N-CSR

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:  811-04920

WASATCH FUNDS TRUST

(Exact name of registrant as specified in charter)

505 Wakara Way, 3rd Floor

Salt Lake City, UT 84108

(Address of principal executive offices)(Zip code)

(Name and Address of Agent for Service)	Copy to:
Samuel S. Stewart, Jr. Wasatch Advisors, Inc. 505 Wakara Way, 3rd Floor Salt Lake City, UT 84108	Eric F. Fess, Esq. Chapman & Cutler LLP 111 West Monroe Street Chicago, IL 60603

Registrant’s telephone number, including area code:  (801) 533-0777

Date of fiscal year end:  September 30

Date of reporting period:  September 30, 2016

Item 1:  Report to Shareholders.

2016 ANNUAL REPORT
September 30, 2016
WASATCH
FUNDS
EQUITY FUNDS / Wasatch Core Growth Fund Wasatch Emerging India Fund Wasatch Emerging Markets Select Fund Wasatch Emerging Markets Small Cap Fund Wasatch Frontier Emerging Small Countries Fund Wasatch Global Opportunities Fund Wasatch International Growth Fund Wasatch International Opportunities Fund Wasatch Large Cap Value Fund Wasatch Long/Short Fund Wasatch Micro Cap Fund Wasatch Micro Cap Value Fund Wasatch Small Cap Growth Fund Wasatch Small Cap Value Fund Wasatch Strategic Income Fund Wasatch Ultra Growth Fund Wasatch World Innovators Fund BONDS FUNDS / Wasatch-1st Source Income Fund Wasatch-Hoisington U.S. Treasury Fund

WASATCH FUNDS

Salt Lake City, Utah

www.WasatchFunds.com

800.551.1700

TABLE OF CONTENTS

Letter to Shareholders	2
Wasatch Core Growth Fund® Management Discussion	4
Portfolio Summary	5
Wasatch Emerging India Fund ® Management Discussion	6
Portfolio Summary	7
Wasatch Emerging Markets Select Fund® Management Discussion	8
Portfolio Summary	9
Wasatch Emerging Markets Small Cap Fund® Management Discussion	10
Portfolio Summary	11
Wasatch Frontier Emerging Small Countries Fund® Management Discussion	12
Portfolio Summary	13
Wasatch Global Opportunities Fund® Management Discussion	14
Portfolio Summary	15
Wasatch International Growth Fund® Management Discussion	16
Portfolio Summary	17
Wasatch International Opportunities Fund® Management Discussion	18
Portfolio Summary	19
Wasatch Large Cap Value Fund ® Management Discussion	20
Portfolio Summary	21
Wasatch Long/Short Fund ® Management Discussion	22
Portfolio Summary	23
Wasatch Micro Cap Fund® Management Discussion	24
Portfolio Summary	25
Wasatch Micro Cap Value Fund® Management Discussion	26
Portfolio Summary	27
Wasatch Small Cap Growth Fund® Management Discussion	28
Portfolio Summary	29
Wasatch Small Cap Value Fund® Management Discussion	30
Portfolio Summary	31
Wasatch Strategic Income Fund® Management Discussion	32
Portfolio Summary	33
Wasatch Ultra Growth Fund® Management Discussion	34
Portfolio Summary	35
Wasatch World Innovators Fund ® Management Discussion	36
Portfolio Summary	37
Wasatch-1st Source Income Fund® Management Discussion	38
Portfolio Summary	39
Wasatch-Hoisington U.S. Treasury Fund® Management Discussion	40
Portfolio Summary	41
Management Discussions — Definitions of Financial Terms	42
Operating Expenses	44
Schedule of Investments	47
Statements of Assets and Liabilities	90
Statements of Operations	96
Statements of Changes in Net Assets	102
Financial Highlights	110
Notes to Financial Highlights	116
Notes to Financial Statements	118
Report of Independent Registered Public Accounting Firm	140
Supplemental Information	141
Management Information	141
Additional Tax Information	142
Proxy Voting Policies, Procedures and Record	143
Quarterly Portfolio Holdings Disclosure on Form N-Q	143
Service Providers	144
Contact Wasatch	144

This material must be accompanied or preceded by a prospectus.

Please read the prospectus carefully before you invest.

Wasatch Funds are distributed by ALPS Distributors, Inc.

1

LETTER TO SHAREHOLDERS — THEATRE OF THE ABSURD

  Samuel S. Stewart, Jr. PhD, CFA President of
Wasatch Funds DEAR FELLOW SHAREHOLDERS:   I last used Waiting for Godot as an analogy in my “Message to Shareholders” dated January 4, 2013. This 1953 play is by Samuel Beckett, who wrote about characters caught in hopeless situations. Beckett’s brand of existentialist fiction is often referred to as the “Theatre of the Absurd.” My 2013 message said, “Godot, in the form of resolution [referring to whether our economy was going to expand or tip over into recession], will not arrive for a long time, if ever.” Here we are almost four years later, and Godot still hasn’t arrived. Back in 2013, the U.S. Federal Reserve (Fed) had already instituted zero interest rates and had tried three rounds of massive bond purchases in futile attempts to spur economic growth. Despite these monetary experiments, economic growth has actually declined. As if zero interest rates in the U.S. weren’t crazy enough, the Bank of Japan and the European Central Bank have instituted negative interest rates. So hiding cash under the mattress would produce better returns. In Denmark, some homeowners are actually being paid money back on their mortgages via negative interest rates. Talk about a real-life Theatre of the Absurd!

ECONOMY

In theory, low and negative central-bank rates should encourage economic growth by making business and personal loans cheaper. In reality, the economic consequences have been very different. Many lenders aren’t particularly excited about providing credit because their projected returns are modest due to the interest-rate environment. Prospective borrowers, if they can even qualify for a loan, are tentative because of the lackluster economy.

There’s also another trend going on. With interest rates so low, individuals approaching retirement realize that the returns on their savings will be minimal or nonexistent. As a result, the members of our aging population — who might otherwise have some wealth to spend — have a tendency to save even more. This creates a vicious cycle in which reduced spending leads to even less growth in the economy.

So from the perspective of soon-to-be retirees, we can certainly criticize the actions of the world’s central bankers. Broadly speaking, I think central banks have pushed accommodative monetary policies way too far — which has done more to drive up asset prices (e.g., stocks, bonds and real estate) than to promote economic growth. Others might disagree and might argue that central banks were simply filling a void left by gridlocked politicians. Nevertheless, there’s a more profound question that goes beyond monetary policies: Are we waiting for Godot in the wrong place (i.e., in the U.S. and other developed countries)?

If Godot represents some sort of economic resolution resulting from our monetary policies, perhaps that resolution will never come because developed countries are facing issues that cannot be addressed by such policies. These issues have more to do with populations in developed countries getting older and productivity growth (the rate of change in output per person) declining. Yet our way of thinking about growth remains stuck in the context of the growth stemming from the phenomenal innovations during the previous century.

In his book, The Rise and Fall of American Growth, Robert J. Gordon discusses the massive improvements in our economy and standard of living since the Civil War. Gordon argues that productivity and hence prosperity accelerated due to an unprecedented age of innovation that is “unlikely to be repeated.” The next time you feel impressed by the new capabilities of your latest smartphone, just consider how insignificant these capabilities are compared to changes in the last century such as indoor plumbing, electric lighting, telephones, air travel, phonographs, television, air conditioning, central heating, antibiotics, automobiles and better working conditions. The last century was characterized by the spread of these modern necessities around the world.

Furthermore, the workforce expanded dramatically during the century. More recently, the same productivity improvements that benefited the U.S. took hold in country after country. As a result, billions of new consumers — and producers — participated in the global economy and wealth in developed countries grew. As wealth grew, there was a surprising side effect: Birth rates eventually fell. Falling birth rates have led to aging populations. In some countries like Japan and Russia, populations are not only aging; these populations are actually getting smaller. Even the population of China is projected to decrease within the next 20 years.

Aging populations create economic effects that account for some of the issues facing the world. Most notable is that aging populations tend to save more and spend less. Economist John Maynard Keynes tried to address the problem of excessive savings and inadequate demand. His solution was to supplement private spending with government spending. While the policies advocated by Keynes have proven effective when an economy is experiencing a spending shortfall due to a recession, they have not proven effective when the spending shortfall is due to an aging population. The resulting widespread demand shortfalls and savings surpluses may have become permanent features of our economic landscape. Demand shortfalls translate into slowing economic growth rates.

Developed countries have been trying to deal with slowing growth rates through stimulative monetary policies ever since the global financial crisis ended in 2009. The disappointing results of these policies underscore the intractability of the slow-growth problem.

In developed countries, maybe it’s time to stop waiting for Godot. Instead, perhaps we should be celebrating the more or less full employment that at least the U.S. economy has managed to achieve. Then, our politicians and the broader government could turn their attention to improving the skills of those who lack adequate jobs.

2

SEPTEMBER 30, 2016 (UNAUDITED)

MARKETS

While the slow-growth economy may have created an environment of less-excessive behavior on the part of businesses and of increased saving by individuals who are approaching retirement, I still feel nervous about some of the speculative forces in the stock and bond markets.

To review 2016 so far, the year began with widespread declines in stock prices. While many analysts attribute those declines to prospective interest-rate increases by the Fed and to fears of China’s slowing economic growth, I believe the main cause was deteriorating creditworthiness among energy companies.

When oil prices later rebounded from their lows, investors became less concerned about the plight of energy companies being shared by other companies, and stock prices began to rise in February. Since then, we’ve had periodic scares in the markets — notably surrounding the Brexit vote — but stock and bond prices have generally been strong.

So what makes me nervous? First, stock and bond valuations are high relative to historical levels. Second, sales and earnings growth may be harder to achieve in the tepid economic environment I expect to see. Third, relative to earlier periods, equity holders in public markets may be compensated differently because many of today’s businesses are less capital-intensive and companies are finding it easier to raise money through private sources. Fourth, market volatility in recent months has been comparatively low, which indicates that investors may be too complacent.

Based on these factors, I continue to expect lower returns than many investors are counting on. I also expect to see periodic “air pockets” in prices — like we saw during January. Therefore, investors may want to keep some cash on hand in order to take advantage of lower prices after air pockets occur. We should also be prepared for the possibility that markets may not rebound as quickly or as strongly as they did earlier this year.

WASATCH

In a world where aging individuals spend less so they can save more for retirement, supposedly pro-growth economic policies by central banks seem to miss the mark. In countries with aging demographics, it could be that little growth will be possible regardless of monetary policies.

While developed countries contend with challenges inherent in aging populations, the demographics of most emerging-market countries look more attractive. We especially like India, which has one of the youngest populations anywhere in the world. And in stark contrast to most developed countries, where productivity growth has fallen, India’s productivity growth has risen.

An interesting anecdote regarding the relative opportunities in emerging markets versus developed markets is the recent announcement that Wal-Mart is pursuing a stake in Flipkart, India’s largest e-commerce company. Apparently, Wal-Mart realizes one of the best ways to grow is to target countries that, relative to the U.S., are much earlier in their demographic and productivity cycles.

With sincere thanks for your continued investment and for your trust,

Sam Stewart

Information in this document regarding market or economic trends, or the factors influencing historical or future performance, reflects the opinions of management as of the date of this document. These statements should not be relied upon for any other purpose. Past performance is no guarantee of future results, and there is no guarantee that the market forecasts discussed will be realized.

CFA^® is a trademark owned by CFA Institute.

Wasatch Advisors is the investment advisor to Wasatch Funds.

As of September 30, 2016, the Wasatch Large Cap Value Fund held 4.1% of its net assets and the Wasatch Long/Short Fund held 1.3% of its net assets in Wal-Mart Stores, Inc. No Wasatch Funds were invested in Flipkart, a private company, as of September 30, 2016.

Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

The investment objectives of the Wasatch Large Cap Value Fund are to seek capital appreciation and income. The investment objective of the Wasatch Long/Short Fund is capital appreciation.

Brexit is an abbreviation for “British exit,” which refers to the June 23, 2016 referendum whereby British citizens voted to exit the European Union. The referendum roiled global markets, including currencies, causing the British pound to fall to its lowest level in decades.

Earnings growth is a measure of growth in a company’s net income over a specific period, often one year.

The financial crisis of 2007-09, also known as the global financial crisis (GFC) and 2008 financial crisis, is considered by many economists to have been the worst financial crisis since the Great Depression of the 1930s.

Valuation is the process of determining the current worth of an asset or company.

3

WASATCH CORE GROWTH FUND (WGROX / WIGRX) SEPTEMBER 30, 2016 (UNAUDITED)

Management Discussion

The Wasatch Core Growth Fund is managed by a team of Wasatch portfolio managers led by JB Taylor and Paul Lambert.

  JB Taylor Lead Portfolio Manager   Paul Lambert Portfolio Manager OVERVIEW   The Wasatch Core Growth Fund — Investor Class rose 10.69% for the 12-month period ended September 30, 2016. The Fund trailed the 15.47% return of the Russell 2000 Index

and the 12.12% return of the Russell 2000 Growth Index.

Information-technology (IT) companies were among the Fund’s top gainers for the year. IT and biotechnology are two areas where we see strong potential for sales and earnings growth. Some of our consumer-discretionary holdings were weaker, the reasons for which we describe later in this discussion.

To recap 2016 so far, the calendar year began with large stock-market declines on fears regarding lower oil prices, widening credit spreads, potential interest-rate increases by the U.S. Federal Reserve (Fed) and slowing economic growth in China. These stock-market declines were particularly brutal for growth-oriented companies in general and for biotech companies in particular.

By early February, however, fears subsided and stock prices almost across the board began a rebound that continued throughout the second and third calendar quarters of 2016 — notwithstanding some hiccups along the way. Growth-oriented stocks and biotechs tended to fully participate in the rebound. But for the 12-month period, they generally lagged the broader indices due to their more-significant losses early in 2016.

On September 21st, Fed Chair Janet Yellen confirmed widespread expectations in the financial markets that the Fed wouldn’t immediately raise the federal-funds target rate. Ms. Yellen also expressed optimism regarding labor conditions and overall economic progress in the United States. These signals from the Fed, along with no major shocks in political and business news, helped keep equities on relatively stable footing for the remainder of the period ended September 30, 2016.

DETAILS OF THE YEAR

We have held Copart, Inc. in the Fund for over 18 years because this provider of auctions for salvaged vehicles has continued to grow and improve its business. Over the past year, Copart has seen growth reaccelerate after working through some tough comparisons and has continued to gain market share. Our long-term commitment was rewarded as the stock was up more than 60%, making Copart the Fund’s top contributor to performance over the past 12 months.

