(a)
|
|
Greenspring Income Opportunities Fund
|
|||
Performance for the
|
|||
Periods Ended September 30, 2022
|
|||
Quarter
|
1.01%
|
||
Year to Date
|
-3.82%
|
||
Since inception on 12/15/21*
|
-3.82%
|
||
Expense Ratio**
|
1.53%
|
||
30-Day SEC Yield (unsubsidized)
|
5.78%
|
*
|
annualized.
|
|
**
|
The net expense ratio is 0.85%, as stated in the Fund’s Prospectus dated December 15, 2021. The Fund’s investment advisor has contractually agreed to waive a portion of its
fees and reimburse certain expenses for the Fund to limit the total annual fund operating expenses (excluding taxes, Rule 12b-1 fees, shareholder servicing fees, extraordinary expenses, brokerage commissions, interest and acquired fund fees
and expenses) to 0.75% through December 15, 2024. Absent advisory fee reductions and expense reimbursements, the expense ratio (gross) would be 1.53% for the Fund’s current fiscal year. The net expense ratio is applicable to investors.
|
% of Net
|
||
Greenspring Income Opportunities Fund
|
Assets
|
|
Top 10 Holdings
|
as of
|
|
9/30/22
|
||
1.
|
Change Healthcare Holdings LLC
|
|
5.750% 3/1/25(a)
|
1.4%
|
|
2.
|
Stericycle, Inc.
|
|
5.375% 7/15/24(a)
|
1.4%
|
|
3.
|
Prime Security Services
|
|
5.250% 4/15/24(a)
|
1.4%
|
|
4.
|
Marriott Ownership Resorts, Inc.
|
|
6.125% 9/15/25(a)
|
1.3%
|
|
5.
|
Compass Minerals International, Inc.
|
|
4.875% 7/15/24(a)
|
1.3%
|
|
6.
|
Jaguar Land Rover Automotive PLC
|
|
5.625% 2/1/23(a)
|
1.3%
|
|
7.
|
Picasso Finance Sub, Inc.
|
|
6.125% 6/15/25(a)
|
1.2%
|
|
8.
|
PDC Energy, Inc.
|
|
6.125% 9/15/24
|
1.2%
|
|
9.
|
Dave & Buster’s, Inc.
|
|
7.625% 11/1/25(a)
|
1.2%
|
|
10.
|
Arconic Corp.
|
|
6.000% 5/15/25(a)
|
1.2%
|
(a)
|
144A Securities available only to qualified institutional buyers, issued by a publicly-traded entity or parent.
|
![]() |
![]() |
![]() |
Charles vK. Carlson, CFA
|
Michael J. Pulcinella
|
George A. Truppi, CFA
|
Portfolio Manager
|
Portfolio Manager
|
Portfolio Manager
|
Since Inception
|
|
Annualized Total Return Periods Ended September 30, 2022:
|
(12/15/2021)
|
Greenspring Income Opportunities Fund
|
(3.82)%
|
ICE BofA 1-3 Year BB US Cash Pay High Yield Index
|
(5.13)%
|
EXPENSE EXAMPLE For the Period Ended September 30, 2022
(Unaudited)
|
Beginning
|
Ending
|
Expenses Paid
|
||
Account Value
|
Account Value
|
During Period(1)
|
||
4/1/2022
|
9/30/2022
|
4/1/2022-9/30/2022
|
||
Actual
|
||||
Institutional Shares
|
$1,000.00
|
$971.40
|
$4.20
|
|
Hypothetical
|
||||
(5% return before expenses)
|
||||
Institutional Shares
|
$1,000.00
|
$1,020.81
|
$4.31
|
(1)
|
Expenses are equal to the Institutional Shares’ annualized expense ratios of 0.85% multiplied by the average account value over the period, multiplied by 183/365 (to reflect the 6-month period
ending September 30, 2022).
|
ALLOCATION OF PORTFOLIO ASSETS at September 30, 2022
(Unaudited)
|
SCHEDULE OF INVESTMENTS at September 30, 2022
|
Par Value
|
Value
|
|||||||
CORPORATE BONDS – 90.0%
|
||||||||
COMMUNICATION SERVICES – 7.1%
|
||||||||
Cable & Satellite – 2.1%
|
||||||||
CCO Holdings Capital Corp./
|
||||||||
Charter Communications
|
||||||||
4.000%, 03/01/2023 (b)
|
$
|
350,000
|
$
|
348,425
|
||||
5.500%, 05/01/2026 (b)
|
350,000
|
332,134
|
||||||
5.125%, 05/01/2027 (b)
|
304,000
|
274,859
|
||||||
Viasat, Inc.
|
||||||||
5.625%, 09/15/2025 (b)
|
535,000
|
416,128
|
||||||
Videotron Ltd.
|
||||||||
5.375%, 06/15/2024 (b)
|
618,000
|
606,431
|
||||||
1,977,977
|
||||||||
Internet & Media – 1.4%
|
||||||||
Uber Technologies, Inc.
|
||||||||
7.500%, 05/15/2025 (b)
|
1,080,000
|
1,078,887
|
||||||
8.000%, 11/01/2026 (b)
|
232,000
|
231,962
|
||||||
1,310,849
|
||||||||
Media & Entertainment – 3.1%
|
||||||||
Cinemark USA, Inc.
|
||||||||
8.750%, 05/01/2025 (b)
|
735,000
|
745,948
|
||||||
iHeartCommunications, Inc.
|
||||||||
8.375%, 05/01/2027
|
350,000
|
295,094
|
||||||
Nexstar Media, Inc.
|
||||||||
5.625%, 07/15/2027 (b)
|
920,000
|
847,667
|
||||||
Nielsen Co. (Luxembourg)
|
||||||||
5.000%, 02/01/2025 (b)
|
750,000
|
736,378
|
||||||
TEGNA, Inc.
|
||||||||
4.625%, 03/15/2028
|
300,000
|
277,616
|
||||||
2,902,703
|
||||||||
Telecommunication Services – 0.5%
|
||||||||
Level 3 Financing, Inc.
|
||||||||
4.625%, 09/15/2027 (b)
|
540,000
|
448,222
|
||||||
TOTAL COMMUNICATION SERVICES
|
6,639,751
|
|||||||
CONSUMER DISCRETIONARY – 21.7%
|
||||||||
Apparel & Textiles – 0.8%
|
||||||||
Hanesbrands, Inc.
|
||||||||
4.625%, 05/15/2024 (b)
|
833,000
|
795,411
|
||||||
Automobiles – 1.3%
|
||||||||
Jaguar Land Rover Automotive PLC
|
||||||||
5.625%, 02/01/2023 (b)
|
1,200,000
|
1,174,816
|
||||||
Auto Components – 1.5%
|
||||||||
Dana, Inc.
