Total Common Stocks   98.2%
Short-Term Investments   1.7%
Total Investments   99.9%
Other Assets in Excess of Liabilities   0.1%
Total Net Assets   100.0%

 

See accompanying Notes to Financial Statements.

 3 

 

AAM/Bahl & Gaynor Income Growth Fund

STATEMENT OF ASSETS AND LIABILITIES

As of December 31, 2023 (Unaudited)

 

 

Assets:    
Investments, at value (cost $1,261,762,787)  $1,834,932,093 
Receivables:     
Fund shares sold   1,230,076 
Dividends and interest   3,874,618 
Prepaid expenses   41,675 
Total assets   1,840,078,462 
Liabilities:     
Payables:     
Fund shares redeemed   1,565,399 
Advisory fees   1,000,523 
Shareholder servicing fees (Note 7)   236,440 
Distribution fees - Class A & C (Note 8)   169,122 
Fund accounting and administration fees   186,830 
Transfer agent fees and expenses   28,028 
Custody fees   33,422 
Trustees' deferred compensation (Note 3)   37,839 
Auditing fees   9,654 
Chief Compliance Officer fees   5,603 
Trustees' fees and expenses   203 
Accrued other expenses   50,313 
Total liabilities   3,323,376 
Net Assets  $1,836,755,086 
Components of Net Assets:     
Paid-in capital (par value of $0.01 per share with an unlimited number of shares authorized)  $1,249,135,455 
Total distributable earnings (accumulated deficit)   587,619,631 
Net Assets  $1,836,755,086 
Maximum Offering Price Per Share:     
Class A Shares:     
Net assets applicable to shares outstanding  $184,166,985 
Number of shares issued and outstanding   8,067,219 
Net asset value per share1  $22.83 
Maximum sales charge (5.50% of offering price)2   1.33 
Maximum offering price to public  $24.16 
Class C Shares:     
Net assets applicable to shares outstanding  $157,536,072 
Number of shares issued and outstanding   6,980,918 
Net asset value per share3  $22.57 
Class I Shares:     
Net assets applicable to shares outstanding  $1,495,052,029 
Number of shares issued and outstanding   65,329,091 
Net asset value per share  $22.88 

 

1A Contingent Deferred Sales Charge (“CDSC”) of 1.00% will be imposed to the extent a finder's fee was paid on certain redemptions of such shares within 18 months of purchase.
2No initial sales charge is applied to purchases of $1 million or more. On sales of $50,000 or more, the sales charge will be reduced.
3A CDSC of 1.00% may be charged on purchases that are redeemed within 12 months of purchase.

 

See accompanying Notes to Financial Statements.

 4 

 

AAM/Bahl & Gaynor Income Growth Fund

STATEMENT OF OPERATIONS

For the Six Months Ended December 31, 2023 (Unaudited)

 

 

Investment income:    
Dividends (net of foreign withholding taxes of $27,140)  $26,368,070 
Interest   674,131 
Total investment income   27,042,201 
      
Expenses:     
Advisory fees   6,089,030 
Shareholder servicing fees (Note 7)   656,085 
Distribution fees - Class A (Note 8)   223,279 
Distribution fees - Class C (Note 8)   795,330 
Fund accounting and administration fees   478,673 
Transfer agent fees and expenses   57,495 
Custody fees   59,186 
Shareholder reporting fees   45,048 
Registration fees   38,923 
Trustees' fees and expenses   11,563 
Legal fees   11,106 
Chief Compliance Officer fees   10,795 
Auditing fees   9,749 
Insurance fees   4,157 
Miscellaneous   890 
Total expenses   8,491,309 
Net expenses   8,491,309 
Net investment income (loss)   18,550,892 
      
Realized and Unrealized Gain (Loss) on:     
Net realized gain (loss) on:     
Investments   32,053,439 
Total net realized gain (loss) on:   32,053,439 
Net change in unrealized appreciation (depreciation) on:     
Investments   23,415,079 
Net change in unrealized appreciation (depreciation)   23,415,079 
Net realized and unrealized gain (loss)   55,468,518 
Net Increase (Decrease) in Net Assets from Operations  $74,019,410 

 

See accompanying Notes to Financial Statements.

 5 

 

AAM/Bahl & Gaynor Income Growth Fund

STATEMENTS OF CHANGES IN NET ASSETS

 

 

  

For the

Six Months Ended

December 31, 2023

(Unaudited)

  

For the

Year Ended

June 30, 2023

 
Increase (Decrease) in Net Assets from:        
Operations:        
Net investment income (loss)  $18,550,892   $39,682,857 
Net realized gain (loss) on investments   32,053,439    11,814,690 
Net change in unrealized appreciation (depreciation) on investments   23,415,079    110,612,288 

Net increase (decrease) in net assets resulting from operations

   74,019,410    162,109,835 
           
Distributions to Shareholders:          
Distributions:          
Class A   (4,723,791)   (8,655,721)
Class C   (3,498,511)   (6,946,414)
Class I   (41,617,234)   (78,950,479)
Total distributions to shareholders   (49,839,536)   (94,552,614)
           
