Statements in this Annual Report that reflect projections or expectations of future financial or economic performance of the Fieldstone UVA Unconstrained Medium-Term Fixed Income ETF ("Fund") and of the market in general and statements of the Fund's plans and objectives for future operations are forward-looking statements. No assurance can be given that actual results or events will not differ materially from those projected, estimated, assumed or anticipated in any such forward-looking statements. Important factors that could result in such differences, in addition to the other factors noted with such forward-looking statements, include, without limitation, general economic conditions such as inflation, recession and interest rates. Past performance is not a guarantee of future results.
An investor should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. The prospectus contains this and other information about the Fund. A copy of the prospectus is available at ncfunds.com or by calling The Nottingham Company at 800-773-3863. The prospectus should be read carefully before investing.
|
Fieldstone UVA Unconstrained Medium-Term Fixed Income ETF
|
||||||||||||||||||
Performance Update
|
||||||||||||||||||
(Unaudited)
|
||||||||||||||||||
For the period from August 18, 2017 (Commencement of Operations) through June 30, 2018
|
||||||||||||||||||
Comparison of the Change in Value of a $10,000 Investment
|
||||||||||||||||||
This graph assumes an initial investment of $10,000 on August 18, 2017 (Commencement of Operations). All dividends and distributions, if any, are reinvested. This graph depicts the performance of the Fieldstone UVA Unconstrained Medium-Term Fixed Income ETF versus the Barclays Capital Aggregate Bond Index. It is important to note that the ETF is a professionally managed exchange-traded fund while the indices are not available for investment and are unmanaged. The comparison is shown for illustrative purposes only.
|
|||||||||||||||||||
Average Annual Total Returns
|
|||||||||||||||||||
Gross
|
Net
|
||||||||||||||||||
As of
|
Since
|
Inception
|
Expense
|
Expense
|
|||||||||||||||
June 30, 2018
|
Inception*
|
Date
|
Ratio**
|
Ratio**
|
|||||||||||||||
Fieldstone UVA Unconstrained Medium-Term Fixed
|
-1.00%
|
08/18/17
|
1.23%
|
0.50%
|
|||||||||||||||
Income ETF
|
|||||||||||||||||||
Barclays Capital Aggregate Bond Index
|
-1.51%
|
N/A
|
N/A
|
N/A
|
|||||||||||||||
*Not annualized.
|
|||||||||||||||||||
**The gross and net expense ratios shown are from the ETF's most recent Prospectus dated August 18, 2017.
|
|||||||||||||||||||
Performance quoted above represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. An investor may obtain performance data, current to the most recent month-end, by visiting ncfunds.com.
|
|||||||||||||||||||
The graph and table do not reflect the deduction of taxes that an investor would pay on ETF distributions or the redemption of ETF shares. Average annual total returns are historical in nature and measure net investment income and capital gain or loss from portfolio investments assuming reinvestments of distributions, if any.
|
|||||||||||||||||||
Fieldstone UVA Unconstrained Medium-Term Fixed Income ETF
|
|||||||||||||
Schedule of Investments
|
|||||||||||||
As of June 30, 2018
|
|||||||||||||
Principal
|
Interest
Rate
|
Maturity
Date
|
Value (Note 1)
|
||||||||||
CORPORATE BONDS - 74.28%
|
|||||||||||||
21st Century Fox America
|
$
|
750,000 |
6.900%
|
3/1/2019
|
$ |
770,153
|
|||||||
Abbvie, Inc.
|
15,000
|
2.000%
|
11/6/2018
|
14,957
|
|||||||||
Air Lease Corp.
|
452,000
|
3.375%
|
1/15/2019
|
452,922
|
|||||||||
Allergan, Inc.
|
450,000
|
2.800%
|
3/15/2023
|
425,348
|
|||||||||
American Express Credit Co.
|
250,000
|
2.125%
|
7/27/2018
|
249,944
|
|||||||||
American Museum of Natural History
|
300,000
|
2.729%
|
7/15/2022
|
288,873
|
|||||||||
Amgen, Inc.
|
216,000
|
2.200%
|
5/22/2019
|
214,856
|
|||||||||
Amgen, Inc.
|
400,000
|
2.650%
|
5/11/2022
|
387,721
|
|||||||||
Aon Corp.
|
250,000
|
8.205%
|
1/1/2027
|
309,111
|
|||||||||
AT&T, Inc.
|
500,000
|
3.950%
|
1/15/2025
|
489,710
|
|||||||||
Avnet, Inc.
|
250,000
|
4.625%
|
4/15/2026
|
246,747
|
|||||||||
Bank of America Corp.
|
500,000
|
6.300%
|
3/10/2026
|
529,375
|
|||||||||
Becton Dickinson and Co.
|
63,000
|
2.133%
|
6/6/2019
|
62,707
|
|||||||||
Becton Dickinson and Co.
|
200,000
|
2.675%
|
12/15/2019
|
198,570
|
|||||||||
Berkshire Hathaway Energy
|
1,000,000
|
2.000%
|
11/15/2018
|
997,966
|
|||||||||
Best Buy Co., Inc.
