N-CSR 1 mondrian-ncsr.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
________

FORM N-CSR
________

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES

Investment Company Act File Number 811-23091

Gallery Trust
 (Exact name of registrant as specified in charter)
________


SEI Investments
One Freedom Valley Drive
Oaks, PA 19456
 (Address of principal executive offices) (Zip code)

Michael Beattie
C/O SEI Investments
One Freedom Valley Drive
Oaks, PA 19456
 (Name and address of agent for service)

Registrant’s telephone number, including area code:  1-888-832-4386

Date of fiscal year end: October 31, 2018

Date of reporting period: October 31, 2018






Item 1.    Reports to Stockholders.

A copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Investment Company Act or 1940, as amended (the “Act”) (17 CFR § 270.30e-1), is attached hereto.





Mondrian International Equity Fund
Mondrian Emerging Markets Equity Fund
Mondrian International Government Fixed Income Fund
(Each, a Series of Gallery Trust)



Annual Report
October 31, 2018

 













 
  
 
 
 
Investment Adviser:
Mondrian Investment Partners Limited





















Gallery Trust
 



TABLE OF CONTENTS
Shareholder Letter
1
Portfolio Performance Review
2
Schedules of Investments
13
Statements of Assets and Liabilities
27
Statements of Operations
28
Statements of Changes in Net Assets
31
Financial Highlights
34
Notes to Financial Statements
37
Report of Independent Registered Public Accounting Firm
59
Disclosure of Fund Expenses
61
Trustees and Officers of Gallery Trust
63
Notice to Shareholders
66
Fund Information
67

The Funds file their complete schedule of investments of fund holdings with the Securities and Exchange Commission (the “Commission”) for the first and third quarters of each fiscal year on Form N-Q within sixty days of the period end. The Funds’ N-Q forms are available on the Commission’s website at http://www.sec.gov, and may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
A description of the policies and procedures that the Funds use to determine how to vote proxies relating to fund securities, as well as information relating to how a Fund voted proxies relating to fund securities will be available (i) without charge, upon request, by calling 1-888-832-4386; and (ii) on the Commission’s website at http://www.sec.gov.
This report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by an effective prospectus.



Gallery Trust
October 31, 2018 (Unaudited)




SHAREHOLDER LETTER

Dear Shareholder,
We are pleased to provide the Mondrian Funds annual report for the fiscal year ended October 31, 2018. Following an extended period of low volatility in a growth-led environment, the past 12 months have brought greater performance swings and negative returns overall for international markets. Driven by concerns around the end of quantitative easing and the cheap money that has been in place since the financial crisis a decade ago, investors are beginning to once again focus more on fundamentals. As investors we welcome this as markets that are fundamentally driven tend to favor Mondrian’s defensive value approach. Please see our portfolio manager discussions of the Funds’ performance in the pages that follow.
We would also like to remind you that this past September, the Mondrian Fund Family expanded through the reorganization of the Laudus Mondrian Funds which were formerly advised by Charles Schwab Investment Management. With the reorganizations Mondrian transitioned from the sub-advisor to the advisor and has continued to apply Mondrian’s value investment philosophy, methodology, and management process to each Fund. Through the reorganization we were also able to lower each fund’s net operating expense ratio, meaningfully reducing costs to shareholders.
The Laudus Mondrian International Equity Fund (LIEIX) was merged into the Mondrian International Equity Fund (DPIEX) which remains open to new investors. The Laudus Mondrian Emerging Markets Fund and the Laudus Mondrian International Government Fixed Income Fund were renamed the Mondrian Emerging Markets Fund (LEMNX) and the Mondrian International Government Fixed Income Fund (LIFNX) respectively. These strategies are also open to new investors.
Mondrian’s sole focus is on our disciplined value investing style. Over time we will continue to carefully add vehicle choices for our investment strategies to match market demand. By offering these additional institutional mutual funds we are better positioned to meet the growing needs of our clients and the evolution of the industry.
For more information about the Mondrian Mutual Funds please continue reading this report or visit www.mondrian.com/mutualfunds. We would also be happy to speak with you at 888-832-4386.
Thank you,
Mondrian Investment Partners

1

Gallery Trust
Mondrian International Equity Fund
October 31, 2018 (Unaudited)



PORTFOLIO PERFORMANCE REVIEW

Mondrian International Equity Fund
(all returns in U.S. dollars)
Twelve months ended October 31, 2018
Despite the strong economic backdrop, international equity markets have found the last twelve months ended October 31, 2018 challenging due to a firmer U.S. dollar and the significant market weakness in October. Despite steadily intensifying political tensions and concerns over tighter monetary policy, markets were relatively robust in local currency terms for most of the year as economic growth stayed firm. However, lingering geo-political risks, rising inflation and concerns over the sustainability of broader economic growth ushered in a period of higher volatility which reversed the strong, benign start to the period. The last twelve months were also characterised by a continued divergence between the returns of value and growth investment styles. International equity markets, as defined by the broader MSCI EAFE Index, fell 6.9% and the value sub-index declined by 7.7% in U.S. dollar terms.
With the exception of the energy and health care sectors, all sectors declined over last twelve months. The energy sector was supported by an increasing oil price. The health care sector (a typically defensive sector) rose, being broadly insulated from trade concerns, a beneficiary of a stronger U.S. dollar and absent of any punitive U.S. policy developments. Currency movements weighed on U.S. dollar returns.
Mondrian’s approach aims to generate long-term alpha through downside protection and capital preservation in weak markets while capturing most, but not all, of upside in strong markets. As markets were strong in local currency terms for the majority of the period, as you would expect, the Mondrian International Equity Fund (the “Fund”) captured most, but not all, of the upside performance and then protected capital during the large market declines seen in October. As such, the Fund outperformed both the broader index and the value sub-index, driven by strong stock selection.
Country allocation weighed on relative investment returns.
Markets in Asia Pacific led markets in Europe; Japan posted strong returns supported by Prime Minister Abe’s convincing victories in the Lower House elections – which provided his party with a renewed mandate to pursue reflationary policies – and LDP leadership elections, after which he agreed to begin bilateral trade talks with the U.S. The Australian equity market fared relatively well over the twelve month period, supported by strong results from companies in the health care and materials sectors. The underweight positions in the strong Japanese and Australian equity markets weighed slightly on relative returns. Although, relative returns were supported by the Fund’s exposure to the strong Taiwanese equity market and by the overweight position in the Singaporean equity market, which was led higher by the banks.


2


Gallery Trust
Mondrian International Equity Fund
October 31, 2018 (Unaudited)



PORTFOLIO PERFORMANCE REVIEW (continued)

A number of factors, chiefly driven by political concerns, weighed on equity market returns in southern Europe, particularly in Spain and Italy, where the Fund’s overweight positioning weighed on relative returns. Also impacted by political concerns, the UK equity market slightly exceeded index returns, as strong returns from the market’s outsized weighting to energy stocks, which rallied on higher oil prices, tempered the weaker performance of more domestically-exposed stocks impacted by Brexit-related uncertainty; the Fund’s overweight position to the UK equity market added to relative investment returns. Despite the Brexit-related challenges, we continue to believe that the UK market remains attractively valued.
Currency allocation was broadly neutral for Fund relative returns.
The underweight position in the Japanese yen, which was the only major currency to appreciate against the U.S. dollar as investors sought safe havens, weighed slightly on the Fund’s relative returns, although this was offset by the positive impact of the underweight position in the weak Australian dollar.
Strong stock selection was the key driver of positive relative returns over the period, led by the Fund’s holdings in Europe.
Stock selection in Italy, Sweden, the Netherlands and the UK was supportive of relative returns. In the UK, positive stock selection was driven by the position in Tesco, which continued to demonstrate progress towards its long term profit margin objective despite challenges in Thailand, and by positions in the energy sector. In Italy, Eni performed strongly, and the Fund benefited from avoiding exposure to financial stocks, which declined in the context of heightened equity and bond market volatility. In Asia Pacific, stock selection in Japan was held back by the Fund’s position in Takeda Pharmaceutical which fell following its ambitious bid to acquire UK-listed Shire, while in Hong Kong, packed meats manufacturer WH Group declined on the back of trade tariffs and incidents of swine flu in China. We have added to both positions.
Sector allocation added to relative returns, driven by the overweight position in the energy sector.
Relative returns benefited from the overweight position in the strong energy sector, and the underweight position in the weak financials sector; returns from the energy sector were supported by the oil price, which rose fuelled by risks of supply disruptions as Venezuelan production declined and the U.S. announced sanctions on Iran, while heightened capital market volatility and a more uncertain economic and political climate impacted financial stocks. This was only partly offset by the Fund’s overweight position in the weak telecommunication services sector. Our analysis indicates that valuation levels in the sector more than reflect the competitive and regulatory pressures which have depressed revenue growth.

3


Gallery Trust
Mondrian International Equity Fund
October 31, 2018 (Unaudited)



PORTFOLIO PERFORMANCE REVIEW (continued)


The highlights of the Fund’s investment strategy include a strong value stock orientation; overweight positions in selected European markets; overweight positions in the telecommunications, energy and utility sectors; and underweight positions in the materials and consumer staples sectors.
This material represents the Adviser’s assessment of the Fund and market environment at a specific point in time and should not be relied upon by the reader as research or investment advice.
The performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares when redeemed may be worth more or less than their original cost and current performance may be lower or higher than the performance quoted.
Investing involves risk, including the possible loss of principal. International investments entail risks not ordinarily associated with U.S. investments including fluctuation in currency values, differences in accounting principles, or economic or political instability in other nations. Emerging markets involve heightened risks related to the same factors, as well as increased volatility and lower trading volume. The Fund may invest in derivatives, which are often more volatile than other investments and may magnify the Fund’s gains or losses.

Definition of Comparative Index

The MSCI EAFE (Europe, Australasia, Far East) Index is a free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the U.S. & Canada.

4


Gallery Trust
Mondrian Emerging Markets Equity Fund
October 31, 2018 (Unaudited)





PORTFOLIO PERFORMANCE REVIEW (continued)

Mondrian Emerging Markets Equity Fund
(all returns in U.S. dollars)
Twelve months ended October 31, 2018
The MSCI Emerging Markets Index fell by 12.5% in USD terms over the past twelve months as weak returns in local currency terms were supplemented by the impact of currency depreciation. Countries with current account deficits generally saw the greatest decline in currencies, although domestic political factors also had a strong influence. In an environment of rising energy prices, the energy sector produced the strongest gains, rising 14.5%, a feature which also benefited countries with high exposure to the energy sector such as Qatar, Russia, Colombia, Thailand and Malaysia. Conversely, energy importers such as Turkey, Greece, Egypt and South Africa underperformed with much of the weakness seen through the currency channel. Asia underperformed, down 14.6%, as the heavily weighted markets of South Korea and China lagged amidst rising concerns over trade, while Taiwan modestly outperformed. Latin America was the strongest region, still down 2.4%, as a sharp rally in Brazilian assets leading up to and following the confirmation of Jair Bolsonaro’s victory in the presidential election drove the outperformance of the Brazil market, supported by solid performance in Peru and Colombia. EMEA (Europe, the Middle East, and Africa) modestly outperformed, down 9.7%, with mixed returns across the region. Turkey and South Africa underperformed as the exceptionally weak Turkish currency and lesser declines in South Africa weighed on their respective market returns, offset by the outperformance of the heavily energy linked markets of Qatar and Russia.
From a sector perspective, the energy sector was the only sector to post a positive return over the past twelve months, up 14.5%, supported by higher oil prices throughout the year. Materials and financials sectors were also relative outperformers over the period. Conversely, the real estate sector and consumer discretionary sectors underperformed, down 21.5% and 27.3% respectively. The information technology sector lagged, down 19.9%, driven by a recent downturn in the performance of the Chinese internet related names.
The Mondrian Emerging Markets Equity Fund (the “Fund”) outperformed the benchmark MSCI Emerging Markets Index over the past twelve months. Stock selection in Korea, China and Taiwan all contributed positively, whilst stock selection in India and overweight positioning in Turkey were the biggest detractors from relative performance.
In China, the positive contribution from zero exposure to the Chinese internet names was boosted by the outperformance of insurance provider Ping An and telecom China Mobile. Partly offsetting this was the performance of pork producer WH Group, which was negatively impacted by the imposition of tariffs on pork exports, while healthcare company China Medical Systems underperformed


5




Gallery Trust
Mondrian Emerging Markets Equity Fund
October 31, 2018 (Unaudited)




PORTFOLIO PERFORMANCE REVIEW (continued)

following regulatory changes affecting the selling price of the company’s pharma-ceutical products. Meanwhile, the Fund benefited from strong performance in Korean stocks Samsung SDI and SK Telecom; as well as the Taiwanese financial Mega Financial. In India, the Fund saw weak returns towards the end of the reporting period from housing finance company Indiabulls, while mining company Vedanta underperformed on weakening commodity prices, although the holding in HCL Technologies performed well on an improving outlook for IT spending.
In Latin America, overweight positioning in Brazil benefited investment performance given the recent rally in Brazilian assets, particularly in local currency terms. Stock selection was mixed however, as currency weakness in Brazil weighed on the returns from domestically-focused holdings in companies such as infrastructure project owner CCR and education provider Kroton, while benefiting pulp producer Suzano.
In EMEA, the Fund benefited from strong returns from holdings in energy sensitive stocks such as the energy groups Sasol (South Africa) and Gazprom (Russia), in addition to the middle eastern financial Qatar National Bank. These gains helped to offset the impact of overweight exposure to weakly performing Turkish banks Garanti and Halk.
At the sector level, the biggest positive contributor to relative returns stemmed from positioning in the IT sector, as zero exposure to the underperformance of the growth-focused Chinese internet giants Tencent and Alibaba combined with the outperformance of the Fund’s holdings in Samsung SDI and HCL technologies. The overweight allocation to the outperforming financials sector also contributed positively, offset by the underweight to the particularly strong energy sector and weak stock selection in the consumer staples sector.
The Fund’s investment strategy focuses on stocks we believe are fundamentally undervalued with overweight positions to the attractively valued markets of India and Brazil; as well as an overweight position in the financials, consumer discretionary, materials and healthcare sectors. The Fund holds an underweight exposure to the information technology sector, given zero holdings in richly valued Chinese internet related companies; also underweight allocations to the highly priced consumer staples and energy sectors, and South Africa given risk adjusted valuations.
This material represents the Adviser’s assessment of the Fund and market environment at a specific point in time and should not be relied upon by the reader as research or investment advice.
The performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares when redeemed may be worth more or less than their original cost and current performance may be lower or high than the performance quoted.

6



Gallery Trust
Mondrian Emerging Markets Equity Fund
October 31, 2018 (Unaudited)



PORTFOLIO PERFORMANCE REVIEW (continued)
Investing involves risk, including the possible loss of principal. International investments entail risks not ordinarily associated with U.S. investments including fluctuation in currency values, differences in accounting principles, or economic or political instability in other nations. Emerging markets involve heightened risks related to the same factors, as well as increased volatility and lower trading volume. The Fund may invest in derivatives, which are often more volatile than other investments and may magnify the Fund’s gains or losses.

Definition of Comparative Index

The MSCI Emerging Markets Index is a free float-adjusted market capitalization index that is designed to measure equity market performance of emerging markets.

7




Gallery Trust
Mondrian International Government
Fixed Income Fund
October 31, 2018 (Unaudited)






PORTFOLIO PERFORMANCE REVIEW (continued)

Mondrian International Government Fixed Income Fund
(all returns in U.S. dollars)
Twelve months ended October 31, 2018
The FTSE Non-U.S. Dollar World Government Bond Index was down 2.3% in U.S. dollar unhedged terms over the 12 months to October 31, 2018. The strongest performing markets were Malaysia (up 5.0%) and South Africa (up 3.0%) over the period. Malaysia benefited from a change in government in early 2018, boosting investor sentiment toward the country, after the previous administration was hampered by a series of corruption allegations. The weakest performing markets were Sweden (down 7.7%) and Mexico (down 5.8%). Sweden was weak, as inflation and wage growth outturns have been weaker than many analysts expected, limiting the pressure for the central bank to raise interest rates there.
The Mondrian International Government Fixed Income Fund (the “Fund”) outperformed the benchmark FTSE Non-U.S. Dollar World Government Bond Index over the 12-month period. Overweight positions to Australia and New Zealand, both fully currency hedged, added to relative performance over the period. The overweight to Malaysia throughout the year and the underweight to the Eurozone periphery in the first part of the 12-month period also added to relative performance.
The Fund maintains exposure to those countries where Prospective Real Yields are highest, such as Australia, New Zealand and Mexico. We continue to believe that selected currencies are extremely undervalued versus the U.S. dollar – the Mexican peso and the British pound in particular, so maintain overweight positions to these currencies. We also deem international currencies to be undervalued versus the U.S. dollar on average, based on our Purchasing Power Parity analysis. The Fund continues to maintain a zero weight to corporate credit, as we deem corporate credit (and many other forms of credit) to be very overvalued versus treasuries, and are concerned about a number of potential catalysts that could lead to wider credit spreads going forward.
This material represents the Adviser’s assessment of the Fund and market environment at a specific point in time and should not be relied upon by the reader as research or investment advice.
The performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares when redeemed may be worth more or less than their original cost and current performance may be lower or high than the performance quoted.
Investing involves risk, including the possible loss of principal. International investments entail risks not ordinarily associated with U.S. investments including fluctuation in

8




Gallery Trust
Mondrian International Government
Fixed Income Fund
October 31, 2018 (Unaudited)




PORTFOLIO PERFORMANCE REVIEW (continued)

currency values, differences in accounting principles, or economic or political instability in other nations. Bond and bond funds are subject to interest rate risk and will decline in value as interest rates rise. The Fund may invest in derivatives, which are often more volatile than other investments and may magnify the Fund’s gains or losses.

Definition of Comparative Index

The FTSE Non-U.S. Dollar World Government Bond Index (WGBI) measures the performance of fixed-rate, local currency, investment-grade sovereign bonds. The WGBI is a widely used benchmark that currently includes sovereign debt from over 20 countries, denominated in a variety of currencies, and has more than 30 years of history available. The WGBI provides a broad benchmark for the global sovereign fixed income market.