Seattle Genetics, Inc., a biotech company, was also a strong performer for the Fund. In its most-recent reporting

period, the company saw excellent sales growth for its cancer drug ADCETRIS.^® But we think the bigger reasons for the stock’s price increase were general optimism regarding biotech stocks after earlier declines to more-attractive valuations and speculation that several companies in the space are takeover targets.

Printing company Cimpress N.V. (better known in its advertisements as Vistaprint), software provider Cornerstone OnDemand, Inc., and waste-disposal company Waste Connections, Inc. were other top contributors for the year.

Among the detractors from performance over the past 12 months were one of our discount airlines and a couple of food and restaurant companies.

Allegiant Travel Co. is a regional air carrier that caters to budget-conscious flyers. Allegiant saw its stock price drop as summer travel levels came in below expectations and larger carriers continued to pursue increased market share through price-cutting. While we believe Allegiant has long-term competitive advantages, its short-term stock performance may depend on energy prices staying at lower levels and on decisions by carriers to be less aggressive in expansion of capacity.

Food and restaurant companies like Zoe’s Kitchen, Inc. and Fiesta Restaurant Group, Inc. experienced falling stock prices largely due to difficult comparisons with previous revenues that had been particularly robust. In addition, there’s been some food-price deflation, which tends to make consumers more price-aware and lowers sales over the short term — although reduced food costs could boost profits over the long term.

OUTLOOK

The economy has had difficulty growing since the financial crisis ended in 2009. While we can’t change the economy’s sluggishness, which we expect to persist based on the demographics of an aging population and lingering debt problems, we can remain focused on our investment discipline. We seek to invest in companies where we can assess the quality of management and evaluate its success by tracking the company’s financial metrics over time.

As always, we’re searching for companies with the potential to grow their sales and earnings at attractive levels for at least the next five years. In the current environment of sub-par economic growth and high stock valuations, we’d be pleased with relatively moderate growth for companies with greater levels of predictability and at least 15% growth (our traditional metric) for companies with lower levels of predictability.

We focus on company fundamentals within the context of industry dynamics — whether those dynamics be making the most of the e-commerce revolution, or bucking the online trend in areas less susceptible to online competition. We believe such an investment approach is the most prudent way to consistently uncover growth opportunities over time and is the path to long-term success.

Thank you for the opportunity to manage your assets.

  Current and future holdings are subject to risk.

4

WASATCH CORE GROWTH FUND (WGROX / WIGRX) SEPTEMBER 30, 2016 (UNAUDITED)

Portfolio Summary

AVERAGE ANNUAL TOTAL RETURNS

	1 YEAR		5 YEARS		10 YEARS
Core Growth (WGROX) — Investor		10.69%		15.31%		8.20%
Core Growth (WIGRX) — Institutional		10.83%		15.40%		8.24%
Russell 2000® Index		15.47%		15.82%		7.07%
Russell 2000® Growth Index		12.12%		16.15%		8.29%

Data shows past performance, which is not indicative of future performance. Current performance may be lower or higher than the performance quoted. To obtain the most recent month-end performance data available, please visit www.WasatchFunds.com. The Advisor may absorb certain Fund expenses, without which total return would have been lower. Investment returns and principal value will fluctuate and shares, when redeemed, may be worth more or less than their original cost.

As of the January 31, 2016 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Core Growth Fund are Investor Class: 1.17% / Institutional Class — Gross: 1.13%, Net: 1.05%. The expense ratio shown elsewhere in this report may be different. Net expenses are based on Fund expenses, net of waivers and reimbursements. See the prospectus for additional information regarding Fund expenses.

Wasatch Funds will deduct a 2.00% redemption proceeds fee on Fund shares held 60 days or less. Performance data does not reflect the deduction of fees, including sales charges, or the taxes you would pay on fund distributions or the redemption of fund shares. Fees and taxes, if reflected, would reduce the performance quoted. Wasatch does not charge any sales fees. For more complete information including charges, risks and expenses, read the prospectus carefully.

Performance for the Institutional Class prior to 1/31/2012 is based on the performance of the Investor Class. Performance of the Fund’s Institutional Class prior to 1/31/2012 uses the actual expenses of the Fund’s Investor Class without any adjustments. For any such period of time, the performance of the Fund’s Institutional Class would have been substantially similar to, yet higher than, the performance of the Fund’s Investor Class, because the shares of both classes are invested in the same portfolio of securities, but the classes bear different expenses.

Investing in small cap funds will be more volatile and loss of principal could be greater than investing in large cap or more diversified funds. Investing in foreign securities, especially in emerging markets, entails special risks, such as currency fluctuations and political uncertainties, which are described in more detail in the prospectus.

TOP 10 EQUITY HOLDINGS*

Company	% of Net Assets
Cornerstone OnDemand, Inc.		3.8%
Cimpress N.V.		3.4%
Copart, Inc.		2.9%
Waste Connections, Inc. (Canada)		2.9%
Tyler Technologies, Inc.		2.7%

Company	% of Net Assets
Seattle Genetics, Inc.		2.6%
Credit Acceptance Corp.		2.6%
ICON plc (Ireland)		2.5%
MEDNAX, Inc.		2.5%
Balchem Corp.		2.4%

* As of September 30, 2016, there were 63 holdings in the Fund. Foreign currency contracts, written options and repurchase agreements, if any, are not included in the number of holdings. Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

SECTOR BREAKDOWN**

** Excludes securities sold short and options written, if any.

  † Also includes Other Assets & Liabilities.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT

Past performance does not predict future performance. The graph above does not reflect the deduction of fees, sales charges, or taxes that you would pay on fund distributions or the redemption of fund shares. Wasatch does not charge any sales fees. The Russell 2000 Index is an unmanaged total return index of the smallest 2,000 companies in the Russell 3000 Index, as ranked by total market capitalization. The Russell 2000 Index is widely regarded in the industry as accurately capturing the universe of small company stocks. The Russell 2000 Growth Index is an unmanaged total return index that measures the performance of those Russell 2000 Index companies with higher price-to-book ratios and higher forecasted growth values. You cannot invest directly in these or any indices.

5

WASATCH EMERGING INDIA FUND (WAINX / WIINX) SEPTEMBER 30, 2016 (UNAUDITED)

Management Discussion

The Wasatch Emerging India Fund is managed by a team of Wasatch portfolio managers led by Ajay Krishnan and Matthew Dreith.

  Ajay Krishnan, CFA Lead Portfolio Manager     Matthew Dreith, CFA Associate Portfolio Manager OVERVIEW   During the 12 months ended September 30, 2016, the Wasatch Emerging India Fund — Investor Class gained 11.98%. The Fund surpassed its bench-
mark, the
MSCI India

Investable Market Index, which rose 7.50%.

Positive economic data and a resurgence in corporate profits supported Indian equities and reinforced the country’s position as a bright spot in emerging markets. With China’s economy slowing and Russia and Brazil struggling with recession, India’s stellar growth increased its appeal to international investors.

After two years of weak monsoons, the return of normal rains to India spurred optimism that higher farm production would keep food costs and inflation in check. The monsoon affects summer and winter crops and waters over half of India’s farmland.

Slowed by cooling food prices, India’s consumer-price index posted an annual increase of 5.05% in August —  down from 6.07% in July and the smallest such rise since March. The dip in inflation gave India’s newly formed monetary-policy committee all the scope it would later need to lower borrowing costs in support of economic growth. A sustained decline in global crude-oil prices has also helped to push down India’s rate of inflation.

DETAILS OF THE YEAR

The financial and industrial sectors of the market were the Fund’s greatest sources of outperformance relative to the benchmark. The prospect of lower interest rates supported shares of financial companies, while a pickup in economic activity boosted industrial stocks. The Fund’s scant holdings in the poor-performing information-technology and telecommunication-services sectors were another reason it outgained the benchmark by as much as it did.

The Fund’s strongest contributor to performance for the year was Bajaj Finance Ltd. This non-bank financial company is the lending arm of the Bajaj Group — a well-regarded Indian industrial house founded in 1926. Bajaj Finance offers a broad spectrum of lending services that include vehicle loans, mortgage loans and commercial loans. Propelled by favorable earnings reports and increased demand for credit, the company’s shares advanced steadily throughout the period.

MakeMyTrip Ltd. was our second-best contributor. The leading online travel agency (OTA) in India, MakeMyTrip is likely in our view to emerge as the dominant player in a very

large market. Profitability thus far has been elusive, as the company has found itself in a period of intense competition. There are indications, however, that its latest efforts are gaining traction. We see the recent investment by Ctrip, the dominant OTA in China, as another positive sign. We think Ctrip will provide MakeMyTrip with valuable board insight gleaned from China’s similar period of competitive intensity.

Third-largest contributor Quess Corp. Ltd. is an industrials holding added in late June during its initial public offering. Quess is an integrated provider of business services. Formalization of India’s economy is driving increased outsourcing of janitorial services, industrial management, staffing and other services the company offers to its customers.

Concerns about heightened regulatory scrutiny of India’s pharmaceuticals industry impacted several of the Fund’s holdings. These included Lupin Ltd. and Caplin Point Laboratories Ltd. — as well as the Fund’s greatest detractor from performance for the year, Marksans Pharma Ltd. We liquidated the Fund’s investments in all three companies to seek better opportunities elsewhere.

Another weak stock in the Fund was Welspun India Ltd., a global supplier of home-textile products. The company’s share price tumbled in August after U.S. retailer Target severed ties with Welspun, accusing it of having used non-Egyptian cotton in some of its Egyptian-cotton bed sheets. Although the company’s image has suffered, we believe the effects are likely to be temporary.

OUTLOOK

Despite recent technological advances, productivity growth has stagnated in most developed economies. When combined with aging populations in many countries, this often means businesses are competing in industries that are expanding slowly. Such conditions can make for a difficult investment environment.

India, however, is reaping a demographic dividend from its young and growing population. Productivity growth is higher in India, and the Modi government’s business-friendly initiatives offer the prospect of even more rapid improvements. In early August, for example, lawmakers in India’s upper house approved a constitutional amendment to replace the country’s current maze of local tax levies with a national goods-and-services tax (GST). Once fully implemented, the GST is expected to significantly lower the cost of doing business in India, while streamlining administration and enforcement.

With approximately 65% of Indians still living in rural areas, we believe ongoing urbanization holds great potential for expanding India’s middle class. In turn, we expect growing household incomes to continue driving increased demand for consumer goods and services. The result is that domestically oriented Indian companies are likely to find themselves operating in industries that are getting larger. In our experience, such growth industries typically offer attractive opportunities for bottom-up stock picking.

Thank you for the opportunity to manage your assets.

  Current and future holdings are subject to risk.

6

WASATCH EMERGING INDIA FUND (WAINX / WIINX) SEPTEMBER 30, 2016 (UNAUDITED)

Portfolio Summary

AVERAGE ANNUAL TOTAL RETURNS

	1 YEAR		5 YEARS		SINCE INCEPTION 4/26/11
Emerging India (WAINX) — Investor		11.98%		13.66%		10.69%
Emerging India (WIINX) — Institutional		12.31%		13.73%		10.75%
MSCI India IMI		7.50%		5.79%		0.27%

Data shows past performance, which is not indicative of future performance. Current performance may be lower or higher than the performance quoted. To obtain the most recent month-end performance data available, please visit www.WasatchFunds.com. The Advisor may absorb certain Fund expenses, without which total return would have been lower. Investment returns and principal value will fluctuate and shares, when redeemed, may be worth more or less than their original cost.

As of the January 31, 2016 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Emerging India Fund are Investor Class — Gross: 1.87%, Net: 1.75% / Institutional Class — Gross: 1.75%, Net: 1.50%. The expense ratio shown elsewhere in this report may be different. Net expenses are based on Fund expenses, net of waivers and reimbursements. See the prospectus for additional information regarding Fund expenses.

Wasatch Funds will deduct a 2.00% redemption proceeds fee on Fund shares held 60 days or less. Performance data does not reflect the deduction of fees, including sales charges, or the taxes you would pay on fund distributions or the redemption of fund shares. Fees and taxes, if reflected, would reduce the performance quoted. Wasatch does not charge any sales fees. For more complete information including charges, risks and expenses, read the prospectus carefully.

Performance for the Institutional Class prior to 2/1/2016 is based on the performance of the Investor Class. Performance of the Fund’s Institutional Class prior to 2/1/2016 uses the actual expenses of the Fund’s Investor Class without any adjustments. For any such period of time, the performance of the Fund’s Institutional Class would have been substantially similar to, yet higher than, the performance of the Fund’s Investor Class, because the shares of both classes are invested in the same portfolio of securities, but the classes bear different expenses.

Investing in small cap funds will be more volatile and loss of principal could be greater than investing in large cap or more diversified funds. Investing in foreign securities, especially in emerging markets, entails special risks, such as unstable currencies, highly volatile securities markets and political and social instability, which are described in more detail in the prospectus.

TOP 10 EQUITY HOLDINGS*

Company	% of Net Assets
Bajaj Finance Ltd. (India)		4.6%
MakeMyTrip Ltd. (India)		4.1%
Dr. Lal PathLabs Ltd. (India)		3.5%
Quess Corp. Ltd. (India)		3.2%
Berger Paints India Ltd. (India)		3.2%

Company	% of Net Assets
Natco Pharma Ltd. (India)		2.8%
Somany Ceramics Ltd. (India)		2.6%
UPL Ltd. (India)		2.6%
Pidilite Industries Ltd. (India)		2.6%
Manpasand Beverages Ltd. (India)		2.5%

* As of September 30, 2016, there were 61 holdings in the Fund. Foreign currency contracts, written options and repurchase agreements, if any, are not included in the number of holdings. Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

SECTOR BREAKDOWN**

** Excludes securities sold short and options written, if any.

  † Also includes Other Assets & Liabilities.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT

Past performance does not predict future performance. The graph above does not reflect the deduction of fees, sales charges, or taxes that you would pay on fund distributions or the redemption of fund shares. Wasatch does not charge any sales fees. ††Inception: April 26, 2011. The MSCI India IMI (Investable Market Index) is designed to measure the performance of the large-, mid- and small-cap segments of the Indian market. The Index covers approximately 99% of the free-float adjusted market capitalization of the Indian equity universe. You cannot invest directly in this or any index.

7

WASATCH EMERGING MARKETS SELECT FUND (WAESX / WIESX) SEPTEMBER 30, 2016 (UNAUDITED)

Management Discussion

The Wasatch Emerging Markets Select Fund is managed by a team of Wasatch portfolio managers led by Ajay Krishnan, Roger Edgley and Scott Thomas.

  Ajay Krishnan, CFA Lead Portfolio Manager   Roger Edgley, CFA Portfolio Manager   Scott Thomas, CFA Associate Portfolio
Manager

OVERVIEW

The Wasatch Emerging Markets Select Fund — Investor Class gained 10.54% in the 12 months ended September 30, 2016. The Fund lagged its benchmark, the MSCI Emerging Markets Index, which rose 16.78%.