|
1,042,000
|
5.000%
|
8/1/2018
|
1,043,686
|
|||||||||
Best Buy Co., Inc.
|
475,000
|
5.500%
|
3/15/2021
|
498,219
|
|||||||||
Biogen, Inc.
|
400,000
|
3.625%
|
9/15/2022
|
399,751
|
|||||||||
Broadcom Corp.
|
225,000
|
2.700%
|
11/1/2018
|
224,508
|
|||||||||
CA, Inc.
|
200,000
|
2.875%
|
8/15/2018
|
200,039
|
|||||||||
CA, Inc.
|
350,000
|
4.500%
|
8/15/2023
|
362,000
|
|||||||||
CA, Inc.
|
250,000
|
4.700%
|
3/15/2027
|
252,862
|
|||||||||
Caterpillar Financial Services
|
90,000
|
2.450%
|
9/6/2018
|
90,006
|
|||||||||
Celgene Corp.
|
200,000
|
2.875%
|
8/15/2020
|
198,570
|
|||||||||
Celgene Corp.
|
400,000
|
3.250%
|
8/15/2022
|
392,491
|
|||||||||
Citigroup, Inc.
|
350,000
|
2.050%
|
12/7/2018
|
349,366
|
|||||||||
Citigroup, Inc.
|
1,000,000
|
6.250%
|
8/15/2026
|
1,038,750
|
|||||||||
CVS Health Corp.
|
54,000
|
1.900%
|
7/20/2018
|
53,989
|
|||||||||
Discover Bank
|
670,000
|
2.600%
|
11/13/2018
|
669,672
|
|||||||||
Discovery Communications LLC
|
407,000
|
5.625%
|
8/15/2019
|
418,620
|
|||||||||
Discovery Communications LLC
|
250,000
|
3.800%
|
3/13/2024
|
246,357
|
|||||||||
Domtar Corp.
|
300,000
|
4.400%
|
4/1/2022
|
305,780
|
|||||||||
Ebay, Inc.
|
500,000
|
3.600%
|
6/5/2027
|
473,620
|
|||||||||
Ecolab, Inc.
|
70,000
|
2.000%
|
1/14/2019
|
69,742
|
|||||||||
Fedex Corp.
|
170,000
|
8.000%
|
1/15/2019
|
174,711
|
|||||||||
Goldman Sachs Group, Inc.
|
400,000
|
7.500%
|
2/15/2019
|
411,112
|
|||||||||
Goldman Sachs Group, Inc.
|
250,000
|
5.700%
|
5/10/2019
|
253,750
|
|||||||||
Helmerich & Payne International Drilling
|
193,000
|
4.650%
|
3/15/2025
|
199,551
|
|||||||||
Hollyfrontier Corp.
|
262,000
|
5.875%
|
4/1/2026
|
279,947
|
|||||||||
Hewlett Packard Enterprise Co.
|
158,000
|
2.850%
|
10/5/2018
|
158,239
|
|||||||||
Infinity Property and Casualty Corp.
|
250,000
|
5.000%
|
9/19/2022
|
256,201
|
|||||||||
Ingram Micro, Inc.
|
400,000
|
5.000%
|
8/10/2022
|
394,555
|
|||||||||
International Paper Co.
|
250,000
|
3.800%
|
1/15/2026
|
243,179
|
|||||||||
(Continued) |
Fieldstone UVA Unconstrained Medium-Term Fixed Income ETF
|
||||||||||||||
Schedule of Investments - Continued
|
||||||||||||||
As of June 30, 2018
|
||||||||||||||
Principal
|
Interest
Rate
|
Maturity
Date
|
Value (Note 1)
|
|||||||||||
CORPORATE BONDS - Continued
|
||||||||||||||
Jabil, Inc.
|
$
|
210,000 |
4.700%
|
9/15/2022
|
$
|
216,531 | ||||||||
Jefferies Financial Group, Inc.
|
200,000
|
5.500%
|
10/18/2023
|
206,877
|
||||||||||
Johnson & Johnson
|
70,000
|
1.650%
|
12/5/2018
|
69,766
|
||||||||||
Juniper Networks, Inc.
|
256,000
|
3.125%
|
2/26/2019
|
256,527
|
||||||||||
Juniper Networks, Inc.
|
500,000
|
4.350%
|
6/15/2025
|
499,204
|
||||||||||
Key Bank N.A.
|
500,000
|
3.400%
|
5/20/2026
|
476,732
|
||||||||||
Keycorp
|
175,000
|
2.300%
|
12/13/2018
|
174,811
|
||||||||||
Kraft Heinz Foods Co.
|
500,000
|
2.000%
|
7/2/2018
|
500,000
|
||||||||||
Kraft Heinz Foods Co.
|
400,000
|
3.500%
|
6/6/2022
|
396,398
|
||||||||||
Kroger Co.
|
200,000
|
3.700%
|
8/1/2027
|
190,549
|
||||||||||
L Brands, Inc.