Capital Transactions:          
Net proceeds from shares sold:          
Class A   24,473,222    48,586,709 
Class C   6,682,664    16,763,551 
Class I   104,725,313    337,963,530 
Reinvestment of distributions:          
Class A   2,747,168    5,163,190 
Class C   2,263,649    4,340,695 
Class I   23,410,987    44,492,597 
Cost of shares redeemed:          
Class A1   (32,338,517)   (54,660,352)
Class C2   (20,380,704)   (35,563,768)
Class I3   (266,936,533)   (398,630,024)

Net increase (decrease) in net assets from capital transactions

   (155,352,751)   (31,543,872)
           
Total increase (decrease) in net assets   (131,172,877)   36,013,349 
           
Net Assets:          
Beginning of period   1,967,927,963    1,931,914,614 
End of period  $1,836,755,086   $1,967,927,963 
Capital Share Transactions:          
Shares sold:          
Class A   1,101,161    2,198,330 
Class C   305,592    762,772 
Class I   4,706,910    15,236,292 
Shares reinvested:          
Class A   122,404    233,563 
Class C   101,711    198,443 
Class I   1,041,605    2,008,073 
Shares redeemed:          
Class A   (1,449,803)   (2,481,064)
Class C   (928,625)   (1,634,036)
Class I   (12,070,031)   (17,912,037)
Net increase (decrease) in capital share transactions   (7,069,076)   (1,389,664)

 

1Net of redemption fee proceeds of $4,774 and $12,462, respectively.
2Net of redemption fee proceeds of $705 and $1,577, respectively.
3Net of redemption fee proceeds of $5,539 and $47,385, respectively.

 

See accompanying Notes to Financial Statements.

 6 

 

AAM/Bahl & Gaynor Income Growth Fund

FINANCIAL HIGHLIGHTS

Class A

 

Per share operating performance.

For a capital share outstanding throughout each period.

 

  

For the

Six Months

Ended

December 31,

2023

   For the Year Ended June 30, 
   (Unaudited)   2023   2022   2021   2020   2019 
Net asset value, beginning of period  $22.48   $21.72   $23.00   $17.85   $18.68   $16.57 
Income from Investment Operations:                              
Net investment income (loss) 1   0.20    0.42    0.32    0.30    0.32    0.30 
Net realized and unrealized gain (loss)   0.74    1.38    (1.21)   5.15    (0.78)   2.12 
Net increase from payments by affiliates   -    -    -    -    -    -2
Total from investment operations   0.94    1.80    (0.89)   5.45    (0.46)   2.42 
                               
Less Distributions:                              
From net investment income   (0.26)   (0.42)   (0.31)   (0.30)   (0.30)   (0.31)
From net realized gain   (0.33)   (0.62)   (0.08)   -    (0.07)   - 
Total distributions   (0.59)   (1.04)   (0.39)   (0.30)   (0.37)   (0.31)
                               
Redemption fee proceeds1   -2   -2   -2   -2   -2   -2
                               
Net asset value, end of period  $22.83   $22.48   $21.72   $23.00   $17.85   $18.68 
                               
Total return3   4.26%4   8.43%   (4.02)%   30.83%   (2.55)%   14.76%5
                               
Ratios and Supplemental Data:                              
Net assets, end of period (in thousands)  $184,167   $186,429   $181,239   $185,036   $133,287   $107,286 
                               
Ratio of expenses to average net assets:                              

Before fees waived and expenses absorbed/recovered

   1.05%6   1.04%   1.06%   1.08%   1.07%   1.12%
After fees waived and expenses absorbed/recovered   1.05%6   1.04%   1.08%   1.08%   1.08%   1.08%
Ratio of net investment income (loss) to average net assets:                              
Before fees waived and expenses absorbed/recovered   1.84%6   1.88%   1.36%   1.48%   1.75%   1.71%
After fees waived and expenses absorbed/recovered   1.84%6   1.88%   1.34%   1.48%   1.74%   1.75%
Portfolio turnover rate   8%4   14%   12%   16%   16%   14%

 

1Based on average shares outstanding for the year.
2Amount represents less than $0.01 per share.
3Total returns would have been lower/higher had expenses not been waived/recovered by the Advisor. Returns shown include Rule 12b-1 fees of up to 0.25% and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Returns shown do not include payment of sales load of 5.50% of offering price which is reduced on sales of $50,000 or more. Returns do not include payment of Contingent Deferred Sales Charge (“CDSC”) of 1.00% will be imposed to the extent a finder's fee was paid on certain redemptions of Class A shares made within 18 months of purchase. If the sales charge was included total returns would be lower.
4Not annualized.
5The Advisor reimbursed the Fund $729 for losses on transactions not meeting investment guidelines. Reimbursement had no impact to Fund's Performance.
6Annualized.

 

See accompanying Notes to Financial Statements.

 7 

 

AAM/Bahl & Gaynor Income Growth Fund

FINANCIAL HIGHLIGHTS

Class C

 

 

Per share operating performance.

For a capital share outstanding throughout each period.

