N-CSR 1 fp0058825_ncsr.htm
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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 811-22213  

 

AlphaMark Investment Trust
(Exact name of registrant as specified in charter)

  

810 Wright’s Summit Parkway, Suite 100  Ft. Wright, Kentucky 41011
Address of principal executive offices) (Zip code)

 

Benjamin V. Mollozzi, Esq.

 

Ultimus Fund Solutions, LLC 225 Pictoria Drive, Suite 450 Cincinnati, Ohio 45246
(Name and address of agent for service)

 

Registrant's telephone number, including area code: (859) 957-1803  

 

Date of fiscal year end: August 31  
     
Date of reporting period: August 31, 2020  

 

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

 

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

 

 

 

Item 1.Reports to Stockholders.

  

AlphaMark Fund

 

 

 

 

A series of
AlphaMark Investment Trust

 

 

 

 

 

Annual Report

 

August 31, 2020

 

 

 

Beginning on January 1, 2021, as permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the Fund’s shareholder reports like this one will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

 

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically by contacting the Fund at 1-866-420-3350 or, if you own these shares through a financial intermediary, by contacting your financial intermediary.

 

You may elect to receive all future reports in paper free of charge. You can inform the Fund that you wish to continue receiving paper copies of your shareholder reports by contacting the Fund at 1-866-420-3350. If you own shares through a financial intermediary, you may contact your financial intermediary or follow instructions included with this document to elect to continue to receive paper copies of your shareholder reports. Your election to receive reports in paper will apply to all Funds held with the Fund complex or at your financial intermediary.

 

 

 

 

ALPHAMARK FUND
SHAREHOLDER LETTER
September 30, 2020

 

 

Dear Shareholder:

 

The investment philosophy of the AlphaMark Fund, formerly the AlphaMark Large Cap Growth Fund (the “Fund”), is founded on an appreciation of risk. In light of that, we are making changes to the Fund’s strategy. The Fund will continue to invest in high quality individual equities. In addition, the Fund will invest in exchange-traded funds that invest in equity securities of the sectors represented in the S&P 500 Index. We will seek to identify the optimal risk-adjusted investment options in equity markets, including investments that are diversified in order to reduce the inherent volatility of individual stock selections. We will continually monitor global market conditions and the valuation of specific styles to determine the allocations of the holdings in the Fund. We will utilize valuation metrics, such as price to earnings ratios, price to sales ratios, and price to book ratios of companies in various sectors relative to historic trends, as well as the relative performance of such sectors, to determine whether a sector is overvalued or undervalued. When we determine that a particular sector or other segment of the equity market is exhibiting conditions of becoming overvalued, the Adviser may reduce the allocation in that sector and conversely increase the allocation in other sectors that exhibit a more compelling value proposition.

 

The stock market is extending the bounds of rational valuations. Any one of the recent negative news headlines would have sent the markets lower prior to COVID-19. Currently, the stock market brushes off bad news and continues to power forward. Over the last five years the stock market dropped 10% or more on less drastic news. Each of these events caused stock market corrections: 2015, China’s growth was stalling, Greek debt default and the end of the Fed’s accommodative stance; 2016, Brexit; Early 2018, rising wages and the trade war was starting; Late 2018, the trade war was in full swing and the Fed had turned hawkish. The market bulls point to the unprecedented amount of fiscal and monetary stimulus that has been pumped into the system. There is no doubt that the $2+ trillion CARES Act and the Fed’s actions have produced a temporary backstop. The stimulus checks and the increase in unemployment benefits have provided much needed relief, although it is temporary. Talks for a second round of stimulus have stalled in Congress and the extra unemployment dollars ran out on July 31st. The Fed’s actions have been powerful, but by no means are they unprecedented. During the 2008/09 financial crisis, the Fed implemented many of the same actions, including buying bonds and back-stopping money market funds. This provided a floor to a stock market that had already dropped over 40%. During the 2000 to 2003 recession and market meltdown, the Fed lowered the overnight borrowing rate from 6.50% to 1.00%. That was a huge amount of stimulus, however, the stock market still dropped over 40%. We feel it is worth noting that Fed actions are helpful, but they are

 

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not a panacea for the stock market. Although the stock market is ignoring the following events, we are paying close attention and have reduced risk levels, awaiting a more rational stock market.

 

COVID-19

We do not believe a full-scale shutdown will reoccur; however, many states have scaled back their reopening schedules in anticipation of a full second wave of COVID-19. Texas, California and Florida are all reporting rapid increases of infection rates, with concern about hospital capacity. Indeed, the true measure of how a state responds rests entirely on its ability to adequately care for those hospitalized. If overcapacity occurs, you can be certain that tighter restrictions will occur. It seems logical to assume that economic activity will be subdued while the country wrestles with controlling this virus.

 

Unemployment

It is an interesting time when the market cheers a jobs report that indicates an unemployment level of 8.5%. It makes sense that the millions of workers who were furloughed returned to work, thus creating recent positive jobs reports. However, there are still 11 million unemployed. The monthly jobs report can be somewhat ambiguous because of the calculation methods. Another way to dissect the employment numbers is to review the continuing unemployment claims. Continuing claims are near 13 million. Continuing claims have dropped some but remain at extreme levels. If the jobs situation was making real advances, then continuing claims would be shrinking at a much quicker pace. There is reason to cheer the jobs reports as employees are getting back to work. What is troubling is the persistent number of those employees that will not be called back. We feel the market is overlooking the potential for a sustained period of very high unemployment.

 

Relations with China

Public opinion of China has never been so low. To make matters worse, the trade deal that is currently in place may be in jeopardy as politicians on both sides try to save face. If the trade deal falls apart, there will certainly be sanctions and tariffs to punish China. The National Republican Senatorial Committee sent an extensive memo to campaign staff recently, titled the “Corona Big Book,” which advised a strategy of targeting China as the enemy and Democrats as soft on the issue. To add an additional layer of complexity, China has chosen this time of chaos to exert its power over Hong Kong. Hong Kong will no longer be treated as a separate entity with regards to trade with the U.S. Its special trade status is being reviewed and additional sanctions may be placed on China based on these moves. Any one of these events concerning relations with China would have previously caused the stock market to drop.

 

Presidential Election

Polls are notoriously unreliable. Trump was never supposed to win the 2016 election. It is hard to trust those same polls that now show that Biden has a significant lead over Trump. Trump’s biggest asset was a booming economy and plentiful jobs for all, but COVID-19 destroyed that. There is no issue more important than the economy with

 

2

 

 

 

regards to a presidential election. By November 2020, we believe extra unemployment benefits will be long-gone and permanent job layoffs will become a reality versus the unknowns right now. Of all the issues facing the market right now, the election is certainly the most underappreciated. Democratic nominee Joe Biden told potential donors to his campaign that his administration would end most of President Donald Trump’s multi-trillion-dollar tax cuts. “I’m going to get rid of the bulk of Trump’s $2 trillion tax cut,” Biden stated, “and a lot of you may not like that but I’m going to close loopholes like capital gains and stepped-up basis.” Biden also said he would raise the corporate tax rate to 28%, which he said would raise an estimated $1.3 trillion over the next decade. The Trump tax cuts had shrunk corporate taxes to 21% from 35%. If enacted, these changes in taxes would easily reduce stock values by 10% or more. As an equity investor, one has to be prepared for this scenario. We believe that the mere threat of these potential tax changes should have held back the stock market, but it has not as of yet.

 

Conclusion

We have outlined various headwinds that the market faces. Each of the headwinds are potentially damaging to equity values. Because of the extreme uncertainty surrounding the economy, politics and taxes, we have remained conservative in our investment philosophy. We struggle to see any reasons for the stock market to break out to the upside, but many reasons to fall. The companies that we own for the Fund are those which can survive during economic downturns and continue to produce strong cash flows. We have purposely kept those companies that have strong balance sheets.

