N-CSRS 1 primary-document.htm
As filed with the Securities and Exchange Commission on August 31, 2023
 
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 811-22842
 
FORUM FUNDS II
Three Canal Plaza, Suite 600
Portland, Maine 04101
 
 
Zachary Tackett, Principal Executive Officer
Three Canal Plaza, Suite 600
Portland, Maine 04101
207-347-2000
 
 
Date of fiscal year end: December 31, 2023
 
Date of reporting period: January 1, 2023– June 30, 2023
 
 

ITEM 1. REPORT TO STOCKHOLDERS.
 
SAFEGUARD
CORE
ONE
FUND
CONSOLIDATED
SCHEDULE
OF
INVESTMENTS
June
30,
2023
2
See
Notes
to
Consolidated
Financial
Statements.
At
June
30,
2023,
the
Fund
held
the
following
exchange
traded
futures
contract:
The
following
is
a
summary
of
the
inputs
used
to
value
the
Fund's
investments
as
of
June
30,
2023.
The
inputs
or
methodology
used
for
valuing
securities
are
not
necessarily
an
indication
of
the
risks
associated
with
investing
in
those
securities.
For
more
information
on
valuation
inputs,
and
their
aggregation
into
the
levels
used
in
the
table
below,
please
refer
to
the
Security
Valuation
section
in
Note
2
of
the
accompanying
Notes
to
Financial
Statements.
Shares
Security
Description
Value
Commodity
Pool
-
19.5%
N/A‌
Galaxy
Hedge
Equity
Pegasus
Fund
LLC 
(a)
(Cost
$2,050,000)
$
1,827,594‌
Shares
Security
Description
Value
Money
Market
Fund
-
61.1%
5,735,944‌
First
American
Government
Obligations
Fund,
Class X,
5.01% 
(b)
(Cost
$5,735,944)
5,735,944‌
Contracts
Security
Description
Strike
Price
Exp.
Date
Notional
Contract
Value
Value
Purchased
Options
-
1.3%
Put
Options
Purchased
-
1.3%
2‌
S&P
500
E-Mini
Future
 $
4,100.00‌
12/23
 $
453,675‌
6,025‌
21‌
S&P
500
E-Mini
Future
3,950.00‌
12/23
4,763,588‌
47,250‌
10‌
S&P
500
E-Mini
Future
3,900.00‌
12/23
2,268,375‌
20,375‌
11‌
S&P
500
E-Mini
Future
3,800.00‌
12/23
2,495,212‌
18,700‌
6‌
S&P
500
E-Mini
Future
4,100.00‌
03/24
1,376,250‌
27,450‌
Total
Put
Options
Purchased
(Premiums
Paid
$640,626)
119,800‌
Total
Purchased
Options
(Premiums
Paid
$640,626)
119,800‌
Investments,
at
value
-
81.9%
(Cost
$8,426,570)
$
7,683,338‌
Other
Assets
&
Liabilities,
Net
-
18.1%
1,703,284‌
Net
Assets
-
100.0%
$
9,386,622‌
(a)
Non-income
producing
security.
(b)
Investment
valued
using
net
asset
value
per
share
as
practical
expedient.
In
order
to
achieve
its
investment
objective,
the
SafeGuard
Core
One
Fund
(“Fund”)
invests
up
to
25%
of
its
total
assets
(measured
at
the
time
of
purchase)
in
a
wholly
owned
and
controlled
subsidiary,
SG
Core
One
CFC,
Ltd.
(the
“Subsidiary”),
which
is
organized
under
the
laws
of
the
Cayman
Islands.
The
Subsidiary
serves
as
an
investment
vehicle
in
order
to
enter
into
certain
investments
for
the
Fund,
consistent
with
the
Fund’s
investment
objectives
and
policies
specified
in
the
Prospectus
and
Statement
of
Additional
Information.
The
Subsidiary
invests
100%
of
its
assets
into
the
Galaxy
Hedge
Equity
Pegasus
Fund
LLC
(“Galaxy”).
At
June
30,
2023,
investments
in
Galaxy
represented
19.5%
of
the
total
net
assets
of
the
Fund.
Galaxy
has
no
unfunded
commitments
or
redemption
lock-up
period.
The
consolidated
schedule
of
investments
of
the
Fund
includes
the
investment
activity
of
the
Subsidiary.
Any
intercompany
accounts
and
transactions
have
been
eliminated
in
consolidation,
as
applicable.
Because
the
Fund
may
invest
a
substantial
portion
of
its
assets
in
the
Subsidiary,
the
Fund
may
be
considered
to
be
investing
indirectly
in
some
of
those
investments
through
the
Subsidiary.
For
that
reason,
references
to
the
Fund
may
also
encompass
the
Subsidiary.
The
Subsidiary
is
subject
to
the
same
investment
restrictions
and
limitations,
and
follow
the
same
compliance
policies
and
procedures,
as
the
Fund
when
viewed
on
a
consolidated
basis.
The
Fund
is
a
“commodity
pool”
under
the
U.S.
Commodity
Exchange
Act
and
SafeGuard
Asset
Management,
LLC
(the
“Adviser”)
is
a
“commodity
pool
operator”
registered
with
and
regulated
by
the
Commodity
Futures
Trading
Commission
(“CFTC”).
As
a
result,
additional
CFTC-
mandated
disclosure,
reporting
and
recordkeeping
obligations
apply
with
respect
to
the
Fund
and
Subsidiary
under
the
CFTC
and
the
U.S.
Securities
and
Exchange
Commission
(the
“SEC”)
harmonized
regulations.
Galaxy’s
investment
objective
is
to
generate
diversified
investment
returns
that
are
uncorrelated
with
the
equity
and
debt
markets.
Galaxy,
through
the
use
of
sub-managers,
invests
in
a
variety
of
commodity-based
sub-
strategies.
The
sub-strategies
in
which
Galaxy
invests
employs
a
combination
of
futures,
forwards,
options,
spot
contracts
or
swaps,
each
of
which
may
be
tied
to
stock
indices,
precious
metals,
industrial
metals,
energy
resources,
currencies,
interest
rates,
or
agricultural
products.
(c)
Dividend
yield
changes
daily
to
reflect
current
market
conditions.
Rate
was
the
quoted
yield
as
of
June
30,
2023.
Contracts
Description
Expiration
Date
Notional
Contract
Value
Value
Net
Unrealized
Appreciation
50‌
S&P
500
E-mini
Future
09/15/23
$
10,873,625‌
$
11,220,625‌
$
347,000‌
SAFEGUARD
CORE
ONE
FUND
CONSOLIDATED
SCHEDULE
OF
INVESTMENTS
June
30,
2023
3
See
Notes
to
Consolidated
Financial
Statements.
Level
1
Level
2
Level
3
Practical
Expedient*
Total
Investments
at
Value
Publically
Traded
Partnership
$
–‌
$
–‌
$
–‌
$
1,827,594‌
$
1,827,594‌
Money
Market
Fund
–‌
5,735,944‌
–‌
–‌
5,735,944‌
Purchased
Options
–‌
119,800‌
–‌
–‌
119,800‌
Investments
at
Value
$
–‌
$
5,855,744‌
$
–‌
$
1,827,594‌
$
7,683,338‌
Other
Financial
Instruments**
Futures
$
347,000‌
$
–‌
$
–‌
$
–‌
$
347,000‌
*
As
a
practical
expedient,
certain
investments
that
are
measured
at
fair
value
using
the
net
asset
value
per
share
(or
its
equivalent)
have
not
been
categorized
in
the
fair
value
hierarchy.
The
fair
value
amount
presented
in
this
table
are
intended
to
permit
reconciliation
of
the
fair
value
hierarchy
to
the
amounts
presented
in
the
Consolidated
Schedule
of
Investments
.
**
Other
Financial
Instruments
are
derivatives
not
reflected
in
the
Consolidated
Schedule
of
Investments
,
such
as
futures,
which
are
valued
at
the
unrealized
appreciation
(depreciation)
at
period
end.
PORTFOLIO
HOLDINGS
%
of
Total
Net
Assets
Commodity
Pool
19.5%‌
Money
Market
Fund
61.1%‌
Purchased
Options
1.3%‌
Futures
5.8%‌
Other
Assets
&
Liabilities,
Net
12.3%
100.0%
SAFEGUARD
CORE
ONE
FUND
CONSOLIDATED
STATEMENT
OF
ASSETS
AND
LIABILITIES
June
30,
2023
4
See
Notes
to
Consolidated
Financial
Statements.
ASSETS