|
||||||||
5.625%, 06/15/2028
|
100,000
|
82,720
|
||||||
Dana Financing Luxembourg
|
||||||||
5.750%, 04/15/2025(b)
|
575,000
|
548,406
|
||||||
Goodyear Tire & Rubber Co.
|
||||||||
9.500%, 05/31/2025
|
725,000
|
753,380
|
||||||
1,384,506
|
||||||||
Automobile Wholesalers – 1.1%
|
||||||||
IAA, Inc.
|
||||||||
5.500%, 06/15/2027 (b)
|
897,000
|
819,665
|
||||||
KAR Auction Services, Inc.
|
||||||||
5.125%, 06/01/2025 (b)
|
187,000
|
180,725
|
||||||
1,000,390
|
||||||||
Casinos & Gaming – 3.3%
|
||||||||
Boyd Gaming Corp.
|
||||||||
4.750%, 12/01/2027
|
675,000
|
598,725
|
||||||
Caesars Entertainment, Inc.
|
||||||||
6.250%, 07/01/2025 (b)
|
880,000
|
849,570
|
||||||
MGM Resorts International
|
||||||||
6.000%, 03/15/2023
|
250,000
|
250,392
|
||||||
6.750%, 05/01/2025
|
395,000
|
389,575
|
||||||
Scientific Games International, Inc.
|
||||||||
8.625%, 07/01/2025 (b)
|
958,000
|
981,969
|
||||||
3,070,231
|
||||||||
Diversified Consumer Services – 0.9%
|
||||||||
Graham Holdings Co.
|
||||||||
5.750%, 06/01/2026 (b)
|
850,000
|
825,431
|
||||||
Homebuilding – 0.9%
|
||||||||
Beazer Homes USA, Inc.
|
||||||||
6.750%, 03/15/2025
|
250,000
|
232,330
|
||||||
Century Communities, Inc.
|
||||||||
6.750%, 06/01/2027
|
685,000
|
641,132
|
||||||
873,462
|
||||||||
Household Durables – 0.3%
|
||||||||
Newell Brands, Inc.
|
||||||||
6.375%, 09/15/2027
|
250,000
|
248,162
|
SCHEDULE OF INVESTMENTS at September 30, 2022 (Con’t)
|
Par Value
|
Value
|
|||||||
CORPORATE BONDS – 90.0% (Con’t)
|
||||||||
CONSUMER DISCRETIONARY – 21.7% (Con’t)
|
||||||||
Leisure – 2.9%
|
||||||||
Cedar Fair LP
|
||||||||
5.500%, 05/01/2025 (b)
|
$
|
333,000
|
$
|
320,784
|
||||
5.375%, 04/15/2027
|
350,000
|
325,587
|
||||||
6.500%, 10/01/2028
|
225,000
|
208,555
|
||||||
Six Flags Entertainment Corp.
|
||||||||
4.875%, 07/31/2024 (b)
|
980,000
|
934,705
|
||||||
7.000%, 07/01/2025 (b)
|
180,000
|
180,194
|
||||||
Vail Resorts, Inc.
|
||||||||
6.250%, 05/15/2025 (b)
|
730,000
|
721,174
|
||||||
2,690,999
|
||||||||
Lodging – 3.5%
|
||||||||
Arrow Bidco LLC
|
||||||||
9.500%, 03/15/2024 (b)
|
750,000
|
750,891
|
||||||
Hilton Domestic Operating Co, Inc.
|
||||||||
5.375%, 05/01/2025 (b)
|
125,000
|
122,482
|
||||||
4.875%, 04/01/2027
|
125,000
|
114,959
|
||||||
Marriott Ownership Resorts, Inc.
|
||||||||
6.125%, 09/15/2025 (b)
|
1,261,000
|
1,234,697
|
||||||
4.750%, 01/15/2028
|
137,000
|
114,870
|
||||||
Travel + Leisure Co.
|
||||||||
5.650%, 04/01/2024
|
925,000
|
905,409
|
||||||
3,243,308
|
||||||||
Restaurants – 1.7%
|
||||||||
Brinker International, Inc.
|
||||||||
3.875%, 05/15/2023
|
55,000
|
54,090
|
||||||
Dave & Buster’s, Inc.
|
||||||||
7.625%, 11/01/2025 (b)
|
1,110,000
|
1,094,566
|
||||||
New Red Finance, Inc.
|
||||||||
(Restaurant Brands International)
|
||||||||
5.750%, 04/15/2025 (b)
|
500,000
|
496,094
|
||||||
1,644,750
|
||||||||
Retail – 3.5%
|
||||||||
Academy Ltd.
|
||||||||
6.000%, 11/15/2027 (b)
|
590,000
|
536,280
|
||||||
NMG Holding Co., Inc. / Neiman Marcus
|
||||||||
7.125%, 04/01/2026 (b)
|
1,157,000
|
1,064,807
|
||||||
Sally Holdings LLC
|
||||||||
5.625%, 12/01/2025
|
875,000
|
830,401
|
||||||
Signet UK Finance PLC
|
||||||||
4.700%, 06/15/2024
|
925,000
|
892,588
|
||||||
3,324,076
|
||||||||
TOTAL CONSUMER DISCRETIONARY
|
20,275,542
|
|||||||
CONSUMER STAPLES – 4.8%
|
||||||||
Food & Beverage – 0.5%
|
||||||||
Darling Ingredients, Inc.
|
||||||||
5.250%, 04/15/2027 (b)
|
518,000
|
489,294
|
||||||
Food & Staples Retailing – 2.2%
|
||||||||
Albertsons Cos.
|
||||||||
7.500%, 03/15/2026 (b)
|
500,000
|
503,710
|
||||||
5.875%, 02/15/2028 (b)
|
533,000
|
492,801
|
||||||
US Foods, Inc.
|
||||||||
6.250%, 04/15/2025 (b)
|
1,065,000
|
1,047,896
|
||||||
2,044,407
|
||||||||
Household & Personal Products – 2.1%
|
||||||||
Coty, Inc.
|
||||||||
5.000%, 04/15/2026 (b)
|
950,000
|
866,078
|
||||||
6.500%, 04/15/2026 (b)
|
235,000
|
216,826
|
||||||
Spectrum Brands, Inc.
|
||||||||
5.750%, 07/15/2025
|
525,000
|
496,878
|
||||||
5.000%, 10/01/2029 (b)
|
450,000
|
359,001
|
||||||
1,938,783
|
||||||||
TOTAL CONSUMER STAPLES
|
4,472,484
|
|||||||
ENERGY – 6.3%
|
||||||||
Energy Equipment & Services – 0.6%
|
||||||||
Weatherford International Ltd.