9



Gallery Trust
Mondrian International Equity Fund
October 31, 2018 (Unaudited)



Growth of a $1,000,000 Investment
  AVERAGE ANNUAL TOTAL RETURN
FOR THE YEAR ENDED OCTOBER 31, 2018*
  1 Year 3 Years 5 Years 10 Years
Mondrian International Equity Fund -6.56% 3.29% 1.97% 5.81%
MSCI EAFE Index (Net) -6.85% 3.62% 2.02% 6.89%




*
On March 14, 2016, The International Equity Portfolio, a series of Delaware Pooled Trust (the “International Equity Predecessor Fund”) was reorganized into the Mondrian International Equity Fund. Inception date of the Predecessor Fund was February 4, 1992.  Information presented from February 4, 1992 to March 14, 2016 is that of the International Equity Predecessor Fund.

The performance data quoted herein represents past performance and the return and value of an investment in the Fund will fluctuate so that, when redeemed, it may be worth less than its original cost. Past performance is no guarantee of future performance and should not be considered as a representation of the future results of the Fund. The Fund’s performance assumes the reinvestment of dividends and capital gains. Index returns assume reinvestment of dividends and, unlike a fund’s returns, do not reflect any fees or expenses. If such fees and expenses were included in the index returns, the performance would have been lower. Please note that one cannot invest directly in an unmanaged index.
There are no assurances that the Fund will meet its stated objectives. The Fund’s holdings and allocations are subject to change because it is actively managed and should not be considered recommendations to buy individual securities.
Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. If the Adviser had not limited certain expenses, the Fund’s total return would have been lower.
See definition of the comparative index on page 4.

10



Gallery Trust
Mondrian Emerging Markets Equity Fund
October 31, 2018 (Unaudited)



Growth of a $1,000,000 Investment
  AVERAGE ANNUAL TOTAL RETURN
FOR THE YEAR ENDED OCTOBER 31, 2018*
  1 Year 3 Years 5 Years 10 Years
Mondrian Emerging Markets Equity Fund -11.33% 3.23% -2.25% 5.31%
MSCI Emerging Markets Index (Net) -12.52% 6.52% 0.78% 7.84%




*
On September 24, 2018, the Laudus Mondrian Emerging Markets Fund (the “Emerging Markets Predecessor Fund”) was reorganized into the Mondrian Emerging Markets Equity Fund. Inception date of the Emerging Markets Predecessor Fund was November 2, 2007. Information presented from November 2, 2007 to September 24, 2018 is that of the Emerging Markets Predecessor Fund.

The performance data quoted herein represents past performance and the return and value of an investment in the Fund will fluctuate so that, when redeemed, it may be worth less than its original cost. Past performance is no guarantee of future performance and should not be considered as a representation of the future results of the Fund. The Fund’s performance assumes the reinvestment of dividends and capital gains. Index returns assume reinvestment of dividends and, unlike a fund’s returns, do not reflect any fees or expenses. If such fees and expenses were included in the index returns, the performance would have been lower. Please note that one cannot invest directly in an unmanaged index.
There are no assurances that the Fund will meet its stated objectives. The Fund’s holdings and allocations are subject to change because it is actively managed and should not be considered recommendations to buy individual securities.
Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. If the Adviser had not limited certain expenses, the Fund’s total return would have been lower.
See definition of the comparative index on page 7.


11




Gallery Trust
Mondrian International Government
Fixed Income Fund
October 31, 2018 (Unaudited)




Growth of a $1,000,000 Investment
  AVERAGE ANNUAL TOTAL RETURN
FOR THE YEAR ENDED OCTOBER 31, 2018*
  1 Year 3 Years 5 Years 10 Years
Mondrian International Government Fixed Income Fund -1.85% 1.77% -1.00% 1.71%
FTSE Non-U.S. Dollar World Government Bond Index -2.26% 1.86% -0.76% 2.11%



*
On September 24, 2018, the Laudus Mondrian International Government Fixed Income Fund (the “Fixed Income Predecessor Fund”) was reorganized into the Mondrian International Government Fixed Income Fund. Inception date of the Fixed Income Predecessor Fund was November 2, 2007. Information presented from November 2, 2007 to September 24, 2018 is that of the Fixed Income Predecessor Fund.

The performance data quoted herein represents past performance and the return and value of an investment in the Fund will fluctuate so that, when redeemed, it may be worth less than its original cost. Past performance is no guarantee of future performance and should not be considered as a representation of the future results of the Fund. The Fund’s performance assumes the reinvestment of dividends and capital gains. Index returns assume reinvestment of dividends and, unlike a fund’s returns, do not reflect any fees or expenses. If such fees and expenses were included in the index returns, the performance would have been lower. Please note that one cannot invest directly in an unmanaged index.
There are no assurances that the Fund will meet its stated objectives. The Fund’s holdings and allocations are subject to change because it is actively managed and should not be considered recommendations to buy individual securities.
Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. If the Adviser had not limited certain expenses, the Fund’s total return would have been lower.
See definition of the comparative index on page 9.


12





Gallery Trust
Mondrian International Equity Fund
October 31, 2018




SCHEDULE OF INVESTMENTS

Sector Weightings (unaudited):


Percentages based on total investments.


COMMON STOCK — 98.6%
           
   
Number of
Shares
   
Value
(U.S. $)
 
AUSTRALIA — 1.5%
           
QBE Insurance Group Ltd. 
   
1,028,074
   
$
8,241,308
 
Total Australia
           
8,241,308
 
                 
CHINA — 2.3%
               
China Mobile Ltd. 
   
1,332,000
     
12,450,424
 
Total China
           
12,450,424
 
                 
DENMARK — 2.0%
               
ISS A/S 
   
321,380
     
10,568,083
 
Total Denmark
           
10,568,083
 
                 
FRANCE — 6.0%
               
Cie de Saint-Gobain 
   
260,627
     
9,812,368
 
Sanofi 
   
191,495
     
17,100,053
 
Societe Generale SA 
   
145,315
     
5,345,888
 
Total France
           
32,258,309
 


The accompanying notes are an integral part of the financial statements. 

13



Gallery Trust
Mondrian International Equity Fund
October 31, 2018



             
COMMON STOCK — continued
           
   
Number of
Shares
   
Value
(U.S. $)
 
GERMANY — 8.6%
           
Allianz SE 
   
63,670
   
$
13,300,972
 
Bayerische Motoren Werke AG 
   
50,355
     
4,347,724
 
Daimler AG 
   
203,896
     
12,092,100
 
Deutsche Telekom AG 
   
638,650
     
10,485,147
 
Evonik Industries AG 
   
197,275
     
6,122,320
 
Total Germany
           
46,348,263
 
                 
HONG KONG — 4.6%
               
CK Hutchison Holdings Ltd. 
   
1,510,500
     
15,207,184
 
Jardine Matheson Holdings Ltd. 
   
69,215
     
3,994,397
 
WH Group Ltd. 
   
7,998,500
     
5,599,598
 
Total Hong Kong
           
24,801,179
 
                 
ITALY — 6.3%
               
Enel SpA 
   
3,407,624
     
16,727,613
 
Eni SpA 
   
969,569
     
17,247,959
 
Total Italy
           
33,975,572
 
                 
JAPAN — 18.1%
               
Coca-Cola Bottlers Japan Holdings Inc
   
104,700
     
2,741,955
 
FUJIFILM Holdings Corp 
   
254,000
     
11,014,508
 
Fujitsu Ltd. 
   
61,400
     
3,734,008
 
Honda Motor Ltd. 
   
530,900
     
15,249,230
 
Isuzu Motors Ltd. 
   
288,100
     
3,783,970
 
Kyushu Railway Co 
   
139,500
     
4,277,662
 
Mitsubishi Electric Corp 
   
628,300
     
7,982,169
 
Otsuka Holdings Co Ltd. 
   
57,700
     
2,765,468
 
Secom Co Ltd. 
   
70,700
     
5,796,479
 
Sekisui Chemical Co Ltd. 
   
439,500
     
6,905,956
 
Sumitomo Electric Industries Ltd.
   
542,500
     
7,413,790
 
Takeda Pharmaceutical Co Ltd. 
   
341,900
     
13,847,503
 
Tokio Marine Holdings Inc 
   
245,052
     
11,610,298
 
Total Japan
           
97,122,996
 


The accompanying notes are an integral part of the financial statements. 

14




Gallery Trust
Mondrian International Equity Fund
October 31, 2018




COMMON STOCK — continued
           
   
Number of
Shares
   
Value
(U.S. $)
 
NETHERLANDS — 5.3%
           
Koninklijke Ahold Delhaize NV 
   
501,296
   
$
11,486,389
 
Royal Dutch Shell PLC Class B ^ 
   
518,308
     
16,993,162
 
Total Netherlands
           
28,479,551
 
                 
SINGAPORE — 5.1%
               
Ascendas REIT 
   
2,347,600
     
4,270,983
 
Singapore Telecommunications Ltd.
   
3,396,502
     
7,748,581
 
United Overseas Bank Ltd. 
   
863,940
     
15,206,192
 
Total Singapore
           
27,225,756
 
                 
SPAIN — 6.6%
               
Banco Santander SA 
   
2,248,219
     
10,682,281
 
Iberdrola SA 
   
2,058,268
     
14,584,517
 
Telefonica SA 
   
1,252,660
     
10,269,403
 
Total Spain
           
35,536,201
 
                 
SWEDEN — 3.0%
               
Telia Co AB 
   
3,525,060
     
15,893,519
 
Total Sweden
           
15,893,519
 
                 
SWITZERLAND — 6.6%
               
ABB Ltd. 
   
583,381
     
11,758,560
 
Novartis AG Registered 
   
143,620
     
12,583,060
 
Zurich Insurance Group AG 
   
34,765
     
10,811,099
 
Total Switzerland
           
35,152,719
 
                 
TAIWAN — 1.4%
               
Taiwan Semiconductor Manufacturing Co Ltd.
   
611,000
     
4,620,560
 
Taiwan Semiconductor Manufacturing Co Ltd. ADR
   
76,554
     
2,916,708
 
Total Taiwan
           
7,537,268
 
                 
UNITED KINGDOM — 21.2%
               
BP PLC 
   
1,907,324
     
13,830,445
 
G4S PLC 
   
3,234,861
     
8,889,821
 
GlaxoSmithKline PLC 
   
713,768
     
13,787,259
 



The accompanying notes are an integral part of the financial statements. 

15




Gallery Trust
Mondrian International Equity Fund
October 31, 2018





COMMON STOCK — continued
           
   
Number of
Shares/Rights
   
Value
(U.S. $)
 
UNITED KINGDOM — continued
           
John Wood Group PLC 
   
1,244,461
   
$
11,360,568
 
Kingfisher PLC 
   
3,059,284
     
9,959,732
 
Lloyds Banking Group PLC 
   
21,116,827
     
15,444,556
 
National Grid PLC 
   
508,245
     
5,386,806
 
SSE PLC 
   
688,685
     
10,048,366
 
Tesco PLC 
   
4,688,568
     
12,782,918
 
Travis Perkins PLC 
   
237,766
     
3,364,312
 
WPP PLC 
   
816,759
     
9,276,820
 
Total United Kingdom
           
114,131,603
 
                 
Total Common Stock
               
(Cost $534,808,007)  
           
529,722,751
 
                 
PREFERRED STOCK — 0.1%
               
                 
GERMANY — 0.1%
               
Bayerische Motoren Werke AG, 4.66%
   
9,391
     
709,465
 
                 
Total Preferred Stock
               
(Cost $680,930)  
           
709,465
 
                 
RIGHTS — 0.0%
               
                 
Banco Santander SA exercise price EUR 0.04, expiration date 11/22/18*
   
2,248,219
     
87,346
 
                 
Total Rights
               
(Cost $–) 
           
87,346
 
                 
Total Value of Securities — 98.7%
               
(Cost $535,488,937) 
         
$
530,519,562
 


Percentages are based on Net Assets of $537,586,882.
*
Non-income producing security.
^
Security traded on the London Stock Exchange.


The accompanying notes are an integral part of the financial statements. 

16



Gallery Trust
Mondrian International Equity Fund
October 31, 2018




ADR — American Depositary Receipt
EUR — Euro
Ltd. — Limited
PLC — Public Limited Company
REIT — Real Estate Investment Trust
As of October 31, 2018, all of the Fund’s investments were considered level 1, in accordance the authoritative guidance on fair value measurements and disclosure under U.S. GAAP.
Transfers between investment levels may occur as markets fluctuate and/or the availability of data used in an investment’s valuation changes. The Fund generally recognizes transfers between the levels as of the end of the reporting period. As of October 31, 2018, securities valued at $56,082,259 transferred from Level 2 to Level 1, primarily due to changes in observability of inputs from the prior year end. For the year ended October 31, 2018, there were no transfers between Level 2 and Level 3 assets and liabilities. For the year ended October 31, 2018, there were no Level 3 securities.
Amounts designated as “—” are $0 or have been rounded to $0.
For more information on valuation inputs, see Note 2 in Notes to Financial Statements.


The accompanying notes are an integral part of the financial statements. 

17





Gallery Trust
Mondrian Emerging Markets Equity Fund
October 31, 2018
 



SCHEDULE OF INVESTMENTS
Sector Weightings (unaudited):


Percentages based on total investments.

COMMON STOCK — 96.0%
           
   
Number of
Shares
   
Value
(U.S. $)
 
BRAZIL — 13.8%
           
CCR SA 
   
461,700
   
$
1,348,563
 
Embraer SA ADR 
   
139,985
     
3,117,466
 
Hypera SA 
   
251,100
     
1,995,171
 
Itau Unibanco Holding – Sponsored ADR Pref.
   
198,275
     
2,611,282
 
Kroton Educacional SA 
   
383,500
     
1,174,768
 
Suzano Papel E Celulose SA 
   
209,500
     
2,116,673
 
Total Brazil
           
12,363,923
 
                 
CHINA — 17.4%
               
Brilliance China Automotive Holdings Ltd.
   
584,000
     
509,384
 
China Construction Bank Corp. Class H
   
4,384,000
     
3,477,257
 
China Medical System Holdings Ltd.
   
949,000
     
1,129,078
 
China Mobile Ltd. 
   
340,000
     
3,178,036
 
China Resources Power Holdings Co Ltd.
   
861,291
     
1,513,474
 
Dongfeng Motor Group Co Ltd. Class H
   
918,000
     
903,724
 
Ping An Insurance Group Co of China Ltd. Class H
   
516,500
     
4,864,036
 
Total China
           
15,574,989
 



The accompanying notes are an integral part of the financial statements. 

18




Gallery Trust
Mondrian Emerging Markets Equity Fund
October 31, 2018 





COMMON STOCK — continued
           
   
Number of
Shares
   
Value
(U.S. $)
 
HONG KONG — 7.8%
           
Hengan International Group Co Ltd.
   
163,000
   
$
1,290,789
 
Sands China Ltd. 
   
624,000
     
2,458,776
 
WH Group Ltd. 
   
4,644,000
     
3,251,176
 
Total Hong Kong
           
7,000,741
 
                 
INDIA — 13.6%
               
Bajaj Auto Ltd. 
   
51,983
     
1,823,360
 
HCL Technologies Ltd. 
   
122,527
     
1,749,131
 
Housing Development Finance Corp Ltd.
   
43,105
     
1,031,355
 
Indiabulls Housing Finance Ltd. 
   
275,783
     
3,112,698
 
Larsen & Toubro Ltd. GDR 
   
45,144
     
792,133
 
Lupin Ltd. 
   
122,301
     
1,464,486
 
Vedanta Ltd. 
   
780,017
     
2,227,339
 
Total India
           
12,200,502
 
                 
INDONESIA — 1.4%
               
Bank Rakyat Indonesia Persero Tbk PT
   
5,989,400
     
1,241,020
 
Total Indonesia
           
1,241,020
 
                 
MALAYSIA — 4.3%
               
Genting Malaysia Bhd 
   
1,714,000
     
1,839,135
 
Malayan Banking Bhd 
   
887,700
     
2,013,209
 
Total Malaysia
           
3,852,344
 
                 
MEXICO — 2.1%
               
Fibra Uno Administracion SA de CV REIT
   
1,720,141
     
1,841,806
 
Total Mexico
           
1,841,806
 
                 
PERU — 1.1%
               
Credicorp Ltd. 
   
4,258
     
961,073
 
Total Peru
           
961,073
 



The accompanying notes are an integral part of the financial statements. 

19



Gallery Trust
Mondrian Emerging Markets Equity Fund
October 31, 2018 





COMMON STOCK — continued
           
   
Number of
Shares
   
Value
(U.S. $)
 
RUSSIA — 4.6%
           
Gazprom PJSC ADR 
   
409,817
   
$
1,926,140
 
LUKOIL PJSC ADR 
   
14,063
     
1,049,662
 
MMC Norilsk Nickel PJSC ADR 
   
66,889
     
1,107,013
 
Total Russia
           
4,082,815
 
                 
SOUTH AFRICA — 0.9%
               
Sasol Ltd. 
   
23,886
     
783,652
 
Total South Africa
           
783,652
 
                 
SOUTH KOREA — 14.0%
               
Korea Zinc Co Ltd. 
   
4,105
     
1,365,271
 
LG Chemical Ltd. 
   
8,237
     
2,508,217
 
Samsung Electronics Co Ltd. GDR
   
4,638
     
4,314,229
 
Samsung SDI Co Ltd. 
   
4,247
     
877,687
 
Shinhan Financial Group Co Ltd.
   
62,350
     
2,328,106
 
SK Telecom Co Ltd. 
   
4,644
     
1,092,179
 
Total South Korea
           
12,485,689
 
                 
TAIWAN — 9.3%
               
ASE Technology Holding Co Ltd.
   
834,000
     
1,681,854
 
Mega Financial Holding Co Ltd. 
   
2,126,000
     
1,796,688
 
Taiwan SMC ADR 
   
126,674
     
4,826,279
 
Total Taiwan
           
8,304,821
 
                 
THAILAND — 1.3%
               
Kasikornbank PCL NVDR 
   
192,800
     
1,160,290
 
Total Thailand
           
1,160,290
 
                 
TURKEY — 1.6%
               
Turkiye Garanti Bankasi AS 
   
502,785
     
628,751
 
Turkiye Halk Bankasi AS 
   
713,158
     
787,209
 
Total Turkey
           
1,415,960
 
                 
UNITED ARAB EMIRATES — 1.3%
               
First Abu Dhabi Bank PJSC 
   
305,713
     
1,150,226
 
Total United Arab Emirates
           
1,150,226
 
                 



The accompanying notes are an integral part of the financial statements. 