Investments,
at
value
(Cost
$8,426,570)
$
7,683,338‌
Deposits
with
broker
for
futures
contracts
1,693,447‌
Receivables:
Dividends
23,071‌
Prepaid
expenses
91,227‌
Total
Assets
9,491,083‌
LIABILITIES
Accrued
Liabilities:
Investment
Adviser
fees
84,661‌
Fund
services
fees
1,051‌
Other
expenses
18,749‌
Total
Liabilities
104,461‌
NET
ASSETS
$
9,386,622‌
COMPONENTS
OF
NET
ASSETS
Paid-in
capital
$
8,979,492‌
Distributable
Earnings
407,130‌
NET
ASSETS
$
9,386,622‌
SHARES
OF
BENEFICIAL
INTEREST
AT
NO
PAR
VALUE
(UNLIMITED
SHARES
AUTHORIZED)
Institutional
Shares
900,108‌
NET
ASSET
VALUE,
OFFERING
AND
REDEMPTION
PRICE
PER
SHARE
Institutional
Shares
(based
on
net
assets
of
$9,386,622)
$
10.43‌
SAFEGUARD
CORE
ONE
FUND
CONSOLIDATED
STATEMENT
OF
OPERATIONS
FOR
THE
SIX
MONTHS
ENDED
JUNE
30,
2023
5
See
Notes
to
Consolidated
Financial
Statements.
INVESTMENT
INCOME
Dividend
income
$
115,743‌
Total
Investment
Income
115,743‌
EXPENSES
Investment
Adviser
fees
39,564‌
Fund
services
fees
46,175‌
Custodian
fees
5,602‌
Registration
fees
11,512‌
Professional
fees
16,673‌
Trustees'
fees
and
expenses
2,195‌
Offering
costs
55,998‌
Other
expenses
23,639‌
Total
Expenses
201,358‌
Fees
waived
and
expenses
reimbursed
(151,904‌)
Net
Expenses
49,454‌
NET
INVESTMENT
INCOME
66,289‌
NET
REALIZED
AND
UNREALIZED
GAIN
(LOSS)
Net
realized
gain
on:
Futures
737,073‌
Net
realized
gain
737,073‌
Net
change
in
unrealized
appreciation
(depreciation)
on:
Investments
(743,232‌)
Futures
347,000‌
Net
change
in
unrealized
appreciation
(depreciation)
(396,232‌)
NET
REALIZED
AND
UNREALIZED
GAIN
340,841‌
INCREASE
IN
NET
ASSETS
RESULTING
FROM
OPERATIONS
$
407,130‌
SAFEGUARD
CORE
ONE
FUND
CONSOLIDATED
STATEMENT
OF
CHANGES
IN
NET
ASSETS
6
See
Notes
to
Consolidated
Financial
Statements.
For
the
Six
Months
Ended
June
30,
2023
OPERATIONS
Net
investment
income
$
66,289‌
Net
realized
gain
737,073‌
Net
change
in
unrealized
appreciation
(depreciation)
(396,232‌)
Increase
in
Net
Assets
Resulting
from
Operations
407,130‌
CAPITAL
SHARE
TRANSACTIONS
Sale
of
shares:
Institutional
Shares
8,987,859‌
Redemption
of
shares:
Institutional
Shares
(8,367‌)
Increase
in
Net
Assets
from
Capital
Share
Transactions
8,979,492‌
Increase
in
Net
Assets
9,386,622‌
NET
ASSETS
Beginning
of
Period
–‌
End
of
Period
$
9,386,622‌
SHARE
TRANSACTIONS
Sale
of
shares:
Institutional
Shares
900,940‌
Redemption
of
shares:
Institutional
Shares
(832‌)
Increase
in
Shares
900,108‌
SAFEGUARD
CORE
ONE
FUND
FINANCIAL
HIGHLIGHTS
7
See
Notes
to
Consolidated
Financial
Statements.
For
the
Six
Months
Ended
June
30,
2023
INSTITUTIONAL
SHARES
NET
ASSET
VALUE,
Beginning
of
Period
$
10.00‌
INVESTMENT
OPERATIONS
Net
investment
income
(a)
0.08‌
Net
realized
and
unrealized
gain
0.35‌
Total
from
Investment
Operations
0.43‌
NET
ASSET
VALUE,
End
of
Period
$
10.43‌
TOTAL
RETURN
4.30‌%
(b)
RATIOS/SUPPLEMENTARY
DATA
Net
Assets
at
End
of
Period
(000s
omitted)
$
9,387‌
Ratios
to
Average
Net
Assets:
Net
investment
income
1.68‌%
(c)
Net
expenses
1.25‌%
(c)
Gross
expenses
5.09‌%
(c)(d)
PORTFOLIO
TURNOVER
RATE
–‌%
(b)
(a)
Calculated
based
on
average
shares
outstanding
during
each
period.
(b)
Not
annualized.
(c)
Annualized.
(d)
Reflects
the
expense
ratio
excluding
any
waivers
and/or
reimbursements.
SAFEGUARD
CORE
ONE
FUND
NOTES
TO
CONSOLIDATED
FINANCIAL
STATEMENTS
June
30,
2023
8
Note
1.
Organization
The
SafeGuard
Core
One
Fund
(the
“Fund”)
is
a
non-diversified
portfolio
of
Forum
Funds
II
(the
“Trust”).
The
Trust
is
a
Delaware
statutory
trust
that
is
registered
as
an
open-end,
management
investment
company
under
the
Investment
Company
Act
of
1940,
as
amended
(the
“Act”).
Under
its
Trust
Instrument,
the
Trust
is
authorized
to
issue
an
unlimited
number
of
the
Fund’s
shares
of
beneficial
interest
without
par
value.
The
Fund
currently
offers
two
classes
of
shares:
Institutional
Class
and
Investor
Class.
Institutional
Class
and
Investor
Class
commenced
operations
on
January
1,
2023.
As
of
June
30,
2023
the
Investor
Shares
had
no
shares
outstanding.
The
Fund’s
investment
objective
is
capital
appreciation
in
both
rising
and
falling
markets,
while
minimizing
downside
volatility.
Note
2.
Summary
of
Significant
Accounting
Policies
The
Fund
is
an
investment
company
and
follows
accounting
and
reporting
guidance
under
Financial
Accounting
Standards
Board
Accounting
Standards
Codification
Topic
946,
“Financial
Services
–
Investment
Companies.”
These
financial
statements
are
prepared
in
accordance
with
accounting
principles
generally
accepted
in
the
United
States
of
America
(“GAAP”),
which
require
management
to
make
estimates
and
assumptions
that
affect
the
reported
amounts
of
assets
and
liabilities,
the
disclosure
of
contingent
liabilities
at
the
date
of
the
financial
statements,
and
the
reported
amounts
of
increases
and
decreases
in
net
assets
from
operations
during
the
fiscal
period.
Actual
amounts
could
differ
from
those
estimates.
The
following
summarizes
the
significant
accounting
policies
of
the
Fund:
Security
Valuation
–
Securities
are
valued
at
market
prices
using
the
last
quoted
trade
or
official
closing
price
from
the
principal
exchange
where
the
security
is
traded,
as
provided
by
independent
pricing
services
on
each
Fund
business
day.
In
the
absence
of
a
last
trade,
securities
are
valued
at
the
mean
of
the
last
bid
and
ask
price
provided
by
the
pricing
service.
Futures
contracts
are
valued
at
the
day’s
settlement
price
on
the
exchange
where
the
contract
is
traded.
Exchange-traded
options
for
which
the
last
quoted
sale
price
is
outside
the
closing
bid
and
ask
price
will
be
valued
at
the
mean
of
the
closing
bid
and
ask
price.
Shares
of
non-exchange
traded
open-end
mutual
funds
are
valued
at
net
asset
value
(“NAV”).
Interests
in
commodity
pools
will
generally
be
subject
to
fair
valuation.
Short-term
investments
that
mature
in
sixty
days
or
less
may
be
valued
at
amortized
cost.
Pursuant
to
Rule
2a-5
under
the
Investment
Company
Act,
the
Trust’s
Board
of
Trustees
(the
“Board”)
has
designated
the
Adviser,
as
defined
in
Note
3,
as
the
Fund’s
valuation
designee
to
perform
any
fair
value
determinations
for
securities
and
other
assets
held
by
the
Fund.
The
Adviser
is
subject
to
the
oversight
of
the
Board
and
certain
reporting
and
other
requirements
intended
to
provide
the
Board
the
information
needed
to
oversee
the
Adviser’s
fair
value
determinations.
The
Adviser
is
responsible
for
determining
the
fair
value
of
investments