|
250,000
|
6.625%
|
4/1/2021
|
265,000
|
||||||||||
L Brands, Inc.
|
320,000
|
5.625%
|
2/15/2022
|
326,400
|
||||||||||
LAM Research Corp.
|
395,000
|
2.800%
|
6/15/2021
|
388,534
|
||||||||||
Levi Strauss & Co.
|
500,000
|
5.000%
|
5/1/2025
|
500,000
|
||||||||||
Marathon Oil Corp.
|
550,000
|
3.850%
|
6/1/2025
|
541,886
|
||||||||||
McDonald's Corp.
|
295,000
|
2.100%
|
12/7/2018
|
294,463
|
||||||||||
McKesson Corp.
|
400,000
|
2.284%
|
3/15/2019
|
398,557
|
||||||||||
McKesson Corp.
|
222,000
|
2.850%
|
3/15/2023
|
212,556
|
||||||||||
Medtronic Global Holdings
|
500,000
|
1.700%
|
3/28/2019
|
496,845
|
||||||||||
Micron Technology, Inc.
|
450,000
|
5.500%
|
2/1/2025
|
470,813
|
||||||||||
Microsoft Corp.
|
75,000
|
1.300%
|
11/3/2018
|
74,726
|
||||||||||
Microsoft Corp.
|
50,000
|
1.625%
|
12/6/2018
|
49,870
|
||||||||||
Microsoft Corp.
|
148,000
|
4.200%
|
6/1/2019
|
150,249
|
||||||||||
Mid-American Energy Corp.
|
327,000
|
2.400%
|
3/15/2019
|
326,218
|
||||||||||
Morgan Stanley
|
175,000
|
2.200%
|
12/7/2018
|
174,772
|
||||||||||
Morgan Stanley
|
500,000
|
6.250%
|
8/9/2026
|
564,375
|
||||||||||
Newell Brands, Inc.
|
200,000
|
5.000%
|
11/15/2023
|
204,566
|
||||||||||
Nordstrom, Inc.
|
831,000
|
4.750%
|
5/1/2020
|
849,945
|
||||||||||
Oceaneering International, Inc.
|
200,000
|
4.650%
|
11/15/2024
|
191,312
|
||||||||||
Oracle Corp.
|
305,000
|
2.375%
|
1/15/2019
|
304,987
|
||||||||||
Oracle Corp.
|
120,000
|
5.000%
|
7/8/2019
|
122,762
|
||||||||||
Pitney Bowes, Inc.
|
200,000
|
3.625%
|
10/1/2021
|
189,010
|
||||||||||
Princeton University
|
250,000
|
2.612%
|
7/1/2026
|
234,524
|
||||||||||
QUALCOMM, Inc.
|
130,000
|
1.850%
|
5/21/2019
|
129,772
|
||||||||||
QUALCOMM, Inc.
|
370,000
|
2.250%
|
5/20/2020
|
364,711
|
||||||||||
QUALCOMM, Inc.
|
500,000
|
2.900%
|
5/20/2024
|
472,855
|
||||||||||
RPM International, Inc.
|
250,000
|
3.750%
|
3/15/2027
|
238,757
|
||||||||||
Schlumberger Holdings Corp.
|
450,000
|
2.350%
|
12/21/2018
|
449,169
|
||||||||||
Seagate Technology
|
525,000
|
3.750%
|
11/15/2018
|
526,662
|
||||||||||
Stanley Black & Decker
|
500,000
|
1.622%
|
11/17/2018
|
498,059
|
||||||||||
Starbucks Corp.
|
70,000
|
2.000%
|
12/5/2018
|
69,829
|
||||||||||
Stryker Corp.
|
500,000
|
2.000%
|
3/8/2019
|
497,473
|
||||||||||
Stryker Corp.
|
359,000
|
3.375%
|
11/1/2025
|
345,426
|
||||||||||
Symantec Corp.
|
500,000
|
4.200%
|
9/15/2020
|
502,704
|
||||||||||
(Continued) |
Fieldstone UVA Unconstrained Medium-Term Fixed Income ETF
|
||||||||||||||
Schedule of Investments - Continued
|
||||||||||||||
As of June 30, 2018
|
||||||||||||||
Principal
|
Interest
Rate
|
Maturity
Date
|
Value (Note 1)
|
|||||||||||
CORPORATE BONDS - Continued
|
||||||||||||||
Tapestry, Inc.
|
$
|
500,000 |
4.250%
|
4/1/2025
|
$
|
494,739 | ||||||||
Tapestry, Inc.
|
200,000
|
4.125%
|
7/15/2027
|
191,073
|
||||||||||
Target Corp.
|
500,000
|
2.500%
|
4/15/2026
|
459,899
|
||||||||||
The Coca-Cola Co.
|
341,000
|
1.375%
|
5/30/2019
|
337,470
|
||||||||||
The Gap, Inc.
|
250,000
|
5.950%
|
4/12/2021
|
261,987
|
||||||||||
The Western Union Co.