20




Gallery Trust
Mondrian Emerging Markets Equity Fund
October 31, 2018 





COMMON STOCK — continued
           
   
Number of
Shares
   
Value
(U.S. $)
 
UNITED KINGDOM — 1.5%
           
Anglo American PLC 
   
63,370
   
$
1,356,904
 
Total United Kingdom
           
1,356,904
 
                 
Total Common Stock
               
(Cost $91,182,106)  
           
85,776,755
 
                 
EXCHANGE TRADED FUND — 2.0%
               
                 
iShares MSCI Emerging Markets ETF
   
46,315
     
1,813,696
 
                 
Total Exchange Traded Funds
               
(Cost $1,944,971)  
           
1,813,696
 
Total Value of Securities — 98.0%
               
(Cost $93,127,077) 
         
$
87,590,451
 


Percentages are based on Net Assets of $89,378,348.
ADR — American Depositary Receipt
ETF — Exchange Traded Fund
GDR — Global Depositary Receipt
Ltd. — Limited
MSCI — Morgan Stanley Capital International
NVDR — Non-Voting Depositary Receipt
PJSC — Public Joint-Stock Company
PLC — Public Limited Company
REIT — Real Estate Investment Trust
As of October 31, 2018, all of the Fund’s investments were considered level 1, in accordance the authoritative guidance on fair value measurements and disclosure under U.S. GAAP.
Transfers between investment levels may occur as markets fluctuate and/or the availability of data used in an investment’s valuation changes. The Fund generally recognizes transfers between the levels as of the end of the reporting period. As of October 31, 2018, securities valued at $44,334,782 transferred from Level 2 to Level 1, primarily due to changes in observability of inputs from the prior year end. For the period ended October 31, 2018, there were no transfers between Level 2 and Level 3 assets and liabilities. For the period ended October 31, 2018, there were no Level 3 securities.
For more information on valuation inputs, see Note 2 in Notes to Financial Statements.


The accompanying notes are an integral part of the financial statements. 

21





Gallery Trust
Mondrian International Government
Fixed Income Fund
October 31, 2018 




SCHEDULE OF INVESTMENTS
Sector Weightings (unaudited):



Percentages based on total investments.

GLOBAL BONDS — 91.9%
             
     Face Amount (Local Currency)    
 Value
(U.S. $)
 
AUSTRALIA — 8.2%
             
Australia Government Bond
             
5.750%, 05/15/21 
AUD
   
155,000
   
$
119,877
 
4.750%, 04/21/27 
AUD
   
1,200,000
     
990,527
 
3.250%, 04/21/25 
AUD
   
2,050,000
     
1,523,918
 
3.000%, 03/21/47 
AUD
   
600,000
     
414,895
 
Total Australia
             
3,049,217
 
                   
AUSTRIA — 4.5%
                 
Republic of Austria Government Bond
                 
6.250%, 07/15/27 
EUR
   
998,000
     
1,686,441
 
Total Austria
             
1,686,441
 
                   
BELGIUM — 4.1%
                 
Kingdom of Belgium Government Bond
                 
1.000%, 06/22/26 (A) 
EUR
   
1,300,000
     
1,527,824
 
Total Belgium
             
1,527,824
 
                   
CANADA — 4.0%
                 
Canadian Government Bond
                 
5.000%, 06/01/37 
CAD
   
520,000
     
538,344
 
1.500%, 06/01/26 
CAD
   
600,000
     
425,171
 
0.750%, 09/01/21 
CAD
   
740,000
     
537,384
 
Total Canada
             
1,500,899
 
                   
FINLAND — 3.0%
                 
Finland Government Bond
                 
0.500%, 09/15/27 (A) 
EUR
   
1,000,000
     
1,129,246
 
Total Finland
             
1,129,246
 



The accompanying notes are an integral part of the financial statements. 

22



Gallery Trust
Mondrian International Government
Fixed Income Fund
October 31, 2018 






GLOBAL BONDS — continued
             
     
 Face Amount
(Local Currency)
   
 Value
(U.S. $)
 
GERMANY — 4.7%
             
Kreditanstalt fuer Wiederaufbau
             
2.050%, 02/16/26 
JPY
   
170,000,000
   
$
1,732,967
 
Total Germany
             
1,732,967
 
                   
ITALY — 11.5%
                 
Italy Buoni Poliennali Del Tesoro
                 
4.750%, 09/01/44 (A) 
EUR
   
700,000
     
886,597
 
2.950%, 09/01/38 (A) 
EUR
   
820,000
     
820,938
 
2.000%, 02/01/28 
EUR
   
850,000
     
868,770
 
1.450%, 05/15/25 
EUR
   
850,000
     
875,985
 
0.050%, 04/15/21 
EUR
   
760,000
     
828,414
 
Total Italy
             
4,280,704
 
                   
JAPAN — 13.7%
                 
Japan Government Five Year Bond
                 
0.100%, 06/20/21 
JPY
   
144,500,000
     
1,288,187
 
Japan Government Ten Year Bond
                 
0.100%, 06/20/26 
JPY
   
18,500,000
     
165,058
 
Japan Government Thirty Year Bond
                 
2.400%, 12/20/34 
JPY
   
160,000,000
     
1,846,193
 
Japan Government Twenty Year Bond
                 
1.600%, 06/20/30 
JPY
   
60,000,000
     
616,112
 
0.200%, 06/20/36 
JPY
   
140,300,000
     
1,172,037
 
Total Japan
             
5,087,587
 
                   
MALAYSIA — 2.0%
                 
Malaysia Government Bond
                 
4.254%, 05/31/35 
MYR
   
670,000
     
151,390
 
4.181%, 07/15/24 
MYR
   
2,460,000
     
593,273
 
Total Malaysia
             
744,663
 
                   
MEXICO — 4.3%
                 
Mexican Bonos
                 
7.750%, 11/23/34 
MXN
   
18,450,000
     
814,649
 
7.500%, 06/03/27 
MXN
   
8,100,000
     
366,894
 
6.500%, 06/10/21 
MXN
   
8,580,000
     
401,468
 
Total Mexico
             
1,583,011
 



The accompanying notes are an integral part of the financial statements. 

23



Gallery Trust
Mondrian International Government
Fixed Income Fund
October 31, 2018 

GLOBAL BONDS — continued
             
     
Face Amount
(Local Currency)
   
 Value
(U.S. $)
 
NETHERLANDS — 4.5%
             
Netherlands Government Bond
             
5.500%, 01/15/28 
EUR
   
738,490
   
$
1,222,131
 
0.000%, 01/15/22 (A) (B) 
EUR
   
388,000
     
444,941
 
Total Netherlands
             
1,667,072
 
                   
NEW ZEALAND — 8.1%
                 
New Zealand Government Bond
                 
5.500%, 04/15/23 
NZD
   
1,655,000
     
1,242,634
 
4.500%, 04/15/27 
NZD
   
1,125,000
     
852,307
 
2.750%, 04/15/37 
NZD
   
1,410,000
     
906,305
 
Total New Zealand
             
3,001,246
 
                   
SPAIN — 8.1%
                 
Spain Government Bond
                 
4.200%, 01/31/37 (A) 
EUR
   
750,000
     
1,108,065
 
1.600%, 04/30/25 (A) 
EUR
   
1,100,000
     
1,298,760
 
1.400%, 01/31/20 
EUR
   
515,000
     
595,916
 
Total Spain
             
3,002,741
 
                   
SUPRANATIONAL — 11.2%
                 
Asian Development Bank
                 
2.350%, 06/21/27 
JPY
   
170,000,000
     
1,802,468
 
European Financial Stability Facility
                 
0.950%, 02/14/28 
EUR
   
500,000
     
572,958
 
European Investment Bank
                 
2.150%, 01/18/27 
JPY
   
170,000,000
     
1,766,799
 
Total Supranational
             
4,142,225
 
                   
Total Global Bonds
                 
(Cost $34,546,060)  
             
34,135,843
 





The accompanying notes are an integral part of the financial statements. 

24




Gallery Trust
Mondrian International Government
Fixed Income Fund
October 31, 2018 


 


U.S. TREASURY OBLIGATIONS — 6.9%
           
   
Face
Amount ($)
   
Value
(U.S. $)
 
U.S. Treasury Bonds
           
2.750%, 08/15/42 
   
590,000
   
$
527,704
 
U.S. Treasury Notes
               
1.625%, 02/15/26 
   
1,270,000
     
1,148,904
 
1.250%, 03/31/21 
   
920,000
     
884,853
 
                 
Total U.S. Treasury Obligations
               
(Cost $2,583,076) 
           
2,561,461
 
Total Value of Securities — 98.8%
               
(Cost $37,129,136) 
         
$
36,697,304
 

A list of the open forward foreign currency exchange contracts held by the Fund at October 31, 2018 is as follows:

Counterparty  Maturity Date     Currency to Deliver       Currency to Receive      
Unrealized
Appreciation
(Depreciation)
 
Brown Brothers Harriman
01/31/19
USD
 
1,989,477
 
EUR
   
1,733,500
   
$
(8,626
)
Brown Brothers Harriman
01/31/19
USD
 
4,920,672
 
GBP
   
3,822,000
     
(10,632
)
Brown Brothers Harriman
01/31/19
USD
 
1,141,136
 
SEK
   
10,337,000
     
(1,094
)
Brown Brothers Harriman
01/31/19
AUD
 
4,285,000
 
USD
   
3,036,051
     
(2,026
)
Brown Brothers Harriman
01/31/19
NZD
 
4,563,000
 
USD
   
2,982,838
     
1,903
 
                       
$
(20,475
)

Percentages are based on Net Assets of $37,125,559
(A)
Securities sold within terms of a private placement memorandum, exempt from registration under Section 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in that program or other “accredited investors.” The total value of securities as of October 31, 2018 was 7,216,371 and represents 19.4% on Net Assets.
(B)
Zero coupon security. The effective yield at the time of purchase is negative.
AUD — Australian Dollar
CAD — Canadian Dollar
EUR — Euro
GBP — British Pound Sterling
JPY — Japanese Yen
MXN — Mexican Peso
MYR — Malaysian Ringgit
NZD — New Zealand Dollar
SEK — Swedish Krona
USD — United States Dollar



The accompanying notes are an integral part of the financial statements. 

25



Gallery Trust
Mondrian International Government
Fixed Income Fund
October 31, 2018 






The following is a list of the inputs used as of October 31, 2018, in valuing the Fund’s investments carried at market value:

Investments in Securities
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Global Bonds
 
$
   
$
34,135,843
   
$
   
$
34,135,843
 
U.S. Treasury Obligations
   
     
2,561,461
     
     
2,561,461
 
Total Investments in Securities
 
$
   
$
36,697,304
   
$
   
$
36,697,304
 



Other Financial Instruments
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Forwards Contracts*
                       
Unrealized Appreciation
 
$
   
$
1,903
   
$
   
$
1,903
 
Unrealized Depreciation
   
     
(22,378
)
   
     
(22,378
)
Total Other Financial Instruments
 
$
   
$
(20,475
)
 
$
   
$
(20,475
)


*
Forward foreign currency exchange contracts are valued at the unrealized appreciation (depreciation) on the instrument.
For the period ended October 31, 2018, there were no transfers between Level 1 and Level 2 assets and liabilities. For the period ended October 31, 2018, the Fund held no Level 3 securities. The Fund generally recognizes transfers between the levels as of the end of the reporting period.
Amounts designated as “—” are $0 or have been rounded to $0.
For more information on valuation inputs, see Note 2 in Notes to Financial Statements.



The accompanying notes are an integral part of the financial statements. 

26



Gallery Trust
October 31, 2018 




STATEMENTS OF ASSETS AND LIABILITIES

 
   
Mondrian
International
Equity Fund
   
Mondrian
Emerging
Markets Equity Fund
   
Mondrian International Government Fixed
Income Fund
 
Assets:
                 
Investments (Cost $535,488,937, $93,127,077 and $37,129,136)
 
$
530,519,562
   
$
87,590,451
   
$
36,697,304
 
Foreign currency (Cost $249,581, $292,543 and $527) 
   
248,981
     
292,451
     
188
 
Cash 
   
2,943,109
     
1,118,607
     
84,271
 
Reclaims receivable 
   
2,900,643
     
26,263
     
 
Dividends and interest receivable
   
1,442,467
     
140,579
     
272,988
 
Receivable for investment securities sold
   
822,795
     
137,172
     
234,529
 
Receivable for capital shares sold
   
214,831
     
1,000,000
     
35,215
 
Unrealized appreciation on spot foreign currency contracts
   
400
     
436
     
 
Unrealized appreciation on forward foreign currency contracts
   
     
     
1,903
 
Prepaid expenses 
   
23,806
     
     
 
Total assets 
   
539,116,594
     
90,305,959
     
37,326,398
 
Liabilities:
                       
Payable for investment securities purchased
   
1,137,089
     
775,547
     
 
Payable due to Investment Adviser
   
260,970
     
33,194
     
14,701
 
Payable due to Administrator
   
47,618
     
7,882
     
3,305
 
Payable for capital shares redeemed
   
19,343
     
46,453
     
118,206
 
Audit fees payable 
   
12,200
     
24,400
     
26,600
 
Chief Compliance Officer fees payable
   
2,034
     
334
     
137
 
Unrealized depreciation on spot foreign currency contracts
   
1,922
     
154
     
148
 
Payable due to Trustees 
   
183
     
27
     
11
 
Unrealized depreciation on forward foreign currency contracts
   
     
     
22,378
 
Other accrued expenses 
   
48,353
     
39,620
     
15,353
 
Total liabilities 
   
1,529,712
     
927,611
     
200,839
 
Net assets 
 
$
537,586,882
   
$
89,378,348
   
$
37,125,559
 
                         
Net assets consist of:
                       
Paid-in capital 
 
$
519,668,524
   
$
199,971,818
   
$
38,914,707
 
Total distributable earnings/(loss)
   
17,918,358
     
(110,593,470
)
   
(1,789,148
)
Net assets 
 
$
537,586,882
   
$
89,378,348
   
$
37,125,559
 
                         
Outstanding Shares of Beneficial Interest (unlimited authorization - no par value)
   
37,133,730
     
12,641,338
     
3,889,390
 
Net Asset Value, Offering and Redemption Price Per Share 
 
$
14.48
   
$
7.07
   
$
9.55
 



The accompanying notes are an integral part of the financial statements. 

27



Gallery Trust
Mondrian International Equity Fund
For the Year Ended
October 31, 2018 





STATEMENTS OF OPERATIONS
     
Investment income
     
Dividends 
 
$
20,940,884
 
Less: foreign taxes withheld 
   
(1,403,186
)
Total investment income 
   
19,537,698
 
Expenses
       
Investment advisory fees 
   
3,642,666
 
Accounting and administration fees 
   
560,568
 
Custodian fees 
   
94,139
 
Dividend disbursing and transfer agent fees and expenses
   
67,299
 
Registration fees 
   
54,123
 
Legal fees 
   
44,005
 
Other 
   
33,098
 
Printing fees 
   
32,734
 
Audit and tax 
   
31,899
 
Trustees’ fees and expenses 
   
17,924
 
Chief Compliance Officer fees 
   
5,718
 
Total expenses 
   
4,584,173
 
Less:
       
Investment advisory fees waived 
   
(473,164
)
Net expenses 
   
4,111,009
 
Net investment income 
   
15,426,689
 
Net realized gain on:
       
Investments 
   
29,451,193
 
Foreign currency transactions 
   
16,751
 
Net realized gain 
   
29,467,944
 
Net change in unrealized appreciation/(depreciation) on:
       
Investments 
   
(78,644,287
)
Foreign currency transactions and translation of other assets and liabilities denominated in foreign currency
   
(108,261
)
Net change in unrealized appreciation/(depreciation)
   
(78,752,548
)
Net realized and unrealized loss 
   
(49,284,604
)
Net decrease in net assets resulting from operations
 
$
(33,857,915
)



The accompanying notes are an integral part of the financial statements. 

28




Gallery Trust
Mondrian Emerging Markets Equity Fund
For the Year or Period Ended
October 31, 2018 and March 31, 2018






STATEMENTS OF OPERATIONS
           
   
Period ended
October 31, 2018(1)
   
Year ended
March 31, 2018
 
Investment income
           
Dividends 
 
$
6,373,341
   
$
12,543,289
 
Less: foreign taxes withheld 
   
(692,807
)
   
(1,221,644
)
Total investment income 
   
5,680,534
     
11,321,645
 
Expenses
               
Investment advisory fees 
   
1,261,698
     
3,235,003
 
Custodian fees 
   
150,822
     
442,865
 
Accounting and administration fees 
   
44,138
     
62,340
 
Other 
   
32,703
     
34,852
 
Legal fees 
   
31,906
     
 
Audit and tax 
   
24,400
     
54,283
 
Registration fees 
   
21,475
     
45,147
 
Printing fees 
   
17,528
     
3,158
 
Dividend disbursing and transfer agent fees and expenses
   
16,713
     
33,847
 
Trustees’ fees and expenses 
   
10,244
     
19,724
 
Interest expense 
   
1,119
     
9,362
 
Chief Compliance Officer fees 
   
334
     
 
Shareholder servicing fees - Investor Class
   
     
2,311
 
Sub-accounting and sub-transfer agent fees
   
     
2,792
 
Custody out-of-pocket fee reimbursement(2)
   
     
(34,658
)
Total expenses 
   
1,613,080
     
3,911,026
 
Less:
               
Investment advisory fees waived 
   
(95,248
)
   
(49,435
)
Net expenses 
   
1,517,832
     
3,861,591
 
Net investment income 
   
4,162,702
     
7,460,054
 
Net realized gain/(loss) on:
               
Investments 
   
7,766,094
     
10,050,037
 
Foreign currency transactions 
   
(576,986
)
   
(226,905
)
Forward currency exchange contracts
   
(22,833
)
   
43,735
 
Net realized gain 
   
7,166,275
     
9,866,867
 
Net change in unrealized appreciation/(depreciation) on:
               
Investments 
   
(46,480,763
)
   
28,039,909
 
Foreign currency transactions and translation of other assets
and liabilities denominated in foreign currency
   
(11,997
)
   
(14,932
)
Change in accrued foreign capital gains tax on appreciated securities 
   
356,649
     
(296,336
)
Net change in unrealized appreciation/(depreciation)
   
(46,136,111
)
   
27,728,641
 
Net realized and unrealized gain/(loss)
   
(38,969,836
)
   
37,595,508
 
Net increase/(decrease) in net assets resulting from operations
 
$
(34,807,134
)
 
$
45,055,562
 


(1)
For the period April 1, 2018 to October 31, 2018. On September 24, 2018, the Laudus Mondrian Emerging Markets Fund (the “Emerging Markets Predecessor Fund”) was reorganized into the Gallery Trust Mondrian Emerging Markets Equity Fund (the “Emerging Markets Fund”). Information presented prior to September 24, 2018 is that of the Emerging Markets Predecessor Fund. Effective October 31, 2018, the Emerging Markets Fund changed its fiscal year end to October 31. See Note 1 in Notes to Financial Statements.
(2)
Custody fee reimbursement paid to the Emerging Markets Predecessor Fund.