for
which
market
quotations
are
not
readily
available
in
accordance
with
policies
and
procedures
that
have
been
approved
by
the
Board.
Under
these
procedures,
the
Adviser
convenes
on
a
regular
and
ad
hoc
basis
to
review
such
investments
and
considers
a
number
of
factors,
including
valuation
methodologies
and
significant
unobservable
inputs,
when
arriving
at
fair
value.
The
Board
has
approved
the
Adviser’s
fair
valuation
procedures
as
a
part
of
the
Fund’s
compliance
program
and
will
review
any
changes
made
to
the
procedures.
The
Adviser
provides
fair
valuation
inputs.
In
determining
fair
valuations,
inputs
may
include
market-based
analytics
that
may
consider
related
or
comparable
assets
or
liabilities,
recent
transactions,
market
multiples,
book
values
and
other
relevant
investment
information.
Adviser
inputs
may
include
an
income-based
approach
in
which
the
anticipated
future
cash
flows
of
the
investment
are
discounted
in
determining
fair
value.
Discounts
may
also
be
applied
based
on
the
nature
or
duration
of
any
restrictions
on
the
disposition
of
the
investments.
As
permitted
by
GAAP,
as
a
practical
expedient,
the
Adviser
may
measure
the
fair
value
of
its
investments
in
commodity
pools
on
the
basis
of
the
net
asset
value
per
share
of
such
investments
(or
the
equivalent)
if
the
net
asset
value
per
share
of
such
investments
(or
the
equivalent)
is
calculated
in
a
manner
consistent
with
the
measurement
principles
of
applicable
authoritative
guidance
as
of
the
Fund’s
reporting
date.
The
fair
value
of
the
Fund’s
investments
in
commodity
pools
is
based
on
the
information
provided
by
such
commodity
pools'
management,
which
reflects
the
Fund’s
share
of
the
fair
value
of
the
net
assets
of
such
commodity
pools
(i.e.,
the
practical
expedient
is
used).
If
the
Adviser
determines,
based
on
its
own
due
diligence
and
investment
valuation
procedures,
that
alternative
valuation
techniques
are
more
appropriate
for
any
of
the
Fund’s
investments
in
investment
companies,
such
investments
may
be
fair
valued
by
the
Adviser
using
other
SAFEGUARD
CORE
ONE
FUND
NOTES
TO
CONSOLIDATED
FINANCIAL
STATEMENTS
June
30,
2023
9
suitable
sources.
The
Adviser
performs
regular
reviews
of
valuation
methodologies,
key
inputs
and
assumptions,
disposition
analysis
and
market
activity.
Fair
valuation
is
based
on
subjective
factors
and,
as
a
result,
the
fair
value
price
of
an
investment
may
differ
from
the
security’s
market
price
and
may
not
be
the
price
at
which
the
asset
may
be
sold.
Fair
valuation
could
result
in
a
different
NAV
than
a
NAV
determined
by
using
market
quotes.
GAAP
has
a
three-tier
fair
value
hierarchy.
The
basis
of
the
tiers
is
dependent
upon
the
various
“inputs”
used
to
determine
the
value
of
the
Fund’s
investments.
These
inputs
are
summarized
in
the
three
broad
levels
listed
below:
Level
1
-
Quoted
prices
in
active
markets
for
identical
assets
and
liabilities.
Level
2
-
Prices
determined
using
significant
other
observable
inputs
(including
quoted
prices
for
similar
securities,
interest
rates,
prepayment
speeds,
credit
risk,
etc.).
Short-term
securities
with
maturities
of
sixty
days
or
less
are
valued
at
amortized
cost,
which
approximates
market
value,
and
are
categorized
as
Level
2
in
the
hierarchy.
Municipal
securities,
long-term
U.S.
government
obligations
and
corporate
debt
securities
are
valued
in
accordance
with
the
evaluated
price
supplied
by
a
pricing
service
and
generally
categorized
as
Level
2
in
the
hierarchy.
Other
securities
that
are
categorized
as
Level
2
in
the
hierarchy
include,
but
are
not
limited
to,
warrants
that
do
not
trade
on
an
exchange,
securities
valued
at
the
mean
between
the
last
reported
bid
and
ask
quotation
and
international
equity
securities
valued
by
an
independent
third
party
with
adjustments
for
changes
in
value
between
the
time
of
the
securities’
respective
local
market
closes
and
the
close
of
the
U.S.
market.
Level
3
-
Significant
unobservable
inputs
(including
the
Fund’s
own
assumptions
in
determining
the
fair
value
of
investments).
The
aggregate
value
by
input
level,
as
of
June
30,
2023,
for
the
Fund’s
investments
is
included
at
the
end
of
the
Fund’s
Consolidated
Schedule
of
Investments.
Security
Transactions,
Investment
Income
and
Realized
Gain
and
Loss
–
Investment
transactions
are
accounted
for
on
the
trade
date.
Dividend
income
is
recorded
on
the
ex-dividend
date.
Interest
income
is
recorded
on
an
accrual
basis.
Premium
is
amortized
to
the
next
call
date
above
par,
and
discount
is
accreted
to
maturity
using
the
effective
interest
method.
Identified
cost
of
investments
sold
is
used
to
determine
the
gain
and
loss
for
both
financial
statement
and
federal
income
tax
purposes.
Futures
Contracts
–
A
futures
contract
is
an
agreement
between
parties
to
buy
or
sell
a
security
at
a
set
price
on
a
future
date.
Upon
entering
into
such
a
contract,
a
fund
is
required
to
pledge
to
the
broker
an
amount
of
cash,
U.S.
Government
obligations
or
other
high-quality
debt
securities
equal
to
the
minimum
“initial
margin”
requirements
of
the
exchange
on
which
the
futures
contract
is
traded.
Pursuant
to
the
contract,
the
Fund
agrees
to
receive
from
or
pay
to
the
broker
an
amount
of
cash
equal
to
the
daily
fluctuation
in
the
value
of
the
contract.
Such
receipts
or
payments
are
known
as
“variation
margin”
and
are
recorded
by
the
Fund
as
unrealized
gains
or
losses.
When
the
contract
is
closed,
the
Fund
records
a
realized
gain
or
loss
equal
to
the
difference
between
the
value
of
the
contract
at
the
time
it
was
opened
and
value
at
the
time
it
was
closed.
Risks
of
entering
into
futures
contracts
include
the
possibility
that
there
may
be
an
illiquid
market
and
that
a
change
in
the
value
of
the
contract
may
not
correlate
with
changes
in
the
value
of
the
underlying
securities.
Notional
amounts
of
each
individual
futures
contract
outstanding
as
of
June
30,
2023,
for
the
Fund,
are
disclosed
in
the
Consolidated
Schedule
of
Investments.
Purchased
Options
–
When
a
fund
purchases
an
option,
an
amount
equal
to
the
premium
paid
by
the
fund
is
recorded
as
an
investment
and
is
subsequently
adjusted
to
the
current
value
of
the
option
purchased.
If
an
option
expires
on
the
stipulated
expiration
date
or
if
the
fund
enters
into
a
closing
sale
transaction,
a
gain
or
loss
is
realized.
If
a
call
option
is
exercised,
the
cost
of
the
security
acquired
is
increased
by
the
premium
paid
for
the
call.
If
a