|
||||||||
11.000%, 12/01/2024 (b)
|
571,000
|
581,832
|
||||||
Energy Midstream – 1.9%
|
||||||||
Antero Midstream Partners LP
|
||||||||
7.875%, 05/15/2026 (b)
|
925,000
|
930,855
|
||||||
New Fortress Energy, Inc.
|
||||||||
6.750%, 09/15/2025 (b)
|
850,000
|
806,599
|
||||||
1,737,454
|
||||||||
Exploration & Production – 3.8%
|
||||||||
Carrizo Oil & Gas, Inc.
|
||||||||
8.250%, 07/15/2025
|
350,000
|
341,876
|
SCHEDULE OF INVESTMENTS at September 30, 2022 (Con’t)
|
Par Value
|
Value
|
|||||||
CORPORATE BONDS – 90.0% (Con’t)
|
||||||||
ENERGY – 6.3% (Con’t)
|
||||||||
Exploration & Production – 3.8% (Con’t)
|
||||||||
Chesapeake Energy Corp.
|
||||||||
5.500%, 02/01/2026 (b)
|
$
|
944,000
|
$
|
905,074
|
||||
PDC Energy, Inc.
|
||||||||
6.125%, 09/15/2024
|
1,115,000
|
1,102,732
|
||||||
5.750%, 05/15/2026
|
263,000
|
243,663
|
||||||
Range Resources Corp.
|
||||||||
5.000%, 03/15/2023
|
740,000
|
738,568
|
||||||
SM Energy Co.
|
||||||||
5.625%, 06/01/2025
|
250,000
|
240,344
|
||||||
3,572,257
|
||||||||
TOTAL ENERGY
|
5,891,543
|
|||||||
FINANCIALS – 2.5%
|
||||||||
Consumer Finance – 1.4%
|
||||||||
Credit Acceptance Corp.
|
||||||||
5.125%, 12/31/2024 (b)
|
725,000
|
676,213
|
||||||
6.625%, 03/15/2026
|
153,000
|
142,113
|
||||||
OneMain Finance Corp.
|
||||||||
5.625%, 03/15/2023
|
500,000
|
498,198
|
||||||
1,316,524
|
||||||||
Specialty Insurance – 1.1%
|
||||||||
Enact Holdings, Inc.
|
||||||||
6.500%, 08/15/2025 (b)
|
800,000
|
765,860
|
||||||
Radian Group, Inc.
|
||||||||
4.500%, 10/01/2024
|
253,000
|
239,697
|
||||||
1,005,557
|
||||||||
TOTAL FINANCIALS
|
2,322,081
|
|||||||
HEALTHCARE – 6.8%
|
||||||||
Healthcare Equipment & Supplies – 0.4%
|
||||||||
Teleflex, Inc.
|
||||||||
4.625%, 11/15/2027
|
450,000
|
406,091
|
||||||
Healthcare Providers & Services – 3.7%
|
||||||||
Acadia Healthcare Co, Inc.
|
||||||||
5.500%, 07/01/2028 (b)
|
610,000
|
557,418
|
||||||
AdaptHealth LLC
|
||||||||
6.125%, 08/01/2028 (b)
|
847,000
|
760,365
|
||||||
Encompass Health Corp.
|
||||||||
5.750%, 09/15/2025
|
500,000
|
496,132
|
||||||
Select Medical Corp.
|
||||||||
6.250%, 08/15/2026 (b)
|
950,000
|
895,043
|
||||||
Tenet Healthcare Corp.
|
||||||||
4.875%, 01/01/2026 (b)
|
813,000
|
756,574
|
||||||
3,465,532
|
||||||||
Healthcare Technology – 1.4%
|
||||||||
Change Healthcare Holdings LLC
|
||||||||
5.750%, 03/01/2025 (b)
|
1,350,000
|
1,343,803
|
||||||
Life Sciences Tools & Services – 0.9%
|
||||||||
Avantor Funding, Inc.
|
||||||||
4.625%, 07/15/2028 (b)
|
250,000
|
223,037
|
||||||
IQVIA, Inc.
|
||||||||
5.000%, 10/15/2026 (b)
|
645,000
|
615,406
|
||||||
838,443
|
||||||||
Pharmaceuticals – 0.4%
|
||||||||
Elanco Animal Health, Inc.
|
||||||||
5.772%, 08/28/2023
|
350,000
|
344,893
|
||||||
TOTAL HEALTHCARE
|
6,398,762
|
|||||||
INDUSTRIALS – 18.9%
|
||||||||
Aerospace & Defense – 1.7%
|
||||||||
Maxar Technologies, Inc.
|
||||||||
7.750%, 06/15/2027 (b)
|
576,000
|
542,442
|
||||||
TransDigm, Inc.
|
||||||||
8.000%, 12/15/2025 (b)
|
450,000
|
457,083
|
||||||
6.250%, 03/15/2026 (b)
|
497,000
|
482,930
|
||||||
6.375%, 06/15/2026
|
158,000
|
149,461
|
||||||
1,631,916
|
||||||||
Building Products – 2.3%
|
||||||||
Advanced Drainage Systems, Inc.
|
||||||||
5.000%, 09/30/2027 (b)
|
715,000
|
658,658
|
||||||
Griffon Corp.
|
||||||||
5.750%, 03/01/2028
|
805,000
|
693,367
|
||||||
JELD-WEN, Inc.
|
||||||||
6.250%, 05/15/2025 (b)
|
375,000
|
353,293
|
||||||
4.625%, 12/15/2025 (b)
|
500,000
|
405,937
|
||||||
2,111,255
|
SCHEDULE OF INVESTMENTS at September 30, 2022 (Con’t)
|
Par Value
|
Value
|
|||||||
CORPORATE BONDS – 90.0% (Con’t)
|
||||||||
INDUSTRIALS – 18.9% (Con’t)
|
||||||||
Commercial Services & Supplies – 5.1%
|
||||||||
Aramark Services, Inc.
|
||||||||
6.375%, 05/01/2025 (b)
|
$
|
1,112,000
|
$
|
1,091,400
|
||||
Matthews International Corp.
|
||||||||
5.250%, 12/01/2025 (b)
|
1,165,000
|
1,057,803
|
||||||
Prime Security Services Borrower LLC /
|
||||||||
Prime Finance, Inc.
|
||||||||
5.250%, 04/15/2024 (b)
|
1,320,000
|
1,275,562
|
||||||
Stericycle, Inc.
|
||||||||
5.375%, 07/15/2024 (b)
|
1,385,000
|
1,333,367
|
||||||
4,758,132
|
||||||||
Electrical Equipment & Instruments – 0.9%
|
||||||||
EnerSys
|
||||||||
5.000%, 04/30/2023 (b)
|
825,000
|
816,284
|
||||||
Engineering & Construction – 1.7%
|
||||||||
Picasso Finance Sub, Inc.