The prospect of continued monetary stimulus from central banks in the U.S. and Japan underpinned support for emerging-market equities for most of the year. With interest rates low and growth sluggish in most of the developed world, emerging markets remained among a limited number of options for investors seeking higher returns.

Shares of large companies held in exchange-traded funds (ETFs) and market indices benefited the most as investors sought exposure to emerging markets. Holdings of large exporters, for example, helped the benchmark achieve above-average returns in both Korea and Taiwan. Although the Fund invests in companies of all sizes, its positions in lesser-known and less-widely followed companies hurt performance relative to the benchmark.

Other sources of underperformance for the Fund included India and Mexico, where equity markets were less favorable. While our stocks posted gains ahead of the benchmark in both countries, our overweight allocations to India and Mexico were headwinds for the Fund.

Brazil was the Fund’s best-performing country. Investor sentiment improved significantly after a change in government sparked optimism for the approval of austerity measures needed to fight the country’s ongoing recession.

DETAILS OF THE YEAR

The Fund’s top contributor to performance was Bajaj Finance Ltd. This non-bank financial company offers a broad spectrum of lending services in India. Propelled by favorable earnings reports and a pickup in loan demand, shares of Bajaj Finance advanced steadily over the period.

MercadoLibre, Inc. was the second-largest contributor. MercadoLibre hosts online-commerce platforms in Latin America. Acceleration in the company’s business pushed its stock price higher. According to the company’s most-recently reported quarter, items sold on MercadoLibre’s platforms were up 44.7% from the year-ago period. With

Latin American e-commerce still in its early stages, we think the company is well-positioned due to increasing online retail penetration throughout the region.

Third-best contributor Raia Drogasil S.A. operates the largest drug-store chain in Brazil. Drug stores were a bright spot in Brazil’s sputtering economy. Shares of Raia Drogasil also benefited from the company’s solid earnings growth and Brazil’s improving investment environment.

The Fund’s greatest detractor from performance was Indian drug maker Lupin Ltd. Concerns about heightened regulatory scrutiny impacted Lupin and other Indian pharmaceutical manufacturers. We later sold the stock when competitive pressures on Lupin also began to increase.

Welspun India Ltd., a global supplier of home-textile products, was the Fund’s second-largest detractor. The company’s share price tumbled in August after U.S. retailer Target severed ties with Welspun, accusing it of having used non-Egyptian cotton in some of its Egyptian-cotton bed sheets. Although the company’s image has suffered, we believe the effects are likely to be temporary.

The Fund’s third-largest detractor was HCL Technologies Ltd. HCL is an Indian information-technology (IT) company providing infrastructure-management services. With increased competition pressuring the profit margins of India’s IT outsourcers, we decided to move on.

OUTLOOK

Despite the sub-par results of equity markets in India, Mexico and the Philippines this year, these countries remain among our favored emerging markets. Rapid household formation in India is creating what we consider to be attractive investment opportunities. Areas of concentration in the Fund include industries tied to India’s transition from joint-family living arrangements to nuclear-family residences.

Although conditions in Mexico were more challenging than we had expected, we think investor sentiment has become too negative. The Mexican peso, like some other emerging-market currencies, now appears undervalued relative to the U.S. dollar. While we continue to monitor the business trends of the companies we own, we believe the fundamentals underlying our Mexican investments remain intact.

In the Philippines, investor confidence was shaken after Philippine president Rodrigo Duterte threatened a “bloody” confrontation with China and publicly insulted U.S. President Barack Obama. The Duterte regime’s brutal crackdown on the illegal-drug trade was an additional source of discomfort for international investors.

We think President Duterte’s remarks are unlikely to derail a Philippine economy in which approximately 70% of output is driven by private consumption. With gross domestic product (GDP) expanding at an annual rate of 7.0% in the second quarter, the Philippines currently boasts the second-fastest growth in Asia. As in India and Mexico, we believe our long horizon and company-focused investment discipline will serve our investors well over time.

Thank you for the opportunity to manage your assets.

  Current and future holdings are subject to risk.

8

WASATCH EMERGING MARKETS SELECT FUND (WAESX / WIESX) SEPTEMBER 30, 2016 (UNAUDITED)

Portfolio Summary

AVERAGE ANNUAL TOTAL RETURNS

	1 YEAR		5 YEARS		SINCE INCEPTION 12/13/12
Emerging Markets Select (WAESX) — Investor		10.54%		N/A		-1.98%
Emerging Markets Select (WIESX) — Institutional		10.82%		N/A		-1.66%
MSCI Emerging Markets Index		16.78%		N/A		-1.24%

Data shows past performance, which is not indicative of future performance. Current performance may be lower or higher than the performance quoted. To obtain the most recent month-end performance data available, please visit www.WasatchFunds.com. The Advisor may absorb certain Fund expenses, without which total return would have been lower. Investment returns and principal value will fluctuate and shares, when redeemed, may be worth more or less than their original cost.

As of the January 31, 2016 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Emerging Markets Select Fund are Investor Class — Gross: 1.75%, Net: 1.51% / Institutional Class — Gross: 1.52%, Net: 1.21%. The expense ratio shown elsewhere in this report may be different. Net expenses are based on Fund expenses, net of waivers and reimbursements. See the prospectus for additional information regarding Fund expenses.

Wasatch Funds will deduct a 2.00% redemption proceeds fee on Fund shares held 60 days or less. Performance data does not reflect the deduction of fees, including sales charges, or the taxes you would pay on fund distributions or the redemption of fund shares. Fees and taxes, if reflected, would reduce the performance quoted. Wasatch does not charge any sales fees. For more complete information including charges, risks and expenses, read the prospectus carefully.

Investing in foreign securities, especially in emerging markets, entails special risks, such as currency fluctuations and political uncertainties, which are described in more detail in the prospectus. Investing in small cap funds will be more volatile and loss of principal could be greater than investing in large cap or more diversified funds.

TOP 10 EQUITY HOLDINGS*

Company	% of Net Assets
MercadoLibre, Inc. (Brazil)		5.2%
Bajaj Finance Ltd. (India)		5.1%
Medytox, Inc. (Korea)		4.2%
GT Capital Holdings, Inc. (Philippines)		3.9%
Raia Drogasil S.A. (Brazil)		3.7%
Gentera S.A.B. de C.V. (Mexico)		3.6%

Company	% of Net Assets
Grupo Aeroportuario del Pacifico S.A.B. de C.V., Class B (Mexico)		3.5%
Asian Paints Ltd. (India)		3.4%
Promotora y Operadora de Infraestructura S.A.B. de C.V. (Mexico)		3.2%
BGF Retail Co. Ltd. (Korea)		3.1%

* As of September 30, 2016, there were 38 holdings in the Fund. Foreign currency contracts, written options and repurchase agreements, if any, are not included in the number of holdings. Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

SECTOR BREAKDOWN**

** Excludes securities sold short and options written, if any.

  † Also includes Other Assets & Liabilities.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT

Past performance does not predict future performance. The graph above does not reflect the deduction of fees, sales charges, or taxes that you would pay on fund distributions or the redemption of fund shares. Wasatch does not charge any sales fees. ††Inception: December 13, 2012. The MSCI Emerging Markets Index is a free float-adjusted market capitalization index designed to measure the equity market performance of emerging markets. You cannot invest directly in this or any index.

9

WASATCH EMERGING MARKETS SMALL CAP FUND (WAEMX / WIEMX) SEPTEMBER 30, 2016 (UNAUDITED)

Management Discussion

The Wasatch Emerging Markets Small Cap Fund is managed by a team of Wasatch portfolio managers led by Roger Edgley, Andrey Kutuzov and Scott Thomas.

  Roger Edgley, CFA Lead Portfolio Manager   Andrey Kutuzov, CFA Associate Portfolio Manager   Scott Thomas, CFA Associate Portfolio Manager

OVERVIEW

The Wasatch Emerging Markets Small Cap Fund —  Investor Class gained 11.73% for the 12 months ended September 30, 2016 and lagged the benchmark MSCI Emerging Markets Small Cap Index, which returned 12.65%.

Emerging-market equities bounced back over the past 12 months following a difficult period. Unlike a year ago, China’s slowing economic growth became less of an issue for emerging-market investors. In addition, many emerging-market currencies remained attractively valued relative to the U.S. dollar.

Our structurally overweighted allocation to India and the outperformance of the Fund’s Indian holdings contributed significantly to performance versus the Index during the year. Consistent with a broad pickup in the Indian economy, we have seen improvement in the fundamentals and faster growth for the majority of the Indian companies we follow. The Fund also benefited from the outperformance of our holdings in Brazil, Thailand and Mexico.

China is worth mentioning due to our structurally underweighted position. China was an underperforming market this past year, so the Fund benefited relative to the benchmark from the outperformance of our Chinese stocks and our dramatically underweighted position. Given the challenges we see for investing in China, we feel entirely comfortable with our allocation.

The South Korean government’s decision to allow public and private pension funds to invest in exchange-traded funds favored large-company stocks at the expense of small-company stocks. As a result of this and other developments, Korea was a weak-performing market for the Fund and its small-cap benchmark.

DETAILS OF THE YEAR

Wasatch has over a decade of experience investing in India, the Fund’s most-heavily weighted country. Indian companies generally have benefited from the Modi government’s new initiatives, which are designed to further the country’s growth and development. In addition, Indian companies often exhibit the quality metrics we favor.

One of the Fund’s largest contributors to performance for the year was Bajaj Finance Ltd. This non-bank financial company offers a broad spectrum of lending services in India, including vehicle loans, mortgage loans, consumer loans and commercial loans. Shares of Bajaj Finance jumped in late July after the company reported a 54% increase in profit after tax compared to the same quarter in 2015.

On the flip side, the Fund’s biggest detractor from performance was Marksans Pharma Ltd. Marksans sells branded and generic drugs in India and internationally, with the United Kingdom (U.K.) accounting for approximately 40% of revenues. Shares of Marksans tumbled in January on news that one of its manufacturing plants had failed an inspection by its U.K. regulator. Our research indicates those deficiencies have been rectified.

Brazil is going through the worst recession on economic record. The recession has not come from some external event but is partially the result of a huge political and corruption mess, occurring when the economy was maturing well into a business cycle. Uncertain and tainted leadership has led to very low levels of confidence in the government, affecting business and consumer spending and investment. Brazil has suffered cuts in gross domestic product (GDP), a depreciating currency and a downgrade to its sovereign debt rating.

We’re impressed by how some of the Brazilian companies in which we’ve invested have navigated this challenging environment. An example is Raia Drogasil S.A., the Fund’s top contributor for the 12-month period. In 2015 — a recession year — the drug-store chain was able to increase its margins, cash flow and investment over the prior year.

Two of the Fund’s biggest detractors for the 12-month period were Korean companies. We sold Interpark Holdings Corp. on deteriorating fundamentals. We continue to hold Hanssem Co. Ltd., a furniture retailer. We think the weakness in Hanssem’s stock was related to investor concerns regarding Korea’s property market and stricter regulations for mortgages.

OUTLOOK

We believe the fundamental case for investing in emerging markets has not changed and remains attractive. Stock valuations are attractive and, despite recent gains against the U.S. dollar, our view is that a number of emerging-market currencies remain undervalued. We believe low energy prices are likely to provide an additional boost to emerging economies like India that are net importers of oil. While we remain cautious toward countries tied to the production of oil and other natural resources, we continue to favor countries such as India, Taiwan, Mexico and the Philippines. Our view toward China remains cautious due to structural concerns.

Thanks to the deep and broad small-cap universe, we’re finding opportunities in a number of emerging markets. We continue to research a rich set of companies we consider to be high quality.

We appreciate your continued support.

  Current and future holdings are subject to risk.

10

WASATCH EMERGING MARKETS SMALL CAP FUND (WAEMX / WIEMX)  SEPTEMBER 30, 2016 (UNAUDITED)

Portfolio Summary

AVERAGE ANNUAL TOTAL RETURNS

	1 YEAR		5 YEARS		SINCE INCEPTION 10/1/07
Emerging Markets Small Cap (WAEMX) — Investor		11.73%		4.92%		3.68%
Emerging Markets Small Cap (WIEMX) — Institutional		11.73%		4.92%		3.68%
MSCI Emerging Markets Small Cap Index		12.65%		4.72%		0.37%
MSCI Emerging Markets Index		16.78%		3.03%		-0.79%

Data shows past performance, which is not indicative of future performance. Current performance may be lower or higher than the performance quoted. To obtain the most recent month-end performance data available, please visit www.WasatchFunds.com. The Advisor may absorb certain Fund expenses, without which total return would have been lower. Investment returns and principal value will fluctuate and shares, when redeemed, may be worth more or less than their original cost.

As of the January 31, 2016 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Emerging Markets Small Cap Fund are Investor Class: 1.91% / Institutional Class — Gross: 1.82%, Net: 1.80%. The expense ratio shown elsewhere in this report may be different. Net expenses are based on Fund expenses, net of waivers and reimbursements. See the prospectus for additional information regarding Fund expenses.

Wasatch Funds will deduct a 2.00% redemption proceeds fee on Fund shares held 60 days or less. Performance data does not reflect the deduction of fees, including sales charges, or the taxes you would pay on fund distributions or the redemption of fund shares. Fees and taxes, if reflected, would reduce the performance quoted. Wasatch does not charge any sales fees. For more complete information including charges, risks and expenses, read the prospectus carefully.

Performance for the Institutional Class prior to 2/1/2016 is based on the performance of the Investor Class. Performance of the Fund’s Institutional Class prior to 2/1/2016 uses the actual expenses of the Fund’s Investor Class without any adjustments. For any such period of time, the performance of the Fund’s Institutional Class would have been substantially similar to, yet higher than, the performance of the Fund’s Investor Class, because the shares of both classes are invested in the same portfolio of securities, but the classes bear different expenses.

Investing in foreign securities, especially in emerging markets, entails special risks, such as currency fluctuations and political uncertainties, which are described in more detail in the prospectus. Investing in small cap funds will be more volatile and loss of principal could be greater than investing in large cap or more diversified funds.