 

During the fiscal year ended August 31, 2020, the net asset value per share of the Fund increased from $12.63 (adjusted for distributions) to $13.36, with a total return of 5.61%. During this time, the S&P 500 Index and the Russell 1000 Growth Index gained 21.94% and 22.50%, respectively. Our discipline is to never let any of our holdings become so large that they present undue risk to the portfolio. In order to achieve this, we consistently trim gains from any of our positions that are performing well. The main contributors of gains in the Fund over the last 12 months came from the following sectors: Health Care (Regeneron +116%, Thermo Fisher Scientific +50%), Communications (SPDR Communication Services ETF +28%), Technology (Alphabet +38%, Amphenol +27%), and Consumer Discretionary (Amazon +77%). The main contributors of losses in the Fund over the last 12 months came from the following sectors: Industrials (Alaska Air Group -50%, General Dynamics -40%), Energy (Marathon Petroleum -24%), Financials (Western Alliance -25%, New York Community Bank -7%), and Consumer Discretionary (PVH Corp. -14%, Ross Store -24%). We continue to maintain a diversified portfolio across the various sectors of the economy. Historically, we have always sought out high quality companies that have strong cash flows. In our view, these types of companies will typically be rewarded by the markets over the long term. In our opinion, the market will respond favorably to those companies that are high quality, strong cash flow producing and have exhibited consistent earnings.

 

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As of August 31, 2020, the Fund’s assets were diversified among 24 stock positions, 4 ETF positions, 6 option positions and 2 U.S. Treasury Bills. Our five largest areas of investment were: U.S. Treasury Bills (19.3%), Technology (17.8%), Health Care (17.0%), Financials (14.1%), Communications (8.8%), and Consumer Staples (7.5%). Cash equivalents represented 0.3% of the Fund’s net assets.

 

As of August 31, 2020, the Fund had net assets of $20.8 million.

 

In conclusion, no investment style will outperform every year. The nature of the market is change and volatility. Because we perceive that market risks are out of balance with stock valuations, we believe that high quality companies with high cash flows will be the best investment over the coming months. We continually review current holdings for any weaknesses and adjust when necessary. We are optimistic that high quality companies can still succeed in what we believe is an overbought stock market. We look forward to providing you with a Fund that will capture the momentum of high-quality stocks as the economy grows.

 

Sincerely,

 

 

Michael L. Simon
President and Chief Investment Officer
AlphaMark Advisors, LLC

 

Past performance is not predictive of future performance. Investment results and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Current performance may be higher or lower than the performance data quoted.

 

An investor should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. The Fund’s prospectus contains this and other important information. To obtain a copy of the Fund’s prospectus please call 1-866-420-3350 and a copy will be sent to you free of charge. Please read the prospectus carefully before you invest. The Fund is distributed by Ultimus Fund Distributors, LLC.

 

The Letter to Shareholders seeks to describe some of the Advisor’s current opinions and views of the financial markets. Although the Advisor believes it has a reasonable basis for any opinions or views expressed, actual results may differ, sometimes significantly so, from those expected or expressed.

 

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ALPHAMARK FUND
PERFORMANCE INFORMATION
August 31, 2020 (Unaudited)

 

 

Comparison of the Change in Value of a $10,000 Investment
in the AlphaMark Fund versus the S&P 500
® Index

 

 

Average Annual Total Returns
(for periods ended August 31, 2020)

 

1 Year

5 Years

10 Years

AlphaMark Fund (a)

5.61%

8.22%

11.21%

S&P 500® Index (b)

21.94%

14.46%

15.16%

 

(a)

The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions or the redemption of Fund shares.

(b)

The S&P 500® Index is a market capitalization weighted index that is widely used as a barometer of U.S. stock market performance. The index is unmanaged and shown for illustration purposes only. An investor cannot invest in an index and its returns are not indicative of the performance of any specific investment.

 

5

 

 

 

ALPHAMARK FUND
PORTFOLIO INFORMATION
August 31, 2020 (Unaudited)

 

 

Sector Diversification (% of Net Assets)

 

 

Top Ten Equity Holdings

 

Security Description

% of
Net Assets

Fifth Third Bancorp

5.6%

Global Payments, Inc.

5.2%

Intercontinental Exchange, Inc.

5.2%

Kroger Company (The)

4.9%

Waste Management, Inc.

3.9%

Amphenol Corporation - Class A

3.9%

Thermo Fisher Scientific, Inc.

3.6%

Bristol-Myers Squibb Company

3.5%

Centene Corporation

3.4%

Alexion Pharmaceuticals, Inc.

3.3%

 

6

 

 

 

ALPHAMARK FUND
SCHEDULE OF INVESTMENTS
August 31, 2020

Common Stocks — 73.3%

 

Shares

   

Value

 

Communications — 5.9%

               

Internet Media & Services — 3.1%

               

Alphabet, Inc. - Class C *

    395     $ 645,501  
                 

Telecommunications — 2.8%

               

Verizon Communications, Inc.

    9,912       587,484  
                 

Consumer Discretionary — 2.5%

               

Apparel & Textile Products — 2.1%

               

PVH Corporation

    8,000       446,080  
                 

E-Commerce Discretionary — 0.4%

               

Amazon.com, Inc. *

    23       79,372  
                 

Consumer Staples — 7.5%

               

Retail - Consumer Staples — 7.5%

               

Dollar Tree, Inc. *

    5,424       522,169  

Kroger Company (The)

    28,746       1,025,657  
              1,547,826  

Energy — 2.0%

               

Oil & Gas Producers — 2.0%

               

Marathon Petroleum Corporation

    11,614       411,833  
                 

Financials — 14.1%

               

Banking — 5.6%

               

Fifth Third Bancorp

    56,259       1,162,311  
                 

Institutional Financial Services — 8.5%

               

Goldman Sachs Group, Inc. (The)

    3,327       681,602  

Intercontinental Exchange, Inc.

    10,086       1,071,436  
              1,753,038  

Health Care — 17.0%

               

Biotech & Pharma — 10.0%

               

Alexion Pharmaceuticals, Inc. *

    5,973       682,236  

Bristol-Myers Squibb Company

    11,562       719,157  

Regeneron Pharmaceuticals, Inc. *

    1,083       671,384  
              2,072,777  

Health Care Facilities & Services — 3.4%

               

Centene Corporation *

    11,605       711,618  

 

See accompanying notes to financial statements.

 

 

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ALPHAMARK FUND
SCHEDULE OF INVESTMENTS (Continued)

Common Stocks — 73.3% (Continued)

 

Shares

   

Value

 

Health Care — 17.0% (Continued)

               

Medical Equipment & Devices — 3.6%

               

Thermo Fisher Scientific, Inc.

    1,756     $ 753,289  
                 

Industrials — 3.9%

               

Commercial Support Services — 3.9%

               

Waste Management, Inc.

    7,130       812,820  
                 

Materials — 2.6%

               

Chemicals — 2.6%

               

Celanese Corporation

    3,095       313,059  

Eastman Chemical Company

    3,129       228,761  
              541,820  

Technology — 17.8%

               

Electronic Components — 3.9%

               

Amphenol Corporation - Class A

    7,292       800,662  
                 

Technology Hardware — 4.5%

               

Nokia Corporation - ADR *

    133,491       654,106  

SYNNEX Corporation

    2,220       282,273  
              936,379  

Technology Services — 9.4%

               

Global Payments, Inc.

    6,104       1,078,089  

International Business Machines Corporation

    2,266       279,420  

Leidos Holdings, Inc.

    6,568       594,338  
              1,951,847  
                 

Total Common Stocks (Cost $11,305,403)

          $ 15,214,657  

 

 

Exchange-Traded Funds — 7.0%

 

Shares

   

Value

 

Communication Services Select Sector SPDR® Fund (The)

    9,367     $ 592,557  

Consumer Discretionary Select Sector SPDR® Fund (The)

    2,912       437,062  

Industrial Select Sector SPDR® Fund (The)

    4,937       384,148  

Utilities Select Sector SPDR® Fund (The)

    875       51,844  

Total Exchange-Traded Funds (Cost $1,311,330)

          $ 1,465,611  

 

See accompanying notes to financial statements.