|
||||||||
6.125%, 06/15/2025 (b)
|
1,154,000
|
1,132,293
|
||||||
Pike Corp.
|
||||||||
5.500%, 09/01/2028 (b)
|
620,000
|
502,994
|
||||||
1,635,287
|
||||||||
Environmental Services – 1.6%
|
||||||||
Clean Harbors, Inc.
|
||||||||
4.875%, 07/15/2027 (b)
|
650,000
|
594,006
|
||||||
GFL Environmental, Inc.
|
||||||||
4.250%, 06/01/2025 (b)
|
750,000
|
704,925
|
||||||
5.125%, 12/15/2026 (b)
|
270,000
|
251,775
|
||||||
1,550,706
|
||||||||
Machinery – 1.7%
|
||||||||
EnPro Industries, Inc.
|
||||||||
5.750%, 10/15/2026
|
750,000
|
724,999
|
||||||
Stevens Holding Co, Inc.
|
||||||||
6.125%, 10/01/2026 (b)
|
850,000
|
831,912
|
||||||
1,556,911
|
||||||||
Trading Companies & Distributors – 2.8%
|
||||||||
Herc Holdings, Inc.
|
||||||||
5.500%, 07/15/2027 (b)
|
964,000
|
869,542
|
||||||
Univar Solutions USA, Inc.
|
||||||||
5.125%, 12/01/2027 (b)
|
730,000
|
651,211
|
||||||
WESCO Distribution, Inc.
|
||||||||
7.125%, 06/15/2025 (b)
|
594,000
|
595,277
|
||||||
7.250%, 06/15/2028 (b)
|
475,000
|
466,254
|
||||||
2,582,284
|
||||||||
Transportation – 1.1%
|
||||||||
XPO Logistics, Inc.
|
||||||||
6.250%, 05/01/2025 (b)
|
1,000,000
|
1,004,210
|
||||||
TOTAL INDUSTRIALS
|
17,646,985
|
|||||||
INFORMATION TECHNOLOGY – 4.0%
|
||||||||
Software & Services – 3.9%
|
||||||||
ACI WORLDWIDE, Inc.
|
||||||||
5.750%, 08/15/2026 (b)
|
1,056,000
|
999,889
|
||||||
Consensus Cloud Solutions, Inc.
|
||||||||
6.000%, 10/15/2026 (b)
|
915,000
|
811,299
|
||||||
NortonLifeLock, Inc.
|
||||||||
5.000%, 04/15/2025 (b)
|
965,000
|
920,485
|
||||||
6.750%, 09/30/2027 (b)
|
410,000
|
394,385
|
||||||
PTC, Inc.
|
||||||||
3.625%, 02/15/2025 (b)
|
500,000
|
466,419
|
||||||
3,592,477
|
||||||||
Technology & Hardwares – 0.1%
|
||||||||
CDW LLC
|
||||||||
5.500%, 12/01/2024
|
15,000
|
14,937
|
||||||
4.250%, 04/01/2028
|
125,000
|
111,689
|
||||||
126,626
|
||||||||
TOTAL INFORMATION TECHNOLOGY
|
3,719,103
|
|||||||
MATERIALS – 10.6%
|
||||||||
Chemicals – 2.3%
|
||||||||
Avient Corp.
|
||||||||
5.750%, 05/15/2025 (b)
|
800,000
|
772,980
|
||||||
Axalta Coating Systems LLC
|
||||||||
4.750%, 06/15/2027 (b)
|
1,050,000
|
937,289
|
||||||
H.B. Fuller Co.
|
||||||||
4.250%, 10/15/2028
|
260,000
|
219,296
|
||||||
Scotts Miracle-Gro Co.
|
||||||||
5.250%, 12/15/2026
|
250,000
|
227,380
|
||||||
2,156,945
|
SCHEDULE OF INVESTMENTS at September 30, 2022 (Con’t)
|
Par Value
|
Value
|
|||||||
CORPORATE BONDS – 90.0% (Con’t)
|
||||||||
MATERIALS – 10.6% (Con’t)
|
||||||||
Metals & Mining – 5.8%
|
||||||||
Allegheny Ludlum LLC
|
||||||||
6.950%, 12/15/2025
|
$
|
500,000
|
$
|
493,897
|
||||
Arconic Corp.
|
||||||||
6.000%, 05/15/2025 (b)
|
1,134,000
|
1,094,384
|
||||||
Cleveland-Cliffs, Inc.
|
||||||||
6.750%, 03/15/2026 (b)
|
636,000
|
626,380
|
||||||
5.875%, 06/01/2027
|
258,000
|
232,744
|
||||||
Compass Minerals International, Inc.
|
||||||||
4.875%, 07/15/2024 (b)
|
1,250,000
|
1,177,483
|
||||||
First Quantum Minerals Ltd.
|
||||||||
6.500%, 03/01/2024 (b)
|
1,114,000
|
1,093,090
|
||||||
7.500%, 04/01/2025 (b)
|
680,000
|
655,374
|
||||||
5,373,352
|
||||||||
Packaging & Containers – 2.5%
|
||||||||
Berry Global, Inc.
|
||||||||
4.500%, 02/15/2026 (b)
|
440,000
|
408,179
|
||||||
4.875%, 07/15/2026 (b)
|
502,000
|
472,518
|
||||||
Crown Americas LLC /
|
||||||||
Crown Americas Capital Corp VI
|
||||||||
4.750%, 02/01/2026
|
250,000
|
233,299
|
||||||
Graphic Packaging International LLC
|
||||||||
4.875%, 11/15/2022
|
200,000
|
200,001
|
||||||
4.125%, 08/15/2024
|
450,000
|
432,563
|
||||||
Pactiv Evergreen Group, Inc.
|
||||||||
4.000%, 10/15/2027 (b)
|
250,000
|
210,100
|
||||||
7.950%, 12/15/2025
|
415,000
|
386,153
|
||||||
2,342,813
|
||||||||
TOTAL MATERIALS
|
9,873,110
|
|||||||
REAL ESTATE – 4.8%
|
||||||||
REITs – 4.2%
|
||||||||
Iron Mountain, Inc.
|
||||||||
4.875%, 09/15/2027 (b)
|
893,000
|
801,467
|
||||||
iStar, Inc.
|
||||||||
4.750%, 10/01/2024
|
670,000
|
661,762
|
||||||
5.500%, 02/15/2026
|
775,000
|
780,836
|
||||||
MPT Operating Partnership LP
|
||||||||
5.250%, 08/01/2026
|
900,000
|
825,176
|
||||||
Starwood Property Trust, Inc.