TOP 10 EQUITY HOLDINGS*

Company	% of Net Assets
Ennoconn Corp. (Taiwan)		2.6%
Poya Co. Ltd. (Taiwan)		2.5%
Raia Drogasil S.A. (Brazil)		2.4%
Clicks Group Ltd. (South Africa)		2.0%
Medytox, Inc. (Korea)		1.9%
Britannia Industries Ltd. (India)		1.9%

Company	% of Net Assets
Grupo Aeroportuario del Centro Norte S.A.B. de C.V. (Mexico)		1.9%
Bajaj Finance Ltd. (India)		1.8%
Unifin Financiera SAPI de C.V. SOFOM (Mexico)		1.8%
Security Bank Corp. (Philippines)		1.8%

* As of September 30, 2016, there were 96 holdings in the Fund. Foreign currency contracts, written options and repurchase agreements, if any, are not included in the number of holdings. Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

SECTOR BREAKDOWN**

** Excludes securities sold short and options written, if any.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT

Past performance does not predict future performance. The graph above does not reflect the deduction of fees, sales charges, or taxes that you would pay on fund distributions or the redemption of fund shares. Wasatch does not charge any sales fees. ††Inception: October 1, 2007. The MSCI Emerging Markets and Emerging Markets Small Cap indices are free float-adjusted market capitalization indices designed to measure the equity market performance of emerging markets. You cannot invest directly in these or any indices.

11

WASATCH FRONTIER EMERGING SMALL COUNTRIES  FUND (WAFMX / WIFMX)  SEPTEMBER 30, 2016 (UNAUDITED)

Management Discussion

The Wasatch Frontier Emerging Small Countries Fund is managed by a team of Wasatch portfolio managers led by Roger Edgley, Jared Whatcott and Scott Thomas.

  Roger Edgley, CFA Lead Portfolio Manager   Jared Whatcott, CFA Portfolio Manager   Scott Thomas, CFA Portfolio Manager

OVERVIEW

The Wasatch Frontier Emerging Small Countries Fund — Investor Class declined -4.89% for the 12 months ended September 30, 2016. The Fund’s benchmark, the MSCI Frontier Emerging Markets Index, was up 6.80%.

Since the beginning of the 12-month period, emerging markets have seen strong performance, while frontier markets have lagged. There has been significant disparity between the returns of frontier markets like Pakistan and Vietnam and some of the equity markets in Africa. Within frontier markets in general, we are seeing a smaller set of countries with growth and structural characteristics we find attractive.

Like emerging markets, we have seen the case for investing in frontier markets and the Middle East North Africa (MENA) region also become more narrow and specific. A number of countries, including Egypt and Nigeria, have had substantial political and economic challenges, which have severely hurt their equity markets. The Middle East has been hurt by the price of oil, which is significantly off its highs.

DETAILS OF THE YEAR

The biggest change in frontier markets in the past few years has been the underperformance of Africa. Some of the reasons are structural, like poor export performance with commodity weakness and knock-on currency effects, and some are political. The “Arab Spring” for the MENA region has not translated into more open governments and economies. Instead, it has created more security concerns for countries like Egypt, and these concerns have also hurt currency flows.

Nigeria — the largest country by population and the largest economy in Africa — was especially disappointing, and the Fund was hurt by weakness in the Nigerian currency. Consumer companies in Nigeria struggled during the fiscal year as they saw their import costs rise and as record low oil prices caused the incomes of many households to decline in dollar terms. As a result of this weak macro environment, Nestlé Nigeria plc and Nigerian Breweries plc were the Fund’s two biggest detractors for the year. Nestlé has been active in Nigeria for over half a century. With strong brands and 80% local production of food items, Nestlé has developed a much

better pricing and cost structure than competitors. Even though the recent environment was less than ideal, we have little doubt that the company will be bigger and stronger in the next five to 10 years. Similarly, we think Nigerian Breweries also has a strong growth outlook.

Egypt’s Juhayna Food Industries was the Fund’s third-largest detractor. In addition to the challenging environment for Egyptian companies in general, Juhayna did not live up to our expectations and we have decided to seek better opportunities elsewhere.

Vietnam was the Fund’s top-contributing country over the past 12 months led by Vietnam Dairy Products JSC (Vinamilk), a leading dairy company in Vietnam. With the stock up approximately 70%, Vinamilk contributed the most on a company basis to the Fund’s performance for the year. Along with Vinamilk’s strong brand and distribution network, the company stands out among Vietnamese peers in terms of management caliber and corporate governance.

Pakistan, in our view, is one of the strongest growth markets in our universe and was a big return contributor to the Fund for the 12 months. Pakistani companies have been huge beneficiaries of improved social-economic conditions supported by a burgeoning consumer class. The Fund’s second-best contributing company for the year was Searle Company Ltd., a pharmaceutical manufacturer with leading products in a variety of drug categories, including the number-one cough syrup in the country. Searle has been among the best performers in the Pakistani market, and it wasn’t until our investment team had already discovered the company and met with management in Karachi that the stock was finally covered by sell-side analysts.

OUTLOOK

The story of investing in emerging and frontier markets is ultimately one of innovation, incremental efficiencies, gaining access to markets, and improving corporate governance.

We have been increasing Pakistan’s weight in the Fund, as we see robust conditions for growth and strong earning potential from its corporations with low relative valuations. In addition to Pakistan, we also have been increasing our weights in Argentina, Vietnam, Bangladesh, the Philippines and Colombia. The trends in Latin America have been improving — some of this is commodity and currency related. In contrast, we have been lowering our overall weight in Africa.

We have been increasing our financials sector weight, notably in the banking industry. We see banks as attractively valued and well-positioned for growth as the economic cycle improves in many countries. On the other hand, the consumer-staples sector has struggled to perform and we have reduced the Fund’s weight.

In conclusion, we see the focused changes we have been making to the Fund as positive and reflective of the opportunities available. The Wasatch research team continues to travel extensively across emerging and frontier markets. We are maintaining the Fund’s focus on companies that we see as high quality with outstanding long-term growth potential.

We very much appreciate your ongoing support.

  Current and future holdings are subject to risk.

12

WASATCH FRONTIER EMERGING SMALL COUNTRIES FUND (WAFMX / WIFMX) SEPTEMBER 30, 2016 (UNAUDITED)

Portfolio Summary

AVERAGE ANNUAL TOTAL RETURNS

	1 YEAR		5 YEARS	SINCE INCEPTION 1/31/12
Frontier Emerging Small Countries (WAFMX) — Investor		-4.89%	N/A		6.60%
Frontier Emerging Small Countries (WIFMX) — Institutional		-4.53%	N/A		6.69%
MSCI Frontier Emerging Markets Index		6.80%	N/A		3.16%
MSCI Frontier Markets Index		0.91%	N/A		5.39%

Data shows past performance, which is not indicative of future performance. Current performance may be lower or higher than the performance quoted. To obtain the most recent month-end performance data available, please visit www.WasatchFunds.com. The Advisor may absorb certain Fund expenses, without which total return would have been lower. Investment returns and principal value will fluctuate and shares, when redeemed, may be worth more or less than their original cost.

As of the January 31, 2016 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Frontier Emerging Small Countries Fund are Investor Class — Gross: 2.28%, Net: 2.25% / Institutional Class —  Gross: 2.09%, Net: 2.05%. The expense ratio shown elsewhere in this report may be different. Net expenses are based on Fund expenses, net of waivers and reimbursements. See the prospectus for additional information regarding Fund expenses.

Wasatch Funds will deduct a 2.00% redemption proceeds fee on Fund shares held 60 days or less. Performance data does not reflect the deduction of fees, including sales charges, or the taxes you would pay on fund distributions or the redemption of fund shares. Fees and taxes, if reflected, would reduce the performance quoted. Wasatch does not charge any sales fees. For more complete information including charges, risks and expenses, read the prospectus carefully.

Performance for the Institutional Class prior to 2/1/2016 is based on the performance of the Investor Class. Performance of the Fund’s Institutional Class prior to 2/1/2016 uses the actual expenses of the Fund’s Investor Class without any adjustments. For any such period of time, the performance of the Fund’s Institutional Class would have been substantially similar to, yet higher than, the performance of the Fund’s Investor Class, because the shares of both classes are invested in the same portfolio of securities, but the classes bear different expenses.

Investing in small cap funds will be more volatile and loss of principal could be greater than investing in large cap or more diversified funds. Investing in foreign securities, especially in frontier and emerging markets, entails special risks, such as currency fluctuations and political uncertainties, which are described in more detail in the prospectus.

TOP 10 EQUITY HOLDINGS*

Company	% of Net Assets
Commercial International Bank S.A.E. (Egypt)		4.1%
Vietnam Dairy Products JSC (Vietnam)		3.5%
Ayala Corp. (Philippines)		3.5%
Square Pharmaceuticals Ltd. (Bangladesh)		2.7%
Credicorp Ltd. (Peru)		2.7%

Company	% of Net Assets
Safaricom Ltd. (Kenya)		2.4%
Ayala Land, Inc. (Philippines)		2.4%
Habib Bank Ltd. (Pakistan)		2.4%
Lucky Cement Ltd. (Pakistan)		2.3%
FPT Corp. (Vietnam)		2.3%

* As of September 30, 2016, there were 71 holdings in the Fund. Foreign currency contracts, written options and repurchase agreements, if any, are not included in the number of holdings. Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

SECTOR BREAKDOWN**

** Excludes securities sold short and options written, if any.

  † Also includes Other Assets & Liabilities.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT

Past performance does not predict future performance. The graph above does not reflect the deduction of fees, sales charges, or taxes that you would pay on fund distributions or the redemption of fund shares. Wasatch does not charge any sales fees. ††Inception: January 31, 2012. The MSCI Frontier Emerging Markets and MSCI Frontier Markets indices are free float-adjusted market capitalization indices designed to measure the equity market performance of the global frontier and emerging markets. You cannot invest directly in these or any indices.

13

WASATCH GLOBAL OPPORTUNITIES FUND (WAGOX / WIGOX) SEPTEMBER 30, 2016 (UNAUDITED)

Management Discussion

The Wasatch Global Opportunities Fund is managed by a team of Wasatch portfolio managers led by JB Taylor and Ajay Krishnan.

  JB Taylor Lead Portfolio Manager     Ajay Krishnan, CFA Lead Portfolio Manager   OVERVIEW   Led by strong contributions from the information-technology, industrials and consumer-discretionary sectors, the Wasatch Global Opportunities Fund — Investor Class

gained 13.73% for the 12 months ended September 30, 2016, slightly underperforming the benchmark MSCI All Country (AC) World Small Cap Index, which rose 14.21%. The Fund benefited from stock selection in all three sectors as well as from a large overweighting versus the benchmark in information technology.

On a country basis, Japan and India were two of the leading contributors to Fund performance. Supported by the Bank of Japan’s accommodative monetary policy and our focus on companies with innovative business models, the Fund’s Japanese holdings were major gainers throughout most of the year. That said, we’ve adopted a more-cautious view of the Japanese market going forward.

In India, our holdings have benefited as the country reaps a demographic dividend from its young and expanding population. Indian productivity growth is high, and the Modi government’s business-friendly initiatives offer the prospect of even more rapid improvements.

DETAILS OF THE YEAR

MercadoLibre, Inc. was the top contributor to Fund performance for the year. This $8.4 billion market-cap company hosts e-commerce platforms in 13 Latin American countries, including Brazil, Argentina and Mexico. As the dominant e-commerce player in Latin America, the company has benefited both from strong regional growth and from the continuing migration of retail sales from brick-and-mortar stores to the online environment.

With the release of a positive earnings report in early September, the Fund’s investment in HealthEquity, Inc. posted a significant gain, adding to the company’s strong performance since January’s market decline. The company reported second-quarter net income of $8.2 million, nearly double that of the year-ago period. HealthEquity is a U.S.-based health-care company that provides an online platform to manage a variety of health-care accounts.

Cornerstone OnDemand, Inc. was another leading contributor to Fund performance. Despite being barely profitable, top-line growth of around 25% and speculation that the company is an acquisition target resulted in strong stock-price performance throughout the year. This U.S.-based company provides a suite of four talent-management SaaS (software-as-a-service) applications to recruit, train,

manage and connect people across an organization. The company has a sizable customer base with recurring revenues, is expanding market share and is developing new products.

Allegiant Travel Co. was the largest detractor from Fund performance for the year as rising oil prices and increasing competition took their toll. Less-than-stellar summer traffic volumes also hurt the company’s financial results. Nevertheless, we think the real driver of Allegiant’s growth prospects is that the airline makes effective use of older planes to serve smaller markets. By promoting low fares to lure travelers, Allegiant keeps those planes relatively full. As the airline continues to add planes and routes, we believe its earnings and stock price will increase over the long term.

Another detractor from Fund performance was Mumbai-based Marksans Pharma Ltd., which manufactures and markets branded prescription and over-the-counter drugs in India and internationally. Following problems with labeling and production delays, we exited our position in the company as we saw more attractive opportunities elsewhere.

The Fund’s investment in PRA Group, Inc. also lost ground during the year. The company purchases, collects and manages defaulted consumer receivables. The stock price declined precipitously from November through February, as revenue and net income fell. Largely based on a string of missed earnings reports, we sold our shares of the stock.

OUTLOOK

For more than a year, our investments in Japan generally outperformed the benchmark’s Japanese allocation and contributed significantly to Fund performance. Although Japan has some systemic problems with an aging population and high debt levels, our investments were especially well-timed. In the past few months, however, as it’s become evident that the government’s efforts to spur economic growth are having little to no effect, we’ve been reducing our allocation.

That raises the question regarding where to initiate new investments and where to increase existing investments. In the wake of the Brexit vote, we’re taking a very cautious approach with respect to further investments in mainland Europe and the United Kingdom (U.K.). We’re currently underweighted relative to the benchmark in mainland Europe, and we see little reason to change. Although we’re slightly more positive on the U.K., we’re moving the composition of the Fund’s portfolio away from domestic companies and toward businesses that are more globally focused.

We’re also looking for additional investments in Australia and emerging markets, especially India. With approximately 65% of Indians still living in rural areas, we believe ongoing urbanization holds great potential for expanding India’s middle class. Increased demand for consumer goods and services should result in domestically oriented Indian companies operating in industries that are getting larger. In our experience, such growth industries typically offer attractive opportunities for bottom-up stock picking.

Thank you for the opportunity to manage your assets.

Current and future holdings are subject to risk.

14

WASATCH GLOBAL OPPORTUNITIES FUND (WAGOX  / WIGOX) SEPTEMBER 30, 2016 (UNAUDITED)

Portfolio Summary

AVERAGE ANNUAL TOTAL RETURNS

	1 YEAR		5 YEARS		SINCE INCEPTION 11/17/08
Global Opportunities (WAGOX) — Investor		13.73%		12.33%		17.19%
Global Opportunities (WIGOX) — Institutional		13.73%		12.33%		17.19%
MSCI AC World Small Cap Index		14.21%		12.47%		15.21%

Data shows past performance, which is not indicative of future performance. Current performance may be lower or higher than the performance quoted. To obtain the most recent month-end performance data available, please visit www.WasatchFunds.com. The Advisor may absorb certain Fund expenses, without which total return would have been lower. Investment returns and principal value will fluctuate and shares, when redeemed, may be worth more or less than their original cost.