 

 

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ALPHAMARK FUND
SCHEDULE OF INVESTMENTS (Continued)

U.S. Treasury Obligations — 19.3%

 

Coupon (a)

   

Par Value

   

Value

 

U.S. Treasury Bill,

                       

due 9/1/2020

    0.12 %   $ 2,000,000     $ 1,999,985  

due 11/17/2020

    0.10 %     2,000,000       1,999,595  

Total U.S. Treasury Obligations (Cost $3,999,595)

                  $ 3,999,580  

 

 

Purchased Call Option Contracts 0.3%

 

Contracts

   

Notional
Amount

   

Value

 

Direxion Daily S&P 500® Bear 3X Shares, 10/16/2020 at $5 (Cost $66,286)

    1,000     $ 530,000     $ 59,000  

 

 

Purchased Put Option Contracts 0.0% (b)

 

Contracts

   

Notional
Amount

   

Value

 

PVH Corporation, 9/18/2020 at $50 (Cost $20,904)

    80     $ 446,080     $ 12,400  

 

 

Money Market Funds — 0.3%

 

Shares

   

Value

 

Fidelity Institutional Money Market Government Portfolio - Class I, 0.01% (c) (Cost $55,831)

    55,831     $ 55,831  
                 

Total Investments at Value — 100.2% (Cost $16,759,349)

          $ 20,807,079  
                 

Liabilities in Excess of Other Assets — (0.2%)

            (45,062 )
                 

Total Net Assets — 100.0%

          $ 20,762,017  

 

ADR - American Depositary Receipt.

*

Non-income producing security.

(a)

Rate shown is the average annualized yield at time of purchase, not a coupon rate.

(b)

Percentage rounds to less than 0.1%.

(c)

The rate shown is the 7-day effective yield as of August 31, 2020.

See accompanying notes to financial statements.

 

 

9

 

 

 

ALPHAMARK FUND
SCHEDULE OF OPEN WRITTEN OPTION CONTRACTS
August 31, 2020

WRITTEN OPTION CONTRACTS

 

Contracts

   

Notional
Amount

   

Value

 

Call Option Contracts

                       

Fifth Third Bancorp, 9/18/2020 at $23

    560     $ 1,156,960     $ 14,000  

PVH Corporation, 9/18/2020 at $55

    80       446,080       35,200  
              1,603,040       49,200  

Put Option Contracts

                       

Amazon.com, Inc., 9/4/2020 at $3,250

    3       1,035,288       1,350  

Utilities Select Sector SPDR® Fund (The), 10/16/2020 at $57

    100       592,500       12,900  
              1,627,788       14,250  

Total Written Option Contracts (Premiums received $59,584)

          $ 3,230,828     $ 63,450  

 

See accompanying notes to financial statements.

 

 

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ALPHAMARK FUND
STATEMENT OF ASSETS AND LIABILITIES
August 31, 2020

ASSETS

       

Investments in securities:

       

At cost

  $ 16,759,349  

At value (Note 2)

  $ 20,807,079  

Dividends receivable

    17,362  

Other assets

    15,288  

TOTAL ASSETS

    20,839,729  
         

LIABILITIES

       

Written call options, at value (Notes 2 and 7) (premiums received $59,584)

    63,450  

Accrued advisory fees (Note 4)

    2,852  

Payable to administrator (Note 4)

    6,000  

Other accrued expenses

    5,410  

TOTAL LIABILITIES

    77,712  
         

NET ASSETS

  $ 20,762,017  
         

Net Assets consist of:

       

Paid-in capital

  $ 16,049,459  

Accumulated earnings

    4,712,558  

NET ASSETS

  $ 20,762,017  
         

Shares of beneficial interest outstanding (unlimited number of shares authorized, no par value)

    1,553,959  
         

Net asset value, offering price and redemption price per share (Note 2)

  $ 13.36  

 

See accompanying notes to financial statements.

 

 

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ALPHAMARK FUND
STATEMENT OF OPERATIONS
For the Year Ended August 31, 2020

INVESTMENT INCOME

       

Dividends

  $ 328,027  

Interest

    3,121  

TOTAL INVESTMENT INCOME

    331,148  
         

EXPENSES

       

Investment advisory fees (Note 4)

    223,608  

Administration fees (Note 4)

    67,500  

Distribution fees (Note 5)

    29,063  

Legal fees

    21,500  

Registration and filing fees

    20,591  

Insurance expense

    19,226  

Audit and tax services fees

    17,500  

Custody and bank service fees

    11,415  

Trustees’ fees (Note 4)

    10,000  

Compliance service fees (Note 4)

    6,000  

Printing of shareholder reports

    5,393  

Postage and supplies

    4,686  

Other fees

    6,230  

TOTAL EXPENSES

    442,712  

Fee reductions by the Advisor (Note 4)

    (107,301 )

NET EXPENSES

    335,411  
         

NET INVESTMENT LOSS

    (4,263 )
         

REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS AND WRITTEN OPTION CONTRACTS

       

Net realized gains from:

       

Investment transactions

    695,424  

Written option contracts (Note 7)

    213,118  

Net change in unrealized appreciation (depreciation) on:

       

Investments

    224,033  

Written option contracts (Note 7)

    (3,866 )

NET REALIZED AND UNREALIZED GAINS ON INVESTMENTS AND WRITTEN OPTION CONTRACTS

    1,128,709  
         

NET INCREASE IN NET ASSETS FROM OPERATIONS

  $ 1,124,446  

 

See accompanying notes to financial statements.

 

 

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ALPHAMARK FUND
STATEMENTS OF CHANGES IN NET ASSETS

 

 

Year
Ended
August 31,
2020

   

Year
Ended
August 31,
2019

 

FROM OPERATIONS

               

Net investment income (loss)

  $ (4,263 )   $ 22,367  

Net realized gains from investment transactions and written option contracts

    908,542       1,303,573  

Net change in unrealized appreciation (depreciation) on investments and written option contracts

    220,167       (3,156,198 )

Net increase (decrease) in net assets from operations

    1,124,446       (1,830,258 )
                 

DISTRIBUTIONS TO SHAREHOLDERS (Note 2)

    (482,528 )     (3,787,637 )
                 

CAPITAL SHARE TRANSACTIONS

               

Proceeds from shares sold

    893,719       2,964,893  

Net asset value of shares issued in reinvestment of distributions to shareholders

    482,528       3,787,637  

Proceeds from redemption fees collected (Note 2)

    764       310  

Payments for shares redeemed

    (4,322,751 )     (5,433,346 )

Net increase (decrease) in net assets from capital share transactions

    (2,945,740 )     1,319,494  
                 

TOTAL DECREASE IN NET ASSETS

    (2,303,822 )     (4,298,401 )
                 

NET ASSETS

               

Beginning of year

    23,065,839       27,364,240  

End of year

  $ 20,762,017     $ 23,065,839  
                 

CAPITAL SHARE ACTIVITY

               

Shares sold

    67,646       236,552  

Shares reinvested

    34,664       332,833  

Shares redeemed

    (336,331 )     (421,651 )

Net increase (decrease) in shares outstanding

    (234,021 )     147,734  

Shares outstanding at beginning of year

    1,787,980       1,640,246  

Shares outstanding at end of year

    1,553,959       1,787,980  

 

See accompanying notes to financial statements.

 

 

13

 

 

ALPHAMARK FUND
FINANCIAL HIGHLIGHTS
Per Share Data for a Share Outstanding Throughout Each Year

 

    

Year
Ended
August 31,
2020

    

Year
Ended
August 31,
2019

    

Year
Ended
August 31,
2018

    

Year
Ended
August 31,
2017

    

Year
Ended
August 31,
2016

 
Net asset value at beginning of year  $12.90   $16.68   $15.02   $14.01   $14.99 
                          
Income (loss) from investment operations:                         

Net investment income (loss) (a)

   (0.00)(b)(c)   0.01    0.01    0.04    0.01 
Net realized and unrealized gains (losses) on investments and written options   0.73    (1.40)   2.60    2.04    1.33 
Total from investment operations   0.73    (1.39)   2.61    2.08    1.34 
                          
Less distributions:                         
From net investment income   (0.01)   (0.02)   (0.04)   (0.00)(b)   (0.01)
From net realized gains from investment transactions   (0.26)   (2.37)   (0.91)   (1.07)   (2.31)
Total distributions   (0.27)   (2.39)   (0.95)   (1.07)   (2.32)
                          
Proceeds from redemption fees collected (Note 2)   0.00(b)   0.00(b)   0.00(b)       0.00(b)
                          
Net asset value at end of year  $13.36   $12.90   $16.68   $15.02   $14.01 
                          

Total return (d)

   5.61%   (6.47%)   17.51%   15.78%   10.44%
                          
Net assets at end of year (000)  $20,762   $23,066   $27,364   $22,105   $22,940 
                          
Ratio of total expenses to average net assets   1.98%   1.98%   1.97%   1.94%   1.98%
                          

Ratio of net expenses to average net assets (e)

   1.50%   1.50%   1.50%   1.50%   1.50%
                          

Ratio of net investment income (loss) to average net assets (a)(e)

   (0.02%)   0.09%   0.08%   0.23%   0.09%
                          
Portfolio turnover rate   90%   273%   54%   17%   59%

 

(a)

Recognition of net investment income (loss) by the Fund is affected by the timing of the declaration of the dividends by the underlying investment companies in which the Fund invests.