 

  

For the

Six Months

Ended

December 31,

2023

   For the Year Ended June 30, 
   (Unaudited)   2023   2022   2021   2020   2019 
Net asset value, beginning of period  $22.21   $21.48   $22.76   $17.67   $18.50   $16.43 
Income from Investment Operations:                              
Net investment income (loss) 1   0.12    0.25    0.14    0.15    0.18    0.17 
Net realized and unrealized gain (loss)   0.73    1.35    (1.19)   5.09    (0.78)   2.09 
Net increase from payments by affiliates   -    -    -    -    -    -2
Total from investment operations   0.85    1.60    (1.05)   5.24    (0.60)   2.26 
                               
Less Distributions:                              
From net investment income   (0.16)   (0.25)   (0.15)   (0.15)   (0.16)   (0.19)
From net realized gain   (0.33)   (0.62)   (0.08)   -    (0.07)   - 
Total distributions   (0.49)   (0.87)   (0.23)   (0.15)   (0.23)   (0.19) 
                               
Redemption fee proceeds1   -2   -2   -2   -2   -2   -2
                               
Net asset value, end of period  $22.57   $22.21   $21.48   $22.76   $17.67   $18.50 
                               
Total return3   3.90%4   7.57%   (4.72)%   29.82%   (3.28)%   13.86%5
                               
Ratios and Supplemental Data:                              
Net assets, end of period (in thousands)  $157,536   $166,655   $175,609   $194,729   $164,872   $128,656 
                               
Ratio of expenses to average net assets:                              
Before fees waived and expenses absorbed/recovered   1.80%6   1.79%   1.81%   1.83%   1.82%   1.87%
After fees waived and expenses absorbed/recovered   1.80%6   1.79%   1.83%   1.83%   1.83%   1.83%
Ratio of net investment income (loss) to average net assets:                              
Before fees waived and expenses absorbed/recovered   1.09%6   1.13%   0.61%   0.73%   1.00%   0.96%
After fees waived and expenses absorbed/recovered   1.09%6   1.13%   0.59%   0.73%   0.99%   1.00%
                               
Portfolio turnover rate   8%4   14%   12%   16%   16%   14%

 

1Based on average shares outstanding for the year.
2Amount represents less than $0.01 per share.
3Total returns would have been lower/higher had expenses not been waived/recovered by the Advisor. Returns shown include Rule 12b-1 fees of up to 1.00% and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Returns shown do not include payment of Contingent Deferred Sales Charge (“CDSC”) of 1.00% on redemptions of Class C shares made within 12 months of purchase. If the sales charge was included total returns would be lower.
4Not annualized.
5The Advisor reimbursed the Fund $729 for losses on transactions not meeting investment guidelines. Reimbursement had no impact to Fund's Performance.
6Annualized.

 

See accompanying Notes to Financial Statements.

 8 

 

AAM/Bahl & Gaynor Income Growth Fund

FINANCIAL HIGHLIGHTS

Class I

 

 

Per share operating performance.

For a capital share outstanding throughout each period.

 

  

For the

Six Months

Ended

December 31,

2023

   For the Year Ended June 30, 
   (Unaudited)   2023   2022   2021   2020   2019 
Net asset value, beginning of period  $22.54   $21.78   $23.06   $17.89   $18.73   $16.61 
Income from Investment Operations:                              
Net investment income (loss) 1   0.23    0.47    0.38    0.36    0.37    0.35 
Net realized and unrealized gain (loss)   0.73    1.38    (1.21)   5.16    (0.80)   2.12 
Net increase from payments by affiliates   -    -    -    -    -    -2
Total from investment operations   0.96    1.85    (0.83)   5.52    (0.43)   2.47 
                               
Less Distributions:                              
From net investment income   (0.29)   (0.47)   (0.37)   (0.35)   (0.34)   (0.35)
From net realized gain   (0.33)   (0.62)   (0.08)   -    (0.07)   - 
Total distributions   (0.62)   (1.09)   (0.45)   (0.35)   (0.41)   (0.35)
Redemption fee proceeds1   -2   -2   -2   -2   -2   -2
                               
Net asset value, end of period  $22.88   $22.54   $21.78   $23.06   $17.89   $18.73 
                               
Total return3   4.36%4   8.68%   (3.77)%   31.19%   (2.36)%   15.07%5
                               
Ratios and Supplemental Data:                              
Net assets, end of period (in thousands)  $1,495,052   $1,614,844   $1,575,066   $1,667,592   $1,346,619   $940,588 
                               
Ratio of expenses to average net assets:                              
Before fees waived and expenses absorbed/recovered   0.80%6   0.79%   0.81%   0.83%   0.82%   0.87%
After fees waived and expenses absorbed/recovered   0.80%6   0.79%   0.83%   0.83%   0.83%   0.83%
Ratio of net investment income (loss) to average net assets:                              
Before fees waived and expenses absorbed/recovered   2.09%6   2.13%   1.61%   1.73%   2.00%   1.96%
After fees waived and expenses absorbed/recovered   2.09%6   2.13%   1.59%   1.73%   1.99%   2.00%
                               
Portfolio turnover rate   8%4   14%   12%   16%   16%   14%

 

1Based on average shares outstanding for the year.
2Amount represents less than $0.01 per share.
3Total returns would have been lower/higher had expenses not been waived/absorbed by the Advisor. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
4Not annualized.
5The Advisor reimbursed the Fund $729 for losses on transactions not meeting investment guidelines. Reimbursement had no impact to Fund's Performance.
6Annualized.