|
||||||||
5.500%, 11/01/2023 (b)
|
850,000
|
836,965
|
||||||
3,906,206
|
||||||||
Real Estate Management & Services – 0.6%
|
||||||||
Newmark Group, Inc.
|
||||||||
6.125%, 11/15/2023
|
550,000
|
542,615
|
||||||
TOTAL REAL ESTATE
|
4,448,821
|
|||||||
UTILITIES – 2.5%
|
||||||||
Utilities – 2.5%
|
||||||||
NextEra Energy Operating Partners LP
|
||||||||
4.250%, 07/15/2024 (b)
|
695,000
|
666,492
|
||||||
NRG Energy, Inc.
|
||||||||
6.625%, 01/15/2027
|
816,000
|
801,048
|
||||||
Vistra Operations Co LLC
|
||||||||
5.500%, 09/01/2026 (b)
|
406,000
|
377,111
|
||||||
5.625%, 02/15/2027 (b)
|
500,000
|
469,142
|
||||||
TOTAL UTILITIES
|
2,313,793
|
|||||||
TOTAL CORPORATE BONDS
|
||||||||
(Cost $88,154,952)
|
84,001,975
|
|||||||
CONVERTIBLE BONDS – 2.8%
|
||||||||
FINANCIALS – 0.7%
|
||||||||
Commercial Banks & Thrifts – 0.7%
|
||||||||
Hope Bancorp, Inc.
|
||||||||
2.000%, 05/15/2038
|
713,000
|
683,125
|
||||||
HEALTHCARE – 0.4%
|
||||||||
Healthcare Equipment & Supplies – 0.4%
|
||||||||
Haemonetics Corp.
|
||||||||
0.000%, 03/01/2026
|
510,000
|
407,976
|
||||||
REAL ESTATE – 1.7%
|
||||||||
REITs – 1.7%
|
||||||||
Blackstone Mortgage Trust, Inc.
|
||||||||
4.750%, 03/15/2023
|
625,000
|
622,678
|
||||||
DigitalBridge Group, Inc.
|
||||||||
5.000%, 04/15/2023
|
934,000
|
924,193
|
||||||
TOTAL REAL ESTATE
|
1,546,871
|
|||||||
TOTAL CONVERTIBLE BONDS
|
||||||||
(Cost $2,661,024)
|
2,637,972
|
SCHEDULE OF INVESTMENTS at September 30, 2022 (Con’t)
|
Shares
|
Value
|
|||||||
SHORT-TERM INVESTMENTS – 7.3%
|
||||||||
MONEY MARKET FUNDS – 7.3%
|
||||||||
First American Treasury Obligations
|
||||||||
Fund, Class X, 2.87% (a)
|
4,048,000
|
$
|
4,048,000
|
|||||
Invesco Treasury Portfolio –
|
||||||||
Institutional Class, 2.87% (a)
|
2,718,413
|
2,718,413
|
||||||
TOTAL SHORT TERM INVESTMENTS
|
||||||||
(Cost $6,766,413)
|
6,766,413
|
|||||||
TOTAL INVESTMENTS – 100.1%
|
||||||||
(Cost $97,582,389)
|
93,406,360
|
|||||||
Liabilities in Excess
|
||||||||
of Other Assets – (0.1)%
|
(123,749
|
)
|
||||||
TOTAL NET ASSETS – 100.0%
|
$
|
93,282,611
|
PLC |
Public Limited Company | |
(a)
|
The rate shown represents the fund’s 7-day yield as of September 30, 2022.
|
|
(b)
|
Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration to qualified
institutional investors. At September 30, 2022, the market value of these securities total $63,763,983 which represents 68.4% of total net assets.
|
STATEMENT OF ASSETS AND LIABILITIES at September 30,
2022
|
Assets:
|
||||
Investments, at value (cost of $97,582,389)
|
$
|
93,406,360
|
||
Receivables:
|
||||
Fund shares sold
|
271,112
|
|||
Interest
|
1,474,907
|
|||
Prepaid expenses
|
19,548
|
|||
Total assets
|
95,171,927
|
|||
Liabilities:
|
||||
Payables:
|
||||
Distributions to shareholders
|
1,916
|
|||
Securities purchased
|
1,711,358
|
|||
Fund shares redeemed
|
59,459
|
|||
Advisory fee
|
36,911
|
|||
Service fees – Institutional Shares
|
7,498
|
|||
Other accrued expenses
|
72,174
|
|||
Total liabilities
|
1,889,316
|
|||
|
||||
Net assets
|
$
|
93,282,611
|
||
Net assets consist of:
|
||||
Paid in capital
|
$
|
97,542,780
|
||
Total accumulated loss
|
(4,260,169
|
)
|
||
Net assets
|
$
|
93,282,611
|
||
Institutional Shares:
|
||||
Net assets applicable to outstanding Institutional Shares
|
93,282,611
|
|||
Shares issued (Unlimited number of beneficial interest authorized, $0.01 par value)
|
9,950,368
|
|||
Net asset value, offering price and redemption price per share
|
$
|
9.37
|
STATEMENT OF OPERATIONS For the Period Ended September
30, 2022*
|
Investment income:
|
||||
Interest
|
$
|
2,204,729
|
||
Total investment income
|
2,204,729
|
|||
Expenses:
|
||||
Investment advisory fees (Note 4)
|
292,013
|
|||
Administration and fund accounting fees (Note 4)
|
88,182
|
|||
Transfer agent fees and expenses
|
26,544
|
|||
Service fees – Institutional Shares (Note 5)
|
48,669
|
|||
Federal and state registration fees
|
28,914
|
|||
Audit fees
|
20,001
|
|||
Trustees’ fees and expenses
|
11,000
|
|||
Legal fees
|
10,577
|
|||
Compliance expense
|
9,266
|
|||
Custody fees
|
7,253
|
|||
Reports to shareholders
|
5,919
|
|||
Other
|
1,959
|
|||
Total expenses before reimbursement from advisor
|
550,297
|
|||
Expense reimbursement from advisor (Note 4)
|
(136,611
|
)
|
||
Net expenses
|
413,686
|
|||
Net investment income
|
$
|
1,791,043
|
||
Realized and unrealized loss:
|
||||
Net realized loss on transactions from:
|
||||
Investments
|
$
|
(84,146
|
)
|
|
Net change in unrealized depreciation on investments
|
(4,176,029
|
)
|
||
Net realized and unrealized loss
|
(4,260,175
|
)
|
||
Net decrease in net assets resulting from operations
|
$
|
(2,469,132
|
)
|
*
|
The Greenspring Income Opportunities Fund commenced operations on December 15, 2021.