(b)

Amount rounds to less than $0.01 per share.

(c)

Net investment loss per share has been calculated using the average daily shares outstanding during the period.

(d)

Total return is a measure of the change in value of an investment in the Fund over the periods covered, which assumes any dividends or capital gains distributions are reinvested in shares of the Fund. The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions or the redemption of Fund shares.

(e)

Ratio was determined after advisory fee reductions (Note 4).

See accompanying notes to financial statements.

 

 

14

 

 

 

ALPHAMARK FUND
NOTES TO FINANCIAL STATEMENTS
August 31, 2020

 

 

1. Organization

 

AlphaMark Fund (the “Fund”) is a no-load, diversified series of AlphaMark Investment Trust (the “Trust”). The Trust is registered as an an open-end management investment company established as an Ohio business trust under a Declaration of Trust dated June 24, 2008. The Fund changed its name from AlphaMark Large Cap Growth Fund to AlphaMark Fund on September 3, 2020.

 

The investment objective of the Fund is long-term growth of capital.

 

2. Significant Accounting Policies

 

The following is a summary of the Fund’s significant accounting policies. These policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946, “Financial Services – Investment Companies,” including FASB Accounting Standards Update 2013-08.

 

Securities valuation – The Fund’s portfolio securities are valued as of the close of business of the regular session of trading on the New York Stock Exchange (normally 4:00 p.m., Eastern time). Securities, including common stocks, exchange-traded funds and option contracts, which are traded on stock exchanges are valued on the basis of their last reported sales prices on the exchanges on which they are primarily traded, or, if not traded on a particular day, at the closing bid price. Securities quoted by NASDAQ are valued at the NASDAQ Official Closing Price or, if not traded on a particular day, at the last bid price as reported by NASDAQ. Securities traded in the over-the-counter market are valued at the last sale price, if available, otherwise, at the mean of the closing bid and ask prices. Fixed income securities are generally valued on the basis of prices provided by an independent pricing service. When using a quoted price and when the market for the security is considered active, the security will be classified as Level 1 within the fair value hierarchy (see below). Securities and other assets for which market quotations are not readily available or are considered to be unreliable due to significant market or other events are valued at their fair value as determined in good faith in accordance with consistently applied procedures established by and under the general supervision of the Board of Trustees and will be classified as Level 2 or 3 within the fair value hierarchy, depending on the inputs used.

 

GAAP establishes a single authoritative definition of fair value, sets out a framework for measuring fair value and requires additional disclosures about fair value measurements.

 

15

 

 

 

ALPHAMARK FUND
NOTES TO FINANCIAL STATEMENTS
(Continued)

 

 

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

 

Level 1 – unadjusted quoted prices in active markets for identical securities

 

Level 2 – other significant observable inputs other than quoted prices included in Level 1

 

Level 3 – significant unobservable inputs

 

U.S. Treasury obligations held by the Fund are classified as level 2 since values are based on prices provided by an independent pricing service that utilizes various “other significant observable inputs,” including bid and ask quotations, prices of similar securities and interest rates, among other factors.

 

The inputs or methodology used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. 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.

 

The following is a summary of the inputs used to value the Fund’s investments by security type as of August 31, 2020:

 

Investments in Securities

 

Level 1

   

Level 2

   

Level 3

   

Total

 

Common Stocks

  $ 15,214,657     $     $     $ 15,214,657  

Exchange-Traded Funds

    1,465,611                   1,465,611  

U.S. Treasury Obligations

          3,999,580             3,999,580  

Call Option Contracts

    59,000                   59,000  

Put Option Contracts

    12,400                   12,400  

Money Market Funds

    55,831                   55,831  

Total

  $ 16,807,499     $ 3,999,580     $     $ 20,807,079  
 

 

Other Financial Instruments

 

Level 1

   

Level 2

   

Level 3

   

Total

 

Written Call Option Contracts

  $ (49,200 )   $     $     $ (49,200 )

Written Put Option Contracts

    (14,250 )                 (14,250 )

Total

  $ (63,450 )   $     $     $ (63,450 )
 

 

See the Fund’s Schedule of Investments for a listing of the common stocks by sector and industry type. The Fund did not hold any assets or liabilities that were measured at fair value on a recurring basis using significant unobservable inputs (Level 3) as of or during the year ended August 31, 2020.

 

16

 

 

 

ALPHAMARK FUND
NOTES TO FINANCIAL STATEMENTS
(Continued)

 

 

Share valuation – The net asset value (“NAV”) per share of the Fund is calculated daily by dividing the total value of the Fund’s assets, less liabilities, by the number of shares outstanding. The offering price and redemption price per share of the Fund is equal to the NAV per share, except that shares of the Fund are subject to a redemption fee of 1.5%, payable to the Fund, if redeemed within sixty days of the date of purchase. During the years ended August 31, 2020 and 2019, proceeds from redemption fees totaled $764 and $310, respectively.

 

Investment transactions and investment income – Investment transactions are accounted for on a trade date basis. Realized gains and losses on investments sold are determined on a specific identification basis, which compares the identified cost of the security lot sold with the net sales proceeds. Interest income is accrued as earned. Dividend income is recorded on the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Withholding taxes on foreign dividends, if any, have been recorded for in accordance with the Fund’s understanding of the applicable country’s tax rules and rates.

 

Option contracts – During periods of volatility, the Fund may utilize the following option strategies with respect to options on individual stocks, exchange-traded funds or an index: (i) buy put or call options for a portion of the portfolio; (ii) write puts to generate income while waiting for a stock price to become more reasonable; and (iii) write call options to generate income on stock positions that the investment advisor to the Fund believes are becoming overvalued.

 

Purchased option contracts – When the Fund purchases a call or put option, an amount equal to the total premium (the premium plus the commission) paid by the Fund is recorded as an asset on the Fund’s Statement of Assets and Liabilities and is subsequently marked-to-market daily. Premiums paid in the purchase of options that expire are treated as realized losses. Premiums paid in the purchase of call options that are exercised will increase the cost of the underlying security purchased. Premiums paid in the purchase of put options that are exercised will decrease the proceeds used to calculate the realized capital gain or loss on the sale of the underlying security.

 

Written option contracts – When the Fund writes a call or put option, an amount equal to the net premium (the premium less the commission) received by the Fund is recorded as a liability on the Fund’s Statement of Assets and Liabilities and is subsequently marked-to-market daily. Premiums received from writing call and put options that expire are treated as realized capital gains. Premiums received from writing call options that are exercised will increase the proceeds used to calculate the realized capital gain or loss on the sale of the underlying security. Premiums received from writing put options that are exercised will decrease the basis of the underlying security purchased.

 

17

 

 

 

ALPHAMARK FUND
NOTES TO FINANCIAL STATEMENTS
(Continued)

 

 

If a closing purchase or sale transaction is used to terminate the Fund’s obligation on an option, a capital gain or loss will be realized, depending upon whether the price of the closing transaction is more or less than the premium previously paid on the option purchased or received on the option written.

 

Dividends and distributions to shareholders – Dividends arising from net investment income and distributions of net realized capital gains, if any, are declared and paid annually in December. Dividends from net investment income and distributions from net realized capital gains are determined in accordance with federal income tax regulations, which may differ from GAAP. The Fund may utilize earnings and profits distributed to shareholders on redemptions of shares as part of the dividends paid deduction for income tax purposes. Dividends and distributions to shareholders are recorded on the ex-dividend date.

 

The tax character of distributions paid to shareholders of the Fund during the years ended August 31, 2020 and 2019 was as follows:

 

 

Years
Ended

   

Ordinary
Income

   

Long-Term
Capital Gains

   

Total
Distributions

 
    8/31/2020     $ 21,582     $ 460,946     $ 482,528  
    8/31/2019     $ 127,796     $ 3,659,841     $ 3,787,637  

 

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

 

Federal income tax – The Fund has qualified and intends to continue to qualify as a regulated investment company under the Internal Revenue Code of 1986, as amended (the “Code”). Qualification generally will relieve the Fund of liability for federal income taxes to the extent 100% of its net investment income and net realized capital gains are distributed in accordance with the Code.