 

See accompanying Notes to Financial Statements.

 9 

 

AAM/Bahl & Gaynor Income Growth Fund

NOTES TO FINANCIAL STATEMENTS

December 31, 2023 (Unaudited)

 

 

Note 1 – Organization

AAM/Bahl & Gaynor Income Growth Fund (the “Fund”) is organized as a diversified series of Investment Managers Series Trust, a Delaware statutory trust (the “Trust”) which is registered as an open-end management investment company under the Investment Company Act of 1940, as amended (the “1940 Act”).

 

The Fund’s primary investment objective is current and growing income, secondarily downside protection and thirdly long-term capital appreciation. The Fund currently offers four classes of shares: Class A, Class C, Class T and Class I. The Fund’s Class A and Class I shares commenced operations on July 5, 2012. The Fund’s Class C shares commenced operations on January 31, 2013. Class T shares are not currently available for purchase.

 

The shares of each class represent an interest in the same portfolio of investments of the Fund and have equal rights as to voting, redemptions, dividends and liquidation, subject to the approval of the Trustees. Income, expenses (other than expenses attributable to a specific class) and realized and unrealized gains and losses on investments are allocated to each class of shares in proportion to their relative net assets. Shareholders of a class that bears distribution and service expenses under the terms of a distribution plan have exclusive voting rights to that distribution plan.

 

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”.

 

Note 2 – Accounting Policies

The following is a summary of the significant accounting policies consistently followed by the Fund in the preparation of its financial statements. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from these estimates.

 

(a) Valuation of Investments

The Fund values equity securities at the last reported sale price on the principal exchange or in the principal over the counter (“OTC”) market in which such securities are traded, as of the close of regular trading on the NYSE on the day the securities are being valued or, if the last-quoted sales price is not readily available, the securities will be valued at the last bid or the mean between the last available bid and ask price. Securities traded on the NASDAQ are valued at the NASDAQ Official Closing Price (“NOCP”). Investments in open-end investment companies are valued at the daily closing net asset value of the respective investment company. Debt securities are valued by utilizing a price supplied by independent pricing service providers. The independent pricing service providers may use various valuation methodologies including matrix pricing and other analytical pricing models as well as market transactions and dealer quotations. These models generally consider such factors as yields or prices of bonds of comparable quality, type of issue, coupon, maturity, ratings and general market conditions. If a price is not readily available for a portfolio security, the security will be valued at fair value (the amount which the Fund might reasonably expect to receive for the security upon its current sale). The Board of Trustees has designated the Advisor as the Fund’s valuation designee (the “Valuation Designee”) to make all fair value determinations with respect to the Fund’s portfolio investments, subject to the Board’s oversight. As the Valuation Designee, the Advisor has adopted and implemented policies and procedures to be followed when the Fund must utilize fair value pricing. Prior to September 8, 2022, securities were valued at fair value as determined in good faith by the Fund’s advisor, subject to review and approval by the Valuation Committee, pursuant to procedures adopted by the Board of Trustees. The actions of the Valuation Committee were subsequently reviewed by the Board at its next regularly scheduled board meeting. The Valuation Committee met as needed. The Valuation Committee was comprised of all the Trustees, but action may have been taken by any one of the Trustees.

 10 

 

AAM/Bahl & Gaynor Income Growth Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2023 (Unaudited)

 

 

(b) Investment Transactions, Investment Income and Expenses

Investment transactions are accounted for on the trade date. Realized gains and losses on investments are determined on the identified cost basis. Dividend income is recorded net of applicable withholding taxes on the ex-dividend date and interest income is recorded on an accrual basis. Withholding taxes on foreign dividends, if applicable, are paid (a portion of which may be reclaimable) or provided for in accordance with the applicable country’s tax rules and rates and are disclosed in the Statement of Operations. Withholding tax reclaims are filed in certain countries to recover a portion of the amounts previously withheld. The Fund records a reclaim receivable based on a number of factors, including a jurisdiction’s legal obligation to pay reclaims as well as payment history and market convention. Income and expenses of the Fund are allocated on a pro rata basis to each class of shares in proportion to their relative net assets, except for distribution and service fees which are unique to each class of shares. Expenses incurred by the Trust with respect to more than one fund are allocated in proportion to the net assets of each fund except where allocation of direct expenses to each fund or an alternative allocation method can be more appropriately made.

 

(c) Federal Income Taxes

The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of their net investment income and any net realized gains to their shareholders. Therefore, no provision is made for federal income or excise taxes. Due to the timing of dividend distributions and the differences in accounting for income and realized gains and losses for financial statement and federal income tax purposes, the fiscal year in which amounts are distributed may differ from the year in which the income and realized gains and losses are recorded by the Fund.

 

Accounting for Uncertainty in Income Taxes (the “Income Tax Statement”) requires an evaluation of tax positions taken (or expected to be taken) in the course of preparing a Fund’s tax returns to determine whether these positions meet a “more-likely-than-not” standard that, based on the technical merits, have a more than fifty percent likelihood of being sustained by a taxing authority upon examination. A tax position that meets the “more-likely-than-not” recognition threshold is measured to determine the amount of benefit to recognize in the financial statements. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations.