|
598,000
|
3.650%
|
8/22/2018
|
598,699
|
||||||||||
United Health Group, Inc.
|
250,000
|
1.625%
|
3/15/2019
|
248,197
|
||||||||||
Valero Energy Corp.
|
502,000
|
3.650%
|
3/15/2025
|
491,035
|
||||||||||
VMWare, Inc.
|
200,000
|
2.300%
|
8/21/2020
|
195,905
|
||||||||||
VMWare, Inc.
|
250,000
|
2.950%
|
8/21/2022
|
240,136
|
||||||||||
VMWare, Inc.
|
250,000
|
3.900%
|
8/21/2027
|
231,279
|
||||||||||
Walgreens Boots Alliance
|
250,000
|
3.800%
|
11/18/2024
|
246,785
|
||||||||||
Walgreens Boots Alliance
|
500,000
|
3.450%
|
6/1/2026
|
466,820
|
||||||||||
Walt Disney Co.
|
13,000
|
1.500%
|
9/17/2018
|
12,974
|
||||||||||
Wells Fargo & Co.
|
1,000,000
|
5.900%
|
6/15/2024
|
1,005,000
|
||||||||||
Total Corporate Bonds (Cost $36,151,349)
|
35,195,413
|
|||||||||||||
FOREIGN BONDS - 5.49%
|
||||||||||||||
Anheuser-Busch InBev Finance
|
400,000
|
3.300%
|
2/1/2023
|
397,073
|
||||||||||
Astrazeneca PLC
|
20,000
|
1.750%
|
11/16/2018
|
19,941
|
||||||||||
Flex Ltd.
|
250,000
|
5.000%
|
2/15/2023
|
255,330
|
||||||||||
HSBC Holdings PLC
|
750,000
|
4.250%
|
3/14/2024
|
747,109
|
||||||||||
Janus Capital Group, Inc.
|
500,000
|
4.875%
|
8/1/2025
|
511,915
|
||||||||||
Royal Bank of Canada
|
179,000
|
2.000%
|
12/10/2018
|
178,605
|
||||||||||
Seagate Technology
|
250,000
|
4.750%
|
6/1/2023
|
248,091
|
||||||||||
TransCanada Pipelines
|
242,000
|
3.125%
|
1/15/2019
|
242,393
|
||||||||||
Total Foreign Bonds (Cost $2,706,559)
|
2,600,457
|
|||||||||||||
MUNICIPAL BONDS - 5.16%
|
||||||||||||||
Kentucky Property and Buildings Community
|
340,000
|
2.564%
|
5/1/2021
|
331,357
|
||||||||||
Michigan State Taxable Grant Anticipation
|
||||||||||||||
Bonds Series B
|
250,000
|
7.625%
|
9/15/2027
|
252,745
|
||||||||||
New Brunswick New Jersey Parking
|
||||||||||||||
Authority
|
215,000
|
8.420%
|
9/1/2040
|
239,532
|
||||||||||
New York City Transitional Finance
|
||||||||||||||
Authority
|
325,000
|
4.905%
|
11/1/2024
|
349,632
|
||||||||||
North Carolina Turnpike Authority
|
405,000
|
6.700%
|
1/1/2039
|
414,007
|
||||||||||
Pennsylvania State Government
|
300,000
|
5.450%
|
2/15/2030
|
341,328
|
||||||||||
Sacramento Count Public Financing
|
||||||||||||||
Authority
|
265,000
|
3.793%
|
4/1/2022
|
265,384
|
||||||||||
State of Oregon
|
250,000
|
3.577%
|
8/1/2029
|
254,585
|
||||||||||
Total Municipal Bonds (Cost $2,513,224)
|
2,448,570
|
|||||||||||||
(Continued)
|
Fieldstone UVA Unconstrained Medium-Term Fixed Income ETF
|
|||||||||||||
Schedule of Investments - Continued
|
|||||||||||||
As of June 30, 2018
|
|||||||||||||
Shares
|
Value (Note 1)
|
||||||||||||
EXCHANGE-TRADED FUNDS - 4.10%
|
|||||||||||||
Financials - 4.10%
|
|||||||||||||
Invesco Exchange Traded Fund Variable Rate Preferred
|
38,711
|
$
|
961,968 | ||||||||||
Vaneck Vectors ETF Trust
|
50,000
|
979,500
|
|||||||||||
Total Exchange-Traded Funds (Cost $2,004,916)
|
1,941,468
|
||||||||||||
SHORT-TERM INVESTMENT - 10.26%
|
|||||||||||||
§
|
Blackrock Treasury Trust, 1.70%
|
4,861,401
|
4,861,401
|
||||||||||
Total Short-Term Investment (Cost $4,861,401)
|
4,861,401
|
||||||||||||
Total Investments (Cost $48,237,449) - 99.29%
|
$
|
47,047,309
|
|||||||||||
Other Assets Less Liabilities - 0.71%