|
STATEMENTS OF CHANGES IN NET ASSETS
|
Fiscal Period Ended
|
||||
September 30, 2022*
|
||||
Operations:
|
||||
Net investment income
|
$
|
1,791,043
|
||
Net realized loss on investments
|
(84,146
|
)
|
||
Net change in unrealized depreciation on investments
|
(4,176,029
|
)
|
||
Net decrease in net assets resulting from operations
|
(2,469,132
|
)
|
||
Distributions:
|
||||
Distributable earnings
|
(1,791,037
|
)
|
||
Total distributions
|
(1,791,037
|
)
|
||
Capital Share Transactions:
|
||||
Proceeds from shares sold
|
110,954,241
|
|||
Proceeds from shares in reinvestment of distributions
|
1,775,153
|
|||
Cost of shares redeemed
|
(15,186,614
|
)
|
||
Net increase in net assets from capital share transactions
|
97,542,780
|
|||
Total increase in net assets
|
93,282,611
|
|||
Net Assets:
|
||||
Beginning of period
|
—
|
|||
End of period
|
$
|
93,282,611
|
||
Changes in Shares Outstanding:
|
||||
Shares sold
|
11,332,501
|
|||
Shares reinvested
|
185,191
|
|||
Shares redeemed
|
(1,567,324
|
)
|
||
Net increase in shares outstanding
|
9,950,368
|
*
|
The Greenspring Income Opportunities Fund commenced operations on December 15, 2021.
|
FINANCIAL HIGHLIGHTS For a capital share outstanding
throughout the period
|
December 15, 2021
|
||||
Through
|
||||
September 30, 2022*
|
||||
Net Asset Value – Beginning of Period
|
$
|
10.00
|
||
Income from Investment Operations:
|
||||
Net investment income1
|
0.28
|
|||
Net realized and unrealized loss on investments
|
(0.66
|
)
|
||
Total from investment operations
|
(0.38
|
)
|
||
Less Distributions:
|
||||
From net investment income
|
(0.25
|
)
|
||
Total distributions
|
(0.25
|
)
|
||
Net Asset Value – End of Period
|
$
|
9.37
|
||
Total Return2
|
(3.82
|
)%^ | ||
Ratios and Supplemental Data:
|
||||
Net assets, end of period (thousands)
|
$
|
93,283
|
||
Ratio of operating expenses to average net assets:
|
||||
Before reimbursements
|
1.13
|
%+
|
||
After reimbursements
|
0.85
|
%+
|
||
Ratio of net investment income (loss) to average net assets:
|
||||
Before reimbursements
|
3.66
|
%+
|
||
After reimbursements
|
3.38
|
%+
|
||
Portfolio turnover rate
|
34
|
%^
|
*
|
Commencement of operations for Institutional Shares was December 15, 2021
|
+
|
Annualized
|
^
|
Not Annualized
|
1
|
The net investment income (loss) per share was calculated using the average shares outstanding method.
|
2
|
Total investment return is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestment of dividends and
distributions, if any.
|
NOTES TO FINANCIAL STATEMENTS September 30, 2022
|
NOTE 1 – ORGANIZATION
|
NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
|
A.
|
Security Valuation: All investments in securities are recorded at their estimated fair value, as described in Note 3.
|
B.
|
Federal Income Taxes: It is the Fund’s policy to comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated
investment companies and to distribute substantially all of its taxable income to its shareholders. Therefore, no federal income or excise tax provisions are required.
|
The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Management has
analyzed the Fund’s tax positions, and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken or expected to be taken on a tax return. The tax return for the Fund for the
current fiscal period is open for examination. The Fund identifies its major tax jurisdictions as U.S. Federal and the state of Delaware.
|
|
C.
|
Securities Transactions, Income and Distributions: Securities transactions are accounted for on the trade date. Realized gains and losses on securities
sold are determined on the basis of identified cost. Interest income is recorded on an accrual basis. Dividend income and distributions to shareholders are recorded on the ex-dividend date. Discounts and premiums on fixed income securities
are amortized using the yield to worst call and yield to best put methods.
|
The Fund distributes substantially all of its net investment income, if any, which is declared daily as a dividend and paid monthly. Any net capital gain realized by the Fund will be
distributed annually. Distributions from net realized gains for book purposes may include short-term capital gains. All short-term capital gains are included in ordinary income for tax purposes. The amount of dividends and distributions to
shareholders from net investment income and net realized capital gains is determined in accordance with federal income tax regulations, which differ from GAAP. To the extent these book/tax differences are permanent, such amounts are
reclassified within the capital accounts based on their federal tax treatment.
|
|
The Fund is charged for those expenses that are directly attributable to it, such as investment advisory, custody and transfer agent fees. Expenses that are not attributable to a Fund are
typically allocated among the funds in the Trust proportionately based on allocation methods approved by the Board of Trustees (the “Board”). Common expenses of the Trust are typically allocated among the funds in the Trust based on a fund’s
respective net assets, or by other equitable means.
|
NOTES TO FINANCIAL STATEMENTS September 30, 2022 (Con’t)
|
D.
|
Use of 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 at the date of the financial statements and the reported amounts of increases and decreases in net assets during the reporting period. Actual results could differ from those estimates.
|
E.
|
Redemption Fees: The Fund does not charge redemption fees to shareholders.
|
F.
|
Reclassification of Capital Accounts: GAAP requires that certain components of net assets relating to permanent differences be reclassified between
financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share.
|
G.
|
Events Subsequent to the Fiscal Period End: In preparing the financial statements as of September 30, 2022 and through the date the financial statements
were available to be issued, management considered the impact of subsequent events for potential recognition or disclosure in the financial statements and had concluded that no additional disclosures are necessary.
|
NOTE 3 – SECURITIES VALUATION
|
Level 1 –
|
Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.
|
Level 2 –
|
Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the
identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
|
Level 3 –
|
Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant
would use in valuing the asset or liability, and would be based on the best information available.