 

The Income Tax Statement requires management of the Fund to analyze tax positions taken in the prior three open tax years, if any, and tax positions expected to be taken in the Fund’s current tax year, as defined by the IRS statute of limitations for all major jurisdictions, including federal tax authorities and certain state tax authorities. As of December 31, 2023, and during the prior three open tax years the Fund did not have a liability for any unrecognized tax benefits. The Fund has no examination in progress and is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

 

(d) Distributions to Shareholders

The Fund will make distributions of net investment income monthly and net capital gains, if any, at least annually. Distributions to shareholders are recorded on the ex-dividend date. The amount and timing of distributions are determined in accordance with federal income tax regulations, which may differ from GAAP.

 

The character of distributions made during the year from net investment income or net realized gains may differ from the characterization for federal income tax purposes due to differences in the recognition of income, expense and gain (loss) items for financial statement and tax purposes.

 11 

 

AAM/Bahl & Gaynor Income Growth Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2023 (Unaudited)

 

 

(e) Illiquid Securities

Pursuant to Rule 22e-4 under the 1940 Act, the Fund has adopted a Liquidity Risk Management Program (“LRMP”) that requires, among other things, that the Fund limits its illiquid investments that are assets to no more than 15% of net assets. An illiquid investment is any security which may not reasonably be expected to be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment. If the Advisor, at any time determines that the value of illiquid securities held by the Fund exceeds 15% of its net asset value, the Advisor will take such steps as it considers appropriate to reduce them as soon as reasonably practicable in accordance with the Fund’s written LRMP.

 

Note 3 – Investment Advisory and Other Agreements

The Trust, on behalf of the Fund, entered into an Investment Advisory Agreement (the “Agreement”) with Advisors Asset Management, Inc. (the “Advisor”). Under the terms of the Agreement, the Fund pays a monthly investment advisory fee to the Advisor at the annual rate of 0.65% of the Fund’s average daily net assets. The Advisor has engaged Bahl & Gaynor, Inc. (the “Sub-Advisor”) to manage the Fund and pays the Sub-Advisor from its advisory fees.

 

The Advisor has contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that the total annual fund operating expenses (excluding any taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, acquired fund fees and expenses (as determined in accordance with Form N-1A), expenses incurred in connection with any merger or reorganization, and extraordinary expenses such as litigation expenses) do not exceed 1.08%, 1.83% and 0.83% of the average daily net assets of the Fund’s Class A, Class C and Class I Shares, respectively. This agreement is in effect until October 31, 2033, and it may be terminated before that date only by the Trust’s Board of Trustees.

 

UMB Fund Services, Inc. (“UMBFS”) serves as the Fund’s fund accountant, transfer agent and co-administrator; and Mutual Fund Administration, LLC (“MFAC”) serves as the Fund’s other co-administrator. UMB Bank, n.a., an affiliate of UMBFS, serves as the Fund’s custodian. The Fund’s allocated fees incurred for fund accounting, fund administration, transfer agency and custody services for the six months ended December 31, 2023, are reported on the Statement of Operations.

 

IMST Distributors, LLC, a wholly owned subsidiary of Foreside Financial Group, LLC (d/b/a ACA Group), serves as the Fund’s distributor (the “Distributor”). The Distributor does not receive compensation from the Fund for its distribution services; the Advisor pays the Distributor a fee for its distribution-related services.

 

Certain trustees and officers of the Trust are employees of UMBFS or MFAC. The Fund does not compensate trustees and officers affiliated with the Fund’s co-administrators. For the six months ended December 31, 2023, the Fund’s allocated fees incurred to Trustees who are not affiliated with the Fund’s co-administrators are reported on the Statement of Operations.

 

The Fund’s Board of Trustees has adopted a Deferred Compensation Plan (the “Plan”) for the Independent Trustees that enables Trustees to elect to receive payment in cash or the option to select various fund(s) in the Trust in which their deferred accounts shall be deemed to be invested. If a trustee elects to defer payment, the Plan provides for the creation of a deferred payment account. The Fund’s liability for these amounts is adjusted for market value changes in the invested fund(s) and remains a liability to the Fund until distributed in accordance with the Plan. The Trustees Deferred compensation liability under the Plan constitutes a general unsecured obligation of the Fund and is disclosed in the Statement of Assets and Liabilities. Contributions made under the plan and the change in unrealized appreciation/depreciation and income are included in the Trustees’ fees and expenses in the Statement of Operations.

 12 

 

AAM/Bahl & Gaynor Income Growth Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2023 (Unaudited)

 

 

Dziura Compliance Consulting, LLC provides Chief Compliance Officer (“CCO”) services to the Trust. The Fund’s allocated fees incurred for CCO services for the six months ended December 31, 2023, are reported on the Statement of Operations.