As of the January 31, 2016 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Global Opportunities Fund are Investor Class: 1.56% / Institutional Class — Gross: 1.46%, Net: 1.35%. The expense ratio shown elsewhere in this report may be different. Net expenses are based on Fund expenses, net of waivers and reimbursements. See the prospectus for additional information regarding Fund expenses.

Wasatch Funds will deduct a 2.00% redemption proceeds fee on Fund shares held 60 days or less. Performance data does not reflect the deduction of fees, including sales charges, or the taxes you would pay on fund distributions or the redemption of fund shares. Fees and taxes, if reflected, would reduce the performance quoted. Wasatch does not charge any sales fees. For more complete information including charges, risks and expenses, read the prospectus carefully.

Performance for the Institutional Class prior to 2/1/2016 is based on the performance of the Investor Class. Performance of the Fund’s Institutional Class prior to 2/1/2016 uses the actual expenses of the Fund’s Investor Class without any adjustments. For any such period of time, the performance of the Fund’s Institutional Class would have been substantially similar to, yet higher than, the performance of the Fund’s Investor Class, because the shares of both classes are invested in the same portfolio of securities, but the classes bear different expenses.

Investing in small and micro cap funds will be more volatile and loss of principal could be greater than investing in large cap or more diversified funds. Investing in foreign securities, especially in emerging markets, entails special risks, such as currency fluctuations and political uncertainties, which are described in more detail in the prospectus.

TOP 10 EQUITY HOLDINGS*

Company	% of Net Assets
Cornerstone OnDemand, Inc.		2.7%
Patrizia Immobilien AG (Germany)		2.7%
Unifin Financiera SAPI de C.V. SOFOM (Mexico)		2.5%
HealthEquity, Inc.		2.4%
Seattle Genetics, Inc.		2.2%

Company	% of Net Assets
MercadoLibre, Inc. (Brazil)		2.1%
Sartorius Stedim Biotech (France)		2.1%
Medytox, Inc. (Korea)		2.1%
Ultimate Software Group, Inc. (The)		2.0%
Cavium, Inc.		1.9%

* As of September 30, 2016, there were 87 holdings in the Fund. Foreign currency contracts, written options and repurchase agreements, if any, are not included in the number of holdings. Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

SECTOR BREAKDOWN**

** Excludes securities sold short and options written, if any.

  † Also includes Other Assets & Liabilities.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT

Past performance does not predict future performance. The graph above does not reflect the deduction of fees, sales charges, or taxes that you would pay on fund distributions or the redemption of fund shares. Wasatch does not charge any sales fees. ††Inception: November 17, 2008. The MSCI AC (All Country) World Small Cap Index is a free float-adjusted market capitalization index designed to measure the performance of small capitalization securities in developed and emerging markets. You cannot invest directly in this or any index.

15

WASATCH INTERNATIONAL GROWTH FUND (WAIGX / WIIGX) SEPTEMBER 30, 2016 (UNAUDITED)

Management Discussion

The Wasatch International Growth Fund is managed by a team of Wasatch portfolio managers led by Roger Edgley, Ken Applegate, Linda Lasater and Kabir Goyal.

Roger Edgley, CFA Lead Portfolio Manager	Ken Applegate, CFA Portfolio Manager	OVERVIEW The Wasatch International Growth Fund —  Investor Class gained 12.73% for the 12 months ended September 30, 2016. The Fund underperformed its benchmark, the MSCI AC World Ex-U.S.A. Small Cap Index, which gained 13.38%. Over the course of the year, global markets were volatile but generally positive (in terms of local currencies), despite uncertainties such as the possible effect of Brexit,
Linda Lasater, CFA Associate Portfolio Manager	Kabir Goyal, CFA Associate Portfolio Manager

the June 23rd referendum whereby the United Kingdom (U.K.) voted to leave the European Union. Central-bank policies around the world remained supportive, acknowledging that the global economic recovery remains fragile. Emerging markets have stabilized, underpinned by positive fund flows and compelling valuations.

DETAILS OF THE YEAR

The U.K. was a weak-performing market for the year, especially in the run-up to the Brexit vote, although stock prices bounced back in the quarter after the vote. During the 12-month period, the Fund was overweighted in the U.K. and our holdings underperformed the U.K. companies in the benchmark. In the wake of the Brexit vote, we believe the probability of a property-market decline has increased. Housing prices in the U.K. have been elevated for some time, and the uncertainties in the job market following the vote as well as depreciation of the pound may create a tipping point. As such, we have reduced our holdings in U.K. financials, particularly in companies with large exposures to the weak housing market and consumers. Two positions we eliminated were Shawbrook Group plc, a bank that specializes in the buy-to-let market, and OneSavings Bank plc, a company operating in the buy-to-let, residential-mortgage and personal-loans segments. These two former holdings were the largest detractors among our U.K. investments for the year.

The company that detracted the most from the Fund’s performance was KEPCO Plant Service & Engineering Co.

Ltd. We sold our shares in this Korean power plant maintenance service provider when we saw delays in international projects, a key driver of growth for the company, turning into cancellations, a development we think is likely to persist.

Japan and Australia were the Fund’s top-contributing countries for the 12-month period. Australia’s Domino’s Pizza Enterprises Ltd. was the Fund’s largest contributor to performance. The company continued to execute well on the new regions acquired over the last two years. Innovation and technology are driving strong sales and efficiencies for Domino’s. Our second-best contributor was Japan’s Cosmos Pharmaceutical Corp., a concept similar to Walgreens and CVS in the United States. Cosmos offers low-priced prepackaged food, which helps to drive foot traffic, and the company makes a nice margin on add-ons like beauty products (toiletries, cosmetics, etc.) and over-the-counter medicines. The stronger yen allows Cosmos to import goods at a lower price, which is a saving that could be used to improve margins or could be passed on to customers.

Since the beginning of 2016, we have been increasing our weighting in emerging markets given the relatively attractive valuations we have been seeing in our high-quality opportunity set.

OUTLOOK

Our discipline is to research and buy the stocks of companies that we believe are high quality with long-duration growth potential at reasonable prices. This keeps us focused on the companies’ long-term opportunities and the ways they create value for their shareholders. While low-quality or value stocks can do well for short periods of time, companies with strong competitive positions, outstanding business models and good management teams — have the potential to outperform the market.

The small-cap universe is deep and broad and, while conditions are uncertain and volatile, we are finding opportunities across all of our markets. We remain especially positive on emerging markets given relatively more attractive valuations and a rich set of companies we consider to be high quality, particularly in countries like India. Some countries with smaller populations like Australia and those in Scandinavia are also punching above their weight in terms of the number of high-quality companies we have found.

We still believe Japan is an extremely inefficient market. Due to improvements in corporate governance, many Japanese companies are meeting our standards for quality. However, valuations and investors crowding into these high-quality companies have led us to be more cautious.

In the U.K., we made minor adjustments to our positioning, favoring global companies that have the potential to grow regardless of Brexit, and that may even benefit from the weaker currency.

Thank you for the opportunity to manage your assets.

  Current and future holdings are subject to risk.

16

WASATCH INTERNATIONAL GROWTH FUND (WAIGX / WIIGX) SEPTEMBER 30, 2016 (UNAUDITED)

Portfolio Summary

AVERAGE ANNUAL TOTAL RETURNS

	1 YEAR		5 YEARS		10 YEARS
International Growth (WAIGX) — Investor		12.73%		13.60%		7.56%
International Growth (WIIGX) — Institutional		12.84%		13.63%		7.57%
MSCI AC World Ex-U.S.A. Small Cap Index		13.38%		8.60%		4.59%
MSCI World Ex-U.S.A. Small Cap Index		13.50%		9.72%		4.11%

Data shows past performance, which is not indicative of future performance. Current performance may be lower or higher than the performance quoted. To obtain the most recent month-end performance data available, please visit www.WasatchFunds.com. The Advisor may absorb certain Fund expenses, without which total return would have been lower. Investment returns and principal value will fluctuate and shares, when redeemed, may be worth more or less than their original cost.

As of the January 31, 2016 prospectus, the Total Annual Fund Operating Expenses for the Wasatch International Growth Fund are Investor Class: 1.50% / Institutional Class — Gross: 1.37%, Net: 1.35%. The expense ratio shown elsewhere in this report may be different. Net expenses are based on Fund expenses, net of waivers and reimbursements. See the prospectus for additional information regarding Fund expenses.

Wasatch Funds will deduct a 2.00% redemption proceeds fee on Fund shares held 60 days or less. Performance data does not reflect the deduction of fees, including sales charges, or the taxes you would pay on fund distributions or the redemption of fund shares. Fees and taxes, if reflected, would reduce the performance quoted. Wasatch does not charge any sales fees. For more complete information including charges, risks and expenses, read the prospectus carefully.

Performance for the Institutional Class prior to 2/1/2016 is based on the performance of the Investor Class. Performance of the Fund’s Institutional Class prior to 2/1/2016 uses the actual expenses of the Fund’s Investor Class without any adjustments. For any such period of time, the performance of the Fund’s Institutional Class would have been substantially similar to, yet higher than, the performance of the Fund’s Investor Class, because the shares of both classes are invested in the same portfolio of securities, but the classes bear different expenses.

Investing in foreign securities, especially in frontier and emerging markets, entails special risks, such as currency fluctuations and political uncertainties, which are described in more detail in the prospectus. Investing in small cap funds will be more volatile and loss of principal could be greater than investing in large cap or more diversified funds.

TOP 10 EQUITY HOLDINGS*

Company	% of Net Assets
Patrizia Immobilien AG (Germany)		2.9%
Abcam plc (United Kingdom)		2.7%
Domino’s Pizza Enterprises Ltd. (Australia)		2.4%
Sartorius Stedim Biotech (France)		2.4%
Cosmos Pharmaceutical Corp. (Japan)		2.4%

Company	% of Net Assets
Seria Co. Ltd. (Japan)		2.4%
Vitasoy International Holdings Ltd. (Hong Kong)		2.3%
Medytox, Inc. (Korea)		2.0%
MISUMI Group, Inc. (Japan)		1.9%
Ipsen S.A. (France)		1.9%

* As of September 30, 2016, there were 86 holdings in the Fund. Foreign currency contracts, written options and repurchase agreements, if any, are not included in the number of holdings. Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

SECTOR BREAKDOWN**

** Excludes securities sold short and options written, if any.

  †Also includes Other Assets & Liabilities.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT

Past performance does not predict future performance. The graph above does not reflect the deduction of fees, sales charges, or taxes that you would pay on fund distributions or the redemption of fund shares. Wasatch does not charge any sales fees. The MSCI AC (All Country) World Ex-U.S.A. Small Cap Index is a free float-adjusted market capitalization index designed to measure the performance of small capitalization securities in developed markets, excluding the United States, and in emerging markets. The MSCI World Ex-U.S.A. Small Cap Index is a free float-adjusted market capitalization index designed to measure the performance of small capitalization securities in developed markets, excluding the United States. You cannot invest directly in these or any indices.

17

WASATCH INTERNATIONAL OPPORTUNITIES FUND (WAIOX / WIIOX) SEPTEMBER 30, 2016 (UNAUDITED)

Management Discussion

The Wasatch International Opportunities Fund is managed by a team of Wasatch portfolio managers led by Jared Whatcott and Linda Lasater.

  Jared Whatcott, CFA Portfolio Manager   Linda Lasater, CFA Portfolio Manager OVERVIEW   The Wasatch International Opportunities Fund — Investor Class gained 22.73% for the 12 months ended September 30, 2016 and outperformed the MSCI All Country (AC)

World Ex-U.S.A. Small Cap Index, which gained 13.38%.

DETAILS OF THE YEAR

Global stocks generally had strong performance over the course of the year, despite a period of weakness surrounding the Brexit vote, whereby British voters approved a referendum in June to leave the European Union. Stocks quickly recovered in the quarter following the Brexit vote and ended the 12-month period on a strong note. China’s gross domestic product (GDP) growth has been better than expected, which eased some concerns on global growth drivers. In addition, the commitment of the world’s central bankers to maintain easy monetary policy and economic-stimulus measures supported both developed- and emerging-market equities. Emerging-market stocks did especially well and, given the Fund’s overweighting in emerging-market equities, the improving momentum was beneficial.

Even with relatively strong performance around the globe, the Fund managed to outperform the Index across developed, emerging and frontier geographies over the past 12 months. Stock-picking in emerging markets was especially helpful to the Fund’s performance. Indonesia, Taiwan and Turkey were the largest contributors to the Fund’s performance in emerging markets.

Among developed markets, Japan and Australia were the Fund’s top-contributing countries. Consumer discretionary was the Fund’s top-contributing sector. Australian online travel company Webjet Ltd. was the clear leader among our consumer-discretionary stocks and was the Fund’s top overall contributor for the year. The company has profited from strong travel momentum aided by a cheaper Australian dollar. Webjet not only reported strong organic growth, but also benefited from signing a deal with a European holiday company, from which it will receive 3,000 hotel contracts.

The information-technology (IT) sector was another area of strength for the Fund, primarily due to the outstanding performance of our Japanese companies, notably Dip Corp. and Gurunavi, Inc. Dip Corp. is an operator of websites focused on part-time and seasonal jobs in Japan. Gurunavi operates a multi-language search-engine platform for restaurants in Japan. Overall, the Fund’s IT names posted a significantly better gain than the benchmark’s IT sector.

Indonesian pharmaceutical company PT Kimia Farma Persero Tbk was the second-best contributor to the Fund’s performance for the year and was a big reason the health-care sector added significantly to the Fund’s return. We expect Kimia Farma to be a major beneficiary of Indonesia’s national health program expansion and the strong subsequent growth in the generic-drug market.

The Fund’s substantially underweighted position in the U.K. helped performance relative to the benchmark for the 12-month period. However, our U.K. stocks underperformed those in the benchmark and detracted from the Fund’s overall return.

The biggest individual detractor from the Fund’s performance for the year was Pepsi Cola Products Philippines, Inc. High sugar costs impacted the company’s margins. In addition, a threatened tax on sugary drinks, which didn’t materialize, spooked some investors. More recently, foreign investors took issue with inflammatory rhetoric from the Philippines’ new president. Despite these outside pressures, we felt encouraged about the company’s momentum after talking to the CFO who said that the new snacks business is taking off, sugar costs are coming down, and the non-carbonated drinks segment is gaining traction.

We sold the Fund’s second-biggest detractor, Wawel S.A., a Polish confectionery manufacturer of mainly chocolates, to seek better opportunities elsewhere. The company’s stock had been struggling in the face of the economic and political headwinds buffeting Eastern Europe, and we didn’t see any significant tailwinds.