put
option
is
exercised,
a
gain
or
loss
is
realized
from
the
sale
of
the
underlying
security,
and
the
proceeds
from
such
sale
are
decreased
by
the
premium
originally
paid.
Purchased
options
are
non-income
producing
securities.
SAFEGUARD
CORE
ONE
FUND
NOTES
TO
CONSOLIDATED
FINANCIAL
STATEMENTS
June
30,
2023
10
The
values
of
each
individual
purchased
option
outstanding
as
of
June
30,
2023,
are
disclosed
in
the
Fund’s
Consolidated
Schedule
of
Investments.
Distributions
to
Shareholders
–
The
Fund
declares
any
dividends
from
net
investment
income
and
pays
them
annually.
Any
net
capital
gains
realized
by
the
Fund
are
distributed
at
least
annually.
Distributions
to
shareholders
are
recorded
on
the
ex-dividend
date.
Distributions
are
based
on
amounts
calculated
in
accordance
with
applicable
federal
income
tax
regulations,
which
may
differ
from
GAAP.
These
differences
are
due
primarily
to
differing
treatments
of
income
and
gain
on
various
investment
securities
held
by
the
Fund,
timing
differences
and
differing
characterizations
of
distributions
made
by
the
Fund.
Federal
Taxes
–
The
Fund
intends
to
continue
to
qualify
each
year
as
a
regulated
investment
company
under
Subchapter
M
of
Chapter
1,
Subtitle
A,
of
the
Internal
Revenue
Code
of
1986,
as
amended
(“Code”),
and
to
distribute
all
of
its
taxable
income
to
shareholders.
In
addition,
by
distributing
in
each
calendar
year
substantially
all
of
its
net
investment
income
and
capital
gains,
if
any,
the
Fund
will
not
be
subject
to
a
federal
excise
tax.
Therefore,
no
federal
income
or
excise
tax
provision
is
required.
The
Fund
recognizes
interest
and
penalties,
if
any,
related
to
unrecognized
tax
benefits
as
income
tax
expense
in
the
Statement
of
Operations.
During
the
period,
the
Fund
did
not
incur
any
interest
penalties.
The
Fund
files
a
U.S.
federal
income
and
excise
tax
return
as
required.
The
Fund’s
federal
income
tax
returns
are
subject
to
examination
by
the
Internal
Revenue
Service
for
a
period
of
three
fiscal
years
after
they
are
filed.
As
of
June
30,
2023,
there
are
no
uncertain
tax
positions
that
would
require
financial
statement
recognition,
de-recognition
or
disclosure.
Income
and
Expense
Allocation
–
The
Trust
accounts
separately
for
the
assets,
liabilities
and
operations
of
each
of
its
investment
portfolios.
Expenses
that
are
directly
attributable
to
more
than
one
investment
portfolio
are
allocated
among
the
respective
investment
portfolios
in
an
equitable
manner.
Commitments
and
Contingencies
–
In
the
normal
course
of
business,
the
Fund
enters
into
contracts
that
provide
general
indemnifications
by
the
Fund
to
the
counterparty
to
the
contracts.
The
Fund’s
maximum
exposure
under
these
arrangements
is
dependent
on
future
claims
that
may
be
made
against
the
Fund
and,
therefore,
cannot
be
estimated;
however,
based
on
experience,
the
risk
of
loss
from
such
claims
is
considered
remote.
The
Fund
has
determined
that
none
of
these
arrangements
requires
disclosure
on
the
Fund’s
balance
sheet.
Note
3.
Fees
and
Expenses
Investment
Adviser
–
SafeGuard
Asset
Management,
LLC
(the
“Adviser”)
is
the
investment
Adviser
to
the
Fund.
Pursuant
to
an
investment
advisory
agreement,
the
Adviser
receives
an
advisory
fee,
payable
monthly,
from
the
Fund
at
an
annual
rate
of
1.00%
of
the
Fund’s
average
daily
net
assets
during
the
first
12
months
of
the
Fund’s
operations
and,
thereafter,
(ii)
a
base
fee
of
1.50%
that
is
adjusted
upward
or
downward
depending
upon
the
performance
of
the
Fund's
Institutional
Shares
relative
to
the
S&P
500
Index
over
a
rolling
12-month
period.
The
base
fee
of
1.50%,
once
effective,
represents
the
management
fee
in
the
event
that
the
total
return
performance
of
the
Fund's
Institutional
Shares
equals
the
total
return
performance
of
the
S&P
500
Index
plus
7.50%.
Depending
on
the
performance
of
the
Fund's
Institutional
Shares
relative
to
the
performance
of
the
S&P
500
Index
over
a
rolling
12-month
period,
the
Fund's
annual
management
fee,
after
the
first
12
months
of
the
Fund’s
operations,
may
increase
or
decrease
by
a
maximum
of
1.50%
and,
accordingly
will
range
from
a
minimum
of
0.00%
(in
the
event
that
the
performance
of
the
Fund's
Institutional
Shares
is
equal
to
or
lower
than
the
performance
of
the
S&P
500
Index)
to
a
maximum
of
3.00%
(in
the
event
that
the
performance
of
the
Fund's
Institutional
Shares
exceeds
the
performance
of
the
S&P
500
Index
by
15%
or
more).
Distribution
–
Foreside
Fund
Services,
LLC,
a
wholly-owned
subsidiary
of
Foreside
Financial
Group,
LLC
(dba
ACA
Group)
(the
“Distributor”)
acts
as
the
agent
of
the
Trust
in
connection
with
the
continuous
offering
of
shares
of
the
Fund.
The
Fund
has
adopted
a
Distribution
Plan
(the
“Plan”)
for
Investor
Shares
in
accordance
with
Rule
12b-1
of
the
Act.
Under
the
Plan,
the
Fund
pays
the
Distributor
and/or
any
other
entity
as
authorized
by
the
Board
a
fee
of
up
to
0.25%
of
the
average
daily
net
assets
of
Investor
Shares.
The
Distributor
is
not
affiliated
with
the
Adviser
or
Atlantic
SAFEGUARD
CORE
ONE
FUND
NOTES
TO
CONSOLIDATED
FINANCIAL
STATEMENTS
June
30,
2023
11
Fund
Administration,
LLC,
a
wholly
owned
subsidiary
of
Apex
US
Holdings
LLC
(d/b/a
Apex
Fund
Services)
(“Apex”)
or
their
affiliates.
Other
Service
Providers
–
Apex
provides
fund
accounting,
fund
administration,
compliance
and
transfer
agency
services
to
the
Fund.
The
fees
related
to
these
services
are
included
in
Fund
services
fees
within
the
Statement
of
Operations.
Apex
also
provides
certain
shareholder
report
production
and
EDGAR
conversion
and
filing
services.
Pursuant
to
an
Apex
Services
Agreement,
the
Fund
pays
Apex
customary
fees
for
its
services.
Apex
provides
a
Principal
Executive
Officer,
a
Principal
Financial
Officer,
a
Chief
Compliance
Officer
and
an
Anti-Money
Laundering
Officer
to
the
Fund,
as
well
as
certain
additional
compliance
support
functions.
Trustees
and
Officers
–
Each
Independent
Trustee
receives
an
annual
fee
of
$25,000
($32,500
for
the
Chairman)
for
service
to
the
Trust.
The
Independent
Trustees
and
Chairman
may
receive
additional
fees
for
special
Board
meetings.
The
Independent
Trustees
are
also
reimbursed
for
all
reasonable
out-of-pocket
expenses
incurred
in
connection
with
their
duties
as
Trustees,
including
travel
and
related
expenses
incurred
in
attending
Board
meetings.
The
amount
of
Independent
Trustees’
fees
attributable
to
the
Fund
is
disclosed
in
the
Statement
of