|
337,476
|
||||||||||||
Net Assets - 100%
|
$
|
47,384,785
|
|||||||||||
§
|
Represents 7 day effective yield
|
||||||||||||
The following acronyms or abbreviations are used in this schedule of investments:
|
|||||||||||||
PLC - Public Limited Company
|
|||||||||||||
LLC - Limited Liability Company
|
|||||||||||||
Summary of Investments
|
|||||||||||||
% of Net
|
|||||||||||||
Assets
|
Value
|
||||||||||||
Corporate Bonds
|
74.28%
|
$
|
35,195,413
|
||||||||||
Foreign Bonds
|
5.49%
|
2,600,457
|
|||||||||||
Municipal Bonds
|
5.16%
|
2,448,570
|
|||||||||||
Exchange-Traded Funds
|
4.10%
|
1,941,468
|
|||||||||||
Short-Term Investment
|
10.26%
|
4,861,401
|
|||||||||||
Other Assets Less Liabililties
|
0.71%
|
337,476
|
|||||||||||
Total Net Assets
|
100.00%
|
$
|
47,384,785
|
||||||||||
See Notes to Financial Statements
|
Fieldstone UVA Unconstrained Medium-Term Fixed Income ETF
|
|||
Statement of Assets and Liabilities
|
|||
As of June 30, 2018
|
|||
Assets:
|
|||
Investments, at value (cost $48,237,449)
|
$
|
47,047,309
|
|
Receivables:
|
|||
Dividends
|
7,094
|
||
Interest
|
440,604
|
||
Due from sub-advisor
|
16,516
|
||
Advance to Administrator for Fund expenses
|
29,260
|
||
Total assets
|
47,540,783
|
||
Liabilities:
|
|||
Payables:
|
|||
Distributions
|
107,250
|
||
Accrued expenses:
|
|||
Operating expenses
|
48,748
|
||
Total liabilities
|
155,998
|
||
Total Net Assets
|
$
|
47,384,785
|
|
Net Assets Consist of:
|
|||
Paid in Capital
|
$
|
48,558,225
|
|
Undistributed net investment income
|
22,439
|
||
Accumulated net realized loss on investments
|
(5,739)
|
||
Net unrealized depreciation on investment transactions
|
(1,190,140)
|
||
Total Net Assets
|
$
|
47,384,785
|
|
Shares Outstanding, no par value (unlimited authorized shares)
|
1,950,000
|
||
Net Asset Value, Offering Price, and Redemption Price Per Share
|
$
|
24.30
|
|
See Notes to Financial Statements
|
Fieldstone UVA Unconstrained Medium-Term Fixed Income ETF
|
|||
Statement of Operations
|
|||
For the fiscal period ended June 30, 2018*
|
|||
Investment Income:
|
|||
Interest
|
$
|
852,443
|
|
Dividends (net of withholding tax $118)
|
118,242
|
||
Total Investment Income
|
970,685
|
||
Expenses:
|
|||
Advisory fees (note 2)
|
86,214
|
||
Administration fees (note 2)
|
39,795
|
||
Fund accounting fees
|
22,500
|
||
Compliance fees
|
18,000
|
||
Custody fees
|
18,000
|
||
Audit fees
|
17,000
|
||
Legal fees
|
15,000
|
||
Pricing fees
|
12,000
|
||
Exchange listing fees
|
10,000
|
||
Trustee fees
|
10,000
|
||
Other operating expenses
|
9,213
|
||
Distribution fees
|
5,000
|
||
Transfer agent fees
|
3,000
|
||
|
|||
Total Expenses
|
265,722
|
||
Expenses waived and/or reimbursed by the sub-advisor (note 2)
|
(110,537)
|
||
Net Expenses
|
155,185
|
||
Net Investment Income
|
815,500
|
||
Realized and Unrealized Loss on Investments:
|
|||
Net realized loss from investment transactions
|
(5,739)
|
||
Net change in unrealized depreciation on investments
|
(1,190,140)
|
||
Net Realized and Unrealized Loss on Investments
|
(1,195,879)
|
||
Net Decrease in Net Assets Resulting from Operations
|
$
|
(380,379)
|
|
* The Fund commenced operations on August 18, 2017.