|
NOTES TO FINANCIAL STATEMENTS September 30, 2022 (Con’t)
|
Level 1
|
Level 2
|
Level 3
|
Total
|
|||||||||||||
Corporate Bonds and Notes
|
$
|
—
|
$
|
84,001,975
|
$
|
—
|
$
|
84,001,975
|
||||||||
Convertible Bonds
|
—
|
2,637,972
|
—
|
2,637,972
|
||||||||||||
Short-Term Investments
|
6,766,413
|
—
|
—
|
6,766,413
|
||||||||||||
Total Investments in Securities
|
$
|
6,766,413
|
$
|
86,639,947
|
$
|
—
|
$
|
93,406,360
|
NOTE 4 – INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
|
NOTES TO FINANCIAL STATEMENTS September 30, 2022 (Con’t)
|
Amount
|
Expiration
|
$136,611
|
09/30/2025
|
Administration and fund accounting
|
$88,182
|
Custody
|
$ 7,253
|
Transfer agency
|
$26,544
|
Administration and fund accounting
|
$26,453
|
Custody
|
$ 2,082
|
Transfer agency
|
$ 8,358
|
NOTES TO FINANCIAL STATEMENTS September 30, 2022 (Con’t)
|
NOTE 5 – SHAREHOLDER SERVICING FEE
|
NOTE 6 – SECURITIES TRANSACTIONS
|
Purchases
|
|
U.S. Government Obligations
|
$ 9,220,010
|
Other
|
$96,046,465
|
Sales
|
|
U.S. Government Obligations
|
$ 9,208,254
|
Other
|
$ 9,537,495
|
NOTES TO FINANCIAL STATEMENTS September 30, 2022 (Con’t)
|
NOTE 7 – INCOME TAXES AND DISTRIBUTIONS TO SHAREHOLDERS
|
Cost of investments(a)
|
$
|
97,582,543
|
||
Gross unrealized appreciation
|
29,189
|
|||
Gross unrealized depreciation
|
(4,205,372
|
)
|
||
Net unrealized depreciation
|
(4,176,183
|
)
|
||
Undistributed ordinary income
|
1,922
|
|||
Undistributed long-term capital gain
|
—
|
|||
Total distributable earnings
|
1,922
|
|||
Other accumulated gains/(losses)
|
(85,908
|
)
|
||
Total accumulated earnings/(losses)
|
$
|
(4,260,169
|
)
|
(a)
|
The difference between the book basis and tax basis net unrealized appreciation and cost is attributable primarily to wash sales.
|
Period Ended
|
|
September 30, 2022
|
|
Ordinary income
|
$1,791,037
|
NOTE 8 – PRINCIPAL RISKS
|
NOTES TO FINANCIAL STATEMENTS September 30, 2022 (Con’t)
|
NOTE 9 – GUARANTEES AND INDEMNIFICATION
|
NOTE 10 – CONTROL OWNERSHIP
|
NOTICE TO SHAREHOLDERS September 30, 2022 (Unaudited)
|
Greenspring Income Opportunities Fund
|
0.00%
|
Greenspring Income Opportunities Fund
|
0.00%
|
TRUSTEES AND OFFICERS (Unaudited)
|
Position(s)
|
Number of
|
|||
Held with
|
Funds in
|
|||
Name,
|
the Trust
|
Fund Complex
|
Other Directorships
|
|
Year of Birth
|
and Length of
|
Principal Occupation(s)
|
Overseen
|
Held by Trustee During
|
and Address(1)
|
Time Served(2)
|
During the Past Five Years
|
by Trustee(3)
|
the Past Five Years
|
INDEPENDENT TRUSTEES
|
||||
Gaylord B. Lyman
|
Trustee and
|
Senior Portfolio Manager, Affinity Investment
|
10
|
None
|
(Born 1962)
|
Audit Committee
|
Advisors, LLC, since 2017; Managing Director of
|
||
Chairman, since
|
Kohala Capital Partners, LLC (2011 – 2016).
|
|||
April 2015
|
||||
Scott Craven Jones
|
Trustee since
|
Managing Director, Carne Global Financial
|
10
|
Trustee, Madison Funds, since
|
(Born 1962)
|
July 2016 and
|
Services (US) LLC (a provider of independent
|
2019 (18 portfolios); Trustee,
|
|
Lead Independent
|
governance and distribution support for the asset
|
XAI Octagon Floating Rate &
|
||
Trustee since
|
management industry), since 2013; interim
|
Alternative Income Term Trust,
|
||
May 2017
|
Managing Director, Park Agency, Inc., since 2020.
|
since 2017 (2 portfolios).
|
||
Lawrence T. Greenberg
|
Trustee
|
Senior Vice President and Chief Legal Officer,
|
10
|
None
|
(Born 1963)
|
since July 2016
|
The Motley Fool Holdings, Inc., since 1996;
|
||
Venture Partner and General Counsel, Motley
|
||||
Fool Ventures LP, since 2018; Manager, Motley
|
||||
Fool Wealth Management, LLC, since 2013;
|
||||
Adjunct Professor, Washington College of Law,
|
||||
American University, since 2006; General Counsel
|
||||
Motley Fool Asset Management, LLC (2008 – 2019).
|
||||
James R. Schoenike
|
Trustee
|
Distribution consultant since 2018, President and
|
10
|
None
|
(Born 1959)
|
since July 2016(4)
|
CEO, Board of Managers, Quasar Distributors,
|
||
LLC (2013 – 2018).
|
(1)
|
The address of each Trustee as it relates to the Trust’s business is c/o U.S. Bank Global Fund Services, 615 East Michigan Street, Milwaukee, WI 53202.
|
(2)
|
Each Trustee serves during the continued lifetime of the Trust until he dies, resigns, is declared bankrupt or incompetent by a court of competent jurisdiction, or is removed.
|
(3)
|
The Trust currently has ten active portfolios.
|
(4)
|
Prior to January 1, 2021, Mr. Schoenike was considered to be an “interested person” of the Fund by virtue of his previous position as President of Quasar Distributors, LLC.
|
TRUSTEES AND OFFICERS (Unaudited) (Con’t)
|
Name
|
||
(Year of Birth)
|
Position(s) Held with Trust
|
Principal Occupation(s)
|
and Address
|
and Length of Time Served(3)
|
During Past Five Years
|
OFFICERS
|
||
Scott M. Ostrowski(1)
|
President and Principal Executive Officer,
|
Senior Vice President, Compliance and
|
(Born 1980)
|
since August 10, 2021
|
Administration, Fund Services, since 2006
|
Ryan Frank(1)
|
Treasurer, and Principal Financial
|
Vice President, Fund Services, since 2008
|
(Born 1985)
|
Officer, since August 17, 2022
|
|
Colton W. Scarmardo(1)
|
Assistant Treasurer, since May 11, 2021
|
Fund Administrator, Compliance and
|
(Born 1997)
|
Administration, Fund Services, since 2019;
|
|
Business Administration Student, 2015 – 2019,
|
||
MBA obtained May 2022.
|
||
Justin Dausch(2)
|
Chief Compliance Officer and
|
Director, Vigilant, since 2017; Compliance
|
(Born 1989)
|
Anti-Money Laundering Compliance Officer,
|
Associate, HSBC (investment banking
|
since January 1, 2020
|
company), 2015 – 2017
|
|
Alyssa M. Bernard(1)(4)
|
Vice President and Secretary,
|
Assistant Vice President, Compliance and
|
(Born 1988)
|
since August 20, 2019(4)
|
Administration, Fund Services, since 2018;
|
Attorney, Mutual Fund Disclosure, Waddell
|
||
& Reed Financial, Inc., 2017 – 2018; Attorney,
|
||
Corporate Governance, American Century
|
||
Companies, Inc., 2014 – 2017
|
||
Isabella K. Zoller(1)
|
Assistant Secretary,
|
Assistant Vice President, Fund Services,
|
(Born 1994)
|
since February 15, 2022
|
since 2021; Regulatory Administration Attorney,
|
Fund Services, since 2019; Regulatory
|
||
Administration Intern, Fund Services,
|
||
2018 – 2019; Law Student 2016 – 2019.