 

In order to avoid imposition of the excise tax applicable to regulated investment companies, it is also the Fund’s intention to declare as dividends in each calendar year at least 98% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts from prior years.

 

18

 

 

 

ALPHAMARK FUND
NOTES TO FINANCIAL STATEMENTS
(Continued)

 

 

The following is computed on a tax basis for each item as of August 31, 2020:

 

Cost of portfolio investments and written option contracts

  $ 17,075,722  

Gross unrealized appreciation

  $ 4,464,597  

Gross unrealized depreciation

    (796,690 )

Net unrealized appreciation

    3,667,907  

Undistributed ordinary income

    504,349  

Undistributed long-term capital gains

    540,302  

Total accumulated earnings

  $ 4,712,558  
 

 

The difference between the federal income tax cost of portfolio investments and the financial statement cost of portfolio investments is due to certain timing differences in the recognition of capital gains or losses under income tax regulations and GAAP. These “book/tax” differences are temporary in nature and are primarily due to the tax deferral of losses on wash sales and tax straddles on option contracts.

 

The Fund recognizes the tax benefits or expenses of uncertain tax positions only when the position is “more likely than not” to be sustained assuming examination by tax authorities. Management has reviewed the Fund’s tax positions and concluded that no provision for unrecognized tax benefits or expenses should be recorded related to uncertain tax positions taken in the Fund’s open tax years (generally, three years).

 

During the year ended August 31, 2020, the Fund did not incur any taxes, interest or penalties. Generally, tax authorities can examine tax returns filed during the last three years. The Fund identifies its major tax jurisdiction as U.S. Federal.

 

3. Investment Transactions

 

During the year ended August 31, 2020, cost of purchases and proceeds from sales of investment securities, other than short-term investments and U.S. government securities, were as follows:

 

Cost of purchases of investment securities

  $ 17,246,764  

Proceeds from sales of investment securities

  $ 23,780,924  
 

 

4. Transactions with Related Parties

 

The President of AlphaMark Advisors, LLC (the “Advisor”), the investment advisor to the Fund, is also the President and a Trustee of the Trust. Certain other officers of the Trust are also officers of the Advisor, or of Ultimus Fund Solutions, LLC (“Ultimus”), the Fund’s administrator, transfer agent, and fund accounting agent, and Ultimus Fund Distributors, LLC, the Fund’s principal underwriter and an affiliate of Ultimus.

 

19

 

 

 

ALPHAMARK FUND
NOTES TO FINANCIAL STATEMENTS
(Continued)

 

 

Trustees and officers affiliated with the Advisor or Ultimus are not compensated by the Trust for their services. Each Trustee who is not an interested person of the Trust receives an annual retainer of $3,000 paid quarterly, and a fee of $500 for each Board meeting attended, plus reimbursement of travel and other expenses incurred in attending meetings, if any.

 

The Chief Compliance Officer (the “CCO”) of the Trust is an employee of the Advisor. The Fund reimburses the Advisor $6,000 annually for the services provided by the CCO to the Trust.

 

INVESTMENT ADVISORY AGREEMENT

Under the terms of an Investment Advisory Agreement between the Trust and the Advisor, the Advisor serves as the investment advisor to the Fund. The Fund pays the Advisor an investment advisory fee computed at the annual rate of 1.00% of its average daily net assets. Effective August 24, 2020, the Adviser agrees to reduce the investment advisory fee from 1.00% per annum of the average daily net assets of the Fund to 0.75%, when the assets of the Fund reach $100 million.

 

The Advisor has contractually agreed, until at least December 31, 2021, to reduce its investment advisory fees and to reimburse other ordinary operating expenses to the extent necessary to limit the Fund’s annual ordinary operating expenses (excluding portfolio transactions and other investment-related costs (including brokerage fees and commissions); taxes; borrowing costs; acquired fund fees and expenses; fees and expenses associated with investments in other collective investment vehicles or derivative instruments (including for example option fees and expenses); expenses incurred in connection with any merger or reorganization; extraordinary expenses (such as litigation expenses, indemnification of Trust officers and Trustees and contractual indemnification of Fund service providers (other than the Advisor); and other expenses that the Trustees agree have not been incurred in the ordinary course of the Fund’s operations) to an amount not exceeding 1.50% of its average daily net assets. Pursuant to this agreement, the Advisor reduced its fees by $107,301 during the year ended August 31, 2020. Any fee reductions by the Advisor are subject to repayment by the Fund for a period of three years after the date of such waiver or reimbursement, but only if such reimbursement can be achieved without exceeding the lesser of: (i) the annual limit in effect at the time of the waiver/expense payment, and (ii) any annual limit in effect at the time of the recoupment. This arrangement may be terminated by either party upon 60 days’ prior written notice, provided, however, that (i) the Advisor may not terminate

 

20

 

 

 

ALPHAMARK FUND
NOTES TO FINANCIAL STATEMENTS
(Continued)

 

 

this arrangement without the approval of the Board of Trustees, and (ii) this arrangement will terminate automatically if the Advisor ceases to serve as investment advisor of the Fund.

 

As of August 31, 2020, the Advisor may seek repayment of investment advisory fee reductions in the amount of $343,103 no later than the dates as stated below:

 

August 31, 2021

  $ 119,501  

August 31, 2022

    116,301  

August 31, 2023

    107,301  
    $ 343,103  
 

 

OTHER SERVICE PROVIDER

Ultimus provides administrative, pricing, accounting, dividend disbursing, shareholder servicing and transfer agent services for the Fund. The Fund pays Ultimus fees in accordance with the terms of the master agreement for such services. In addition, the Fund pays out-of-pocket expenses including, but not limited to, postage, supplies and certain costs related to the pricing of the Fund’s portfolio securities.

 

5. Distribution Plan

 

The Trust has adopted a plan of distribution pursuant to Rule 12b-1 under the Investment Company Act of 1940 (the “Plan”) which allows the Fund to incur expenses related to the distribution of its shares. The annual fees payable under the Plan may not exceed an amount equal to 0.25% of the Fund’s average daily net assets. During the year ended August 31, 2020, the total expenses incurred pursuant to the Plan were $29,063.

 

6. Principal Owner of Fund Shares

 

As of August 31, 2020, Charles Schwab & Co., Inc., for the benefit of its customers, owned of record 96% of the outstanding shares of the Fund. A beneficial owner of 25% or more of the Fund’s outstanding shares may be considered a controlling person. That shareholder’s vote could have a significant effect on matters presented at a shareholders’ meeting.

 

21

 

 

 

ALPHAMARK FUND
NOTES TO FINANCIAL STATEMENTS
(Continued)

 

 

7. Derivatives Transactions

 

The location on the Statement of Assets and Liabilities of the Fund’s derivative positions as of August 31, 2020 is as follows:

 

     

Fair Value

         

Type of Derivative (Risk)

Location

 

Asset
Derivatives

   

Liability
Derivatives

   

Gross Notional
Amount
Outstanding
August 31,
2020

 

Call option contracts purchased (Equity)

Investments in securities at value

  $ 59,000     $     $ 530,000  

Put option contracts purchased (Equity)

Investments in securities at value

  $ 12,400     $     $ 446,080  

Call option contracts written (Equity)

Written call options, at value

  $     $ (49,200 )   $ (1,603,040 )

Put option contracts written (Equity)

Written call options, at value

  $     $ (14,250 )   $ (1,627,788 )

 

The Fund’s transactions in derivative instruments during the year ended August 31, 2020 are recorded in the following locations on the Statement of Operations:

 

Type of
Derivative (Risk)

Location

 

Net Realized
Gains (Losses)

 

Location

 

Change in
Unrealized
Appreciation
(Depreciation)

 

Call option contracts purchased (Equity)

Net realized gains (losses) from investment transactions

  $ (249,248 )

Net change in unrealized appreciation (depreciation) on investments

  $ (7,286 )

Put option contracts purchased (Equity)

Net realized gains (losses) from investment transactions

  $ (132,328 )

Net change in unrealized appreciation (depreciation) on investments

  $ (8,504 )

Call option contracts written (Equity)

Net realized gains from written option contracts

  $ 115,438  

Net change in unrealized appreciation (depreciation) on written option contracts

  $ (6,825 )

Put option contracts written (Equity)

Net realized gains from written option contracts

  $ 97,680  

Net change in unrealized appreciation (depreciation) on written option contracts

  $ 2,959  

 

22

 

 

 

ALPHAMARK FUND
NOTES TO FINANCIAL STATEMENTS
(Continued)

 

 

The average monthly notional value of derivative instruments during the year ended August 31, 2020 was as follows:

 

 

Call Option
Contracts Purchased

   

Put Option
Contracts Purchased

   

Call Option
Contracts Written

   

Put Option
Contracts Written

 
  $ 176,141     $ 403,160     $ (629,103 )   $ (480,810 )

 

8. Contingencies and Commitments

 

The Fund indemnifies its officers and Trustees for certain liabilities that might arise from the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of representations and warranties and 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, based on experience, the Fund expects the risk of loss to be remote.