|
|||
See Notes to Financial Statements
|
Fieldstone UVA Unconstrained Medium-Term Fixed Income ETF
|
|
||||||
Statement of Changes in Net Assets
|
|||||||
For the fiscal period from August 18, 2017 (Commencement of Operations) through June 30, 2018
|
|||||||
Operations:
|
|||||||
Net investment income
|
$
|
815,500
|
|||||
Net realized loss from investment transactions
|
(5,739)
|
||||||
Net change in unrealized depreciation on investments
|
(1,190,140)
|
||||||
Net Decrease in Net Assets Resulting from Operations
|
(380,379)
|
||||||
Distributions to Investors
|
|||||||
From net investment income
|
(793,061)
|
||||||
Decrease from Distributions to Investors
|
(793,061)
|
||||||
Beneficial Interest Transactions:
|
|||||||
Shares sold
|
48,558,225
|
||||||
Reinvested dividends and distributions
|
-
|
||||||
Shares repurchased
|
-
|
||||||
Increase from Beneficial Interest Transactions
|
48,558,225
|
||||||
Net Increase in Net Assets
|
47,384,785
|
||||||
Net Assets:
|
|||||||
Beginning of period
|
-
|
||||||
End of period
|
$
|
47,384,785
|
|||||
Undistributed Net Investment Income
|
$
|
22,439
|
|||||
Share Information:
|
|||||||
Shares Sold
|
1,950,000
|
||||||
Reinvested dividends and distributions
|
-
|
||||||
Shares Repurchased
|
-
|
||||||
Net Increase in Shares of Beneficial Interest
|
1,950,000
|
||||||
See Notes to Financial Statements
|
Fieldstone UVA Unconstrained Medium-Term Fixed Income ETF
|
|||||||
Financial Highlights
|
|||||||
For a share outstanding during the period from August 18, 2017
|
|||||||
(Commencement of Operations) through June 30, 2018
|
|||||||
Net Asset Value, Beginning of Period
|
$
|
25.00
|
|||||
Income (Loss) from Investment Operations:
|
|||||||
Net investment income
|
0.46
|
||||||
Net realized and unrealized loss on investments
|
(0.71)
|
||||||
Total from Investment Operations
|
(0.25)
|
||||||
Distributions to Investors:
|
|||||||
From net investment income
|
(0.45)
|
||||||
Total from Distributions to Investors
|
(0.45)
|
||||||
Net Asset Value, End of Period
|
$
|
24.30
|
|||||
Total Return
|
(1.00)%
|
(b)
|
|||||
Net Assets, End of Period (in thousands)
|
$
|
47,385
|
|||||
Ratios of:
|
|||||||
Gross Expenses to Average Net Assets (c)
|
0.77%
|
(a)
|
|||||
Net Expenses to Average Net Assets (c)
|
0.45%
|
(a)
|
|||||
Net Investment Income to Average Net Assets
|
2.36%
|
(a)
|
|||||
Portfolio turnover rate
|
6.85%
|
(b)
|
|||||
(a)
|
Annualized.
|
||||||
(b)
|
Not annualized.
|
||||||
(c)
|
The expense ratios listed reflect total expenses prior to any waivers (gross expense ratio) and after any waivers (net expense ratio).
|
||||||
See Notes to Financial Statements
|
Investments in Securities (a)
|
Total
|
Level 1
|
Level 2
|
Level 3
|
||||
Assets
|
||||||||
Corporate Bonds
|
$
|
35,195,413
|
$
|
-
|
$
|
35,195,413
|
$
|
-
|
Foreign Bonds
|
2,600,457
|
-
|
2,600,457
|
-
|
||||
Municipal Bonds
|
2,448,570
|
-
|
2,448,570
|
-
|
||||
Exchange-Traded Funds
|
1,941,468
|
1,941,468
|
-
|
-
|
||||
Short-Term Investment
|
4,861,401
|
4,861,401
|
-
|
-
|
||||
Total Assets
|
$
|
47,047,309
|
$
|
6,802,869
|
$
|
40,244,440
|
$
|
-
|
(a)
|
The Fund had no transfers into or out of Level 1, 2, or 3 during the fiscal period ended June 30, 2018. The Fund did not hold any Level 3 securities during the period. The Fund recognizes transfers at the end of each reporting period.
|
Net Assets
|
Annual Fee
|
On the first $100 million
|
0.100%
|
$100 million to $200 million
|
0.080%
|
On all assets over $200 million
|
0.060%
|
Purchases of Securities
|
Proceeds from
Sales of Securities
(excluding Maturities)
|
$29,623,109
|
$ 1,866,999
|
Cost of Investments
|
$48,237,449
|
|
Gross Unrealized Appreciation
|
2,018
|
|
Gross Unrealized Depreciation
|
(1,192,158)
|
|
Net Unrealized Depreciation
|
(1,190,140)
|
|
Undistributed Net Investment Income
|
22,439
|
|
Deferred Post October Losses
|
(5,739)
|
|
Accumulated Deficit
|
$(1,173,440)
|
Record Date
|
Ex-Date
|
Payable Date
|
Ordinary Income
|
7/31/18
|
7/30/18
|
8/1/18
|
$0.05
|
Beginning
Account Value
January 1, 2018
|
Ending
Account Value
June 30, 2018
|
Expenses Paid
During Period*
|
|
Actual
Hypothetical (5% annual return before expenses)
|
|||
$1,000.00
|
$ 991.50
|
$2.22
|
|
$1,000.00
|
$1,022.56
|
$2.26
|
Name, Age
and Address |
Position
held with Funds or Trust |
Length
of Time Served
|
Principal Occupation
During Past 5 Years |
Number of Portfolios
in Fund
Complex
Overseen
by Trustee
|
Other Directorships
Held by Trustee During Past 5 Years |
Independent Trustees
|
|||||
Thomas R. Galloway
Date of Birth: 10/1963 |
Independent
Trustee,
Chairman
|
Since
12/16
|
Independent Investor since 2012: Previously, Bank Loan Analyst at WAMCO from 2000 to 2012.