Operations.
Certain
officers
of
the
Trust
are
also
officers
or
employees
of
the
above
named
service
providers,
and
during
their
terms
of
office
received
no
compensation
from
the
Fund.
Note
4.
Expense
Reimbursement
and
Fees
Waived
The
Adviser
has
contractually
agreed
to
waive
its
fee
and/or
reimburse
Fund
expenses
to
limit
Total
Annual
Fund
Operating
Expenses
After
Fee
Waiver
and/or
Expense
Reimbursement
(excluding
the
management
fee,
all
taxes,
interest,
portfolio
transaction
expenses,
class-specific
distribution
and
service
(Rule
12b-1)
fees,
brokerage
commissions,
dividend
and
interest
expenses
on
short
sales,
acquired
fund
fees
and
expenses,
proxy
expenses
and
extraordinary
expenses)
to
0.25%
through
January
1,
2024.
Other
Fund
service
providers
have
voluntarily
agreed
to
waive
a
portion
of
their
fees.
During
the
period
ended
June
30,
2023
,
fees
waived
and
expenses
reimbursed
were
as
follows:
The
Fund
may
repay
the
Adviser
for
fees
waived
(other
than
advisory
fees
waived
and
expenses
reimbursed
by
the
Adviser
pursuant
to
the
expense
cap
if
such
payment
is
made
within
three
years
of
the
fee
waiver
or
expense
reimbursement
and
does
not
cause
the
total
annual
fund
operating
expenses
after
fee
waiver
and/or
expense
reimbursement
of
the
Fund
to
exceed
the
lesser
of
(i)
the
then-current
expense
cap,
and
(ii)
the
expense
cap
in
place
at
the
time
the
fees/expenses
were
waived/reimbursed.
As
of
June
30,
2023,
$140,106
is
subject
to
recapture
by
the
Adviser.
Other
waivers
are
not
eligible
for
recoupment.
Note
5.
Security
Transactions
The
cost
of
purchases
and
proceeds
from
sales
of
investment
securities
(including
maturities),
other
than
short-term
investments,
during
the
period
ended
June
30,
2023
were
$2,050,00
and
$0,
respectively.
Note
6.
Summary
of
Derivative
Activity
The
volume
of
open
derivative
positions
may
vary
on
a
daily
basis
as
the
Fund
transacts
derivative
contracts
in
order
to
achieve
the
exposure
desired
by
the
Adviser.
Premiums
received
on
purchased
options
and
notional
value
of
activity
for
futures
contracts
for
the
period
ended
June
30,
2023,
for
any
derivative
type
during
the
period
is
as
follows:
Following
is
a
summary
of
the
effect
of
derivatives
on
the
Consolidated
Statement
of
Assets
and
Liabilities
as
of
June
30,
2023.
Investment
Adviser
Fees
Waived
Investment
Adviser
Expenses
Reimbursed
Other
Waivers
Total
Fees
Waived
and
Expenses
Reimbursed
$
39,564‌
$
100,542‌
$
11,798‌
$
151,904‌
Futures
Contracts
$
29,383,278‌
Purchased
Options
640,625‌
SAFEGUARD
CORE
ONE
FUND
NOTES
TO
CONSOLIDATED
FINANCIAL
STATEMENTS
June
30,
2023
12
Realized
and
unrealized
gains
and
losses
on
derivatives
contracts
for
the
period
ended
June
30,
2023,
are
recorded
by
the
Fund
in
the
following
locations
on
the
Consolidated
Statement
of
Operations:
Asset
(Liability)
amounts
shown
in
the
table
below
represent
amounts
for
derivative
related
investments
at
June
30,
2023.
These
amounts
may
be
collateralized
by
cash
or
financial
instruments.
Note
7.
Federal
Income
Tax
As
of
June
30,
2023,
the
cost
for
federal
income
tax
purposes
is
substantially
the
same
as
for
financial
statement
purposes
and
the
components
of
net
unrealized
depreciation
consists
of:
Note
8.
Subsequent
Events
Subsequent
events
occurring
after
the
date
of
this
report
through
the
date
these
financial
statements
were
issued
have
been
evaluated
for
potential
impact,
and
the
Fund
has
had
no
such
events.
Management
has
evaluated
the
need
for
additional
disclosures
and/or
adjustments
resulting
from
subsequent
events.
Based
on
this
evaluation,
no
additional
disclosures
or
adjustments
were
required.
Location:
Equity
Contracts
Asset
derivatives:
Investments,
at
value
–
purchased
options
$
119,800‌
Unrealized
appreciation
on
futures*
347,000‌
Total
asset
derivatives:
$
466,800‌
*
Balance
is
included
in
the
deposits
with
broker
for
futures
on
the
Consolidated
Statement
of
Assets
and
Liabilities.
Location:
Equity
Contracts
Net
realized
gain
(loss)
on:
Futures
$
737,073‌
Total
net
realized
gain
(loss)
$
737,073‌
Net
change
in
unrealized
appreciation
(depreciation)
on:
Investments
$
(743,232‌)
Futures
347,000‌
Total
net
change
in
unrealized
appreciation
(depreciation)
$
(396,232‌)
Gross
Asset
(Liability)
as
Presented
in
the
Consolidated
Statement
of
Assets
and
Liabilities
Financial
Instruments
(Received)
Pledged*
Cash
Collateral
(Received)
Pledged*
Net
Amount
Assets:
Over-the-counter
derivatives**
$
119,800‌
$
–‌
$
–‌
$
119,800‌
Unrealized
appreciation
on
futures***
347,000‌
–‌
–‌
347,000‌
*
The
actual
financial
instruments
and
cash
collateral
(received)
pledged
may
be
in
excess
of
the
amounts
shown
in
the
table.
The
table
only
reflects
collateral
amounts
up
to
the
amount
of
the
financial
instrument
disclosed
on
the
Consolidated
Statement
of
Assets
and
Liabilities.
**
Over-the-counter
derivatives
may
consist
of
options.
The
amounts
disclosed
above
represent
the
exposure
to
one
or
more
counterparties.
For
further
detail
on
individual
derivative
contracts
and
the
corresponding
unrealized
appreciation
(depreciation),
see
the
Consolidated
Schedule
of
Investments.
***
Balance
is
included
in
the
deposits
with
broker
for
futures
on
the
Consolidated
Statement
of
Assets
and
Liabilities.
Gross
Unrealized
Appreciation
$
0‌
Gross
Unrealized
Depreciation
(743,232‌)
Net
Unrealized
Depreciation
$
(743,232‌)
SAFEGUARD
CORE
ONE
FUND
ADDITIONAL
INFORMATION
June
30,
2023
13
Investment
Advisory
Agreement
Approval
At
the
June
10,
2022
Board
meeting
(“June
meeting”),
the
Board,
including
the
Independent
Trustees,
met
and
considered
the
approval
of
the
investment
advisory
agreement
between
the
Adviser
and
the
Trust,
as
it
pertains
to
the
Fund
(the
“Advisory
Agreement”).
In
addition,
the
Board
considered
the
approval
of
an
investment
advisory
agreement
between
the
Adviser
and
the
Fund’s
wholly
owned
subsidiary,
SG
Core
One
CFC
Ltd
(the
“Subsidiary
Agreement,”
and,
together
with
the
Advisory
Agreement,
the
“New
Agreements”).
In
that
respect,
the
Board
recognized
that,
although
SG
Core
One
CFC
Ltd.
(the
“Subsidiary”)
is
not
a
registered
investment
company
under
the
1940
Act,
and
although
the
Subsidiary
has
its
own
board
of
directors
that
is
responsible
for
overseeing
the
operations
of
the
Subsidiary,
the
Fund’s
Board
has
oversight
responsibility
for
the
investment
activities
of
the
Fund,
including
its
investment
in
the
Subsidiary.
In
preparation
for
its