The accompanying notes are an integral part of the financial statements. 

29




Gallery Trust
Mondrian International Goverment Fixed
Income Fund For the Year or Period Ended
October 31, 2018 and March 31, 2018

 




STATEMENTS OF OPERATIONS
           
   
Period ended
October 31, 2018(1)
   
Year ended
March 31, 2018
 
Investment income
           
Dividends 
 
$
5,660
   
$
9,475
 
Interest 
   
669,238
     
1,397,745
 
Less: foreign taxes withheld 
   
(33
)
   
 
Total investment income 
   
674,865
     
1,407,220
 
Expenses
               
Investment advisory fees 
   
235,243
     
535,584
 
Audit and tax 
   
21,759
     
57,621
 
Dividend disbursing and transfer agent fees and expenses
   
15,217
     
25,843
 
Registration fees 
   
14,649
     
20,364
 
Accounting and administration fees 
   
14,632
     
21,607
 
Printing fees 
   
14,132
     
16,822
 
Custodian fees 
   
9,967
     
30,184
 
Trustees’ fees and expenses 
   
7,744
     
14,277
 
Legal fees 
   
5,437
     
 
Other 
   
3,388
     
9,467
 
Chief Compliance Officer fees 
   
137
     
 
Interest expense 
   
108
     
773
 
Custody out-of-pocket fee reimbursement(2)
   
     
(13,445
)
Total expenses 
   
342,413
     
719,097
 
Less:
               
Investment advisory fees waived 
   
(49,158
)
   
(62,289
)
Net expenses 
   
293,255
     
656,808
 
Net investment income 
   
381,610
     
750,412
 
Net realized gain/(loss) on:
               
Investments 
   
318,212
     
(58,376
)
Foreign currency transactions 
   
277,505
     
(271,905
)
Forward currency exchange contracts
   
(126,481
)
   
1,172,660
 
Net realized gain 
   
469,236
     
842,379
 
Net change in unrealized appreciation/(depreciation) on:
               
Investments 
   
(5,950,921
)
   
8,433,162
 
Foreign currency transactions and translation of other
assets and liabilities denominated in foreign currency
   
(20,743
)
   
4,017
 
Forward currency exchange contracts
   
(287,960
)
   
135,250
 
Net change in unrealized appreciation/(depreciation)
   
(6,259,624
)
   
8,572,429
 
Net realized and unrealized gain/(loss)
   
(5,790,388
)
   
9,414,808
 
Net increase/(decrease) in net assets resulting from operations
 
$
(5,408,778
)
 
$
10,165,220
 

(1)
For the period April 1, 2018 to October 31, 2018. On September 24, 2018, the Laudus Mondrian International Government Fixed Income Fund (the “Fixed Income Predecessor Fund”) was reorganized into the Gallery Trust Mondrian International Government Fixed Income Fund (the “Fixed Income Fund”). Information presented prior to September 24, 2018 is that of the Fixed Income Predecessor Fund. Effective October 31, 2018, the Fixed Income Fund changed its fiscal year end to October 31. See Note 1 in Notes to Financial Statements. See Note 1 in Notes to Financial Statements.
(2)
Custody fee reimbursement paid to the Fixed Income Predecessor Fund.



The accompanying notes are an integral part of the financial statements. 

30



Gallery Trust
Mondrian International Equity Fund




STATEMENTS OF CHANGES IN NET ASSETS
 
   
Year ended
October 31, 2018
   
Year ended
October 31, 2017
 
Operations:
           
Net investment income 
 
$
15,426,689
   
$
15,859,800
 
Net realized gain on investments and foreign currency transactions
   
29,467,944
     
19,519,899
 
Net change in unrealized appreciation/(depreciation) on investments, foreign currency transactions and translation of other assets and liabilities denominated in foreign currency 
   
(78,752,548
)
   
74,015,792
 
Net increase/(decrease) in net assets resulting
from operations 
   
(33,857,915
)
   
109,395,491
 
Distributions(1) 
   
(17,091,536
)
   
(11,061,260
)
Capital share transactions(2):
               
Issued 
   
63,514,902
     
172,146,981
 
Reinvestment of dividends 
   
12,352,316
     
7,229,070
 
Redemption fees - Note 2 
   
     
5,891
 
Redeemed 
   
(145,812,176
)
   
(117,195,080
)
Merger(3) 
   
77,683,607
     
 
Net increase in net assets from capital share transactions 
   
7,738,649
     
62,186,862
 
Total increase/(decrease) in net assets 
   
(43,210,802
)
   
160,521,093
 
Net assets:
               
Beginning of year 
   
580,797,684
     
420,276,591
 
End of year(4) 
 
$
537,586,882
   
$
580,797,684
 




(1)
Current year presentation of distributions conforms with S-X Disclosure Simplification. Prior year distributions have been consolidated to conform with S-X Disclosure Simplification (see Note 15).
(2)
See Note 9 – Share transactions in Notes to the Financial Statements.
(3)
See Note 14 in Notes to the Financial Statements.
(4)
Includes undistributed net investment income of $15,098,004, in 2017. The SEC eliminated the requirement to disclose undistributed net investment income in 2018.


The accompanying notes are an integral part of the financial statements. 

31


Gallery Trust
Mondrian Emerging Markets Equity Fund




STATEMENTS OF CHANGES IN NET ASSETS
 
   
Period ended
October 31, 2018(1)
   
Year ended
March 31,
2018
   
Year ended
March 31,
 2017
 
Operations:
                 
Net investment income 
 
$
4,162,702
   
$
7,460,054
   
$
7,459,147
 
Net realized gain/(loss) on investments, forward currency exchange contracts and foreign currency transactions
   
7,166,275
     
9,866,867
     
(27,940,771
)
Net change in unrealized appreciation/ (depreciation) on investments, foreign capital gains tax on appreciated securities, foreign currency transactions and translation of other assets and liabilities denominated in foreign currency
   
(46,136,111
)
   
27,728,641
     
62,217,878
 
Net increase/(decrease) in net assets resulting from operations
   
(34,807,134
)
   
45,055,562
     
41,736,254
 
Distributions(2) 
   
(2,885,248
)
   
(8,413,005
)
   
(9,543,878
)
Capital share transactions(3):
                       
Issued 
   
4,528,240
     
39,445,892
     
43,964,614
 
Reinvestment of dividends 
   
2,844,738
     
8,123,300
     
9,118,772
 
Redeemed 
   
(194,561,410
)
   
(114,376,997
)
   
(156,500,583
)
Net decrease in net assets from capital share transactions
   
(187,188,432
)
   
(66,807,805
)
   
(103,417,197
)
Total decrease in net assets 
   
(224,880,814
)
   
(30,165,248
)
   
(71,224,821
)
Net assets:
                       
Beginning of year/period 
   
314,259,162
     
344,424,410
     
415,649,231
 
End of year/period(4) 
 
$
89,378,348
   
$
314,259,162
   
$
344,424,410
 

(1)
For the period April 1, 2018 to October 31, 2018. On September 24, 2018, the Laudus Mondrian Emerging Markets Fund (the “Emerging Markets Predecessor Fund”) was reorganized into the Gallery Trust Mondrian Emerging Markets Equity Fund (the “Emerging Markets Fund”). Information presented prior to September 24, 2018 is that of the Emerging Markets Predecessor Fund. Effective October 31, 2018, the Emerging Markets Fund changed its fiscal year end to October 31. See Note 1 in Notes to Financial Statements.
(2)
Current year presentation of distributions conforms with S-X Disclosure Simplification. Prior year distributions have been consolidated to conform with S-X Disclosure Simplification (see Note 15).
(3)
See Note 9 – Share transactions in Notes to the Financial Statements.
(4)
Includes distributions in excess of net investment income of $(233,515) in March 31, 2018 and $(1,208,817) in March 31, 2017. The SEC eliminated the requirement to disclose undistributed net investment income in October 31, 2018.


The accompanying notes are an integral part of the financial statements. 

32



Gallery Trust
Mondrian International Government 
Fixed Income Fund





STATEMENTS OF CHANGES IN NET ASSETS
 
   
Period ended
October 31, 2018(1)
   
Year ended
March 31,
2018
   
Year ended
March 31,
2017
 
Operations:
                 
Net investment income 
 
$
381,610
   
$
750,412
   
$
1,129,081
 
Net realized gain/(loss) on investments, forward currency exchange contracts and foreign currency transactions
   
469,236
     
842,379
     
(4,813,012
)
Net change in unrealized appreciation/ (depreciation) on investments, forward currency exchange contracts, foreign currency transactions and translation of other assets and liabilities denominated in foreign currency
   
(6,259,624
)
   
8,572,429
     
(3,925,465
)
Net increase/(decrease) in net assets resulting from operations
   
(5,408,778
)
   
10,165,220
     
(7,609,396
)
Distributions(2) 
   
(357,037
)
   
(12,784
)
   
(776,618
)
Capital share transactions(3):
                       
Issued 
   
4,598,270
     
6,608,676
     
81,286,242
 
Reinvestment of dividends 
   
276,836
     
9,308
     
506,323
 
Redeemed 
   
(46,313,903
)
   
(28,005,673
)
   
(97,779,218
)
Net decrease in net assets from capital share transactions
   
(41,438,797
)
   
(21,387,689
)
   
(15,986,653
)
Total decrease in net assets 
   
(47,204,612
)
   
(11,235,253
)
   
(24,372,667
)
Net assets:
                       
Beginning of year/period 
   
84,330,171
     
95,565,424
     
119,938,091
 
End of year/period(4) 
 
$
37,125,559
   
$
84,330,171
   
$
95,565,424
 

(1)
For the period April 1, 2018 to October 31, 2018. On September 24, 2018, the Laudus Mondrian International Government Fixed Income Fund (the “Fixed Income Predecessor Fund”) was reorganized into the Gallery Trust Mondrian International Government Fixed Income Fund (the “Fixed Income Fund”). Information presented prior to September 24, 2018 is that of the Fixed Income Predecessor Fund. Effective October 31, 2018, the Fixed Income Fund changed its fiscal year end to October 31. See Note 1 in Notes to Financial Statements. See Note 1 in Notes to Financial Statements.
(2)
Current year presentation of distributions conforms with S-X Disclosure Simplification. Prior year distributions have been consolidated to conform with S-X Disclosure Simplification (see Note 15).
(3)
See Note 9 – Share transactions in Notes to the Financial Statements.
(4)
Includes distributions in excess of net investment income of $(1,971,079) in March 31, 2018 and $(4,835,789) in March 31, 2017. The SEC eliminated the requirement to disclose undistributed net investment income in October 31, 2018.



The accompanying notes are an integral part of the financial statements. 

33


Gallery Trust
Mondrian International Equity Fund




FINANCIAL HIGHLIGHTS
 
Selected per share data & ratios
for a share outstanding throughout the year
 
   
Year
Ended
10/31/18
   
Year
Ended
10/31/17
   
Year
Ended
10/31/16(2)
   
Year
Ended
10/31/15(2)
   
Year
Ended
10/31/14(2)
 
Net asset value, beginning of year
 
$
15.97
   
$
13.46
   
$
14.24
   
$
15.12
   
$
15.34
 
Income/(loss) from operations:(1)
                                       
Net investment income
   
0.47
     
0.42
     
0.43
     
0.38
     
0.63
 
Net realized and unrealized gain/(loss) on investments
   
(1.48
)
   
2.40
     
(0.84
)
   
(0.58
)
   
(0.43
)
Total gain/(loss) from operations
   
(1.01
)
   
2.82
     
(0.41
)
   
(0.20
)
   
0.20
 
Redemption fees 
   
     
(4) 
   
(4) 
   
     
 
Dividends and distributions from:
                                       
Net investment income
   
(0.48
)
   
(0.31
)
   
(0.37
)
   
(0.68
)
   
(0.42
)
Total dividends and distributions
   
(0.48
)
   
(0.31
)
   
(0.37
)
   
(0.68
)
   
(0.42
)
Net asset value, end of period
 
$
14.48
   
$
15.97
   
$
13.46
   
$
14.24
   
$
15.12
 
Total return 
   
(6.56
)%
   
21.39
%
   
(2.83
)%
   
(1.39
)%
   
1.46
%
Ratios and supplemental data
                                       
Net assets, end of year
($ Thousands) 
 
$
537,587
   
$
580,798
   
$
420,277
   
$
358,381
   
$
446,527
 
Ratio of expenses to average net assets (including waivers and reimbursements)
   
0.79
%
   
0.79
%
   
0.82
%
   
0.88
%
   
0.86
%
Ratio of expenses to average net assets (excluding waivers and reimbursements)
   
0.88
%
   
0.85
%
   
0.89
%
   
0.88
%
   
0.86
%
Ratio of net investment income to average net assets
   
2.96
%
   
2.91
%
   
3.20
%
   
2.54
%
   
4.04
%
Portfolio turnover rate
   
23
%(3)
   
28
%(3)
   
20
%
   
28
%(3)
   
21
%

Returns shown do not reflect the deductions of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Total return may have been lower had the Adviser not waived its fee and/or reimbursed other expenses.
(1)
Per share calculations were performed using average shares for the period.
(2)
On March 14, 2016, The International Equity Portfolio, a series of Delaware Pooled Trust (the “Predecessor Fund”) was reorganized into the Mondrian International Equity Fund. Information presented prior to March 14, 2016 is that of the Predecessor Fund. See Note 1 in Notes to Financial Statements.
(3)
Excludes the value of Portfolio securities received or delivered as a result of in-kind purchases or redemptions of the Portfolio’s capital shares.
(4)
Value is less than $0.01 per share.

Amounts designated as “—” are $0 or have been rounded to $0.



The accompanying notes are an integral part of the financial statements. 

34


Gallery Trust
Mondrian Emerging Markets Equity Fund




FINANCIAL HIGHLIGHTS  
Selected per share data & ratios
for a share outstanding throughout the year or period
 
   
Period
Ended
10/31/18(2)
   
Year
Ended
3/31/18(3)
   
Year
Ended
3/31/17
   
Year
Ended
3/31/16
   
Year
Ended
3/31/15
   
Year
Ended
3/31/14
 
Net asset value, beginning of
year/period 
 
$
8.59
   
$
7.71
   
$
7.03
   
$
8.18
   
$
8.69
   
$
9.85
 
Income/(loss) from operations:(1)
                                               
Net investment income
   
0.15
     
0.19
     
0.14
     
0.14
     
0.12
     
0.14
 
Net realized and unrealized gain/(loss) on investments
   
(1.45
)
   
0.92
     
0.72
     
(1.20
)
   
(0.39
)
   
(1.19
)
Total gain/(loss) from operations
   
(1.30
)
   
1.11
     
0.86
     
(1.06
)
   
(0.27
)
   
(1.05
)
Dividends and distributions from:
                                               
Net investment income
   
(0.22
)
   
(0.23
)
   
(0.18
)
   
(0.09
)
   
(0.24
)
   
(0.11
)
Net realized gains
   
     
     
     
     
     
(0.00
)(7)
Total dividends and distributions
   
(0.22
)
   
(0.23
)
   
(0.18
)
   
(0.09
)
   
(0.24
)
   
(0.11
)
Net asset value, end of year/period 
 
$
7.07
   
$
8.59
   
$
7.71
   
$
7.03
   
$
8.18
   
$
8.69
 
Total return 
   
(15.26
)%
   
14.55
%
   
12.57
%
   
(12.87
)%
   
(3.03
)%
   
(10.62
)%
Ratios and supplemental data
                                               
Net assets, end of year/period
($ Thousands) 
 
$
89,378
   
$
314,259
   
$
336,896
   
$
406,462
   
$
559,347
   
$
121,795
 
Ratio of expenses to average net assets (including waivers and reimbursements)
   
1.18
%*
   
1.19
%(4)
   
1.20
%
   
1.20
%
   
1.29
%(5)
   
1.45
%
Ratio of expenses to average net assets (excluding waivers and reimbursements)
   
1.26
%*
   
1.21
%(4)
   
1.22
%
   
1.21
%
   
1.31
%
   
1.52
%
Ratio of net investment income
to average net assets
   
3.25
%*
   
2.30
%(4)
   
1.92
%
   
1.87
%
   
1.42
%
   
1.55
%
Portfolio turnover rate
   
62
%**
   
39
%
   
32
%
   
28
%
   
30
%(6)
   
69
%



*
Annualized.
**
Portfolio turnover is for the period indicated and has not been annualized.
Total return is for the period indicated and has not been annualized. Returns shown do not reflect the deductions of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Total return may have been lower had the Adviser not waived its fee and/or reimbursed other expenses.
(1)
Per share calculations were performed using average shares for the period.
(2)
For the period April 1, 2018 to October 31, 2018. On September 24, 2018, the Laudus Mondrian Emerging Markets Fund (the “Emerging Markets Predecessor Fund”) was reorganized into the Gallery Trust Mondrian Emerging Markets Equity Fund (the “Emerging Markets Fund”). Information presented prior to September 24, 2018 is that of the Emerging Markets Predecessor Fund. Effective October 31, 2018, the Emerging Markets Fund changed its fiscal year end to October 31. See Note 1 in Notes to Financial Statements.
(3)
Effective July 25, 2017, the Investor Share class, the Select Share class, and the Institutional Share class were consolidated into a single class of shares of the fund. The financial history as shown in the financial highlights is that of the former Institutional Shares.
(4)
The ratio of net operating expenses and gross operating expenses would have been 1.20% and 1.22%, respectively, and the ratio of net investment income would have been 2.29%, if the custody out-of-pocket fee reimbursement had not been included.
(5)
Effective October 1, 2014, the annual operating expense was reduced. The ratio presented for period ended 3/31/15 is a blended ratio.
(6)
Portfolio turnover excludes the impact of investment activity from a merger with another fund.
(7)
Value is less than ($0.005) per share.