 

9. Subsequent Events

 

The Fund is required to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed as of the date of the Statement of Assets and Liabilities. For non-recognized subsequent events that must be disclosed to keep the financial statements from being misleading, the Fund is required to disclose the nature of the event as well as an estimate of its financial effect, or a statement that such an estimate cannot be made. Management has evaluated subsequent events through the issuance of these financial statements and has noted no such events.

 

23

 

 

 

ALPHAMARK FUND
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

 

To the Shareholders and Board of Trustees of
AlphaMark Investment Trust

 

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedules of investments and open written option contracts, of AlphaMark Investment Trust comprising AlphaMark Fund (formerly known as AlphaMark Large Cap Growth Fund) (the “Fund”) as of August 31, 2020, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, including the related notes, and the financial highlights for each of the five years in the period then ended (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of August 31, 2020, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement whether due to error or fraud.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of August 31, 2020, by correspondence

 

24

 

 

 

ALPHAMARK FUND
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
(Continued)

 

 

with the custodian. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

We have served as the Fund’s auditor since 2008.

 

 

COHEN & COMPANY, LTD.
Cleveland, Ohio
October 23, 2020

 

25

 

 

 

ALPHAMARK FUND
ABOUT YOUR FUND’S EXPENSES
(Unaudited)

 

 

We believe it is important for you to understand the impact of costs on your investment. All mutual funds have operating expenses. As a shareholder of the Fund, you incur ongoing costs, including management fees, distribution (12b-1) fees and other operating expenses. These ongoing costs, which are deducted from the Fund’s gross income, directly reduce the investment return of the Fund.

 

A mutual fund’s ongoing costs are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The examples below are based on an investment of $1,000 made at the beginning of the most recent period (March 1, 2020) and held until the end of the period (August 31, 2020).

 

The table below illustrates the Fund’s ongoing costs in two ways:

 

Actual fund return – This section helps you to estimate the actual expenses that you paid over the period. The “Ending Account Value” shown is derived from the Fund’s actual return, and the third column shows the dollar amount of operating expenses that would have been paid by an investor who started with $1,000 in the Fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

 

To do so, 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 given for the Fund under the heading “Expenses Paid During Period.”

 

Hypothetical 5% return – This section is intended to help you compare the Fund’s ongoing costs with those of other mutual funds. It assumes that the Fund had an annual return of 5% before expenses during the period shown, but that the expense ratio is unchanged. In this case, because the return used is not the Fund’s actual return, the results do not apply to your investment. The example is useful in making comparisons because the U.S. Securities and Exchange Commission (the “SEC”) requires all mutual funds to calculate expenses based on a 5% return. You can assess the Fund’s ongoing costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

 

Note that expenses shown in the table are meant to highlight and help you compare ongoing costs only. The Fund does not impose any sales loads. However, a redemption fee of 1.5% is applied on the sale of shares redeemed within sixty days of the date of purchase. The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

 

26

 

 

 

ALPHAMARK FUND
ABOUT YOUR FUND’S EXPENSES
(Unaudited) (Continued)

 

 

More information about the Fund’s expenses, including annual expense ratios, can be found in this report. For additional information on operating expenses and other shareholder costs, please refer to the Fund’s prospectus.

 

 

Beginning
Account Value
March 1, 2020

Ending
Account Value
August 31, 2020

Expenses Paid
During Period*

Based on Actual Fund Return

$1,000.00

$1,042.10

$7.70

Based on Hypothetical 5% Return

$1,000.00

$1,017.60

$7.61

 

*

Expenses are equal to the Fund’s annualized net expense ration of 1.50% for the period, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

 

27

 

 

 

ALPHAMARK FUND
BOARD OF TRUSTEES AND EXECUTIVE OFFICERS
(Unaudited)

 

 

The Board of Trustees has overall responsibility for management of the Trust’s affairs. The Trustees serve during the lifetime of the Trust and until its termination, or until death, resignation, retirement or removal. The Trustees, in turn, elect the officers of the Trust to actively supervise its day-to-day operations. The officers have been elected for an annual term. The following are the Trustees and executive officers of the Trust:

 

Interested Trustee

Name, Year of Birth
& Address

Position(s)
Held with
the Trust

Length
of Time
Served

Principal Occupation(s)
During Past 5 Years

Number
of Funds
Overseen
by Trustee

Directorships
of Public
Companies
Held by
Trustee

*Michael L. Simon

(1967)

 

810 Wright’s Summit Parkway
Suite 100
Fort Wright, KY 41011

President and Trustee

Since July, 2008

Founder, President and Chief Investment Officer of the Advisor.

1

None

 

*

Mr. Simon, as an affiliated person of the Advisor, is considered an “interested person” of the Trust within the meaning of Section 2(a)(19) of the Investment Company Act of 1940.

 

 

28

 

 

 

ALPHAMARK FUND
BOARD OF TRUSTEES AND EXECUTIVE OFFICERS
(Unaudited) (Continued)

 

 

Independent Trustees

Name, Year of Birth
& Address

Position(s)
Held with
the Trust

Length
of Time
Served

Principal Occupation(s)
During Past 5 Years

Number
of Funds
Overseen
by Trustee

Directorships
of Public
Companies
Held by
Trustee

John W. Hopper, Jr.

(1960)

 

810 Wright’s Summit Parkway
Suite 100
Fort Wright, KY 41011

Chairman and Trustee

Since September, 2008

Managing Director of Link-age Ventures (a venture fund focused on the senior living space) from November 2013 to present; Chief Investment Officer of the Ziegler Link-Age Longevity Fund, L.P. (a private equity fund focused on the senior living space) from February 2014 to present.

1

None

T. Brian Brockhoff

(1964)

 

810 Wright’s Summit Parkway
Suite 100
Fort Wright, KY 41011

Trustee

Since September, 2008

President of Greater Cincinnati – Head of Commercial Banking at C.F. Bank from September 2019 to present; Head of Commercial Banking at C.F. Bank from December 2018 to present; Principal of Bailey Capital Partners, Inc. (mortgage bankers) from August 2018 to December 2018; Senior Vice President – Commercial Real Estate Group Manager of BB&T Corporation from June 2015 to August 2018; prior to June 2015, Principal of Baily Capital Partners, Inc. (mortgage bankers).

1

None

 

 

29

 

 

 

ALPHAMARK FUND
BOARD OF TRUSTEES AND EXECUTIVE OFFICERS
(Unaudited) (Continued)

 

 

Executive Officers

Name, Year of Birth
& Address

Position(s) Held
with the Trust

Length of
Time Served

Principal Occupation(s)
During Past 5 Years

Christian A. Lucas
(1972)

 

810 Wright’s Summit Parkway
Suite 100
Fort Wright, KY 41011

Vice President

Since July, 2008

Member/Owner of the Advisor.

Anne M. Haggerty
(1961)

 

810 Wright’s Summit Parkway
Suite 100
Fort Wright, KY 41011

Chief Compliance Officer

Since March, 2009

Director of Operations and Chief Compliance Officer of the Advisor.

Robert G. Dorsey
(1957)

 

225 Pictoria Drive, Suite 450
Cincinnati, OH 45246

Vice President

Since July, 2008

Vice Chairman (February 2019 to present); Managing Direcctor (1999 to January 2019); Co-CEO (April 2018 to January 2019) of Ultimus and its subsidiaries.