deliberations,
the
Board
requested
and
reviewed
written
responses
from
the
Adviser
to
a
due
diligence
questionnaire
circulated
on
the
Board's
behalf
concerning
the
Adviser’s
personnel,
operations,
financial
condition,
projected
performance,
and
the
services
to
be
provided
by
the
Adviser
to
the
Fund.
During
its
deliberations,
the
Board
received
an
oral
presentation
from
representatives
of
the
Adviser
and
discussed
the
materials
with
the
Adviser,
independent
legal
counsel
to
the
Independent
Trustees
(“Independent
Legal
Counsel”)
and,
as
necessary,
with
the
Trust’s
administrator.
The
Independent
Trustees
also
met
in
executive
session
with
Independent
Legal
Counsel
while
deliberating.
At
the
June
meeting,
the
Board
reviewed,
among
other
matters,
the
topics
discussed
below:
Nature,
Extent
and
Quality
of
Services
Based
on
written
materials
received
from
the
Adviser,
a
presentation
from
senior
representatives
of
the
Adviser,
and
a
discussion
with
the
Adviser
about
the
Adviser’s
personnel,
operations
and
financial
condition,
the
Board
considered
the
quality
of
services
to
be
provided
by
the
Adviser
under
the
New
Agreements.
In
this
regard,
the
Board
considered
information
regarding,
among
other
things,
the
experience,
qualifications
and
professional
background
of
the
portfolio
manager
and
other
personnel
at
the
Adviser
with
principal
responsibility
for
the
investments
of
the
Fund
and
the
Subsidiary;
the
investment
philosophy
and
decision-making
process
of
those
professionals;
the
capability
and
integrity
of
the
Adviser’s
senior
management
and
staff;
and
the
quality
of
the
Adviser’s
services
with
respect
to
regulatory
compliance.
The
Board
considered
also
the
adequacy
of
the
Adviser’s
resources.
The
Board
noted
the
Adviser’s
representation
that
the
firm
is
financially
stable
and
has
the
operational
capability
needed
to
provide
high-quality
investment
advisory
services
to
the
Fund
and
Subsidiary.
Based
on
the
presentation
and
the
materials
provided
by
the
Adviser,
the
Board
concluded
that,
overall,
it
was
satisfied
with
the
nature,
extent
and
quality
of
services
to
be
provided
to
the
Fund
by
the
Adviser
under
the
New
Agreements.
Performance
Recognizing
that
the
Fund
is
new
and
has
no
performance
history,
the
Board
did
not
consider
the
performance
history
of
the
Fund.
Compensation
The
Board
evaluated
the
Adviser’s
proposed
compensation
for
providing
advisory
services
to
the
Fund
and
Subsidiary
and
analyzed
comparative
information
on
“actual”
advisory
fee
rates
(i.e.,
after
fee
waivers),
and
actual
total
expenses
of
a
group
of
funds
identified
by
Strategic
Insight,
Inc.
(“Strategic
Insight”)
as
having
characteristics
similar
to
those
of
the
Fund.
Cost
of
Services
and
Profitability
The
Board
evaluated
the
Adviser’s
proposed
compensation
for
providing
advisory
services
to
the
Fund
and
Subsidiary
and
analyzed
comparative
information
on
“actual”
advisory
fee
rates
(i.e.,
after
fee
waivers),
and
actual
total
expenses
of
a
group
of
funds
identified
by
Strategic
Insight,
Inc.
(“Strategic
Insight”)
as
having
characteristics
similar
to
those
of
the
Fund.
SAFEGUARD
CORE
ONE
FUND
ADDITIONAL
INFORMATION
June
30,
2023
14
The
Board
noted
that
the
Adviser
was
proposing
an
initial
fee
calculated
at
a
rate
based
on
the
average
daily
net
assets
of
the
Fund
during
the
first
year
of
the
Fund’s
operations
(the
“Initial
Fee”),
and
a
different
fee
in
subsequent
years
that
is
subject
to
being
adjusted
upward
or
downward
(the
“Performance
Fee”)
depending
on
whether,
and
to
what
extent,
the
total
return
performance
of
the
Fund
exceeds,
or
is
exceeded
by,
the
total
return
performance
of
the
Fund’s
primary
benchmark
index
plus
7.50%
(the
“Index
Hurdle”).
The
Board
observed
that,
with
respect
to
the
first
year
of
the
Fund’s
operations,
the
Initial
Fee
and
the
Fund’s
projected
total
expense
ratio
were
each
lower
than
the
median
of
the
fee
rates
and
expense
ratios
of
the
funds
included
in
the
Strategic
Insight
peer
group.
The
Board
noted
that,
with
respect
to
subsequent
years,
the
Performance
Fee
and
resulting
total
expense
ratio
were
expected
to
be
higher
than
the
median
of
the
fee
rates
and
expense
ratios
of
the
funds
included
in
the
Strategic
Insight
peer
group,
though
the
actual
fee
earned
by
the
Adviser
would
ultimately
depend
on
the
Fund’s
performance
relative
to
the
Index
Hurdle.
The
Board
considered
the
Adviser’s
representation
that
the
Strategic
Insight
peers
were
not
necessarily
the
most
representative
comparison
for
the
Fund
due
to
the
unique
nature
of
the
Fund’s
investment
strategy
and
advisory
fee
structure,
and
that
such
features
made
it
difficult
to
identify
relevant
peers.
At
the
Adviser’s
request,
the
Board
considered
the
proposed
advisory
fee
rates
and
actual
total
expenses
of
the
Fund
as
compared
to
a
group
of
funds
identified
by
the
Adviser
within
the
Morningstar
options
trading
universe
as
having
investment
strategies
more
comparable
to
that
of
the
Fund
(the
“Comparable
Peers”).
In
that
regard,
the
Board
observed
that
the
Fund’s
proposed
advisory
fee
and
expense
ratio
arrangements
were
more
in
line
with
those
of
the
Comparable
Peers.
In
light
of
the
proposed
Performance
Fee
arrangements,
the
Board
considered
the
maximum
and
minimum
advisory
fees
that
the
Adviser
could
earn,
as
determined
by
the
performance
of
the
Fund
relative
to
the
Index
Hurdle,
noting
that
if
the
Adviser
were
unable
to
achieve
a
level
of
performance
for
the
Fund
higher
than
the
Index
Hurdle,
the
Adviser
would
not
be
entitled
to
receive
an
advisory
fee
for
the
relevant
performance
period.
The
Board
further
considered
that
the
Adviser
had
proposed
a
contractual
expense
cap
on
the
total
expense
ratio
for
the
Fund
in
an
effort
to
ensure
that
the
expenses
of
the
Fund
remained
competitive.
Finally,
the
Board
considered
that
the
Adviser
would
earn
no
separate
or
additional
compensation
under
the
Subsidiary
Agreement
in
respect
of
the
services
rendered
by
the
Adviser
to
the
Subsidiary.
Based
on
the
foregoing,
the
Board
concluded
that
the
Adviser’s
advisory
fee
rates
to
be
charged
to
the
Fund
were
reasonable.
Cost
of
Services
and
Profitability
The
Board
considered
information
provided
by
the
Adviser
regarding
the
estimated
costs
of
services
and
its
estimated
profitability
with
respect
to
the
Fund.
In
this
regard,
the
Board
considered
the
Adviser’s
resources
devoted
to
the
Fund,
as
well
as
the
Adviser’s
discussion
of
the
anticipated
costs