Amounts designated as “—” are $0 or have been rounded to $0.


The accompanying notes are an integral part of the financial statements. 

35



Gallery Trust
Mondrian International Government 
Fixed Income Fund




FINANCIAL HIGHLIGHTS
 
Selected per share data & ratios
for a share outstanding throughout the year or period
 
   
Period
Ended
10/31/18(2)
   
Year
Ended
3/31/18
   
Year
Ended
3/31/17
   
Year
Ended
3/31/16
   
Year
Ended
3/31/15
   
Year
Ended
3/31/14
 
Net asset value, beginning of
year/period 
 
$
10.44
   
$
9.32
   
$
9.93
   
$
9.45
   
$
10.89
   
$
11.01
 
Income/(loss) from operations:(1)
                                               
Net investment income
   
0.06
     
0.08
     
0.09
     
0.11
     
0.15
     
0.16
 
Net realized and unrealized gain/(loss) on investments
   
(0.86
)
   
1.04
     
(0.64
)
   
0.56
     
(1.14
)
   
(0.21
)
Total gain/(loss) from operations
   
(0.80
)
   
1.12
     
(0.55
)
   
0.67
     
(0.99
)
   
(0.05
)
Dividends and distributions from:
                                               
Net investment income
   
     
(0.00
)(3)
   
(0.00
)(3)
   
     
     
 
Net realized gains
   
(0.09
)
   
     
(0.06
)
   
(0.19
)
   
(0.45
)
   
(0.07
)
Total dividends and distributions
   
(0.09
)
   
(0.00
)(3)
   
(0.06
)
   
(0.19
)
   
(0.45
)
   
(0.07
)
Net asset value, end of year/period 
 
$
9.55
   
$
10.44
   
$
9.32
   
$
9.93
   
$
9.45
   
$
10.89
 
Total return 
   
(7.69
)%
   
12.03
%
   
(5.48
)%
   
7.27
%
   
(9.37
)%
   
(0.49
)%
Ratios and supplemental data
                                               
Net assets, end of year/period
($ Thousands) 
 
$
37,126
   
$
84,330
   
$
95,565
   
$
119,938
   
$
187,388
   
$
652,647
 
Ratio of expenses to average net assets (including waivers and reimbursements)
   
0.74
%*
   
0.74
%(4)
   
0.75
%
   
0.75
%
   
0.74
%
   
0.69
%
Ratio of expenses to average net assets (excluding waivers and reimbursements)
   
0.86
%*
   
0.81
%(4)
   
0.79
%
   
0.81
%
   
0.76
%
   
0.69
%
Ratio of net investment income
to average net assets
   
0.96
%*
   
0.84
%(4)
   
0.87
%
   
1.21
%
   
1.39
%
   
1.48
%
Portfolio turnover rate
   
32
%**
   
52
%
   
98
%
   
31
%
   
50
%
   
52
%




*
Annualized.
**
Portfolio turnover is for the period indicated and has not been annualized.
Total return is for the period indicated and has not been annualized. Returns shown do not reflect the deductions of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Total return may have been lower had the Adviser not waived its fee and/or reimbursed other expenses.
(1)
Per share calculations were performed using average shares for the period.
(2)
For the period April 1, 2018 to October 31, 2018. On September 24, 2018, the Laudus Mondrian International Government Fixed Income Fund (the “Fixed Income Predecessor Fund”) was reorganized into the Gallery Trust Mondrian International Government Fixed Income Fund (the “Fixed Income Fund”). Information presented prior to September 24, 2018 is that of the Fixed Income Predecessor Fund. Effective October 31, 2018, the Fixed Income Fund changed its fiscal year end to October 31. See Note 1 in Notes to Financial Statements.
(3)
Value is less than ($0.005) per share.
(4)
The ratio of net operating expenses and gross operating expenses would have been 0.75% and 0.82%, respectively, and the ratio of net investment income would have been 0.83%, if the custody out-of-pocket fee reimbursement had not been included.

Amounts designated as “—” are $0 or have been rounded to $0.



The accompanying notes are an integral part of the financial statements. 

36



Gallery Trust
October 31, 2018





NOTES TO FINANCIAL STATEMENTS 

1.
Organization


Gallery Trust (the “Trust”), is organized as a Delaware statutory trust under an Agreement and Declaration of Trust dated August 25, 2015. The Trust is registered under the Investment Company Act of 1940 (the “1940 Act”), as amended, as an open-end investment management company with three funds. The financial statements herein are those of the Mondrian International Equity Fund (the “International Fund”), Mondrian Emerging Markets Equity Fund (the “Emerging Markets Fund”) and the Mondrian International Government Fixed Income Fund (the “Fixed Income Fund”) (each a “Fund” and collectively the “Funds”). The International Fund and Emerging Markets Fund are classified as diversified, and the Fixed Income Fund is classified as “non-diversified” under the 1940 Act. The investment objective of the International Fund is to seek long- term total return by investing at least 80% of its net assets, plus any borrowings for investment purposes, in equity securities. The investment objective of the Emerging Markets Fund is to seek long-term capital appreciation. The investment objective of the Fixed Income Fund is to seek long-term total return consistent with its value-oriented investment approach. Mondrian Investment Partners Limited, a limited company organized under the laws of England and Wales in 1990, serves as the Funds’ investment adviser (“Mondrian” or the “Adviser”). The Adviser makes investment decisions for the Funds and reviews, supervises and administers the investment program of the Funds, subject to the supervision of, and policies established by, the Trustees of the Trust.
The International Fund operated as The International Equity Portfolio, a series of Delaware Pooled Trust (the “International Predecessor Fund”), prior to the International Fund’s acquisition of the assets and assumption of the liabilities of the International Predecessor Fund (the “Reorganization”) on March 14, 2016 in a tax-free transaction. The International Fund had no operations prior to the Reorganization. The International Predecessor Fund was managed by Delaware Management Company, a series of Delaware Management Business Trust (the “Delaware Predecessor Adviser”), and sub-advised by Mondrian Investment Partners Limited. The International Predecessor Fund had substantially similar investment objectives and strategies as those of the International Fund. The financial statements and financial highlights reflect the financial information of the International Predecessor Fund for periods prior to March 14, 2016.
The Emerging Markets Fund and Fixed Income Fund operated as Laudus Mondrian Emerging Markets Fund (the “Emerging Markets Predecessor Fund”) and Laudus Mondrian International Government Fixed Income Fund (the “Fixed Income Predecessor Fund”) and, together with the Emerging Markets Predecessor Fund, the “Predecessor Funds”), a series of Laudus Trust. Each





37


Gallery Trust
October 31, 2018


NOTES TO FINANCIAL STATEMENTS (continued)
Predecessor Fund was managed by Charles Schwab Investment Management, Inc. (the “Predecessor Adviser”), and sub-advised by Mondrian. Each Fund has the same objective and substantially similar investment strategies as those of its Predecessor Fund. Each Fund acquired the assets and assumed all of the liabilities of its Predecessor Fund (the “Reorganization”) on September 24, 2018 in a tax-free transaction. The Funds had no operations prior to the Reorganization. The financial statements and financial highlights reflect the financial information of the Predecessor Funds for periods prior to September 24, 2018.
Effective October 31, 2018, the Emerging Markets Fund and Fixed Income Fund changed their fiscal year end from March 31 to October 31.
2.
Significant accounting policies
The following are significant accounting policies, which are consistently followed in the preparation of the financial statements of the Funds. The Funds are investment companies that apply the accounting and reporting guidance issued in Topic 946 by the U.S. Financial Accounting Standards Board (“FASB”).
Use of estimates — The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the fair value of assets, the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates and such differences could be material.
Valuation of investments — Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on an exchange or market (foreign or domestic) on which they are traded on valuation date (or at approximately 4:00 pm ET if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used. If available, debt securities are priced based upon valuations provided by recognized independent, third-party pricing agents. Such values generally reflect the last reported sales price if the security is actively traded. The third-party pricing agents may also value debt securities by employing


38


Gallery Trust
October 31, 2018



NOTES TO FINANCIAL STATEMENTS (continued)

methodologies that utilize actual market transactions, broker-supplied valuations, or other methodologies designed to identify the market value for such securities. Such methodologies generally consider such factors as security prices, yields, maturities, call features, ratings and developments relating to specific securities in arriving at valuations. Debt securities with remaining maturities of sixty days or less may be valued at their amortized cost, which approximates market value. If such prices are not available or determined to not represent the fair value of the security as of each Fund’s pricing time, the security will be valued at fair value as determined in good faith using methods approved by the Board of Trustees (the “Board”). The prices for foreign securities will be reported in local currency and converted to U.S. dollars using currency exchange rates.
Securities for which market prices are not “readily available” are valued in accordance with fair value procedures established by the Board. The Funds’ fair value procedures are implemented through a fair value pricing committee (the “Committee”) designated by the Board. Some of the more common reasons that may necessitate that a security be valued using fair value procedures include: the security’s trading has been halted or suspended; the security has been de-listed from a national exchange; the security’s primary trading market is temporarily closed at a time when under normal conditions it would be open; or the security’s primary pricing source is not able or willing to provide a price. When a security is valued in accordance with the fair value procedures, the Committee will determine the value after taking into consideration relevant information reasonably available to the Committee.
For securities that principally trade on a foreign market or exchange, a significant gap in time can exist between the time of a particular security’s last trade and the time at which the Fund calculates its net asset value. The closing prices of such securities may no longer reflect their market value at the time the Fund calculates net asset value if an event that could materially affect the value of those securities (a “Significant Event”) has occurred between the time of the security’s last close and the time that the Fund calculates net asset value. A Significant Event may relate to a single issuer or to an entire market sector. If the Funds’ Adviser becomes aware of a Significant Event that has occurred with respect to a security or group of securities after the closing of the exchange or market on which the security or securities principally trade, but before the time at which the Fund calculates net asset value, it may request that a Committee meeting be called.

39


Gallery Trust
October 31, 2018



NOTES TO FINANCIAL STATEMENTS (continued)

The Funds use MarkIt Fair Value (“MarkIt”) as a third party fair valuation vendor. MarkIt provides a fair value for foreign securities held by the Funds based on certain factors and methodologies (involving, generally, tracking valuation correlations between the U.S. market and each non-U.S. security) applied by MarkIt in the event that there is a movement in the U.S. market that exceeds a specific threshold that has been established by the Committee. The Committee has also established a “confidence interval” which is used to determine the level of correlation between the value of a foreign security and movements in the U.S. market before a particular security is fair valued when the threshold is exceeded. In the event that the threshold established by the Committee is exceeded on a specific day, the Funds value the non-U.S. securities in their portfolios that exceed the applicable “confidence interval” based upon the fair values provided by MarkIt. In such event, it is not necessary to hold a Committee meeting. In the event that the Adviser believes that the fair values provided by MarkIt are not reliable, the Adviser contacts the Funds’ Administrator and requests that a meeting of the Committee be held.
If a local market in which the Funds own securities is closed for one or more days, the Funds shall value all securities held in the corresponding currency based on the fair value prices provided by MarkIt using the predetermined confidence interval discussed above.
In accordance with the authoritative guidance on fair value measurements and disclosure under U.S. GAAP, the Funds disclose the fair value of their investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. The objective of a fair value measurement is to determine the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). Accordingly, the fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:
Level 1 — Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.
Level 2 — Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs include quoted prices for similar instruments in active markets, and inputs other than quoted prices that are observable for the asset or liability.

40


Gallery Trust
October 31, 2018





NOTES TO FINANCIAL STATEMENTS (continued)

Level 3 — Inputs are unobservable inputs for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability.
Investments are classified within the level of the lowest significant input considered in determining fair value. Investments classified within Level 3 whose fair value measurement considers several inputs may include Level 1 or Level 2 inputs as components of the overall fair value measurement.
Fair value measurement classifications are summarized in the Funds’ Schedule of Investments.
For the year ended October 31, 2018, there have been no significant changes to the Funds’ fair valuation methodology.
Federal income taxes — It is each Fund’s intention to continue to qualify as a regulated investment company for Federal income tax purposes by complying with the appropriate provisions of Subchapter M of the Internal Revenue Code of 1986. Accordingly, no provision for Federal income taxes has been made in the financial statements.
The Funds evaluate tax positions taken or expected to be taken in the course of preparing the Funds’ tax returns to determine whether it is “more-likely-than-not” (i.e., greater than 50-percent) that each tax position will be sustained upon examination by a taxing authority based on the technical merits of the position. Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax benefit or expense in the current year. The Funds did not record any tax provision in the current period. However, management’s conclusions regarding tax positions taken may be subject to review and adjustment at a later date based on factors including, but not limited to, examination by tax authorities (i.e., the last three tax year ends, as applicable), on-going analysis of and changes to tax laws, regulations and interpretations thereof.
As of and during the year ended October 31, 2018, the Funds did not have a liability for any unrecognized tax benefits. The Funds recognize interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations. During the year ended October 31, 2018, the Funds did not incur any interest or penalties.
Security transactions, dividend and investment income — Security transac-tions are accounted for on trade date basis for financial reporting purposes. Costs used in determining realized gains and losses on the sale of investment securities are based on the specific identification method. Dividend income

41



Gallery Trust
October 31, 2018


NOTES TO FINANCIAL STATEMENTS (continued)

is recognized on the ex-dividend date. Interest income is recognized on the accrual basis from settlement date. Purchase discounts and premiums on debt securities are accreted and amortized to maturity and included in interest income. Certain dividends from foreign securities will be recorded as soon as the Funds are informed of the dividend, net of withholding taxes, if such information is obtained subsequent to the ex-dividend date.
Foreign currency translation — The books and records of the Funds are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars on the date of valuation. The Funds do not isolate that portion of realized or unrealized gains and losses resulting from changes in the foreign exchange rate from fluctuations arising from changes in the market prices of the securities. These gains and losses are included in net realized and unrealized gains and losses on investments on the Statement of Operations.
Net realized and unrealized gains and losses on foreign currency transactions represent net foreign exchange gains or losses from foreign currency exchange contracts, disposition of foreign currencies, currency gains or losses realized between trade and settlement dates on securities transactions and the difference between the amount of the investment income and foreign withholding taxes recorded on the Funds’ books and the U.S. dollar equivalent of the amounts actually received or paid.
Forward Foreign Currency Contracts — The Funds may enter into forward foreign currency contracts as hedges against either specific transactions, fund positions or anticipated fund positions. The Funds may also engage in currency transactions to enhance the Funds’ returns. All commitments are “marked-to-market” daily at the applicable foreign exchange rate, and any resulting unrealized gains or losses are recorded currently. The Funds realize gains and losses at the time forward contracts are closed. Unrealized gains or losses on outstanding positions in forward foreign currency contracts held at the close of the period are recognized as ordinary income or loss for Federal income tax purposes. The Funds could be exposed to risk if the counterparties to the contracts are unable to meet the terms of the contract and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar. Finally, the risk exists that losses could exceed amounts disclosed on the Statement of Assets and Liabilities. Refer to each Fund’s Schedule of Investments for details regarding open forward foreign currency contracts as of October 31, 2018, if applicable.


42


Gallery Trust
October 31, 2018


NOTES TO FINANCIAL STATEMENTS (continued)

For the period ended October 31, 2018, the average balances of forward foreign currency exchange contracts for the Fixed Income Fund were as follows:

Average Monthly Notional Contracts Purchased
$(16,713,696)
Average Monthly Notional Contracts Sold
17,327,994

To reduce counterparty risk with respect to Over-the-Counter (“OTC”) transactions, the Funds have entered into netting arrangements, established within the Funds’ International Swap and Derivatives Association, Inc. (“ISDA”) master agreements, which allow the Funds to make (or to have an entitlement to receive) a single net payment in the event of default (close-out netting) for outstanding payables and receivables with respect to certain OTC positions in forward foreign currency contracts for each individual counterparty. In addition, the Funds may require that certain counterparties post cash and/or securities in collateral accounts to cover their net payment obligations for those derivative contracts subject to ISDA master agreements. If the counterparty fails to perform under these contracts and agreements, the cash and/or securities will be made available to the Funds.
For financial reporting purposes, the Funds do not offset derivative assets and derivative liabilities that are subject to netting arrangements in the Statement of Assets and Liabilities. Bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against the right of offset in bankruptcy, insolvency or other events.
Collateral terms are contract specific for OTC derivatives. For derivatives traded under an ISDA master agreement, the collateral requirements are typically calculated by netting the mark to market amount of each transaction under such agreement and comparing that amount to the value of any collateral currently pledged by the Funds or the counterparty.
For financial reporting purposes, cash collateral that has been pledged to cover obligations of the Funds, if any, is reported separately on the Statement of Assets and Liabilities as cash pledged as collateral. Non-cash collateral pledged by the Funds, if any, is noted in the Schedule of Investments. Generally, the amount of collateral due from or to a party must exceed a minimum transfer amount threshold before a transfer has to be made. To the extent amounts due to the Funds from their counterparties are not fully collateralized, contractually or otherwise, the Funds bear the risk of loss from counterparty nonperformance.