OUTLOOK

After years of global integration led by multilateral agreements and advances in technology, the drive toward economic openness has seemingly begun to stall. With cross-border flows of capital and people coming under political fire across much of the developed world, free trade and the global market-oriented system is increasingly at risk. As alarming as some of the rhetoric has been, it remains difficult to predict how these global political trends along with new fiscal measures will interact with central-bank actions going forward.

Fortunately, our investment process at Wasatch doesn’t rely on having to accurately predict the results of these ventures into uncharted macroeconomic and political territories. In fact, our goal is simple, if not daunting: to take a universe of approximately 10,000 stocks from around the world and uncover what we consider to be the highest-quality “World’s Best Growth Companies” — those companies that have the ability to survive and even thrive in the uncertain environments in which they operate.

As we tenaciously travel the globe in search of these rare, small gems — whether in Africa, Europe or Japan (places we visited in the third quarter of 2016) — we are continually impressed with the strong, innovative management teams and great business models just waiting to be discovered among the world’s micro-cap companies. As a result, we can’t help but be optimistic about the future.

Thank you for the opportunity to manage your assets.

  Current and future holdings are subject to risk.

18

WASATCH INTERNATIONAL OPPORTUNITIES FUND (WAIOX / WIIOX) SEPTEMBER 30, 2016 (UNAUDITED)

Portfolio Summary

AVERAGE ANNUAL TOTAL RETURNS

	1 YEAR	5 YEARS	10 YEARS
International Opportunities (WAIOX) — Investor	22.73%	15.02%	8.63%
International Opportunities (WIIOX) — Institutional	23.49%	15.16%	8.70%
MSCI AC World Ex-U.S.A. Small Cap Index	13.38%	8.60%	4.59%
MSCI World Ex-U.S.A. Small Cap Index	13.50%	9.72%	4.11%

Data shows past performance, which is not indicative of future performance. Current performance may be lower or higher than the performance quoted. To obtain the most recent month-end performance data available, please visit www.WasatchFunds.com. The Advisor may absorb certain Fund expenses, without which total return would have been lower. Investment returns and principal value will fluctuate and shares, when redeemed, may be worth more or less than their original cost.

As of the January 31, 2016 prospectus, the Total Annual Fund Operating Expenses for the Wasatch International Opportunities Fund are Investor Class: 2.23% / Institutional Class — Gross: 1.96%, Net: 1.95%. The expense ratio shown elsewhere in this report may be different. Net expenses are based on Fund expenses, net of waivers and reimbursements. See the prospectus for additional information regarding Fund expenses.

Wasatch Funds will deduct a 2.00% redemption proceeds fee on Fund shares held 60 days or less. Performance data does not reflect the deduction of fees, including sales charges, or the taxes you would pay on fund distributions or the redemption of fund shares. Fees and taxes, if reflected, would reduce the performance quoted. Wasatch does not charge any sales fees. For more complete information including charges, risks and expenses, read the prospectus carefully.

Performance for the Institutional Class prior to 2/1/2016 is based on the performance of the Investor Class. Performance of the Fund’s Institutional Class prior to 2/1/2016 uses the actual expenses of the Fund’s Investor Class without any adjustments. For any such period of time, the performance of the Fund’s Institutional Class would have been substantially similar to, yet higher than, the performance of the Fund’s Investor Class, because the shares of both classes are invested in the same portfolio of securities, but the classes bear different expenses.

Investing in foreign securities, especially in frontier and emerging markets, entails special risks, such as currency fluctuations and political uncertainties, which are described in more detail in the prospectus. Investing in micro cap funds will be more volatile and loss of principal could be greater than investing in large cap or more diversified funds.

TOP 10 EQUITY HOLDINGS*

Company	% of Net Assets
Webjet Ltd. (Australia)		2.9%
7-Eleven Malaysia Holdings Berhad, Class B (Malaysia)		2.4%
Okamoto Industries, Inc. (Japan)		2.4%
Gurunavi, Inc. (Japan)		2.2%
Dip Corp. (Japan)		2.0%

Company	% of Net Assets
Collins Foods Ltd. (Australia)		1.7%
Trade Me Group Ltd. (New Zealand)		1.6%
Hu Lane Associate, Inc. (Taiwan)		1.6%
Cloetta AB, Class B (Sweden)		1.4%
Pepsi-Cola Products Philippines, Inc. (Philippines)		1.3%

* As of September 30, 2016, there were 119 holdings in the Fund. Foreign currency contracts, written options and repurchase agreements, if any, are not included in the number of holdings. Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

SECTOR BREAKDOWN**

** Excludes securities sold short and options written, if any.

 † Also includes Other Assets & Liabilities.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT

Past performance does not predict future performance. The graph above does not reflect the deduction of fees, sales charges, or taxes that you would pay on fund distributions or the redemption of fund shares. Wasatch does not charge any sales fees. The MSCI AC (All Country) World Ex-U.S.A. Small Cap Index is a free float-adjusted market capitalization index designed to measure the performance of small capitalization securities in developed markets, excluding the United States, and in emerging markets. The MSCI World Ex-U.S.A. Small Cap Index is a free float-adjusted market capitalization index designed to measure the performance of small capitalization securities in developed markets, excluding the United States. You cannot invest directly in these or any indices.

19

WASATCH LARGE CAP VALUE FUND (FMIEX / WILCX) SEPTEMBER 30, 2016 (UNAUDITED)

Management Discussion

The Wasatch Large Cap Value Fund is managed by a team of Wasatch portfolio managers led by David Powers.

  David Powers, CFA Lead Portfolio Manager OVERVIEW   The Wasatch Large Cap Value Fund — Investor Class gained 13.92%, while the benchmark Russell 1000 Value Index returned 16.20% for the 12-months ended September 30, 2016. The period opened with stocks on an upswing, as investors appeared to have digested uncertainties around China’s growth and U.S. Federal Reserve (Fed) policy. Market sentiment continued to benefit from the extraordinary efforts

on the part of central banks overseas to stimulate growth. The outlook for the U.S. economy was supported by data suggesting that workers were finally poised to experience meaningful growth in wages. Given this backdrop, the Fed’s December move to hike its benchmark short-term rate was widely anticipated and did little to stir the markets.

However, 2016 opened with data showing a contraction in China’s manufacturing sector, leading Chinese stock indices to hit their circuit breakers and dragging down stocks globally. Adding to pressure on risk assets, crude oil prices slid to the $30 a barrel range as January progressed. Equities turned upward in mid-February and eventually more than recovered the ground lost, supported by the ongoing extraordinary efforts on the part of the world’s central banks to promote growth, along with a recovery in the price of oil. In late June, markets were rocked by the surprising outcome of the “Brexit” referendum in the United Kingdom. While the equity markets stabilized after a matter of days, U.S. Treasury rates hovered near historical lows following the ensuing flight to safety.

The Fund’s performance benefited from stock selection within real estate, and to a lesser degree within industrials and consumer staples. Selection within financials and information technology detracted from performance relative to the benchmark.

DETAILS OF THE YEAR

Leading contributors to the Fund’s performance for the 12 months included EPR Properties, a real estate investment trust (REIT) focused on entertainment-related properties including movie theaters, golf courses, casinos and water parks. Investors were attracted to EPR’s strong, diversified business profile and high dividend in a low interest rate environment.

Within health care, a position in Johnson & Johnson was a standout performer. Johnson & Johnson has internationally diversified business lines that encompass medical devices, pharmaceuticals and consumer products. Results for the pharmaceutical segment have exceeded expectations, and investors also appreciated the company’s AAA credit rating given the uncertain macroeconomic backdrop.

Consumer staples giant Proctor & Gamble Co. saw its share price rise as operating results have improved on stronger sales efforts, the spinning out of lower return

product lines and reinvestment where growth and returns are more attractive.

On the downside, financial services provider Voya Financial, Inc. saw its stock price decline, hurt by the pushed- back expectations for Fed action on interest rates. In addition, the company is viewed as vulnerable to financial market volatility as a result of annuity business it wrote in the mid-2000s that was based on guaranteeing a certain return to retirement investors. We sold our position given the stock’s volatility.

A position in Macy’s, Inc. performed poorly. The strong U.S. dollar has led to reduced international tourist traffic at its flagship Manhattan store. More broadly, Macy’s has been impacted along with other brick-and-mortar retailers from growing e-commerce competition. Like Voya, we sold Macy’s in order to focus on more attractive opportunities.

Shares of Wells Fargo & Co. suffered along with those of the larger banking industry on the outlook for interest rates to stay “lower for longer,” as well as from regulatory scrutiny of the bank’s sales practices.

OUTLOOK

While the U.S. economy continues to show moderate progress, our stance in the Fund has become more cautious overall. With interest rates already at historic lows, the efforts of central banks to stimulate economies are having little, if any, effect. Corporate profits have been falling, even as equity valuations are fairly extended. Market volatility has been low, indicating that investors may have become complacent. Against this backdrop, we have been shifting out of cyclical companies and into more stable areas of the market such as health care, real estate investment trusts (REITs) and consumer staples, while maintaining a focus on relative value.

We have been trimming our financial holdings on strength, even where valuations remain below average by historical measures, on the view that the price-to-earnings multiples awarded the sector may not return to past levels. Of note, in some indices, real estate stocks were recently pulled out of the financials sector and assigned to a new real estate sector under the classification system used to categorize companies within certain equity benchmark indices. This may have the effect over time of supporting REIT valuations as professional investors are confronted with the need to more closely analyze the space.

In broad terms, the Fund continues to have a bias toward larger market capitalization companies that we believe are better positioned to weather shifting sentiment with respect to the global growth outlook. Recently, we have worked to lower the market sensitivity of the Fund, on the view that market upside has become more limited.

We believe the Fund is well-positioned for the longer term, and thank you for your continued investment.

  Current and future holdings are subject to risk.

20

WASATCH LARGE CAP VALUE FUND  (FMIEX / WILCX) SEPTEMBER 30, 2016 (UNAUDITED)

Portfolio Summary

AVERAGE ANNUAL TOTAL RETURNS

	1 YEAR		5 YEARS		10 YEARS
Large Cap Value (FMIEX) — Investor		13.92%		11.52%		5.50%
Large Cap Value (WILCX) — Institutional		13.97%		11.63%		5.55%
Russell 1000® Value Index		16.20%		16.15%		5.85%

Data shows past performance, which is not indicative of future performance. Current performance may be lower or higher than the performance quoted. To obtain the most recent month-end performance data available, please visit www.WasatchFunds.com. The Advisor may absorb certain Fund expenses, without which total return would have been lower. Investment returns and principal value will fluctuate and shares, when redeemed, may be worth more or less than their original cost.

As of the January 31, 2016 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Large Cap Value Fund are Investor Class — Gross: 1.12%, Net: 1.10% / Institutional Class — Gross: 1.44%, Net: 0.95%. The expense ratio shown elsewhere in this report may be different. Net expenses are based on Fund expenses, net of waivers and reimbursements. See the prospectus for additional information regarding Fund expenses.

Wasatch Funds will deduct a 2.00% redemption proceeds fee on Fund shares held 60 days or less. Performance data does not reflect the deduction of fees, including sales charges, or the taxes you would pay on fund distributions or the redemption of fund shares. Fees and taxes, if reflected, would reduce the performance quoted. Wasatch does not charge any sales fees. For more complete information including charges, risks and expenses, read the prospectus carefully.

Performance for the Institutional Class prior to 1/31/2012 is based on the performance of the Investor Class. Performance of the Fund’s Institutional Class prior to 1/31/2012 uses the actual expenses of the Fund’s Investor Class without any adjustments. For any such period of time, the performance of the Fund’s Institutional Class would have been substantially similar to, yet higher than, the performance of the Fund’s Investor Class, because the shares of both classes are invested in the same portfolio of securities, but the classes bear different expenses.

Investments in value stocks can perform differently from the market as a whole and from other types of stocks and can continue to be undervalued by the market for long periods of time. Loss of principal is a risk of investing.

TOP 10 EQUITY HOLDINGS*

Company	% of Net Assets
Duke Energy Corp.		4.3%
Johnson & Johnson		4.2%
Exelon Corp.		4.2%
Wal-Mart Stores, Inc.		4.1%
Pfizer, Inc.		4.1%

Company	% of Net Assets
JPMorgan Chase & Co.		4.1%
Cisco Systems, Inc.		4.1%
Procter & Gamble Co. (The)		4.0%
Citigroup, Inc.		3.9%
General Electric Co.		3.8%

* As of September 30, 2016, there were 33 holdings in the Fund. Foreign currency contracts, written options and repurchase agreements, if any, are not included in the number of holdings. Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

SECTOR BREAKDOWN**

** Excludes securities sold short and options written, if any.

  † Also includes Other Assets & Liabilities.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT

Past performance does not predict future performance. The graph above does not reflect the deduction of fees, sales charges, or taxes that you would pay on fund distributions or the redemption of fund shares. Wasatch does not charge any sales fees. The Russell 1000 Value Index measures the performance of Russell 1000 Index companies with lower price-to-book ratios and lower forecasted growth values. You cannot invest directly in these or any indices.

21

WASATCH LONG/SHORT FUND (FMLSX / WILSX) SEPTEMBER 30, 2016 (UNAUDITED)

Management Discussion

The Wasatch Long/Short Fund is managed by a team of Wasatch portfolio managers led by Michael Shinnick and Terry Lally.

  Michael Shinnick Lead Portfolio Manager   Terry Lally, CFA Portfolio Manager OVERVIEW   Stocks opened the period on a positive note, as investors appeared to have digested uncertainties around China’s growth and U.S. Federal Reserve (Fed) policy. In addition, data sug-

gesting that workers were finally poised to experience meaningful growth in wages supported the outlook for the U.S. economy. Given this backdrop, the Fed’s December move to hike its benchmark short-term rate was widely anticipated and caused little stir in the equity market.

Sentiment shifted dramatically as 2016 opened. Data showing a contraction in China’s manufacturing sector led to a plunge in Chinese stocks that dragged down stocks globally. Adding to pressure on risk assets, crude oil prices slid to the $30 a barrel range as January progressed. Equities turned upward in mid-February and eventually more than recovered the ground lost, supported by the ongoing extraordinary efforts on the part of central banks globally to promote economic growth. In late June, markets were rocked by the United Kingdom’s “Brexit” referendum. While equity markets stabilized after a matter of days, U.S. Treasury rates hovered near historical lows following the ensuing flight to safety.

For the 12 months ended September 30, 2016, the Wasatch Long/Short Fund — Investor Class gained 13.38% versus a 15.43% return for the S&P 500 Index. The long portion of the Fund’s portfolio outperformed the benchmark, led by stock selection within energy and consumer discretionary, while the short side of the portfolio detracted in a rising market.