Theresa M. Bridge
(1969)

 

225 Pictoria Drive, Suite 450
Cincinnati, OH 45246

Treasurer

Since July, 2013

Senior Vice President, Financial Administration of Ultimus.

Benjamin V. Mollozzi
(1984)

 

225 Pictoria Drive, Suite 450
Cincinnati, OH 45246

Secretary

Since April, 2017

Assistant Vice President, Legal Counsel of Ultimus and Ultimus Fund Distributors, LLC.

 

Additional information about members of the Board of Trustees and executive officers is available in the Statement of Additional Information (“SAI”). To obtain a free copy of the SAI, please call 1-866-420-3350.

 

30

 

 

 

ALPHAMARK FUND
OTHER INFORMATION
(Unaudited)

 

 

A description of the policies and procedures that the Fund uses to vote proxies relating to portfolio securities as well as information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is also available without charge upon request by calling toll-free 1-866-420-3350, or on the SEC’s website at www.sec.gov.

 

The Trust files a complete listing of portfolio holdings for the Fund with the SEC as of the end of the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. These filings are available upon request by calling 1-866-420-3350. Furthermore, you may obtain a copy of these filings on the SEC’s website at www.sec.gov.

 

FEDERAL TAX INFORMATION (Unaudited)

 

 

For the fiscal year ended August 31, 2020, the Fund designated $460,946 as long-term capital gain distributions.

 

Qualified Dividend Income – The Fund designates 56% of its ordinary income dividends, or up to the maximum amount of such dividends allowable pursuant to the Internal Revenue Code, as qualified dividend income eligible for the reduced tax rate of 15%.

 

Dividends Received Deduction – Corporate shareholders are generally entitled to take the dividends received deduction on the portion of a Fund’s dividend distribution that qualifies under tax law. For the Fund’s fiscal year ended August 31, 2020, 57% of ordinary income dividends qualifies for the corporate dividends

 

31

 

 

 

ALPHAMARK FUND
APPROVAL OF INVESTMENT ADVISORY AGREEMENT
(Unaudited)

 

 

The Board of Trustees, including the Independent Trustees voting separately, has reviewed and approved the continuance of the Investment Advisory Agreement with the Advisor for the AlphaMark Fund (the “Fund”) formerly the AlphaMark Large Cap Growth Fund. The approval took place at the quarterly Board meeting held on July 30, 2020, at which a majority of the Independent Trustees were present.

 

At the July 30, 2020 meeting the Trustees were provided written materials from counsel for the Trust and the Independent Trustees regarding their fiduciary obligations in approving the Investment Advisory Agreement and the Trustees requested such information from the Advisor as they deemed reasonably necessary to evaluate the terms of such Investment Advisory Agreement and whether such Investment Advisory Agreement continues to be in the best interests of the Fund and its shareholders. The Trustees were guided by counsel for the Trust and the Independent Trustees as they reviewed the factors which are considered pertinent in reaching an informed business decision concerning the continuance of the Investment Advisory Agreement, including: (i) the nature, extent and quality of the services provided under the Investment Advisory Agreement; (ii) the investment performance of the Fund and the Advisor; (iii) the cost of services provided and the profits realized by the Advisor and any affiliates from their relationships with the Fund and the financial strength of the Advisor; (iv) the extent to which the Advisor realizes economies of scale as the Fund’s assets increase; (v) whether fee levels reflect such economies of scale for the benefit of shareholders; (vi) whether and how the Board relied on comparisons of services to be rendered to and fees to be paid by the Fund with the services provided by and the fees paid to other investment advisers or the services provided to and the fees paid by other clients of the Advisor; and (vii) any ancillary benefits derived or to be derived by the Advisor from its relationship with the Fund, such as soft dollar arrangements. The Trustees reviewed the background, qualifications, education and experience of the Advisor’s investment and operational personnel. The Trustees also considered the financial stability of the Advisor, the quality of administrative and other services provided to the Trust, the Advisor’s compliance program, and the Advisor’s role in coordinating such services and programs. They also reviewed the applicable case law materials with independent counsel. The Independent Trustees reviewed the Investment Advisory Agreement with management and also met in an executive session with counsel at which no representatives of the Advisor were present.

 

Below is a summary of the discussions and findings of the Trustees in regard to their approval of the continuance of the Investment Advisory Agreement.

 

(i)

The Nature, Extent, and Quality of the Services Provided by the Advisor. The Independent Trustees reviewed the services being provided to the Fund by the Advisor. They discussed the responsibilities and compensation of the Advisor

 

32

 

 

 

ALPHAMARK FUND
APPROVAL OF INVESTMENT ADVISORY AGREEMENT
(Unaudited) (Continued)

 

 

under the Advisory Agreement. The Independent Trustees reviewed the background and experience of the Advisor’s key investment and operations personnel. They noted that the Advisor has had no significant turnover and continues to provide experienced professionals to manage the operations of the Fund and the Advisor. The Independent Trustees also considered the compliance policies and procedures of the Advisor, including the Advisor’s Cybersecurity overview, its Contingency Plan document for disaster recovery plans and business continuity and the CCO’s annual compliance certifications. After reviewing and discussing the foregoing information, the Independent Trustees concluded that the quality, extent, and nature of the services provided by the Advisor to the Fund are consistent, intellectually conservative which serves the Fund, continue to be of excellent quality and very professional.

 

(ii)

The Investment Performance of the Fund and Advisor. The Independent Trustees compared the performance of the Fund with the performance of the S&P 500 Index, the Fund’s primary benchmark, a peer group of similarly-sized mutual funds with a similar investment strategy, its Morningstar Category Average, and other accounts managed by the Advisor over various periods ended June 30, 2020. The Independent Trustees noted that the Fund had underperformed the S&P 500 Index for the since inception, one, three and five-year periods ended June 30, 2020. They then discussed the Fund’s under- performance, with respect to the other accounts of the Advisor and discussed with Mr. Simon the cause for such differences. The Independent Trustees were provided with comparative performance statistics of the universe of funds categorized by Morningstar as “large cap blend” funds. The Independent Trustees noted that for the since inception, one, three, and five-year periods ended June 30, 2020 the Fund had returns of 10.23%, 0.30%, 4.61% and 5.56%, respectively, while the average returns for the Morningstar large cap blend funds category were 9.81%, 3.65%, 8.11% and 8.05%, respectively, over the same periods. The Independent Trustees reviewed performance information with respect to the Advisor’s other managed accounts with similar investment strategies, which indicated that the Fund underperformed such other accounts for all periods ended June 30, 2020. They considered that, based on representations by the Advisor, the following factors all contributed to the comparative underperformance: (i) the performance for the other accounts being presented gross of fees, (ii) the Fund’s portfolio requiring more frequent rebalancing, (iii) the size of certain accounts, and (iv) different fee structures. Mr. Simon assured the Trustees that the Advisor is working to improve the performance of the Fund, as included in the Advisor’s strategy update memorandum in the Board Materials, but also that the Fund is designed for long-term results. The Independent Trustees also considered the consistency of the Advisor’s management of the Fund with the Fund’s investment

 

33

 

 

 

ALPHAMARK FUND
APPROVAL OF INVESTMENT ADVISORY AGREEMENT
(Unaudited) (Continued)

 

 

objective and policies. After considerable discussion, the Independent Trustees concluded that the overall investment performance of the Fund had not been unreasonable, and they are satisfied with the Fund’s longer-term performance.

 

(iii)

The Costs of the Services to be Provided and Profits to be Realized by the Advisor from Its Relationship with the Fund. Next, the Independent Trustees considered the Advisor’s staffing, personnel and operations; the financial condition of the Advisor and the level of commitment to the Fund by the principals of the Advisor; the asset levels of the Fund; and the overall expenses of the Fund. The Independent Trustees reviewed the rate of the advisory fees paid by the Fund under the Advisory Agreement and compared the fees to average advisory fees of similar mutual funds compiled from statistics reported by Morningstar. They also compared the total operating expense ratios of the Fund with average expense ratios of representative funds within its Morningstar category. The Independent Trustees noted that the Fund’s advisory fee of 1.00% was higher than the Morningstar category’s average advisory fee of 0.59% and that the Fund’s net annual expense ratio of 1.51% was also higher than the average annual expense ratio for the Morningstar category, which was 0.78%. They noted, however, that each was within the range of reported fees and expense ratios. The Independent Trustees also discussed the Advisor’s commitment to continue to cap the Fund’s total annual operating expenses at 1.50%, as disclosed in the Fund’s registration statement and stated in the expense limitation agreement between the Trust and the Advisor. The Independent Trustees took into account that the Advisor had waived approximately 51% of its advisory fees for the life of the Fund in order to maintain the Fund’s expense cap.