43


Gallery Trust
October 31, 2018


NOTES TO FINANCIAL STATEMENTS (continued)

The following is a summary by counterparty of the market value of OTC financial derivative instruments and collateral (received)/pledged for the Fixed Income Fund as of October 31, 2018:

Counterparty
 
Gross Assets Recognized in the Statement
of Assets and Liabilities
   
Gross Liabilities Recognized in the Statement
of Assets and Liabilities
   
Net
Amount Available
to be Offset
   
Cash Collateral Pledged
or (Received)
   
Net
Amount
 
Brown Brothers Harriman
 
$
1,903
   
$
(22,378
)
 
$
(20,475
)
 
$
   
$
(20,475
)
Total
 
$
1,903
   
$
(22,378
)
 
$
(20,475
)
 
$
   
$
(20,475
)


Represents the net receivable/(payable) that would be due from/to the counterparty in the event of default. Exposure from OTC financial derivative instruments can only be netted across transactions governed under the same master agreement with the same legal entity.
Dividends and distributions to shareholders — The International Fund and Emerging Markets Fund distribute their net investment income at least annually. The Fixed Income Fund distributes its net investment income quarterly. For each Fund, net realized capital gains, if any, are distributed at least annually. All distributions are recorded on ex-dividend date.
Redemption fees — Prior to March 1, 2017, the International Fund retained a redemption fee of 2.00% on redemptions of capital shares held for less than thirty days. For the year ended October 31, 2018, and October 31, 2017, the Fund retained redemption fees of $0 and $5,891, respectively. Such fees were retained by the Fund for the benefit of the remaining shareholders and were recorded as additions to fund capital.
Expenses — Expenses that are directly related to the Fund are charged to the Fund. Other operating expenses of the Trust are prorated to the funds based on the number of funds and/or relative daily net assets.
3.
Transactions with affiliates
Certain officers of the Trust are also employees of SEI Investments Global Funds Services (the “Administrator”), a wholly owned subsidiary of SEI Investments Company, and/or SEI Investments Distribution Co. (the “Distributor”). Such officers are paid no fees by the Trust, other than the Chief Compliance Officer (“CCO”) as described below, for serving as officers of the Trust.
A portion of the services provided by the CCO and his staff, who are employees of the Administrator, are paid for by the Trust as incurred. The services include

44


Gallery Trust
October 31, 2018


NOTES TO FINANCIAL STATEMENTS (continued)

regulatory oversight of the Trust’s advisors and service providers, as required by SEC regulations. The CCO’s services and fees have been approved by and are reviewed by the Board.
4.
Administration, Custodian, Transfer Agent and Distribution Agreements
The Funds and the Administrator are parties to an Administration Agreement under which the Administrator provides administrative services to the Funds. For these services, the Administrator is paid an asset based fee, which will vary depending on the number of share classes and the average daily net assets of the Funds. For the year ended October 31, 2018, the International Fund paid $560,568 for these services. For the period from September 24, 2018 to October 31, 2018, the Emerging Markets Fund and Fixed Income Fund paid $9,782 and $4,078, respectively, for these services. For the period April 1, 2018 to September 21, 2018, the Predecessor Funds entered into an administrative services agreement with State Street Bank and Trust Company (“State Street”) pursuant to which the Predecessor Funds agreed to pay State Street for certain costs incurred in providing administrative and accounting services to the Predecessor Funds. The Emerging Markets Predecessor Fund and Fixed Income Predecessor Fund paid $34,356 and $10,554, respectively, for these services. Expenses incurred under the agreements are shown on the Statement of Operations as “Accounting and administration fees”.
Brown Brothers Harriman & Co., (the “Custodian”) serves as the Funds’ Custodian pursuant to a custody agreement. Atlantic Shareholder Services, LLC (the “Transfer Agent”) serves as the Funds’ Transfer Agent pursuant to a transfer agency agreement.
5.
Investment Advisory Agreement
Under the terms of an investment advisory agreement, the Adviser provides investment advisory services to the Funds. The Adviser is entitled to a fee, which is calculated daily and paid monthly, at an annual rate of 0.70% of the average daily net assets of the International Fund, 0.75% of the average daily net assets of the Emerging Markets Fund and 0.50% of the average daily net assets of the Fixed Income Fund. Prior to September 24, 2018, the Predecessor Adviser was paid a fee at an annual rate of 1.00% of the Emerging Markets Predecessor Fund’s average daily net assets and 0.60% of the average daily net assets of the Fixed Income Predecessor Fund’s average daily net assets. The Predecessor Adviser paid Mondrian a sub-advisory fee for its services as sub-adviser to each Predecessor Fund out of the advisory fees that the Predecessor Adviser received from the Predecessor Fund.

45



Gallery Trust
October 31, 2018



NOTES TO FINANCIAL STATEMENTS (continued)
The Adviser has contractually agreed to reduce its fees and/or reimburse expenses to the extent necessary to keep total annual Fund operating expenses (excluding interest, taxes, brokerage commissions, acquired fund fees and expenses, and non-routine (collectively “excluded expenses”)) from exceeding 0.79%, 0.92% and 0.60% of the average daily net assets of the International Fund, Emerging Markets Fund and Fixed Income Fund until February 28, 2021 (the “Expense Limitation”). This agreement may be terminated: (i) by the Board of Trustees of the Fund for any reason at any time, or (ii) by the Adviser, upon ninety (90) days’ prior written notice to the Trust, effective as of the close of business on February 28, 2021.
Prior to September 24, 2018, the Predecessor Adviser had contractually agreed through July 30, 2019, to limit the total annual fund operating expenses charged, excluding interest, taxes and certain non-routine expenses to 1.20% and 0.75% of the average daily net assets of the Emerging Markets Predecessor Fund and Fixed Income Predecessor Fund respectively.
6.
Investment transactions
The cost of purchases and proceeds from security sales other than long-term U.S. Government and short-term securities for the year or period ended October 31, 2018, are as follows:

   
Purchases
   
Sales
 
International Fund
 
$
117,669,211
   
$
191,786,570
 
Emerging Markets Fund
   
130,859,435
     
315,608,555
 
Fixed Income Fund
   
17,864,359
     
60,699,937
 

The Fixed Income Fund had purchases and sales of long-term U.S. Government securities of $2,696,306 and $115,607, respectively.
7.
In-Kind transfer of securities
During the year ended October 31, 2018, there were no in-kind transactions.
During the year ended October 31, 2017, the International Fund had in-kind purchase transactions as follows:

   
Value of Securities
   
Cash
   
Total
 
12/01/16
 
$
62,236,951
   
$
2,240,553
   
$
64,477,504
 
01/03/17
   
21,671,352
     
471,091
     
22,142,443
 


46


Gallery Trust
October 31, 2018


NOTES TO FINANCIAL STATEMENTS (continued)

8.
Federal tax information
The amount and character of income and capital gain distributions to be paid, if any, are determined in accordance with Federal income tax regulations, which may differ from U.S. GAAP. As a result, net investment income/(loss) and net realized gain/(loss) on investment transactions for a reporting period may differ significantly from distributions during such period. These book/tax differences may be temporary or permanent. To the extent these differences are permanent in nature, they are charged or credited to undistributed net investment income/(loss), accumulated net realized gain/(loss) or paid-in capital, as appropriate, in the period that the differences arise.
The following permanent differences primarily attributable to REIT adjustments, expired capital loss carryover (pre-enactment), passive foreign investment company (PFIC) adjustments and foreign exchange gain/loss have been reclassified to/from the following accounts:
   
Distributable Earnings/(Loss)*
       
   
Undistributed Net
Investment Income
   
Accumulated Net
Realized Gain
   
Paid-in
Capital
 
International Fund
 
$
338,976
   
$
(2,043,004
)
 
$
1,704,028
 
Emerging Markets Fund
   
3,277,720
     
(3,277,720
)
   
 
Fixed Income Fund
   
418,773
     
(431,557
)
   
12,784
 

*
The reporting simplification amendments to Regulation S-X simplifies the reporting requirements for Registered Investment Companies by combining the components of net assets attributable to Undistributed Net Investment Income, Accumulated Net Realized Gain/Loss, and Unrealized Gain/Loss to one line item “Total Distributable Earnings/(Loss)”. The table above provides the tax characteristics of distributable earnings/(loss) which are included in Total distributable earnings/(loss).
These reclassifications have no impact on net assets or net asset value per share.
The character of distributions made during the year from net investment income or net realized gains may differ from their ultimate characterization for federal income tax purposes. Also, due to the timing of dividend distributions, the fiscal year in which amounts are distributed may differ from the year that the income or realized gains (losses) were recorded by the Funds. Income dividends and capital gain distributions are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These differences are primarily due to differing treatments for forwards, foreign currency transactions, wash sale loss deferrals, investments in REIT’s and investments in PFICs. Distributions during the years or period ended October 31, 2018 and October 31, 2017, unless otherwise indicated, were as follows:

47



Gallery Trust
October 31, 2018



NOTES TO FINANCIAL STATEMENTS (continued)

 

       
Ordinary
Income
   
Long-Term
Capital Gain
   
Total
 
International Fund
  2018    
$
17,091,536
   
$
   
$
17,091,536
 
     2017      
11,061,260
     
     
11,061,260
 
   
                         
Emerging Markets Fund
  2018
     
2,885,248
     
     
2,885,248
 
     
2018
*
   
8,413,005
     
     
8,413,005
 
     
2017
**
   
9,543,878
     
     
9,543,878
 
                                 
Fixed Income Fund
   
2018
     
13,004
     
344,033
     
357,037
 
     
2018
*
   
12,784
     
     
12,784
 
     
2017
**
   
14,676
     
761,942
     
776,618
 

  * Year ended March 31, 2018.
**  Year ended March 31, 2017.
As of October 31, 2018, the components of Distributable Earnings on a tax basis were as follows:

   
International
Fund
   
Emerging
Markets Fund
   
Fixed Income
Fund
 
Undistributed ordinary income
 
$
14,003,990
   
$
4,415,072
   
$
28
 
Undistributed long-term capital gains
   
15,987,011
     
     
 
Capital loss carryforwards
   
     
(104,045,376
)
   
 
Net unrealized appreciation (depreciation) on investments
   
(12,072,643
)
   
(10,963,166
)
   
(1,083,248
)
Other temporary differences
   
     
     
(705,928
)
Total distributable earnings
 
$
17,918,358
   
$
(110,593,470
)
 
$
(1,789,148
)

Under the Regulated Investment Company Modernization Act of 2010, the Funds are permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Capital losses that are carried forward will retain their character as either short-term or long-term capital losses. The capital loss carryforwards are noted below:

   
Total
 
Emerging Markets Fund
 
$
104,045,376
*

* The utilization of this amount is subject to limitation under IRC section 382-384.

48



Gallery Trust
October 31, 2018



NOTES TO FINANCIAL STATEMENTS (continued)
During the year or period ended October 31, 2018, the International Fund and Emerging Markets Fund utilized capital loss carryforwards of $13,859,481 and $12,054,145, respectively, to offset capital gains.
For Federal income tax purposes the difference between Federal tax cost and book cost primarily relates to passive foreign investment companies and wash sales which cannot be used for Federal income tax purposes in the current year and have been deferred for use in future years. The Federal tax cost and aggregate gross unrealized appreciation and depreciation for the investments held by the Funds at October 31, 2018, were as follows:
   
Federal
Tax Cost
   
Aggregate
Gross
Unrealized
Appreciation
   
Aggregate
Gross
Unrealized
Depreciation
   
Net
Unrealized
Appreciation
(Depreciation)
 
International Fund
 
$
542,475,815
   
$
35,412,665
   
$
(47,485,308
)
 
$
(12,072,643
)
Emerging Markets Fund
   
98,551,556
     
4,020,647
     
(14,983,813
)
   
(10,963,166
)
Fixed Income Fund
   
37,772,393
     
690,979
     
(1,774,227
)
   
(1,083,248
)

9.
Share transactions
The share transactions are shown below:

   
Mondrian International
Equity Fund
 
   
Year ended  October 31,
2018
   
Year ended October 31,
2017
 
Shares transactions:
           
Issued 
   
4,042,576
     
12,536,376
 
Reinvestment of dividends 
   
787,273
     
543,948
 
Redeemed 
   
(9,064,192
)
   
(7,936,911
)
Merger(1) 
   
5,007,561
     
 
Net increase in shares outstanding
   
773,218
     
5,143,413
 

   
Mondrian Emerging Markets Equity Fund
 
   
Period ended
October 31, 2018(2)
   
Year ended March 31,
2018(3)
   
Year ended March 31,
2017
 
Shares transactions:
                 
Issued 
   
563,003
     
4,763,454
     
6,087,943
 
Reinvestment of dividends
   
382,872
     
990,646
     
1,315,792
 
Redeemed 
   
(24,907,045
)
   
(13,829,336
)
   
(21,844,730
)
Net decrease in shares outstanding
   
(23,961,170
)
   
(8,075,236
)
   
(14,440,995
)


49


Gallery Trust
October 31, 2018



NOTES TO FINANCIAL STATEMENTS (continued)

   
Fixed Income Fund
 
   
Period ended
October 31, 2018(4)
   
Year ended March 31,
2018
   
Year ended March 31,
2017
 
Shares transactions:
                 
Issued 
   
452,240
     
665,839
     
8,151,717
 
Reinvestment of dividends
   
28,105
     
938
     
56,636
 
Redeemed 
   
(4,666,215
)
   
(2,840,010
)
   
(10,038,045
)
Net decrease in shares outstanding
   
(4,185,870
)
   
(2,173,233
)
   
(1,829,692
)

(1)
See Note 14.
(2)
For the period April 1, 2018 to October 31, 2018. On September 24, 2018, the Laudus Mondrian Emerging Markets Fund (the “Emerging Markets Predecessor Fund”) was reorganized into the Gallery Trust Mondrian Emerging Markets Equity Fund (the “Emerging Markets Fund”). Information presented prior to September 24, 2018 is that of the Emerging Markets Predecessor Fund. Effective October 31, 2018, the Emerging Markets Fund changed its fiscal year end to October 31. See Note 1.
(3)
Effective July 25, 2017, the Investor Share class, the Select Share class, and the Institutional Share class were consolidated into a single class of shares of the Fund.
(4)
For the period April 1, 2018 to October 31, 2018. On September 24, 2018, the Laudus Mondrian International Government Fixed Income Fund (the “Fixed Income Predecessor Fund”) was reorganized into the Gallery Trust Mondrian International Government Fixed Income Fund (the “Fixed Income Fund”). Information presented prior to September 24, 2018 is that of the Fixed Income Predecessor Fund. Effective October 31, 2018, the Fixed Income Fund changed its fiscal year end to October 31. See Note 1.
10.
Risks associated with financial instruments
As with all mutual funds, a shareholder of a Fund is subject to the risk that his or her investment could lose money. The Funds are subject to the principal risks noted below, any of which may adversely affect the Funds’ net asset value and ability to meet its investment objective. A more complete description of risks associated with each Fund is included in the prospectus.
Active management risk
The Funds are subject to the risk that the Adviser’s judgments about the attractiveness, value, or potential appreciation of the Funds’ investments may prove to be incorrect. If the investments selected and strategies employed by the Funds fail to produce the intended results, the Funds could underperform in comparison to its benchmark index or other funds with similar objectives and investment strategies.

50



Gallery Trust
October 31, 2018



NOTES TO FINANCIAL STATEMENTS (continued)

Equity risk
Since it purchases equity securities, the Funds are subject to the risk that stock prices may fall over short or extended periods of time. Historically, the equity markets have moved in cycles, and the value of the Funds’ equity securities may fluctuate from day to day. Individual companies may report poor results or be negatively affected by industry and/or economic trends and developments. The prices of securities issued by such companies may suffer a decline in response. These factors contribute to price volatility, which is the principal risk of investing in the Funds.
Convertible securities risk
The value of a convertible security is influenced by changes in interest rates (with investment value declining as interest rates increase and increasing as interest rates decline) and the credit standing of the issuer. The price of a convertible security will also normally vary in some proportion to changes in the price of the underlying common stock because of the conversion or exercise feature.
Large capitalization company risk
The large capitalization companies in which the Funds may invest may lag the performance of smaller capitalization companies because large capitalization companies may experience slower rates of growth than smaller capitalization companies and may not respond as quickly to market changes and opportunities.
Preferred stocks risk
Preferred stocks are sensitive to interest rate changes, and are also subject to equity risk, which is the risk that stock prices will fall over short or extended periods of time. The rights of preferred stocks on the distribution of a company’s assets in the event of a liquidation are generally subordinate to the rights associated with a company’s debt securities.
Foreign company risk
Investing in foreign companies, including direct investments and investments through depositary receipts, poses additional risks since political and economic events unique to a country or region will affect those markets and their issuers. These risks will not necessarily affect the U.S. economy or similar issuers located in the U.S. Securities of foreign companies may not be registered with the SEC and foreign companies are generally not subject to the regulatory controls imposed on U.S. issuers and, as a consequence, there is generally less publically available information about foreign securities than is available about domestic securities. Income from foreign securities owned by the Funds may be reduced by a withholding tax at the source, which tax would reduce income received


51




Gallery Trust
October 31, 2018




NOTES TO FINANCIAL STATEMENTS (continued)

from the securities comprising the portfolio. Foreign securities may also be more difficult to value than securities of U.S. issuers. While depositary receipts provide an alternative to directly purchasing the underlying foreign securities in their respective national markets and currencies, investments in depositary receipts continue to be subject to many of the risks associated with investing directly in foreign securities.
Emerging markets securities risk
The Funds’ investments in emerging markets securities are considered speculative and subject to heightened risks in addition to the general risks of investing in foreign securities. Unlike more established markets, emerging markets may have governments that are less stable, markets that are less liquid and economies that are less developed. In addition, the securities markets of emerging market countries may consist of companies with smaller market capitalizations and may suffer periods of relative illiquidity; significant price volatility; restrictions on foreign investment; and possible restrictions on repatriation of investment income and capital. Furthermore, foreign investors may be required to register the proceeds of sales, and future economic or political crises could lead to price controls, forced mergers, expropriation or confiscatory taxation, seizure, nationalization or creation of government monopolies.
Foreign currency risk
As a result of the Funds’ investments in securities denominated in, and/or receiving revenues in, foreign currencies, the Funds will be subject to currency risk. Currency risk is the risk that foreign currencies will decline in value relative to the U.S. dollar or, in the case of hedging positions, that the U.S. dollar will decline in value relative to the currency hedged. In either event, the dollar value of an investment in the Funds would be adversely affected.
Depositary receipts risk
Investments in depositary receipts may be less liquid and more volatile than the underlying securities in their primary trading market. If a depositary receipt is denominated in a different currency than its underlying securities, the Funds will be subject to the currency risk of both the investment in the depositary receipt and the underlying security. Holders of depositary receipts may have limited or no rights to take action with respect to the underlying securities or to compel the issuer of the receipts to take action. The prices of depositary receipts may differ from the prices of securities upon which they are based. Certain of the depositary receipts in which the Fund invests may be unsponsored depositary receipts. Unsponsored depositary receipts may not provide as much information about the underlying issuer and may not carry the same voting privileges as

52


Gallery Trust
October 31, 2018


NOTES TO FINANCIAL STATEMENTS (continued)
sponsored depositary receipts. Unsponsored depositary receipts are issued by one or more depositaries in response to market demand, but without a formal agreement with the company that issues the underlying securities.
Derivatives risk
The Funds’ use of forward contracts and participatory notes is subject to market risk, correlation risk, credit risk, valuation risk and liquidity risk. Market risk is the risk that the market value of an investment may move up and down, sometimes rapidly and unpredictably. Correlation risk is the risk that changes in the value of the derivative may not correlate perfectly or at all with the underlying asset, rate or index. Credit risk is the risk that the counterparty to a derivative contract will default or otherwise become unable to honor a financial obligation. Valuation risk is the risk that the derivative may be difficult to value. Liquidity risk is described below. The Funds’ use of forwards is also subject to leverage risk and hedging risk. Leverage risk is the risk that the use of leverage may amplify the effects of market volatility on the Fund’s share price and may also cause the Fund to liquidate portfolio positions when it would not be advantageous to do so in order to satisfy its obligations. Hedging risk is the risk that derivatives instruments used for hedging purposes may also limit any potential gain that may result from the increase in value of the hedged asset. To the extent that the Funds engage in hedging strategies, there can be no assurance that such strategy will be effective or that there will be a hedge in place at any given time. Each of these risks could cause the Funds to lose more than the principal amount invested in a derivative instrument.
Liquidity risk
Certain securities may be difficult or impossible to sell at the time and the price that the Funds would like. The Funds may have to lower the price, sell other securities instead or forgo an investment opportunity, any of which could have a negative effect on Fund management or performance.
Portfolio turnover risk
Due to their investment strategies, the Funds may buy and sell securities frequently. This may result in higher transaction costs and additional capital gains tax liabilities.
Large purchase and redemption risk
Large purchases or redemptions of the Fund’s shares may force the Fund to purchase or sell securities at times when it would not otherwise do so, and may cause the Fund’s portfolio turnover rate and transaction costs to rise, which may negatively affect the Fund’s performance and have adverse tax consequences for Fund shareholders.