DETAILS OF THE YEAR

A number of longstanding energy holdings performed well in the period as prices recovered for both oil and natural gas. These included diversified energy company Unit Corp. and exploration and production firms Denbury Resources, Inc. and Bill Barrett Corp. Several holdings within information technology also performed well, led by consumer electronics icon Apple, Inc. We purchased Apple during the period after the stock had sold off, and quickly made it one of our largest positions. Our optimism was rewarded as the release of an upgraded iPhone was well received, helping to ease concerns that the company’s growth trajectory had stalled. Information-management company Iron Mountain, Inc. also outperformed in the period. The stock has benefited from the company’s 2014 conversion to a real estate investment trust against a backdrop of historically low interest rates.

The Mosaic Co. was the leading detractor on long side. The fertilizer company saw its results negatively impacted by a weakened global outlook for potash demand. We believe Mosaic is attractively valued and positioned to benefit from increased merger and acquisition activity in the materials sector.

A position in Ulta Salon, Cosmetics & Fragrance, Inc. was the leading detractor on the short side. Ulta’s stock price has been the beneficiary of double-digit same-store growth, which we do not believe is sustainable. Shorts in ZELTIQ Aesthetics, Inc. (non-invasive fat reduction) and Inogen, Inc. (oxygen therapy devices), a pair of specialty health-care companies trading at high multiples of earnings, were also notable detractors.

Recent changes in the portfolio included eliminating a long position in footwear retailer DSW, Inc. in anticipation of an earnings disappointment. We took advantage of a take-out bid to sell fuel and convenience retailer CST Brands, Inc. New long positions were initiated in BofI Holding, Inc. and KeyCorp, banks that we believe are positioned to show improving results despite the extended outlook for low interest rates. We also reinitiated a position in agricultural chemical and biotechnology company Monsanto Co. on news of a proposed acquisition by German counterpart Bayer AG.*

Recently added short positions included contract driller Helmerich & Payne, Inc., which we shorted largely as a hedge against our long energy holdings. We also initiated a short in electric car company Tesla Motors, Inc. after reviewing the impact on the company’s financial position of its merger with SolarCity Corp.*

OUTLOOK

We have continued to reduce the Fund’s net exposure to the market due to relatively full equity valuations and signs that U.S. economic growth is becoming more sluggish. In addition, risk conditions as evidenced by the artificially low interest rate environment suggest the potential for a return to heightened market volatility. We are looking to maintain the Fund’s net long position at around 40%. We believe this is a prudent approach in an environment where the risks appear to be greater than the potential rewards.

Our recent move to align the Fund’s sector weightings more closely with those of the benchmark is designed to tighten the focus on stock selection as a driver of performance. We are pleased with the recent performance of the Fund, and believe the market currently comprises a promising opportunity set for our strategy going forward.

Thank you for the opportunity to manage your assets.

* As of September 30, 2016, the Wasatch Long/Short Fund was not invested in Bayer AG or SolarCity Corp.

Current and future holdings are subject to risk.

22

WASATCH LONG/SHORT FUND (FMLSX / WILSX) SEPTEMBER 30, 2016 (UNAUDITED)

Portfolio Summary

AVERAGE ANNUAL TOTAL RETURNS

	1 YEAR		5 YEARS		10 YEARS
Long/Short (FMLSX) — Investor		13.38%		5.19%		4.22%
Long/Short (WILSX) — Institutional		13.71%		5.32%		4.28%
S&P 500® Index		15.43%		16.37%		7.24%
Citigroup U.S. Domestic 3-Month Treasury Bills Index		0.20%		0.08%		0.84%

Data shows past performance, which is not indicative of future performance. Current performance may be lower or higher than the performance quoted. To obtain the most recent month-end performance data available, please visit www.WasatchFunds.com. The Advisor may absorb certain Fund expenses, without which total return would have been lower. Investment returns and principal value will fluctuate and shares, when redeemed, may be worth more or less than their original cost.

As of the January 31, 2016 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Long/Short Fund are — Investor Class: 1.61% / Institutional Class — Gross: 1.47%, Net: 1.46%. The expense ratio shown elsewhere in this report may be different. Net expenses are based on Fund expenses, net of waivers and reimbursements. Expenses include dividend expense on short sales and interest expense. See the prospectus for additional information regarding Fund expenses.

Wasatch Funds will deduct a 2.00% redemption proceeds fee on Fund shares held 60 days or less. Performance data does not reflect the deduction of fees, including sales charges, or the taxes you would pay on fund distributions or the redemption of fund shares. Fees and taxes, if reflected, would reduce the performance quoted. Wasatch does not charge any sales fees. For more complete information including charges, risks and expenses, read the prospectus carefully.

Performance for the Institutional Class prior to 12/13/2012 is based on the performance of the Investor Class. Performance of the Fund’s Institutional Class prior to 12/13/2012 uses the actual expenses of the Fund’s Investor Class without any adjustments. For any such period of time, the performance of the Fund’s Institutional Class would have been substantially similar to, yet higher than, the performance of the Fund’s Investor Class, because the shares of both classes are invested in the same portfolio of securities, but the classes bear different expenses.

The Fund makes short sales of securities, which involve the risk that losses may exceed the original amount invested. Equity investing involves risks, including potential loss of the principal amount invested.

TOP 10 EQUITY HOLDINGS*

Company	% of Net Assets
Apple, Inc.		4.0%
QUALCOMM, Inc.		3.1%
United Continental Holdings, Inc.		3.0%
Oracle Corp.		2.9%
General Motors Co.		2.9%

Company	% of Net Assets
Medtronic plc		2.9%
Michael Kors Holdings Ltd.		2.9%
Citigroup, Inc.		2.8%
Chico’s FAS, Inc.		2.8%
Outfront Media, Inc.		2.8%

* As of September 30, 2016, there were 39 long and 26 short holdings in the Fund. Foreign currency contracts, written options and repurchase agreements, if any, are not included in the number of holdings. Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

SECTOR BREAKDOWN**

** Excludes securities sold short and options written, if any.

  † Also includes Other Assets & Liabilities.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT

Past performance does not predict future performance. The graph above does not reflect the deduction of fees, sales charges, or taxes that you would pay on fund distributions or the redemption of fund shares. Wasatch does not charge any sales fees. The S&P 500 Index includes 500 of the United States’ largest stocks from a broad variety of industries. The Index is unmanaged and is a commonly used measure of common stock total return performance. The Citigroup U.S. Domestic 3-Month Treasury Bills Index tracks the performance of U.S. Treasury bills with a remaining maturity of three months. U.S. Treasury bills, which are short-term loans to the U.S. government, are full-faith-and-credit obligations of the U.S. Treasury and are generally regarded as being free of any risk of default. You cannot invest directly in these or any indices.

23

WASATCH MICRO CAP FUND (WMICX) SEPTEMBER 30, 2016 (UNAUDITED)

Management Discussion

The Wasatch Micro Cap Fund is managed by a team of Wasatch portfolio managers led by Dan Chace.

  Dan Chace, CFA Lead Portfolio Manager OVERVIEW   In the 12 months ended September 30, 2016, the Wasatch Micro Cap Fund gained 16.04%. The Fund outgained its benchmark, the Russell Microcap Index, which rose 13.47%. Equities advanced for most of the year in an environment in which growth was scarce, valuations rich, and market moves largely driven by broader sentiment. After declining sharply from December through early February,

stocks quickly regained their lost ground as investor fears evaporated. Investors also appear to have shrugged off June’s Brexit vote in the United Kingdom, presumably with the expectation that the uncertainty it has created will only prolong the highly accommodative monetary policies of the world’s central banks. In late September, the U.S. Federal Reserve’s (Fed’s) decision not to raise interest rates gave further juice to the market.

In the micro-cap equity market especially, we believe it pays to be an active investor rather than to simply own the Index. Indices are often structured with disproportionate exposures to certain sectors in contrast to investment styles such as ours that seek to invest in growth and innovation.

The Wasatch approach served the Fund well during the fiscal year, with outperformance coming mainly from information technology (IT) and financials. While IT has traditionally been a mainstay of the Fund, financials are an area in which the Fund has found itself underweighted. Although banks currently represent approximately 15% of the micro-cap benchmark, the U.S. banking industry is not one that is dynamic and growing. While we do invest in banks that we believe have compelling product strategies and favorable geographic locations, we’ve never been able to find enough of them to get close to the benchmark’s weighting.

DETAILS OF THE YEAR

The Fund’s strongest contributor to performance for the year was Trupanion, Inc. The company provides medical-insurance plans for cats and dogs. We like Trupanion’s long-run prospects, as pet insurance is very underpenetrated in the U.S. We significantly trimmed the position during the year to maintain our desired weighting for the stock in the Fund.

USA Technologies, Inc. provides cashless systems for vending machines. We first discovered and contacted USA in June 2014 when its market capitalization was $66 million — small even by micro-cap standards. We established and added to the Fund’s position later that year and gradually increased it as we watched how management executed its business plan and furthered our research. Recent conversations with the company and its customers have increased our confidence. The stock was our second-largest contributor to performance for the year.

The third-largest contributor, LGI Homes, Inc., is a homebuilder based in Texas. Since the period of overbuilding prior to the Great Recession, new-home construction has significantly lagged long-term averages. Although construction is recovering, we believe it still has room to expand as long as the U.S. economy stays reasonably healthy. LGI caters to first-time, entry-level home buyers — a segment we consider attractive given today’s low interest rates and the rising cost of renting.

The Fund’s greatest detractor from performance was Papa Murphy’s Holdings, Inc. The company owns, operates and franchises take-and-bake pizza stores. Papa Murphy’s share price tumbled in May after same-store comparable sales fell short of expectations due to distractions from the company’s digital-marketing launch.

Cardiovascular Systems, Inc., our second-largest detractor, is a medical-device company specializing in minimally invasive treatments for vascular diseases. With the company’s shares languishing on slowing sales growth, we liquidated the Fund’s position in Cardiovascular Systems early in the year. Based on our independent research and conversations with the company, we concluded that its sales-force strategy was problematic and a rapid pickup in growth was unlikely.

Another weak stock in the Fund was Welspun India Ltd., a global supplier of home-textile products. The company’s share price fell in August after U.S. retailer Target severed ties with Welspun, accusing it of having used non-Egyptian cotton in some of its Egyptian-cotton bed sheets. Although the company’s image has suffered, we believe the effects are likely to be temporary. In our view, Welspun’s positive attributes continue to make it a worthwhile holding for the Fund.

OUTLOOK

As the past year demonstrated, accommodative monetary policy combined with “good enough” economic and earnings growth can provide a favorable backdrop for U.S. equities — especially micro caps. Looking forward, however, we would not be surprised to see volatility increase and the market give back some of the gains it has made. For our part, we are more focused on business trends at our portfolio companies and continue to be comfortable in the aggregate with the underlying fundamentals of our holdings.

We were pleased by the pickup we observed in micro-cap initial public offerings (IPOs) during the final few weeks of the fiscal year. Prior to that, IPOs had been down significantly from their levels of 2015. Although IPO participation is not a major part of our investment strategy, we think a healthy IPO market is important for a couple of reasons. First, IPOs are needed to replace companies that graduate out of the micro-capitalization asset class. Second, we believe a healthy micro-cap IPO calendar helps to sustain investor interest and create a deeper, more-liquid market for micro-cap equities.

Thank you for the opportunity to manage your assets.

Current and future holdings are subject to risk.

24

WASATCH MICRO CAP FUND (WMICX) SEPTEMBER 30, 2016  (UNAUDITED)

Portfolio Summary

AVERAGE ANNUAL TOTAL RETURNS

	1 YEAR		5 YEARS		10 YEARS
Micro Cap		16.04%		14.74%		5.76%
Russell Microcap® Index		13.47%		16.37%		5.50%

Data shows past performance, which is not indicative of future performance. Current performance may be lower or higher than the performance quoted. To obtain the most recent month-end performance data available, please visit www.WasatchFunds.com. The Advisor may absorb certain Fund expenses, without which total return would have been lower. Investment returns and principal value will fluctuate and shares, when redeemed, may be worth more or less than their original cost.

As of the January 31, 2016 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Micro Cap Fund are 1.90%. The expense ratio shown elsewhere in this report may be different. See the prospectus for additional information regarding Fund expenses.

Wasatch Funds will deduct a 2.00% redemption proceeds fee on Fund shares held 60 days or less. Performance data does not reflect the deduction of fees, including sales charges, or the taxes you would pay on fund distributions or the redemption of fund shares. Fees and taxes, if reflected, would reduce the performance quoted. Wasatch does not charge any sales fees. For more complete information including charges, risks and expenses, read the prospectus carefully.

Investing in micro cap funds will be more volatile and loss of principal could be greater than investing in large cap or more diversified funds. Investing in foreign securities, especially in emerging markets, entails special risks, such as currency fluctuations and political uncertainties, which are described in more detail in the prospectus.

TOP 10 EQUITY HOLDINGS*

Company	% of Net Assets
LGI Homes, Inc.		2.8%
HealthEquity, Inc.		2.7%
Superior Uniform Group, Inc.		2.4%
MakeMyTrip Ltd. (India)		2.2%
CareTrust REIT, Inc.		2.1%

Company	% of Net Assets
Ensign Group, Inc. (The)		2.0%
Tyler Technologies, Inc.		2.0%
Installed Building Products, Inc.		2.0%
Natco Pharma Ltd. (India)		1.9%
Gruh Finance Ltd. (India)		1.9%

* As of September 30, 2016, there were 93 holdings in the Fund. Foreign currency contracts, written options and repurchase agreements, if any, are not included in the number of holdings. Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

SECTOR BREAKDOWN**

** Excludes securities sold short and options written, if any.

  † Also includes Other Assets & Liabilities.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT

Past performance does not predict future performance. The graph above does not reflect the deduction of fees, sales charges, or taxes that you would pay on fund distributions or the redemption of fund shares. Wasatch does not charge any sales fees. The Russell Microcap Index is an unmanaged total return index of the smallest 1,000 securities in the small-cap Russell 2000 Index along with the next smallest 1,000 companies, based on a ranking of all U.S. equities by market capitalization. The Russell 2000 Index is an unmanaged total return index of the smallest 2,000 companies in the Russell 3000 Index, as ranked by total market capitalization. You cannot invest directly in these or any indices.

25

WASATCH MICRO CAP VALUE FUND (WAMVX) SEPTEMBER 30, 2016 (UNAUDITED)

Management Discussion

The Wasatch Micro Cap Value Fund is managed by a team of Wasatch portfolio managers led by Brian Bythrow.