|
3
|
Independent Trustee of the Leeward Investment Trust for its one series; Prophecy Alpha Fund I, a closed-end interval fund (all registered investment companies).
|
Jesse S. Eberdt, III
Date of Birth: 10/1959 |
Independent
Trustee
|
Since
12/16
|
Managing Director at Tempus Durham, LLC (advisory firm) since 2010.
|
3
|
None.
|
Other Officers
|
|||||
Katherine M. Honey
Date of Birth: 09/1973 |
President and
Principal
Executive
Officer
|
Since
12/16
|
EVP of The Nottingham Company since 2008.
|
n/a
|
n/a
|
Name, Age
and Address |
Position
held with Funds or Trust |
Length
of Time Served
|
Principal Occupation
During Past 5 Years |
Number of Portfolios
in Fund
Complex
Overseen
by Trustee
|
Other Directorships
Held by Trustee During Past 5 Years |
Ashley E. Harris
Date of Birth: 03/1984
|
Treasurer and
Principal
Financial Officer
|
Since
12/16
|
Fund Accounting Manager and Financial Reporting, The Nottingham Company since 2008.
|
n/a
|
n/a
|
Stacey Gillespie
Date of Birth: 05/1974
|
Chief
Compliance
Officer
|
Since
12/16
|
Compliance Director, Cipperman Compliance Services, LLC (09/15-present). Formerly, Chief Compliance Officer of Boenning & Scattergood, Inc. (2013-2015) and Director of Investment Compliance at Boenning & Scattergood, Inc. (2007-2013).
|
n/a
|
n/a
|
For Shareholder Service Inquiries: |
For Investment Advisor Inquiries:
|
|
|
The Bank of New York Mellon |
Universal Value Advsiors
|
225 Liberty Street |
1 E. Liberty Street #406
|
New York, New York 10286 |
Reno, Nevada 89501
|
Telephone: |
Telephone:
|
800-773-3863 | 800-773-3863 |
World Wide Web @: | World Wide Web @: |
bnymellon.com | www.ncfunds.com |
(a)
|
The registrant, as of the end of the period covered by this report, has adopted a code of ethics that applies to its Principal Executive Officer(s), Principal Financial Officer(s), and Principal Accounting Officer(s), or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party.
|
(b)
|
There have been no substantive amendments during the period covered by this report.
|
(c)
|
The registrant has not granted, during the period covered by this report, any waivers, including an implicit waiver.
|
(d)(1) |
A copy of the code of ethics that applies to the registrant's Principal Executive Officers and Principal Financial Officers is filed pursuant to Item 12.(a)(1) below.
|
(a)
|
Audit Fees – Audit fees billed for the registrant for the fiscal year ended June 30, 2018 are reflected in the table below. These amounts represent aggregate fees billed by the registrant's independent accountant, BBD, LLC ("Accountant"), in connection with the annual audits of the registrant's financial statements and for services normally provided by the Accountant in connection with the registrant's statutory and regulatory filings for those fiscal years.
|
Fund
|
2018
|
Fieldstone UVA Unconstrained Medium-Term Fixed Income ETF
|
$14,000
|
(b)
|
Audit-Related Fees – There were no additional fees billed in the fiscal year ended June 30, 2018 for assurance and related services by the Accountant that were reasonably related to the performance of the audit of the registrant's financial statements that were not reported under paragraph (a) of this Item.
|
(c)
|
Tax Fees – The tax fees billed in each of the fiscal year ended June 30, 2018 for professional services rendered by the Accountant for tax compliance, tax advice, and tax planning are reflected in the table below. These services were for the completion of each fund's federal and state income tax returns, excise tax returns, and assistance with distribution calculations.
|
Fund
|
2018
|
Fieldstone UVA Unconstrained Medium-Term Fixed Income ETF
|
$3,000
|
(d)
|
All Other Fees – There were no other fees paid to the Accountant which were not disclosed in Items (a) through (c) above during the last fiscal year.
|
(e)(1) |
The registrant's Board of Trustees pre-approved the engagement of the Accountant for the last fiscal year at an audit committee meeting of the Board of Trustees called for such purpose; and will pre-approve the Accountant for each fiscal year thereafter at an audit committee meeting called for such purpose. The charter of the audit committee states that the audit committee should pre-approve any audit services and, when appropriate, evaluate and pre-approve any non-audit services provided by the Accountant to the registrant and to pre-approve, when appropriate, any non-audit services provided by the Accountant to the registrant's investment adviser, or any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant if the engagement relates directly to the operations and financial reporting of the registrant.
|
(2) |
There were no services as described in each of paragraph (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
|
(f) |
Not Applicable.
|
(g) |
Aggregate non-audit fees billed by the Accountant to the registrant for services rendered for the fiscal year ended June 30, 2018 were $3,000. There were no fees billed by the Accountant for non-audit services rendered to the registrant's investment adviser, or any other entity controlling, controlled by, or under common control with the registrant's investment adviser.