53


Gallery Trust
October 31, 2018



NOTES TO FINANCIAL STATEMENTS (continued)

Fixed income risk
Fixed income securities are subject to a number of risks, including credit and interest rate risks. Credit risk is the risk that the issuer or obligor will not make timely payments of principal and interest. Changes in an issuer’s credit rating or the market’s perception of an issuer’s creditworthiness may also affect the value of the Fund’s investment in that issuer. Interest rate risk is the risk that the value of a fixed income security will fall when interest rates rise. In general, the longer the maturity of a fixed income security, the more likely its value will decline when interest rates rise. Risks associated with rising interest rates are heightened given that interest rates in the U.S. are at, or near, historic lows.
Zero-coupon bond risk
The market value of a zero-coupon bond is generally more volatile than the market value of other fixed income securities with similar maturities that pay interest periodically. In addition, federal income tax law requires that the holder of a zero coupon bond accrue a portion of the discount at which the bond was purchased as taxable income each year. The Fund may consequently have to dispose of portfolio securities under disadvantageous circumstances to generate cash to satisfy its requirement as a regulated investment company to distribute all of its net income (including non-cash income attributable to zero-coupon securities). These actions may reduce the assets to which the Fund’s expenses could otherwise be allocated and may reduce the Fund’s rate of return.
Foreign sovereign debt securities risk
The Funds’ investments in foreign sovereign debt securities are subject to the risks that: (i) the governmental entity that controls the repayment of sovereign debt may not be willing or able to repay the principal and/or interest when it becomes due, due to factors such as debt service burden, political constraints, cash flow problems and other national economic factors; (ii) governments may default on their debt securities, which may require holders of such securities to participate in debt rescheduling or additional lending to defaulting governments; and (iii) there is no bankruptcy proceeding by which defaulted sovereign debt may be collected in whole or in part.
Foreign government agencies risk
Bonds issued by government agencies, subdivisions or instrumentalities of foreign governments are generally backed only by the general creditworthiness and reputation of the entity issuing the bonds and may not be backed by the full faith and credit of the foreign government. Moreover, a foreign government that explicitly provides its full faith and credit to a particular entity may be, due to

54



Gallery Trust
October 31, 2018


NOTES TO FINANCIAL STATEMENTS (continued)

changed circumstances, unable or unwilling to provide that support. A foreign government agency’s operations and financial condition are influenced by the foreign government’s economic and other policies.
Supranational entities risk
Government members, or “stockholders,” usually make initial capital contribu-tions to a supranational entity and in many cases are committed to make additional capital contributions if the supranational entity is unable to repay its borrowings. There is no guarantee, however, that one or more stockholders of the supranational entity will continue to make any necessary additional capital contributions. If such contributions are not made, the entity may be unable to pay interest or repay principal on its debt securities, and the Funds may lose money on such investments.
Corporate fixed income securities risk
Corporate fixed income securities respond to economic developments, especially changes in interest rates, as well as perceptions of the creditworthiness and business prospects of individual issuers.
Non-diversification risk
The Fixed Income Fund is classified as “non-diversified,” which means it may invest a larger percentage of its assets in a smaller number of issuers than a diversified fund. To the extent the Fund invests its assets in a smaller number of issuers, the Fund will be more susceptible to negative events affecting those issuers than a diversified fund.
11.
Indemnifications
In the normal course of business, the Funds enter into contracts that provide general indemnifications. The Funds’ maximum exposure under these arrangements is dependent on future claims that may be made against the Funds and, therefore, cannot be established; however, based on experience, the risk of loss from such claims is considered remote.
12.
Overdrafts from banks
Prior to September 24, 2018, the Predecessor Funds had access to custodian overdraft facilities. The Predecessor Funds utilized the overdraft facility and incurred an interest expense, which is disclosed on the Funds’ Statement of Operations. The interest expense was determined based on a negotiated rate above the current Federal Funds Rate.

55



Gallery Trust
October 31, 2018


NOTES TO FINANCIAL STATEMENTS (continued)

13.
Other
At October 31, 2018, the percentage of total shares outstanding held by a limited number of shareholders for each Fund, which were comprised of omnibus accounts that were held on behalf of various individual shareholders was as follows:
   
No. of
Shareholders
   
%
Ownership
 
International Fund
   
4
     
55
%
Emerging Markets Fund
   
5
     
82
%
Fixed Income Fund
   
3
     
82
%

14.
Fund merger
At a meeting held on June 13, 2018, the Board approved an Agreement and Plan of Reorganization (the “Plan of Reorganization”) that provided for the reorgani-zation of the Laudus Mondrian International Equity Fund (“Acquired Fund”) into the Mondrian International Equity Fund (“Surviving Fund”). The transaction was tax-free, meaning that the Laudus Mondrian International Equity Fund’s shareholders became shareholders of the Mondrian International Equity Fund without realizing any gain or loss for federal income tax purposes.
The Reorganization occurred as of the close of business on September 24, 2018, whereby all of the assets of the Acquired Fund were transferred to the corresponding Surviving Fund and shareholders of Institutional Shares of the Acquired Fund received Institutional Shares of the Surviving Fund, in exchange for their shares as follows.
Acquired Fund
 
Net Assets
   
Shares
   
Undistributed
Net
Investment
Income
   
Undistributed
Net Realized
Loss on
 Investments
   
Unrealized Appreciation on
Investments
 
Laudus Mondrian International Equity Fund
 
$
77,683,607
     
13,423,307
   
$
21,223
   
$
(1,723,842
)
 
$
13,436,246
 

Surviving Fund
 
Shares
Issued
   
Net Assets
Prior to Merger
   
Net Assets
After Merger
 
Mondrian International Equity Fund
   
5,007,561
   
$
500,636,933
   
$
578,320,540
 

Assuming the Reorganization had been completed on November 1, 2017, the beginning of the annual reporting period, the Acquired Fund pro forma results of operations for the period ended October 31, 2018 are as follows:

56


Gallery Trust
October 31, 2018


NOTES TO FINANCIAL STATEMENTS (continued)
Acquired Fund
 
Net
Investment
Income
   
Net Realized
Gain on
Investments
   
Unrealized
Depreciation on
Investments
 
Laudus Mondrian International Equity Fund
 
$
18,209,526
   
$
37,147,932
   
$
(89,838,343
)

Because the combined investment portfolios have been managed as a single integrated portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of Laudus Mondrian International Equity Fund that have been included in the Fund’s Statement of Operations since September 24, 2018.
For financial reporting purposes, assets received and shares issued by the Fund were recorded at fair value; however, the cost basis of the investments received from Laudus Mondrian International Equity Fund, in the amount of $63,713,337, was carried forward to align ongoing reporting of the Fund’s realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes. The Fund acquired capital loss carryovers of $5,199,265.
15.
Regulatory matters
On August 17, 2018, the SEC adopted amendments to Regulation S-X. These changes are effective for periods after November 5, 2018. The updates to Registered Investment Companies were mainly focused on simplifying the presentation of distributable earnings by eliminating the need to present the components of distributable earnings on a book basis in the Statement of Assets & Liabilities. The update also impacted the presentation of undistributed net investment income and distribution to shareholders on the Statement of Changes in Net Assets. The amounts presented in the current Statement of Changes in Net Assets represent the aggregated total distributions of net investment income and realized capital gains, except for distributions classified as return of capital which are still presented separately. The disaggregated amounts from the prior fiscal year are broken out below if there were both distributions from net investment income and realized capital gains. Otherwise, the amount on the current Statement of Changes for the prior fiscal year end represents distributions of net investment income: 

Fixed Income Fund
 
Year ended March 31,
2017
 
Net Investment Income
 
$
(14,676
)
Net Realized Gain 
   
(761,942
)

57

NOTES TO FINANCIAL STATEMENTS (concluded)

16.
New accounting pronouncement
In August 2018, the FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820). The new guidance includes additions and modifications to disclosures requirements for fair value measurements. For public entities, the amendments are effective for financial statements issued for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. At this time, management is currently evaluating the impact of this new guidance on the financial statements and disclosures.
17.
Subsequent events
The Funds have evaluated the need for disclosures and/or adjustments resulting from subsequent events through the date the financials were issued. Based on this evaluation, no disclosures and/or adjustments were required to the financial statements as of October 31, 2018.

58



Gallery Trust
October 31, 2018


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 
To the Board of Trustees of Gallery Trust and Shareholders of Mondrian International Equity Fund, Mondrian Emerging Markets Equity Fund and Mondrian International Government Fixed Income Fund
Opinions on the Financial Statements
We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of each of the funds indicated in the table below (three of the Funds constituting the Gallery Trust, hereafter collectively referred to as the “Funds”) as of October 31, 2018, the related statements of operations and of changes in net assets for each of the periods indicated in the table below, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of each of the Funds as of October 31, 2018, the results of each of their operations and the changes in each of their net assets for each of the periods indicated in the table below, and each of the financial highlights for each of the periods indicated therein, in conformity with accounting principles generally accepted in the United States of America.
Fund
Statements of operations
Statements of changes in net assets
Mondrian International Equity Fund
For the year ended October 31, 2018
For the years ended October 31, 2018 and 2017
Mondrian Emerging Markets Equity Fund, Mondrian International Government Fixed Income Fund
For the period April 1, 2018 to October 31, 2018 and for the year ended March 31, 2018
For the period April 1, 2018 to October 31, 2018 and for the years ended March 31, 2018 and 2017

Basis for Opinions
These financial statements are the responsibility of the Funds’ management.  Our responsibility is to express an opinion on the Funds’ 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 Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

59


Gallery Trust
October 31, 2018




REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (concluded)

We conducted our audits of these financial statements 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 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. Our procedures included confirmation of securities owned as of October 31, 2018 by correspondence with the custodians and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinions.
/s/ PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
December 27, 2018
We have served as the auditor of one or more investment companies in Mondrian Investment Partners Limited since 2016.

60



Gallery Trust
October 31, 2018 (Unaudited)


DISCLOSURE OF FUND EXPENSES
All mutual funds have operating expenses. As a shareholder of a mutual fund, your investment is affected by these ongoing costs, which include (among others) costs for fund management, administrative services, and shareholder reports like this one. It is important for you to understand the impact of these costs on your investment returns.
Operating expenses such as these are deducted from the mutual fund’s gross income and directly reduce its final investment return. These expenses are expressed as a percentage of the mutual fund’s average net assets; this percentage is known as the mutual fund’s expense ratio.
The following examples use the expense ratio and are intended to help you understand the ongoing costs (in dollars) of investing in your Fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period from May 1, 2018 to October 31, 2018.
The table on the next page illustrates your Fund’s costs in two ways:
Actual Fund Return. This section helps you to estimate the actual expenses after fee waivers that your Fund incurred over the period. The “Expenses Paid During Period” column shows the actual dollar expense cost incurred by a $1,000 investment in the Fund, and the “Ending Account Value” number is derived from deducting that expense cost from the Fund’s gross investment return.
You can use this information, together with the actual amount you invested in the Fund, to estimate the expenses you paid over that period. Simply divide your ending starting account value by $1,000 to arrive at a ratio (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply that ratio by the number shown for your Fund under “Expenses Paid During Period.”
Hypothetical 5% Return. This section helps you compare your Fund’s costs with those of other mutual funds. It assumes that the Fund had an annual 5% return before expenses during the year, but that the expense ratio (Column 3) for the period is unchanged. This example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to make this 5% calculation. You can assess your Fund’s comparative cost by comparing the hypothetical result for your Fund in the “Expenses Paid During Period” column with those that appear in the same charts in the shareholder reports for other mutual funds.

61


Gallery Trust
October 31, 2018 (Unaudited)


DISCLOSURE OF FUND EXPENSES (concluded)
Note: Because the return is set at 5% for comparison purposes — NOT your Fund’s actual return — the account values shown may not apply to your specific investment.

   
Beginning
Account
Value
5/1/18
   
Ending
Account
Value
10/31/18
   
Annualized
Expense
Ratios
   
Expenses
Paid During
Period*
 
Mondrian International Equity Fund
 
Actual Fund Return
 
$
1,000.00
   
$
910.10
     
0.79
%
 
$
3.80
 
Hypothetical 5% Return
 
$
1,000.00
   
$
1,021.22
     
0.79
%
 
$
4.02
 
Mondrian Emerging Markets Equity Fund
 
Actual Fund Return
 
$
1,000.00
   
$
853.30
     
1.18
%
 
$
5.51
 
Hypothetical 5% Return
 
$
1,000.00
   
$
1,019.26
     
1.18
%
 
$
6.01
 
Mondrian International Government Fixed Income Fund
 
Actual Fund Return
 
$
1,000.00
   
$
946.70
     
0.74
%
 
$
3.63
 
Hypothetical 5% Return
 
$
1,000.00
   
$
1,021.48
     
0.74
%
 
$
3.77
 

*
Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period.)

62


Gallery Trust
October 31, 2018 (Unaudited)


TRUSTEE AND OFFICERS OF GALLERY TRUST

Set forth below are the names, years of birth, positions with the Trust, length of term of office, and the principal occupations for the last five years of each of the persons currently serving as Trustees and Officers of the Trust. Unless otherwise noted, the business address of each Trustee is SEI Investments Company, 1 Freedom Valley Drive, Oaks, Pennsylvania 19456. Trustees who are deemed not to be “interested persons” of the Trust are referred to as “Independent Trustees.” Mr. Doran is a Trustee who may be deemed to be “interested” persons of the Trust as that term is defined in the 1940 Act by virtue of their affiliation with the Trust’s Distributor. The Trust’s Statement of Additional Information (“SAI”) includes additional information about the Trustees and Officers. The SAI may be obtained without charge by calling 1-888-832-4386. 

The following chart lists Trustees and Officers as of October 31, 2018.


Name
and Year
of Birth
Position
With Trust
and Length of Time Served1
Principal
Occupations
in the Past
Five Years
Other Directorships
Held in the Past Five Years2
INTERESTED TRUSTEE 3 4
WILLIAM M. DORAN
(Born: 1940)
Chairman of the Board of Trustees
(Since 2015)
Self-Employed Consultant since 2003. Partner at Morgan, Lewis & Bockius LLP (law firm) from 1976 to 2003. Counsel to the Trust, SEI Investments, SIMC, the Administrator and the Distributor. Secretary of SEI Investments since 1978.
Current Directorships: Trustee of The Advisors’ Inner Circle Fund III, Schroder Series Trust, Schroder Global Series Trust, SEI Daily Income Trust, SEI Institutional International Trust, SEI Institutional Investments Trust, SEI Institutional Managed Trust, SEI Asset Allocation Trust, SEI Tax Exempt Trust, Adviser Managed Trust, New Covenant Funds, SEI Insurance Products Trust and SEI Catholic Values Trust. Director of SEI Investments, SEI Investments (Europe), Limited, SEI Investments—Global Funds Services, Limited, SEI Investments Global, Limited, SEI Investments (Asia), Limited, SEI Global Nominee Ltd., SEI Investments – Unit Trust Management (UK) Limited and SEI Investments Co. Director of the Distributor.
Former Directorships: Director of SEI Alpha Strategy Portfolios, LP to 2013. Trustee of O’Connor EQUUS (closed-end investment company) to 2016. Trustee of SEI Liquid Asset Trust to 2016. Trustee of Winton Series Trust to 2017. Trustee of The Advisors’ Inner Circle Fund, The Advisors’ Inner Circle Fund II, Bishop Street Funds, The KP Funds and Winton Diversified Opportunities Fund (closed-end investment company) to 2018.