 

The Independent Trustees then considered the Advisor’s profitability analysis for its services provided to the Fund during the periods ended May 31, 2020, and May 31, 2019. The Independent Trustees considered that the Advisor has received only a portion of its advisory fees for its services to the Fund because it maintains the Fund’s 1.50% total annual expense limit. The Independent Trustees noted that, after deducting the costs of managing the Fund, which includes a reasonable allocation for employee salary and benefits from the advisory fees collected, the Advisor has yet to realize any profits for its services to the Fund.

 

The Independent Trustees reviewed the balance sheet of the Advisor as of December 31, 2019. They also considered the Advisor’s representation that no material changes have occurred to the Advisor’s financial condition since the date of the balance sheet. The Independent Trustees concluded that the Advisor has adequate financial resources to continue serving as the Fund’s investment advisor. The Independent Trustees considered the “fallout benefits” to the Advisor, including the additional exposure the Advisor has received from managing the Fund

 

34

 

 

 

ALPHAMARK FUND
APPROVAL OF INVESTMENT ADVISORY AGREEMENT
(Unaudited) (Continued)

 

 

and any other benefits reported on the 15(c) response. After a full discussion and consideration of the foregoing, the Independent Trustees concluded that the fees paid by the Fund to the Advisor continue to be reasonable in view of the quality of the services received by the Fund from the Advisor.

 

(iv)

The Extent to Which Economies of Scale Would be Realized as the Fund’s Assets Increase and Whether Advisory Fee Levels Reflect These Economies of Scale for the Benefit of the Fund’s Shareholders. The Independent Trustees considered the current net assets for the Fund and discussed the expense limitation arrangement between the Trust and the Advisor. The Independent Trustees noted that the Fund has grown its assets to the point where the Advisor is currently collecting approximately 55% of its advisory fee. They also noted that the Fund’s assets will need to increase significantly before the Advisor will realize its full advisory fee from the Fund. The Independent Trustees concluded that, at the Fund’s current asset level, it is premature to consider the extent to which economies of scale might be realized in the future, but also noted that Mr. Simon is currently in the process of adding a breakpoint to the Advisory Agreement that would take effect once the Fund reaches $100 million in assets.

 

In conclusion, the Trustees did not identify any single factor as all-important or controlling in their determination to approve the continuance of the Investment Advisory Agreement. The Trustees, including all of the Independent Trustees, concluded that the terms of the Investment Advisory Agreement were fair and reasonable, that the Advisor’s fees were reasonable in light of the services provided to the Fund and the benefits received by the Advisor, and that continuance of the Investment Advisory Agreement is in the best interests of the Fund and its shareholders.

 

35

 

 

 

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ALPHAMARK INVESTMENT TRUST

Investment Advisor

 

AlphaMark Advisors, LLC
810 Wright’s Summit Parkway, Suite 100
Fort Wright, Kentucky 41011

 

Administrator

 

Ultimus Fund Solutions, LLC
P.O. Box 46707
Cincinnati, Ohio 45246-0707
1-866-420-3350

 

Legal Counsel

 

Thompson Hine LLP
312 Walnut Street, 14th floor
Cincinnati, Ohio 45202

 

Distributor

 

Ultimus Fund Distributors, LLC
225 Pictoria Drive, Suite 450
Cincinnati, Ohio 45246

Custodian

 

U.S. Bank, N.A.
425 Walnut Street
Cincinnati, Ohio 45202

 

Board of Trustees

 

John W. Hopper, Jr., Chairman
T. Brian Brockhoff
Michael L. Simon

 

Officers

 

Michael L. Simon, President
Christian A. Lucas, Vice President
Robert G. Dorsey, Vice President
Theresa M. Bridge, Treasurer
Benjamin V. Mollozzi, Secretary
Anne M. Haggerty, Chief Compliance Officer

 

 

  

 

 

Item 2.Code of Ethics.

 

As of the end of the period covered by this report, the registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. Pursuant to Item 12(a)(1), a copy of registrant’s code of ethics is filed as an exhibit to this Form N-CSR. During the period covered by this report, the code of ethics has not been amended, and the registrant has not granted any waivers, including implicit waivers, from the provisions of the code of ethics.

 

Item 3.Audit Committee Financial Expert.

 

The registrant’s board of trustees has determined that the registrant does not have an audit committee financial expert serving on its audit committee. The audit committee determined that, although none of its members meet the technical definition of an audit committee financial expert, the members have sufficient financial expertise to address any issues that are likely to come before the committee.

 

Item 4.Principal Accountant Fees and Services.

 

(a)Audit Fees. The aggregate fees billed for professional services rendered by the principal accountant for the audit of the registrant’s annual financial statements or for services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements were $13,000 and $13,000 with respect to the registrant’s fiscal years ended August 31, 2020 and 2019, respectively.

 

(b)Audit-Related Fees. No fees were billed in either of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item.

 

(c)Tax Fees. The aggregate fees billed for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning were $2,500 and $2,500 with respect to the registrant’s fiscal years ended August 31, 2020 and 2019, respectively. The services comprising these fees are the preparation of the registrant’s federal income and excise tax returns.

 

(d)All Other Fees. No fees were billed in either of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item.

 

(e)(1)The audit committee has not adopted pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.

 

(e)(2)None of the services described in paragraph (b) through (d) of this Item were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

 

(f)Less than 50% of hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees.

 

(g)With respect to the fiscal years ended August 31, 2020 and 2019, aggregate non-audit fees of $2,500 and $2,500, respectively, were billed by the registrant’s principal accountant for services rendered to the registrant. No non-audit fees were billed in either of the last two fiscal years by the registrant’s principal accountant for services rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant.

 

(h)The principal accountant has not provided any non-audit services to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant.

 

 

 

Item 5.Audit Committee of Listed Registrants.

 

Not applicable

 

Item 6.Schedule of Investments.

 

(a)See Schedule I (Investments in securities of unaffiliated issuers)

 

(b)Not applicable

 

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

 

Not applicable

 

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

 

Not applicable

 

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

 

Not applicable

 

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

 

The registrant’s Committee of Independent Trustees shall review shareholder recommendations for nominations to fill vacancies on the registrant’s board of trustees if such recommendations are submitted in writing and addressed to the Committee at the registrant’s offices. The Committee may adopt, by resolution, a policy regarding its procedures for considering candidates for the board of trustees, including any recommended by shareholders.

 

Item 11.Controls and Procedures.

 

(a) Based on their evaluation of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) as of a date within 90 days of the filing date of this report, the registrant’s principal executive officer and principal financial officer have concluded that such disclosure controls and procedures are reasonably designed and are operating effectively to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to them by others within those entities, particularly during the period in which this report is being prepared, and that the information required in filings on Form N-CSR is recorded, processed, summarized, and reported on a timely basis.

 

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

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

 

Not applicable

 

Item 13.Exhibits.

 

File the exhibits listed below as part of this Form. Letter or number the exhibits in the sequence indicated.

 

 

 

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

 

(a)(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)): Attached hereto

 

(a)(3) Any written solicitation to purchase securities under Rule 23c-1 under the Act (17 CFR 270.23c-1) sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons:

 

Not applicable

 

(a)(4) Change in the registrant’s independent public accountants: Not applicable

 

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

 

Exhibit 99.CODE ETH Code of Ethics
Exhibit 99.CERT Certifications required by Rule 30a-2(a) under the Act
Exhibit 99.906CERT Certifications required by Rule 30a-2(b) under the Act

 

 

 

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) AlphaMark Investment Trust    
       
By (Signature and Title)* /s/ Michael L. Simon  
    Michael L. Simon, President  
       
Date October 30, 2020    

 

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/ Michael L. Simon  
    Michael L. Simon, President  
       
Date October 30, 2020    
       
By (Signature and Title)* /s/ Theresa M. Bridge  
    Theresa M. Bridge, Treasurer and Principal Accounting Officer  
       
Date October 30, 2020    

  

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