|
(h) |
Not applicable.
|
(a)
|
The registrant is a listed issuer as defined in Rule 10A-3 under the Exchange Act of 1934 and has a separately-designed audit committee established in accordance with Section 3(s)(58(A) of the Exchange Act of 1934. The registrant's audit committee members are Thomas R. Galloway and Jesse S. Eberdt, III.
|
(b) |
Not Applicable.
|
Item 7. |
DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
|
Item 8. |
PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
|
Item 9. |
PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.
|
(a) |
The Principal Executive Officer/Principal Financial Officer has concluded that the registrant's disclosure controls and procedures are effective based on his evaluation of the disclosure controls and procedures as of a date within 90 days of the filing of this report.
|
(b) |
There were no changes in the registrant's internal control over financial reporting that occurred during the registrant's second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting.
|
Item 12. |
DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END FUND MANAGEMENT INVESTMENT COMPANIES
|
(a)(1) |
Code of Ethics required by Item 2 of Form N-CSR is filed herewith as Exhibit 12.(a)(1).
|
(a)(2) |
Certifications required by Item 12.(a)(2) of Form N-CSR are filed herewith as Exhibit 12.(a)(2).
|
(a)(3) |
Not applicable.
|
(b) |
Certifications required by Item 12.(b) of Form N-CSR are filed herewith as Exhibit 12.(b).
|
Spinnaker ETF Series
|
|
/s/ Katherine M. Honey
|
|
Date: September 7, 2018
|
Katherine M. Honey
President and Principal Executive Officer
|
/s/ Katherine M. Honey
|
|
Date: September 7, 2018
|
Katherine M. Honey
President and Principal Executive Officer
|
/s/ Ashley E. Harris
|
|
Date: September 7, 2018
|
Ashley E. Harris
Treasurer and Principal Financial Officer
|
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 a registrant files with, or submits to, the Securities and Exchange Commission 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 this Code of Ethics to an appropriate person or persons identified in the Code of Ethics; and
|
e)
|
Accountability for adherence to this Code of Ethics.
|
II. |
Ethical Handling of 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 to the detriment of the Trust;
|
c)
|
Not use material non-public 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; and
|
d)
|
Report at least annually any affiliations or other relationships related to conflicts of interest that are covered in the Trust's "Trustees and Officers Questionnaire."
|
a)
|
Service as a trustee on the board of any public company;
|
b)
|
The receipt of non-nominal gifts (currently gifts in excess of $200);
|
c)
|
The receipt of entertainment from any company with which the Trust has current or prospective business dealings, including investments in such companies, unless such entertainment is business-related, reasonable in cost, appropriate as to time and place, and not so frequent as to raise any questions 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 advisor, principal underwriter, administrator, or any affiliated person 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, and to 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 advisor or administrator, as appropriate, with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the Trust files with, or submits to, the Securities and Exchange Commission 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 this Code of Ethics (or thereafter as applicable, upon becoming a Covered Officer), affirm in writing to the Board of Trustees that he has received, read, and understands the Code of Ethics;
|
b)
|
Annually thereafter affirm to the Board of Trustees that he has complied with the requirements of this Code of Ethics;
|
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)
|
Promptly notify the Trust's Audit Committee if he or she knows of any material violation of this Code of Ethics.
|
a)
|
The compliance officer of the Trust's investment advisor (or such other Trust officer or other investigator as the Audit Committee may from time to time designate) (referred to in this Code of Ethics as the "Investigator") shall take appropriate action to investigate any potential violations that are reported;
|
b)
|
If, after such investigation, the Investigator believes that no violation has occurred, the Investigator is not required to take any further action;
|
c)
|
Any matter that the Investigator believes is a violation will be reported to the Audit Committee;
|
d)
|
If the Audit Committee concurs that a violation has occurred, it will inform and make a recommendation to the Board of Trustees, which will consider appropriate action, which may include review of, and appropriate modifications to, applicable policies and procedures; notification to appropriate personnel of the investment advisor, administrator, or their boards; or a recommendation to dismiss the Covered Officer;
|
e)
|
The Board of Trustees will be responsible for granting waivers, as appropriate; and
|
f)
|
Any changes to or waivers of this Code of Ethics will, to the extent required, be disclosed as provided by rules of the Securities and Exchange Commission.
|
Date: September 7, 2018
|
/s/ Katherine M. Honey
|
Katherine M. Honey
President and Principal Executive Officer
|
Date: September 7, 2018
|
/s/ Ashley E. Harris
|
Ashley E. Harris
Treasurer and Principal Financial Officer
|
(1) |
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2) |
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Fund.
|
Date: September 7, 2018
|
By:
|
/s/ Katherine M. Honey
|
Katherine M. Honey
President and Principal Executive Officer |
(1) |
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2) |
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Fund.
|
Date: September 7, 2018
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By:
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/s/ Ashley E. Harris
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Ashley E. Harris
Treasurer and Principal Financial Officer |
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