and
projected
profitability
of
its
overall
fund
activities.
The
Board
considered
that
profits
to
be
realized
by
the
Adviser
would
be
a
function
of
the
future
growth
in
assets
of
the
Fund
and
the
performance
of
the
Fund
relative
to
the
Index
Hurdle
and
concluded
that
the
anticipated
costs
of
the
services
to
be
provided
and
profits
to
be
realized
by
the
Adviser
were
not
a
material
factor
in
approving
the
New
Agreements.
Economies
of
Scale
The
Board
evaluated
whether
the
Fund
would
benefit
from
any
economies
of
scale.
In
this
respect,
the
Board
considered
the
proposed
fee
structure,
asset
size,
and
expense
cap
of
the
Fund.
The
Board
also
considered
the
Adviser’s
representation
that
it
could
be
difficult
for
the
Fund
to
achieve
economies
of
scale
at
and
shortly
following
inception
but
that
economies
of
scale
may
be
achievable
in
the
future
as
the
Fund’s
assets
increase.
With
respect
to
the
Subsidiary,
the
Board
noted
the
Adviser’s
representation
that
the
Fund
would
be
the
sole
shareholder
of
the
Subsidiary.
Based
on
the
foregoing
information,
the
Board
concluded
that
economies
of
scale
were
not
a
material
factor
in
approving
the
New
Agreements.
Other
Benefits
The
Board
noted
the
Adviser’s
representation
that,
aside
from
its
contractual
advisory
fees,
it
would
not
benefit
in
a
material
way
from
its
relationship
with
the
Fund
or
Subsidiary.
Based
on
the
foregoing
representation,
the
Board
SAFEGUARD
CORE
ONE
FUND
ADDITIONAL
INFORMATION
June
30,
2023
15
concluded
that
other
benefits
received
by
the
Adviser
from
its
relationships
with
the
Fund
and
Subsidiary
were
not
a
material
factor
to
consider
in
approving
the
New
Agreements.
Conclusion
The
Board
did
not
identify
any
single
factor
as
being
of
paramount
importance,
and
different
Trustees
may
have
given
different
weight
to
different
factors.
The
Board
reviewed
a
memorandum
from
Fund
counsel
discussing
the
legal
standards
applicable
to
its
consideration
of
the
Advisory
Agreement.
Based
on
its
review,
including
consideration
of
each
of
the
factors
referenced
above,
the
Board
determined,
in
the
exercise
of
its
business
judgment,
that
the
advisory
arrangements,
as
outlined
in
the
New
Agreements,
were
fair
and
reasonable
in
light
of
the
services
to
be
performed,
expenses
to
be
incurred
and
such
other
matters
as
the
Board
considered
relevant.
Proxy
Voting
Information
A
description
of
the
policies
and
procedures
that
the
Fund
uses
to
determine
how
to
vote
proxies
relating
to
securities
held
in
the
Fund’s
portfolio
is
available,
without
charge
and
upon
request,
by
calling
(844)
347-2140
and
on
the
SEC
website
at
www.sec.gov.
The
Fund’s
proxy
voting
record
for
the
most
recent
twelve-month
period
ended
June
30
is
available,
without
charge
and
upon
request,
by
calling
(844)
347-2140
and
on
the
SEC’s
website
at
www.sec.gov.
Availability
of
Quarterly
Portfolio
Schedules
The
Fund
files
its
complete
schedule
of
portfolio
holdings
with
the
SEC
for
the
first
and
third
quarters
of
each
fiscal
year
on
Form
N-PORT.
Forms
N-PORT
are
available
free
of
charge
on
the
SEC’s
website
at
www.sec.gov.
Shareholder
Expense
Example
As
a
shareholder
of
the
Fund
,
you
incur
ongoing
costs,
including
management
fees,
distribution
and/or
service
(12b-
1)
fees
(for
Investor
Shares
only)
and
other
Fund
expenses.
This
example
is
intended
to
help
you
understand
your
ongoing
costs
(in
dollars)
of
investing
in
the
Fund
and
to
compare
these
costs
with
the
ongoing
costs
of
investing
in
other
mutual
funds.
The
example
is
based
on
an
investment
of
$1,000
invested
at
the
beginning
of
the
period
and
held
for
the
entire
period
from
January
1,
2023
through
June
30,
2023.
Actual
Expenses
–
The
first
line
of
the
table
below
provides
information
about
actual
account
values
and
actual
expenses.
You
may
use
the
information
in
this
line,
together
with
the
amount
you
invested,
to
estimate
the
expenses
that
you
paid
over
the
period.
Simply
divide
your
account
value
by
$1,000
(for
example,
an
$8,600
account
value
divided
by
$1,000
=
8.6),
then
multiply
the
result
by
the
number
in
the
first
line
under
the
heading
entitled
“Expenses
Paid
During
Period”
to
estimate
the
expenses
you
paid
on
your
account
during
the
period.
Hypothetical
Example
for
Comparison
Purposes
–
The
second
line
of
the
table
below
provides
information
about
hypothetical
account
values
and
hypothetical
expenses
based
on
the
Fund’s
actual
expense
ratio
and
an
assumed
rate
of
return
of
5%
per
year
before
expenses,
which
is
not
the
Fund’s
actual
return.
The
hypothetical
account
values
and
expenses
may
not
be
used
to
estimate
the
actual
ending
account
balance
or
expenses
you
paid
for
the
period.
You
may
use
this
information
to
compare
the
ongoing
costs
of
investing
in
the
Fund
and
other
funds.
To
do
so,
compare
this
5%
hypothetical
example
with
the
5%
hypothetical
examples
that
appear
in
the
shareholder
reports
of
other
funds.
Please
note
that
the
expenses
shown
in
the
table
are
meant
to
highlight
your
ongoing
costs
only.
Therefore,
the
second
line
of
the
table
is
useful
in
comparing
ongoing
costs
only
and
will
not
help
you
determine
the
relative
total
costs
of
owning
different
funds.
SAFEGUARD
CORE
ONE
FUND
ADDITIONAL
INFORMATION
June
30,
2023
16
Beginning
Account
Value
January
1,
2023
Ending
Account
Value
June
30,
2023
Expenses
Paid
During
Period*
Annualized
Expense
Ratio*
Institutional
Shares
Actual
$
1,000.00
$
1,043.00
$
6.33
1.25%
Hypothetical
(5%
return
before
expenses)
$
1,000.00
$
1,018.60
$
6.26
1.25%
*
Expenses
are
equal
to
the
Fund’s
annualized
expense
ratio
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half-year
(181)
divided
by
365
to
reflect
the
half-year
period.
FOR
MORE
INFORMATION
Investment
Adviser
SafeGuard
Asset
Managment,
LLC
307
Stonyhill
Drive
Chalfont,
PA
18914
www.safeguardam.com
Transfer
Agent
Apex
Fund
Services
P.O.
Box
588
Portland,
ME
04112
www.apexgroup.com
Distributor
Foreside
Fund
Services,
LLC
Three
Canal
Plaza,
Suite
100
Portland,
ME
04101
www.foreside.com
SafeGuard
Core
One
Fund
P.O.
Box
588
Portland,
ME
04112
(844)
347-2140
This
report
is
submitted
for
the
general
information
of
the
shareholders
of
the
Fund.
It
is
not
authorized
for
distribution
to
prospective
investors
unless
preceded
or
accompanied
by
an
effective
prospectus,
which
includes
information
regarding
the
Fund’s
risks,
objectives,
fees
and
expenses,
experience
of
its
management,
and
other
information.
222-SAR-0623
 