1
Each Trustee shall hold office during the lifetime of this Trust until the election and qualification of his or her successor, or until he or she dies, resigns, or is removed in accordance with the Declaration of Trust.
2
Directorships of Companies required to report to the Securities and Exchange Commission under the Securities Exchange act of 1934 (i.e., “public companies”) or other investment companies under the 1940 Act.
3
Trustees oversee 3 Funds in the Trust.
4
Mr. Doran may be deemed to be an “interested” person of the Fund as that term is defined in the 1940 Act by virtue of his affiliation with the Distributor and/or its affiliates

63


Gallery Trust
October 31, 2018 (Unaudited)


TRUSTEE AND OFFICERS OF GALLERY TRUST (continued)

Name
and Year
of Birth
Position with Trust and Length of Time Served1
Principal
Occupations
In the Past
Five Years
Other Directorships
Held in the Past Five Years2
INDEPENDENT TRUSTEES 3
JON C. HUNT
(Born: 1951)
Trustee and Lead Independent Trustee
(Since 2015)
Retired since 2013. Consultant to Management, Convergent Capital Management, LLC (“CCM”) from 2012 to 2013. Managing Director and Chief Operating Officer, CCM from 1998 to 2012.
Current Directorships: Trustee of City National Rochdale Funds, The Advisors’ Inner Circle Fund III, Schroder Series Trust and Schroder Global Series Trust.
Former Directorships: Trustee of O’Connor EQUUS (closed-end investment company) to 2016. Member of Independent Committee of Nuveen Commodities Asset Management to 2016. Trustee of Winton Series Trust to 2017. Trustee of Winton Diversified Opportunities Fund (closed-end investment company) to 2018.
THOMAS P. LEMKE
(Born: 1954)
Trustee
(Since 2015)
 
Retired since 2013. Executive Vice President and General Counsel, Legg Mason, Inc. from 2005 to 2013.
Current Directorships: Trustee of The Advisors’ Inner Circle Fund III, Schroder Series Trust, Schroder Global Series Trust and JP Morgan Active ETFs.
Former Directorships: Trustee of Munder Funds to 2014. Trustee of Victory Funds to 2015. Trustee of O’Connor EQUUS (closed-end investment company) to 2016. Trustee of Winton Series Trust and AXA Premier VIP Trust to 2017. Trustee of Winton Diversified Opportunities Fund (closed-end investment company) to 2018.
JAY C. NADEL
(Born: 1958)
Trustee
(Since 2016)
 
Self-Employed Consultant since 2004. Executive Vice President, Bank of New York Broker Dealer from 2002 to 2004. Partner/Managing Director, Weiss Peck & Greer/ Robeco from 1986 - 2001.
Current Directorships: Trustee of City National Rochdale Funds, The Advisors’ Inner Circle Fund III, Schroder Series Trust and Schroder Global Series Trust.
Former Directorships: Trustee of Rochdale Investment Trust to 2013. Trustee of Winton Series Trust to 2017. Director of Lapolla Industries, Inc. to 2017. Trustee of Winton Diversified Opportunities Fund (closed-end investment company) to 2018.
RANDALL S. YANKER
(Born: 1960)
Trustee
(Since 2015)
 
Co-Founder and Senior Partner, Alternative Asset Managers, L.P. since 2004.
Current Directorships: Trustee of The Advisors’ Inner Circle Fund III, Schroder Series Trust and Schroder Global Series Trust. Independent Non-Executive Director of HFA Holdings Limited.
Former Directorships: Trustee of O’Connor EQUUS (closed-end investment company) to 2016. Trustee of Winton Series Trust to 2017. Trustee of Winton Diversified Opportunities Fund (closed-end investment company) to 2018.

1
Each Trustee shall hold office during the lifetime of this Trust until the election and qualification of his or her successor, or until he or she dies, resigns, or is removed in accordance with the Declaration of Trust.
2
Directorships of Companies required to report to the Securities and Exchange Commission under the Securities Exchange act of 1934 (i.e., “public companies”) or other investment companies under the 1940 Act.
3
Trustees oversee 3 Funds in the Trust.

64


Gallery Trust
October 31, 2018 (Unaudited)



TRUSTEE AND OFFICERS OF GALLERY TRUST (continued)

Name and
Year of Birth
Position(s) Held with the Trust and Length of Time Served
Principal Occupation in the Past Five Years
OFFICERS
MICHAEL BEATTIE
(Born: 1965)
President
(Since 2015)
Director of Client Service, SEI Investments Company, since 2004. 
JAMES BERNSTEIN
(Born: 1962)
Vice President and Assistant Secretary
(Since 2017)
Attorney, SEI Investments, since 2017.
Prior Positions: Self-employed consultant, 2017. Associate General Counsel & Vice President, Nationwide Funds Group and Nationwide Mutual Insurance Company, from 2002 to 2016. Assistant General Counsel & Vice President, Market Street Funds and Provident Mutual Insurance Company, from 1999 to 2002.
JOHN BOURGEOIS
(Born: 1973)
Assistant Treasurer
(Since 2017)
Fund Accounting Manager, SEI Investments, since 2000.
STEPHEN CONNORS
(Born: 1984)
Treasurer, Controller and Chief Financial Officer
(Since 2015)
Director, SEI Investments, Fund Accounting, since 2014. Audit Manager, Deloitte & Touche LLP, from 2011 to 2014.
DIANNE M. DESCOTEAUX
(Born: 1977)
Vice President and Secretary
(Since 2015)
Counsel at SEI Investments since 2010. Associate at Morgan, Lewis & Bockius LLP, from 2006 to 2010.
RUSSELL EMERY
(Born: 1962)
Chief Compliance Officer
(Since 2015)
Chief Compliance Officer of SEI Structured Credit Fund, LP since 2007. Chief Compliance Officer of SEI Alpha Strategy Portfolios, LP from 2007 to 2013. Chief Compliance Officer of The Advisors’ Inner Circle Fund, The Advisors’ Inner Circle Fund II, The Advisors’ Inner Circle Fund III, Bishop Street Funds, The KP Funds, Schroder Series Trust, Schroder Global Series Trust, SEI Institutional Managed Trust, SEI Asset Allocation Trust, SEI Institutional International Trust, SEI Institutional Investments Trust, SEI Daily Income Trust, SEI Tax Exempt Trust, Adviser Managed Trust, New Covenant Funds, SEI Insurance Products Trust and SEI Catholic Values Trust. Chief Compliance Officer of SEI Opportunity Fund, L.P. to 2010. Chief Compliance Officer of O’Connor EQUUS (closed-end investment company) to 2016. Chief Compliance Officer of SEI Liquid Asset Trust to 2016. Chief Compliance Officer of Winton Series Trust to 2017. Chief Compliance Officer of Winton Diversified Opportunities Fund (closed-end investment company) to 2018.
ROBERT MORROW
(Born: 1968)
Vice President
(Since 2017)
Account Manager, SEI Investments, since 2007.
BRIDGET E. SUDALL
(Born: 1980)
Privacy Officer
(Since 2015)
Anti-Money Laundering Officer
(Since 2015)
Senior Associate and AML Officer, Morgan Stanley Alternative Investment Partners, from 2011 to 2015. Investor Services Team Lead, Morgan Stanley Alternative Investment Partners, from 2007 to 2011. 


65



Gallery Trust
October 31, 2018 (Unaudited)


NOTICE TO SHAREHOLDERS

For shareholders that do not have an October 31, 2018 tax year end, this notice is for informational purposes only. For shareholders with an October 31, 2018 tax year end, please consult your tax advisor as to the pertinence of this notice. For the fiscal year ended October 31, 2018, the Funds are designating the following items with regard to distributions paid during the year.
                               
Foreign Investors
 
Ordinary
Income
Distributions
   
Long-Term
Capital Gain
Distributions
   
Total Distributions
   
Qualifying
for
Corporate Dividends Received
Deduction
(1)
   
Qualifying Dividend Income
(2)
   
U.S. Government Interest
(3)
   
Interest
Related
Dividends (4)
   
Short-Term
Capital Gain Dividends
(5)
   
Foreign
Tax
Credit
(6)
 
Mondrian International Equity Fund
 
 
100.00
%
   
0.00
%
   
100.00
%
   
88.47
%
   
100.00
%
   
0.00
%
   
0.00
%
   
0.00
%
   
5.77
%
Mondrian Emerging Markets Equity Fund
 
 
100.00
%
   
0.00
%
   
100.00
%
   
12.46
%
   
57.43
%
   
0.00
%
   
0.00
%
   
0.00
%
   
19.36
%
Mondrian International Government Fixed Income Fund
 
 
0.00
%
   
100.00
%
   
100.00
%
   
0.00
%
   
0.00
%
   
0.00
%
   
0.00
%
   
0.00
%
   
0.00
%

(1)
Qualifying dividends represent dividends which qualify for the corporate dividends received deduction and is reflected as a percentage of ordinary income distributions (the total of short-term capital gain and net investment income distributions).
(2)
The percentage in this column represents the amount of “Qualifying Dividend Income” as created by the Jobs and Growth Tax Relief Reconciliation Act of 2003 and is reflected as a percentage of ordinary income distributions (the total of short-term capital gain and net investment income distributions). It is the intention of the Fund to designate the maximum amount permitted by law.
(3)
“U.S. Government Interest” represents the amount of interest that was derived from direct U.S. Government obligations and distributed during the fiscal year. This amount is reflected as a percentage of ordinary income. Generally, interest from direct U.S. Government obligations is exempt from state income tax. However, for shareholders of the Fund who are residents of California, Connecticut and New York, the statutory threshold requirements were not satisfied to permit exemption of these amounts from state income.
(4)
The percentage in this column represents the amount of “Interest Related Dividends” and is reflected as a percentage of ordinary income distributions. Interest related dividends are exempted from U.S. withholding tax when paid to foreign investors.
(5)
The percentage of this column represents the amount of “Short-Term Capital Gain Dividends” and is reflected as a percentage of short-term capital gain distributions that is exempted from U.S. withholding tax when paid to foreign investors.
(6)
The percentage in this column represents the amount of “Qualifying Foreign Taxes” as a percentage of ordinary distributions during the fiscal year ended October 31, 2018. The International Fund and Emerging Markets Fund intend to pass through a Foreign Tax Credit to shareholders for fiscal year ended 2018. The total amount of foreign source income is $16,835,397 and $4,913,522, respectively. The total amount of foreign tax paid is $1,045,777 and $692,807, respectively. Your allocation share of the foreign tax credit will be reported on form 1099-DIV.

The information reported herein may differ from the information and distributions taxable to the shareholders for the calendar year ending December 31, 2018. Complete information will be computed and reported in conjunction with your 2018 Form 1099-DIV.

66


Gallery Trust




Fund information
 
   
Registered office
P.O. Box 588
 
Portland, ME 04112
   
Adviser
Mondrian Investment Partners Limited
 
10 Gresham Street, 5th Floor
 
London, England EC2V 7JD
   
Distributor
SEI Investments Distribution Co.
 
One Freedom Valley Drive
 
Oaks, PA 19456
   
Administrator
SEI Investments Global Funds Services
 
One Freedom Valley Drive
 
Oaks, PA 19456
   
Legal Counsel
Morgan, Lewis & Bockius LLP
 
1701 Market Street
 
Philadelphia, PA 19103
   
Custodian
Brown Brothers Harriman & Co
 
40 Water Street
 
Boston, Massachusetts 02109
   
Transfer Agent
Atlantic Fund Services, LLC
 
Three Canal Plaza
 
Portland, ME 04101
   
Independent Registered
PricewaterhouseCoopers LLP
Public Accounting Firm
2001 Market Street
 
Philadelphia, PA 19103


67









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MON-AR-001-0300


Item 2.   Code of Ethics.

The Registrant has adopted a code of ethics that applies to the Registrant’s principal executive officer, principal financial officer, controller or principal accounting officer, and any person who performs a similar function. There have been no amendments to or waivers granted to this code of ethics.

Item 3.   Audit Committee Financial Expert.

(a)(1)  The Registrant’s board of trustees has determined that the Registrant has at least one audit committee financial expert serving on the audit committee.

(a) (2) The audit committee financial experts are Thomas Lemke and Jay Nadel, and each of Mr. Lemke and Mr. Nadel is considered to be “independent,” as that term is defined in Form N-CSR Item 3(a)(2).

Item 4.    Principal Accountant Fees and Services.

Fees billed by PricewaterhouseCoopers LLP (“PwC”) relate to the Gallery Trust (the “Trust”).

PwC billed the Trust aggregate fees for services rendered to the Trust for the last two fiscal years as follows:

   
2018
   
2017
      
All fees and
services to
the Trust that
were pre-
approved
   
All fees and
services to
service
affiliates that
were pre-
approved
   
All other fees
and services
to service
affiliates that 
did not
require pre-
approval
   
All fees and
services to
the Trust that
were pre-
approved
   
All fees and
services to
service 
affiliates that
were pre-
approved
   
All other fees
and services
to service
affiliates that
did not require
pre-approval
(a)
Audit Fees(1)
 
  $75,400
   
None
    None    
$ 23,900
   
None
   
None
(b)
Audit-Related Fees
 
  $22,500
   
None
   
$136,057
   
None
    None    
$119,807
(c)
Tax Fees
 
 
None
   
None
   
$164,500(2)(3)
   
None
   
None
   
$56,121
(d)
All Other Fees
 
 
None
   
None
   
None
    None
 
None  
$49,600

Notes:
(1)
Audit fees include amounts related to the audit of the Trust’s annual financial statements and services normally provided by the accountant in connection with statutory and regulatory filings.
(2)
Contains tax return preparation fees for affiliates of the Funds.
(3)
Contains tax compliance services provided to service affiliates of the Funds.

(e)(1) The Trust’s Audit Committee has adopted and the Board of Trustees has ratified an Audit and Non-Audit Services Pre-Approval Policy (the “Policy”), which sets forth the procedures and the conditions pursuant to which services proposed to be performed by the independent auditor of the Funds may be pre-approved.




The Policy provides that all requests or applications for proposed services to be provided by the independent auditor must be submitted to the Registrant’s Chief Financial Officer (“CFO”) and must include a detailed description of the services proposed to be rendered. The CFO will determine whether such services:

1. require specific pre-approval;

2. are included within the list of services that have received the general pre-approval of the Audit Committee pursuant to the Policy; or

3. have been previously pre-approved in connection with the independent auditor’s annual engagement letter for the applicable year or otherwise. In any instance where services require pre-approval, the Audit Committee will consider whether these services are consistent with SEC’s rules and whether the provision of these services would impair the auditor’s independence.

Requests or applications to provide services that require specific pre-approval by the Audit Committee will be submitted to the Audit Committee by the CFO. The Audit Committee will be informed by the CFO on a quarterly basis of all services rendered by the independent auditor. The Audit Committee has delegated specific pre-approval authority to either the Audit Committee Chair or financial expert, provided that the estimated fee for any said proposed pre-approved service does not exceed $100,000 and any pre-approval decisions are reported to the Audit Committee at the Audit Committee’s next regularly-scheduled meeting.

Services that have received the general pre-approval of the Audit Committee are identified and described in the Policy.  In addition, the Policy sets forth a maximum fee per engagement with respect to each identified service that has received general pre-approval.

All services to be provided by the independent auditor shall be provided pursuant to a signed written engagement letter with the Registrant, the investment adviser or applicable control affiliate (except that matters as to which an engagement letter would be impractical because of timing issues or because the matter is small may not be the subject of an engagement letter) that sets forth both the services to be provided by the independent auditor and the total fees to be paid to the independent auditor for those services.

In addition, the Audit Committee has determined to take additional measures on an annual basis to meet the Audit Committee’s responsibility to oversee the work of the independent auditor and to assure the auditor's independence from the Registrant, such as (a) reviewing a formal written statement from the independent auditor delineating all relationships between the independent auditor and the Registrant, and (b) discussing with the independent auditor the independent auditor’s methods and procedures for ensuring independence.

(e)(2)
Percentage of fees billed by PwC applicable to non-audit services pursuant to the “de minimis” exception of Rule 2-01(c)(7)(i)(C) were as follows:

 
2018
2017
Audit-Related Fees
None
None
Tax Fees
None
None
All Other Fees
None
None

(f) Not applicable.

(g) The aggregate non-audit fees and services billed by PwC for services rendered to the Registrant, and 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 for the last fiscal-years-ended October 31st were $300,557 and $225,528 for 2018 and 2017, respectively.




(h) During the past fiscal year, all non-audit services provided by Registrant’s principal accountant to either Registrant’s investment adviser or to any entity controlling, controlled by, or under common control with Registrant’s investment adviser that provides ongoing services to Registrant were pre-approved by the Audit Committee of Registrant’s Board of Trustees.  Included in the Audit Committee’s pre-approval of these non-audit services was the review and consideration as to whether the provision of these non-audit services is compatible with maintaining the principal accountant’s independence.
Item 5.    Audit Committee of Listed Registrants.

Not applicable to open-end management investment companies.

Item 6.    Schedule of Investments

Schedule of Investments is included as part of the Report to Shareholders filed under Item 1 of this form.

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

Not applicable to open-end management investment companies.

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

Not applicable to open-end management investment companies.  Effective for closed-end management investment companies for fiscal years ending on or after December 31, 2005

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

Not applicable to open-end management investment companies.

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

There have been no changes to the procedures by which shareholders may recommend nominees to the Registrant’s Board of Trustees during the period covered by this report.

Item 11.    Controls and Procedures.

(a) The Registrant's principal executive and principal financial officers, or persons performing similar functions have concluded that the Registrant's disclosure controls and procedures, as defined in Rule 30a-3(c) under the Act (17 CFR § 270.30a-3(c)), as of a date within 90 days of the filing date of the report, are effective based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the Act (17 CFR § 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act, as amended (17 CFR § 270.30a-15(b) or § 240.15d-15(b)).

(b) There has been no change in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR § 270.3a-3(d)) that occurred during the last fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting.

Items 12.    Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
 
Not applicable to open-end management investment companies.

Items 13.    Exhibits.

(a)(1) A copy of the Registrant's Code of Ethics, as required by Item 2 of this Form, accompanies this filing as an exhibit.

(a)(2) A separate certification for the principal executive officer and the principal financial officer of the Registrant, as required by Rule 30a-2(a) under the Act (17 CFR § 270.30a-2(a)), is filed herewith.

(b)  Officer certifications as required by Rule 30a-2(b) under the Act (17 CFR § 270.30a-2(b)), also accompany this filing as an exhibit.


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)
Gallery Trust
 
     
By (Signature and Title)
/s/ Michael Beattie  
 
Michael Beattie
 
 
President
 
Date: January 8, 2019
   

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 Beattie  
 
Michael Beattie
 
 
President
 
Date: January 8, 2019
   
     
By (Signature and Title)
/s/ Stephen Connors  
 
Stephen Connors
 
 
Treasurer, Controller & CFO
 
Date: January 8, 2019