 

Note 4 – Federal Income Taxes

At December 31, 2023, gross unrealized appreciation/(depreciation) of investments, based on cost for federal income tax purposes were as follows:

 

Cost of investments  $1,263,816,304 
      
Gross unrealized appreciation  $610,065,913 
Gross unrealized depreciation   (38,950,124)
      
Net unrealized appreciation/(depreciation)  $571,115,789 

 

The difference between cost amounts for financial statement and federal income tax purposes is due primarily to timing differences in recognizing certain gains and losses in security transactions.

 

As of June 30, 2023, the components of accumulated earnings/(deficit) on a tax basis were as follows:

 

Undistributed ordinary income  $4,098,814 
Undistributed long-term capital gains   11,667,086 
Tax accumulated earnings   15,765,900 
      
Accumulated capital and other losses   - 
Unrealized Trustees’ deferred compensation   (26,852)
Unrealized appreciation/(depreciation) on investments   547,700,709 
Total accumulated earnings/(deficit)  $563,439,757 

 

The tax character of the distributions paid during the fiscal years ended June 30, 2023 and June 30, 2022, were as follows:

 

Distributions paid from:  2023   2022 
Ordinary income  $39,629,868   $30,564,206 
Net long-term capital gains   54,922,746    7,404,089 
Total distributions paid  $94,552,614   $37,968,295 

 

Note 5 – Redemption Fee

The Fund may impose a redemption fee of 2.00% of the total redemption amount on all shares redeemed within 90 days of purchase. For the six months ended December 31, 2023, and the year ended June 30, 2023, the Fund received $11,018 and $61,424 respectively.

 

Note 6 – Investment Transactions

For the six months ended December 31, 2023, purchases and sales of investments, excluding short-term investments, were $143,840,540 and $320,834,468, respectively.

 13 

 

AAM/Bahl & Gaynor Income Growth Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2023 (Unaudited)

 

 

Note 7 – Shareholder Servicing Plan

The Trust, on behalf of the Fund, has adopted a Shareholder Servicing Plan to pay a fee at an annual rate of up to 0.15% of the Fund’s average daily net assets of shares serviced by shareholder servicing agents who provide administrative and support services to their customers.

 

For the six months ended December 31, 2023, shareholder servicing fees incurred are disclosed on the Statement of Operations.

 

Note 8 – Distribution Plan

The Trust, on behalf of the Fund, has adopted a Rule 12b-1 plan with respect to the Fund’s Class A Shares and Class C Shares. Under the plan, the Fund pays to the Distributor distribution fees in connection with the sale and distribution of the Fund’s Class A and Class C Shares and/or shareholder liaison service fees in connection with the provision of personal services to shareholders of each such Class and the maintenance of their shareholder accounts.

 

For Class A Shares, the maximum annual fee payable to the Distributor for such distribution and/or shareholder liaison services is 0.25% of the average daily net assets of such shares. For Class C shares, the maximum annual fees payable to the Distributor for distribution services and shareholder liaison services are 0.75% and 0.25%, respectively, of the average daily net assets attributable to such shares. Class I Shares are not subject to any distribution or service fees under the plan.

 

For the six months ended December 31, 2023, the Fund’s distribution and service fees incurred are disclosed on the Statement of Operations.

 

Note 9 – Indemnifications

In the normal course of business, the Fund enters into contracts that contain a variety of representations, which provide 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 that have not yet occurred. However, the Fund expects the risk of loss to be remote.

 

Note 10 – Fair Value Measurements and Disclosure

Fair Value Measurements and Disclosures defines fair value, establishes a framework for measuring fair value in accordance with GAAP, and expands disclosure about fair value measurements. It also provides guidance on determining when there has been a significant decrease in the volume and level of activity for an asset or a liability, when a transaction is not orderly, and how that information must be incorporated into a fair value measurement.

 

Under Fair Value Measurements and Disclosures, various inputs are used in determining the value of the Fund’s investments. These inputs are summarized into three broad Levels as described below:

 

·Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.

 

·Level 2 – Observable inputs other than quoted prices included in level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
 14 

 

AAM/Bahl & Gaynor Income Growth Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2023 (Unaudited)

 

 

·Level 3 – Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

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

 

The inputs used to measure fair value may fall into different Levels of the fair value hierarchy. In such cases, for disclosure purposes, the Level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest Level input that is significant to the fair value measurement in its entirety.

 

The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities. The following is a summary of the inputs used, as of December 31, 2023, in valuing the Fund’s assets carried at fair value:

 

   Level 1   Level 2*   Level 3*   Total 
Investments                
Common Stocks1  $1,803,129,526   $-   $-   $1,803,129,526 
Short-Term Investments   31,802,567    -    -    31,802,567 
Total Investments  $1,834,932,093   $-   $-   $1,834,932,093 

 

1For a detailed break-out of common stocks by major industry classification, please refer to the Schedule of Investments.
*The Fund did not hold any Level 2 or Level 3 securities at period end.