ITEM 2. CODE OF ETHICS.
Not applicable.
 
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
Not applicable.
 
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Not applicable.
 
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Not applicable
 
ITEM 6. INVESTMENTS.
(a)
    
Included as part of report to shareholders under Item 1.
(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 does not accept nominees to the board of trustees from shareholders.
 
ITEM 11. CONTROLS AND PROCEDURES
(a) The Registrant’s Principal Executive Officer and Principal Financial Officer have concluded that the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) are effective, based on their evaluation of the controls and procedures required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as of a date within 90 days of the filing date of this report.
 (b) There were no changes in the Registrant’s internal control over financial reporting (as defined in
Rule 30a-3(d) under the Act) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.
 
ITEM 12. DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES
Not applicable.
 
ITEM 13. EXHIBITS.
 
(a)(1)  Not applicable.
 
 
(a)(3)  Not applicable.
 
 

 

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              Forum Funds II
 
By:
/s/ Zachary Tackett
 
 
Zachary Tackett, Principal Executive Officer
 
 
 
 
Date:
August 31, 2023
 
 
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:
/s/ Zachary Tackett
 
 
Zachary Tackett, Principal Executive Officer
 
 
 
 
Date:
August 31, 2023
 
 
 
By:
/s/ Karen Shaw
 
 
Karen Shaw, Principal Financial Officer
 
 
 
 
Date:
August 31, 2023