|
(1)
|
The mailing address of this officer is: 615 East Michigan Street, Milwaukee, Wisconsin 53202.
|
(2)
|
The mailing address of this officer is: 223 Wilmington West Chester Pike, Suite 216, Chadds Ford, Pennsylvania 19317.
|
(3)
|
Each officer is elected annually and serves until his or her successor has been duly elected and qualified.
|
(4)
|
Ms. Bernard has served as Vice President of the Trust, in addition to her other positions held with the Trust, since May 11, 2021.
|
STATEMENT REGARDING LIQUIDITY RISK MANAGEMENT PROGRAM
(Unaudited)
|
PRIVACY POLICY (Unaudited)
|
(b)
|
Not Applicable.
|
FYE 9/30/2022
|
FYE 9/30/2021
|
|
Audit Fees
|
$17,000
|
N/A
|
Audit-Related Fees
|
N/A
|
N/A
|
Tax Fees
|
$3,000
|
N/A
|
All Other Fees
|
N/A
|
N/A
|
FYE 9/30/2022
|
FYE 9/30/2021
|
|
Audit-Related Fees
|
0%
|
N/A
|
Tax Fees
|
0%
|
N/A
|
All Other Fees
|
0%
|
N/A
|
Non-Audit Related Fees
|
FYE 9/30/2022
|
FYE 9/30/2021
|
Registrant
|
N/A
|
N/A
|
Registrant’s Investment Adviser
|
N/A
|
N/A
|
(a)
|
Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.
|
(b)
|
Not Applicable.
|
(a)
|
The Registrant’s President/Principal Executive Officer and Treasurer/Principal Financial Officer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940,
as amended, (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 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.
|
A. |
honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;
|
B. |
full, fair, accurate, timely and understandable disclosure in reports and documents that the Trust files with or submits to the Securities and Exchange Commission (the
“SEC”) and in other public communications made by the Trust;
|
C. |
compliance with applicable laws and governmental rules and regulations;
|
D. |
the prompt internal reporting of violations of the Code to an appropriate person or persons identified in the Code; and
|
E. |
accountability for adherence to the Code.
|
II. |
COVERED OFFICERS SHOULD HANDLE ETHICALLY ACTUAL AND APPARENT CONFLICTS OF INTEREST
|
A. |
not use his personal influence or personal relationships improperly to influence investment decisions or financial reporting by the Trust whereby the Covered Officer
would benefit personally to the detriment of the Trust;
|
B. |
not cause the Trust to take action, or fail to take action, for the individual personal benefit of the Covered Officer rather than the benefit the Trust; and
|
C. |
not use material nonpublic knowledge of portfolio transactions made or contemplated for the Trust to trade personally or cause others to trade personally in
contemplation of the market effect of such transactions.
|
A. |
service as a director on the board of any public or private company;
|
B. |
the receipt of any non-nominal gifts;
|
C. |
the receipt of any entertainment from any company with which the Trust has current or prospective business dealings unless such entertainment is business-related,
reasonable in cost, appropriate as to time and place, and not so frequent as to raise any question of impropriety;
|
D. |
any ownership interest in, or any consulting or employment relationship with, any of the Trust’s service providers, other than its investment adviser, principal
underwriter, administrator or any affiliated persons thereof; and
|
E. |
a direct or indirect financial interest in commissions, transaction charges or spreads paid by the Trust for effecting portfolio transactions or for selling or
redeeming shares other than an interest arising from the Covered Officer’s employment, such as compensation or equity ownership.
|
A. |
Each Covered Officer should familiarize himself with the disclosure requirements generally applicable to the Trust;
|
B. |
each Covered Officer should not knowingly misrepresent, or cause others to misrepresent, facts about the Trust to others, whether within or outside the Trust, including
to the Trust’s Trustees and auditors, governmental regulators, and self-regulatory organizations;
|
C. |
each Covered Officer should, to the extent appropriate within his area of responsibility, consult with other officers and employees of the Trust and the adviser with
the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the Trust files with or submit to the SEC and in other public communications made by the Trust; and
|
D. |
it is the responsibility of each Covered Officer to promote compliance with the standards and restrictions imposed by applicable laws rules and regulations.
|
A. |
upon adoption of the Code (or thereafter as applicable, upon becoming a Covered Officer), affirm in writing to the Board that he has received, read, and understands the
Code (See Exhibit B);
|
B. |
annually thereafter affirm to the Board that he has complied with the requirements of the Code (See Exhibit B);
|
C. |
not retaliate against any other Covered Officer or any employee of the Trust or their affiliated persons for reports of potential violations that are made in good
faith; and
|
D. |
notify the Trust’s compliance officer promptly if he knows of any violation of this Code. Failure to do so is itself a violation of this Code.
|
A. |
The compliance officer will take all appropriate action to investigate any potential violations reported to him.
|
B. |
If, after such investigation, the compliance officer believes that no violation has occurred, the compliance officer is not required to take any further action.
|
C. |
Any matter that the compliance officer believes is a violation will be reported to the Board.
|
D. |
If the Board concurs that a violation has occurred, it will consider appropriate action, which may include review of and appropriate modifications to applicable
policies and procedures; notification to appropriate personnel of the investment adviser or its board; or a recommendation to dismiss the Covered Officer.
|
E. |
The Board will be responsible for granting waivers, as appropriate.
|
F. |
Any changes to or waivers of this Code will, to the extent required, be disclosed as provided by SEC rules.
|
1.
|
I have reviewed this report on Form N-CSR of Manager Directed Portfolios;
|
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: 12/5/2022
|
/s/Scott M. Ostrowski
Scott M. Ostrowski President/Principal Executive Officer |
1.
|
I have reviewed this report on Form N-CSR of Manager Directed Portfolios;
|
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: 12/5/2022
|
/s/Ryan Frank
Ryan Frank
Treasurer/Principal Financial Officer
|
/s/Scott M. Ostrowski
Scott M. Ostrowski
President/Principal Executive Officer,
Manager Directed Portfolios
|
/s/Ryan Frank
Ryan Frank
Treasurer/Principal Financial Officer,
Manager Directed Portfolios
|
Dated: 12/5/2022
|
Dated: 12/5/2022
|
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