 

Note 11 – Market Disruption and Geopolitical Risks

Certain local, regional or global events such as war, acts of terrorism, the spread of infectious illnesses and/or other public health issues, financial institution instability or other events may have a significant impact on a security or instrument. These types of events and other like them are collectively referred to as “Market Disruptions and Geopolitical Risks” and they may have adverse impacts on the worldwide economy, as well as the economies of individual countries, the financial health of individual companies and the market in general in significant and unforeseen ways. Some of the impacts noted in recent times include but are not limited to embargos, political actions, supply chain disruptions, bank failures, restrictions to investment and/or monetary movement including the forced selling of securities or the inability to participate impacted markets. The duration of these events could adversely affect the Fund’s performance, the performance of the securities in which the Fund invests and may lead to losses on your investment. The ultimate impact of “Market Disruptions and Geopolitical Risks” on the financial performance of the Fund’s investments is not reasonably estimable at this time. Management is actively monitoring these events.

 

Note 12 – New Accounting Pronouncements and Regulatory Updates

Effective January 24, 2023, the SEC adopted rule and form amendments to require mutual funds and exchange-traded funds (ETFs) to transmit concise and visually engaging streamlined annual and semiannual reports to shareholders that highlight key information deemed important for retail investors to assess and monitor their fund investments. Other information, including financial statements, will no longer appear in the funds’ streamlined shareholder reports but must be available online, delivered free of charge upon request, and filed on a semiannual basis on Form N-CSR. The rule and form amendments have a compliance date of July 24, 2024. At this time, management is evaluating the impact of these rule and form amendment changes on the content of the current shareholder report and the newly created annual and semiannual streamlined shareholder reports.

 15 

 

AAM/Bahl & Gaynor Income Growth Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2023 (Unaudited)

 

 

In December 2020, the SEC adopted a new rule providing a framework for fund valuation practices (“Rule 2a-5”). Rule 2a-5 establishes requirements for determining fair value in good faith for purposes of the 1940 Act. Rule 2a-5 will permit fund boards to designate certain parties to perform fair value determinations, subject to board oversight and certain other conditions. Rule 2a-5 also defines when market quotations are “readily available” for purposes of the 1940 Act and the threshold for determining whether a fund must fair value a security. In connection with Rule 2a-5, the SEC also adopted related recordkeeping requirements and is rescinding previously issued guidance, including with respect to the role of a board in determining fair value and the accounting and auditing of fund investments. The Fund has adopted procedures in accordance with Rule 2a-5.

 

In March 2020, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2020-04, Reference Rate Reform (Topic 848) – Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The amendments in the ASU provide optional temporary financial reporting relief from the effect of certain types of contract modifications due to the planned discontinuation of the London Interbank Offered Rate and other interbank-offered based reference rates as of the end of 2021. The ASU is effective for certain reference rate-related contract modifications that occur during the period March 12, 2020 through December 31, 2022. In December 2022, the FASB issued ASU No. 2022-06, Reference Rate Reform (Topic 848) - Deferral of the Sunset Date of Topic 848, which extends the period through December 31, 2024. Management has reviewed the requirements and believes the adoption of these ASUs will not have a material impact on the financial statements.

 

Note 13 – Events Subsequent to the Fiscal Period End

The Fund has adopted financial reporting rules regarding subsequent events which require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet. Management has evaluated the Fund’s related events and transactions that occurred through the date of issuance of the Fund’s financial statements. There were no events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements.

 16 

 

AAM/Bahl & Gaynor Income Growth Fund

EXPENSE EXAMPLE

For the Six Months Ended December 31, 2023 (Unaudited)

 

 

Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase of Class A shares; and (2) ongoing costs, including management fees; distribution and 12b-1 fees (Class A and Class C shares only) and other Fund expenses. The examples below are 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.

 

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2023 to December 31, 2023.

 

Actual Expenses

The information in the row titled “Actual Performance” of the table below provides actual account values and actual expenses. You may use the information in these columns, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the appropriate row for your share class, under the column titled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The information in the row titled “Hypothetical (5% annual return before expenses)” of the table below provides hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios 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 these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (load) or contingent deferred sales charges. Therefore, the information in the row titled “Hypothetical (5% annual return before expenses)” is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

   

Beginning Account

Value

Ending Account

Value

Expenses Paid

During Period*

    7/1/23 12/31/23 7/1/23–12/31/23
Class A Actual Performance $1,000.00 $1,042.60 $5.39
 

Hypothetical (5% annual return before expenses)

1,000.00 1,019.94 5.33
Class C Actual Performance 1,000.00 1,039.00 9.24
 

Hypothetical (5% annual return before expenses)

1,000.00 1,016.17 9.13
Class I Actual Performance 1,000.00 1,043.60 4.11
 

Hypothetical (5% annual return before expenses)

1,000.00 1,021.20 4.06

 

*Expenses are equal to the Fund's annualized expense ratio of 1.05%, 1.80% and 0.80% for Class A, Class C and Class I shares, respectively, multiplied by the average account values over the period, multiplied by 184/366 (to reflect the six month period). Assumes all dividends and distributions were reinvested.

 17 

 

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AAM/Bahl & Gaynor Income Growth Fund

A series of Investment Managers Series Trust

 

Investment Advisor

Advisors Asset Management, Inc.

18925 Base Camp Road, Suite 203

Monument, Colorado 80132

 

Sub-Advisor

Bahl & Gaynor, Inc.

255 East Fifth Street, Suite 2700

Cincinnati, Ohio 45202

 

Custodian

UMB Bank, n.a.

928 Grand Boulevard, 5th Floor

Kansas City, Missouri 64106

 

Fund Co-Administrator

Mutual Fund Administration, LLC

2220 East Route 66, Suite 226

Glendora, California 91740

 

Fund Co-Administrator, Transfer Agent and Fund Accountant

UMB Fund Services, Inc.

235 West Galena Street

Milwaukee, Wisconsin 53212

 

Distributor

IMST Distributors, LLC

Three Canal Plaza, Suite 100

Portland, Maine 04101

www.acaglobal.com

   

 

FUND INFORMATION

 

 

  TICKER   CUSIP
AAM/Bahl & Gaynor Income Growth Fund - Class A AFNAX   461418 188
AAM/Bahl & Gaynor Income Growth Fund - Class C AFYCX   461418 170
AAM/Bahl & Gaynor Income Growth Fund - Class  I AFNIX   461418 162

 

Privacy Principles of the AAM/Bahl & Gaynor Income Growth Fund for Shareholders

The Fund is committed to maintaining the privacy of its shareholders and to safeguarding its non-public personal information. The following information is provided to help you understand what personal information the Fund collects, how we protect that information and why, in certain cases, we may share information with select other parties.

 

Generally, the Fund does not receive any non-public personal information relating to its shareholders, although certain non-public personal information of its shareholders may become available to the Fund. The Fund does not disclose any non-public personal information about its shareholders or former shareholders to anyone, except as permitted by law or as is necessary in order to service shareholder accounts (for example, to a transfer agent or third party administrator).

 

 

 

This report is sent to shareholders of the AAM/Bahl & Gaynor Income Growth Fund for their information. It is not a Prospectus, circular or representation intended for use in the purchase or sale of shares of the Fund or of any securities mentioned in this report.

 

Proxy Voting Policies and Procedures

A description of the Fund’s proxy voting policies and procedures related to portfolio securities is available without charge, upon request, by calling the Fund at (888) 966-9661, or on the U.S. Securities and Exchange Commission’s (“SEC”) website at www.sec.gov.

 

Proxy Voting Record

Information regarding how the Fund voted proxies for portfolio securities, if applicable, during the most recent 12-month period ended June 30, is also available, without charge and upon request by calling (888) 966-9661, or by accessing the Fund’s Form N-PX on the SEC’s website at www.sec.gov.

 

Fund Portfolio Holdings

The Fund files a complete schedule of its portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-PORT within 60 days of the end of such fiscal quarter. Shareholders may obtain the Fund’s Form N-PORT on the SEC’s website at www.sec.gov.

 

Prior to the use of Form N-PORT, the Fund filed its complete schedule of portfolio holdings with the SEC on Form N-Q, which is available online at www.sec.gov

 

Householding

The Fund will mail only one copy of shareholder documents, including prospectuses and notice of annual and semi-annual reports availability and proxy statements, to shareholders with multiple accounts at the same address. This practice is commonly called “householding” and is intended to reduce expenses and eliminate duplicate mailings of shareholder documents. Mailings of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please call the Fund at (888) 966-9661.

 

AAM/Bahl & Gaynor Income Growth Fund

P.O. Box 2175

Milwaukee, WI 53201

Toll Free: (888) 966-9661

   

 

Item 1. Report to Stockholders (Continued).

 

(b)Not Applicable

 

Item 2. Code of Ethics.

 

Not applicable for semi-annual reports.

 

Item 3. Audit Committee Financial Expert.

 

Not applicable for semi-annual reports.

 

Item 4. Principal Accountant Fees and Services.

 

Not applicable for semi-annual reports.

 

Item 5. Audit Committee of Listed Registrants.

 

(a)Not applicable to registrants who are not listed issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934).
(b)Not applicable.

 

Item 6. Investments.

 

(a)Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.
(b)Not applicable.

 

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

 

Not applicable to open-end investment companies.

 

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

 

Not applicable to open-end investment companies.

 

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

 

Not applicable to open-end investment companies.

 

Item 10. Submission of Matters to a Vote of Security Holders.

 

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of trustees.

   

 

Item 11. Controls and Procedures.

 

(a)The Registrant’s President/Chief Executive Officer and Treasurer/Chief Financial Officer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.

 

(b)There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting.

 

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

 

Not applicable for open-end investment companies.

 

Item 13. Exhibits.

 

(a)(1) Any code of ethics or amendment thereto, that is subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Not applicable.

 

(2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith.

 

(3) Any written solicitation to purchase securities under Rule 23c-1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable to open-end investment companies.

 

(4) Change in the registrant’s independent public accountant. There was no change in the registrant’s independent public accountant for the period covered by this report.

 

(b)Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Furnished herewith.
   

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

(Registrant) Investment Managers Series Trust  
     
By (Signature and Title) /s/ Maureen Quill  
  Maureen Quill, President/Chief Executive Officer  
     
Date 3/08/2024  

 

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/ Maureen Quill  
  Maureen Quill, President/Chief Executive Officer  
     
Date 3/08/2024  
     
By (Signature and Title) /s/ Rita Dam  
  Rita Dam, Treasurer/Chief Financial Officer  
     
Date 3/08/2024