  Brian Bythrow, CFA Lead Portfolio Manager   OVERVIEW   In the 12 months ended September 30, 2016, the Wasatch Micro Cap Value Fund gained 12.04%. The Fund lagged its benchmark, the Russell Microcap Index, which rose 13.47%. Slow economic growth and benign inflation provided a favorable environment for equities for most of the year. According to recent figures from the Commerce Department, real U.S. gross domestic product (GDP) grew at a

seasonally adjusted annual rate of 1.4% in the second quarter of 2016. While that was up from 0.8% in the first quarter, it indicated an economy performing well below its potential. With growth opportunities scarce and interest rates extremely low, micro-cap stocks remained among the limited options available to investors seeking attractive returns.

Although very slow economic growth typically would not be constructive for stocks, the U.S. Federal Reserve (Fed) has distorted the current situation through its unusually accommodative monetary policy. By holding interest rates near zero and depriving investors of safe yield, the Fed has effectively pushed savers into risky assets such as stocks and bonds. The push has driven price-to-earnings (P/E) multiples and other valuation measures for U.S. equities significantly above their historical norms.

As the market advanced, we applied our discipline of reducing Fund positions in stocks that had risen substantially and reinvesting the proceeds in more-reasonably valued issues. Despite generally higher P/E multiples, we were able to bring down the Fund’s cash position from approximately 14% of assets at the beginning of the period to around 8% by the end of the fiscal year. Even so, the Fund’s cash position was a headwind to performance and was the primary reason the Fund rose less than its benchmark.

DETAILS OF THE YEAR

The Fund’s strongest contributor to performance for the year was Fabrinet. The company manufactures optical components used to move and store electronic data. The build-out of large data centers for cloud-based computing is driving strong demand for Fabrinet’s products. We expect migration to the cloud to continue benefiting the company for at least the next few years.

Hudson Technologies, Inc. was another top contributor. Hudson is the largest U.S. recycler and processor of the refrigerant chlorodifluoromethane (more commonly known as HCFC-22 or R-22). The company has benefited from a decision by the U.S. Environmental Protection Agency to phase out virgin production of R-22 due to its ozone-depletion potential. In addition, Hudson was awarded a five-year contract with the U.S. Department of Defense for the management and supply of refrigerants, compressed gases and related items.

A company we added to the Fund was Ollie’s Bargain Outlet Holdings, Inc. Through its off-price business model and unique, treasure-hunt shopping experience, Ollie’s seeks to differentiate itself from online retailers and other brick-and-mortar discounters. We believe well-situated operators such as Ollie’s offer attractive growth potential even as competition in the retail industry continues to intensify.

While the Fund’s U.S. holdings significantly outgained the benchmark during the period, our international positions underperformed. This group included a number of equities impacted by the United Kingdom’s (U.K.) vote in June to leave the European Union. Also included was the Fund’s greatest detractor from performance for the year, Marksans Pharma Ltd.

Marksans sells branded and generic drugs in India and internationally, with the U.K. accounting for approximately 40% of revenues. Shares of Marksans tumbled in January on news that one of its manufacturing plants had failed an inspection by its U.K. regulator. Our research indicates those deficiencies have been rectified.

Roadrunner Transportation Systems, Inc., our second-largest detractor, was sold after earnings and revenues at the company fell short of expectations. Roadrunner provides asset-light transportation and logistics services. With low shipping volumes in the road-and-rail industry likely in our view to continue, we decided to move on.

OUTLOOK

The P/E multiple expansion observed in equities during the third calendar quarter of 2016 was especially noteworthy considering the weak economic backdrop. The fact that investors now tend to view economic data primarily in terms of its likely impact on Fed policy — rather than on equity fundamentals — illustrates the extent to which the Fed is distorting financial markets.

Based on statements from Fed officials, it seems clear that the Fed would like to move toward a more-normal interest-rate environment. However, it apparently feels constrained by the weak economy. Thus, every additional piece of soft economic data is cheered by investors and viewed as justification for even higher P/E ratios.

In terms of the threat it poses to corporate profits, the upward pressure on wages that we are beginning to observe is troublesome. With profit margins already very high by historical standards, the simultaneous normalization of profit margins and P/E multiples would be a double-whammy for equities. That is to say, corporate earnings would fall even as those earnings were awarded lower multiples by investors.

Consequently, we believe it’s as important as ever to seek reasonably valued companies with attractive long-term prospects. And with higher interest rates inevitable in our view, we have begun reducing the Fund’s holdings of interest-sensitive securities such as real-estate investment trusts (REITs).

Thank you for the opportunity to manage your assets.

  Current and future holdings are subject to risk.

26

WASATCH MICRO CAP VALUE FUND (WAMVX) SEPTEMBER 30, 2016 (UNAUDITED)

Portfolio Summary

AVERAGE ANNUAL TOTAL RETURNS

	1 YEAR		5 YEARS		10 YEARS
Micro Cap Value		12.04%		16.74%		8.88%
Russell Microcap® Index		13.47%		16.37%		5.50%

Data shows past performance, which is not indicative of future performance. Current performance may be lower or higher than the performance quoted. To obtain the most recent month-end performance data available, please visit www.WasatchFunds.com. The Advisor may absorb certain Fund expenses, without which total return would have been lower. Investment returns and principal value will fluctuate and shares, when redeemed, may be worth more or less than their original cost.

As of the January 31, 2016 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Micro Cap Value Fund are Gross: 2.09%, Net: 2.03%. The expense ratio shown elsewhere in this report may be different. Expenses include direct expenses paid to the Advisor as well as indirect expenses incurred by the Fund as a result of its investments in other investment companies (each an “Acquired Fund”), before any expense reimbursements by the Advisor. Net expenses are based on Fund expenses, net of waivers and reimbursements. See the prospectus for additional information regarding Fund expenses.

Wasatch Funds will deduct a 2.00% redemption proceeds fee on Fund shares held 60 days or less. Performance data does not reflect the deduction of fees, including sales charges, or the taxes you would pay on fund distributions or the redemption of fund shares. Fees and taxes, if reflected, would reduce the performance quoted. Wasatch does not charge any sales fees. For more complete information including charges, risks and expenses, read the prospectus carefully.

Investing in micro cap funds will be more volatile and loss of principal could be greater than investing in large cap or more diversified funds. Investments in value stocks can perform differently from the market as a whole and from other types of stocks and can continue to be undervalued by the market for long periods of time. Investing in foreign securities, especially in emerging markets, entails special risks, such as currency fluctuations and political uncertainties, which are described in more detail in the prospectus.

TOP 10 EQUITY HOLDINGS*

Company	% of Net Assets
Fabrinet		1.8%
Hudson Technologies, Inc.		1.6%
Tower Semiconductor Ltd. (Israel)		1.6%
BofI Holding, Inc.		1.4%
Tactile Systems Technology, Inc.		1.4%

Company	% of Net Assets
Horizon Global Corp.		1.3%
ZAGG, Inc.		1.3%
John Bean Technologies Corp.		1.3%
LGI Homes, Inc.		1.3%
Tucows, Inc., Class A		1.2%

* As of September 30, 2016, there were 110 holdings in the Fund. Foreign currency contracts, written options and repurchase agreements, if any, are not included in the number of holdings. Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

SECTOR BREAKDOWN**

** Excludes securities sold short and options written, if any.

  † Also includes Other Assets & Liabilities.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT

Past performance does not predict future performance. The graph above does not reflect the deduction of fees, sales charges, or taxes that you would pay on fund distributions or the redemption of fund shares. Wasatch does not charge any sales fees. The Russell Microcap Index is an unmanaged total return index of the smallest 1,000 securities in the small-cap Russell 2000 Index along with the next smallest 1,000 companies, based on a ranking of all U.S. equities by market capitalization. The Russell 2000 Index is an unmanaged total return index of the smallest 2,000 companies in the Russell 3000 Index, as ranked by total market capitalization. You cannot invest directly in these or any indices.

27

WASATCH SMALL CAP GROWTH FUND (WAAEX / WIAEX) SEPTEMBER 30, 2016 (UNAUDITED)

Management Discussion

The Wasatch Small Cap Growth Fund is managed by a team of Wasatch portfolio managers led by JB Taylor and Jeff Cardon.

  JB Taylor Lead Portfolio Manager   Jeff Cardon, CFA Portfolio Manager OVERVIEW   The Wasatch Small Cap Growth Fund — Investor Class rose 11.87% for the 12-month period ended September 30, 2016, trailing the 12.12% return of the Russell 2000 Growth Index

and the 15.47% return of the Russell 2000 Index.

Among the Fund’s top contributors for the 12 months were companies in biotech and information technology, two areas with strong potential for sales and earnings growth. Some of our consumer-discretionary holdings and one of our discount airlines were weaker.

The 2016 calendar year commenced with large stock-market declines on fears regarding lower oil prices, widening credit spreads, potential interest-rate increases by the U.S. Federal Reserve (Fed) and slowing economic growth in China. These declines were particularly brutal for growth-oriented companies in general and for biotech companies in particular.

By early February, fears had subsided and stock prices generally began a rebound that continued through the end of September — with some bumps en route. Growth-oriented stocks and biotechs tended to fully participate in the rebound, but they generally lagged the broader indices due to their more-significant losses early in 2016.

On September 21st, Fed Chair Janet Yellen confirmed widespread expectations that the Fed wouldn’t immediately raise the federal-funds target rate. Ms. Yellen also expressed optimism regarding labor conditions and overall economic progress in the United States. The Fed’s signals, along with no major shocks in political and business news, helped keep equities on relatively stable footing as the period ended.

DETAILS OF THE YEAR

The Fund’s top contributors included newer holdings in high-growth sectors as well as a couple of stalwart holdings that have benefited the Fund for years. Cornerstone OnDemand, Inc., a provider of employee career management software, was the top contributor. The company has reined in costs and focused on more profitable sales, with dramatic impact on operating results.

Seattle Genetics, Inc., a biotech company, was also a strong performer. In its most-recent reporting period, the company saw excellent sales growth for its cancer drug. But we think the bigger reasons for the stock’s price increase in the latest quarter were general optimism regarding biotech stocks and speculation that several biotech companies are takeover targets.

Trucking leader Knight Transportation, Inc. and vehicle-auction company Copart, Inc. have been held in the Fund for

18 and 16 years, respectively, because we consider them to be high-quality companies that continue to find ways to grow. Both companies were top contributors during the period.

Allegiant Travel Co., a regional air carrier catering to budget-conscious flyers, saw its stock price drop as summer travel was below expectations and larger carriers sought increased market share through price-cutting. While we believe Allegiant has long-term competitive advantages, short-term stock performance may depend more on energy prices staying at lower levels and on less-aggressive capacity expansion by other carriers.

Food and restaurant companies like Papa Murphy’s Holdings, Inc., The Chefs’ Warehouse, Inc. and Zoe’s Kitchen, Inc. experienced falling stock prices largely due to difficult comparisons with previous revenues that had been particularly robust. In addition, there’s been some food-price deflation, which tends to make consumers more price-aware and lowers sales over the short term — although reduced food costs could boost profits over the long term. In the case of Papa Murphy’s, the take-and-bake pizza chain struggled through the launch of an online order platform, which hurt short-term results.

OUTLOOK

We’ve explored the reasons why high-growth consumer-discretionary companies have become harder to find in recent years. But that trend has also occurred to varying degrees in other sectors due to the tepid economic growth since the financial crisis ended in 2009.

While we can’t change the economy’s sluggishness, which we expect to persist based on the demographics of an aging population and lingering debt problems, we can remain focused on our investment discipline. Our research assesses the quality of management and evaluates its success by tracking the company’s financial metrics over time.

Our careful, company-specific approach contrasts with other approaches like momentum and factor-based investment strategies and strategies that attempt to correctly time cyclical macro themes such as commodity-price changes. A clear danger with these other approaches is relying too heavily on some characteristic — whether low volatility, high dividends or high price momentum — thereby risking losses when the characteristic falls out of favor among investors.

As always, we’re searching for companies with the potential to grow sales and earnings at attractive levels for at least the next five years. In the current environment of sub-par economic growth and high stock valuations, we’d like to see our more-stable growth companies produce relatively moderate growth and our less-predictable growers achieve at least 15% growth (our traditional metric).

As we search for outstanding investments, we focus on company fundamentals within the context of industry dynamics — whether those dynamics be making the most of the e-commerce revolution, or bucking the online trend in areas less susceptible to online competition. We believe our investment approach can consistently uncover growth opportunities and is the path to long-term success.

Thank you for the opportunity to manage your assets.

  Current and future holdings are subject to risk.

28

WASATCH SMALL CAP GROWTH FUND (WAAEX / WIAEX) SEPTEMBER 30, 2016 (UNAUDITED)

Portfolio Summary

AVERAGE ANNUAL TOTAL RETURNS

	1 YEAR		5 YEARS		10 YEARS
Small Cap Growth (WAAEX) — Investor		11.87%		12.99%		7.95%
Small Cap Growth (WIAEX) — Institutional		12.02%		13.02%		7.97%
Russell 2000® Growth Index		12.12%		16.15%		8.29%
Russell 2000® Index		15.47%		15.82%		7.07%

Data shows past performance, which is not indicative of future performance. Current performance may be lower or higher than the performance quoted. To obtain the most recent month-end performance data available, please visit www.WasatchFunds.com. The Advisor may absorb certain Fund expenses, without which total return would have been lower. Investment returns and principal value will fluctuate and shares, when redeemed, may be worth more or less than their original cost.

As of the January 31, 2016 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Small Cap Growth Fund are Investor Class: 1.22% / Institutional Class — Gross: 1.09%, Net: 1.05%. The expense ratio shown elsewhere in this report may be different. Net expenses are based on Fund expenses, net of waivers and reimbursements. See the prospectus for additional information regarding Fund expenses.

Wasatch Funds will deduct a 2.00% redemption proceeds fee on Fund shares held 60 days or less. Performance data does not reflect the deduction of fees, including sales charges, or the taxes you would pay on fund distributions or the redemption of fund shares. Fees and taxes, if reflected, would reduce the performance quoted. Wasatch does not charge any sales fees. For more complete information including charges, risks and expenses, read the prospectus carefully.

Performance for the Institutional Class prior to 2/1/2016 is based on the performance of the Investor Class. Performance of the Fund’s Institutional Class prior to 2/1/2016 uses the actual expenses of the Fund’s Investor Class without any adjustments. For any such period of time, the performance of the Fund’s Institutional Class would have been substantially similar to, yet higher than, the performance of the Fund’s Investor Class, because the shares of both classes are invested in the same portfolio of securities, but the classes bear different expenses.

Investing in small cap funds will be more volatile and loss of principal could be greater than investing in large cap or more diversified funds. Investing in foreign securities, especially in emerging markets, entails special risks, such as currency fluctuations and political uncertainties, which are described in more detail in the prospectus.

TOP 10 EQUITY HOLDINGS*

Company	% of Net Assets
Cornerstone OnDemand, Inc.		4.7%
Ultimate Software Group, Inc. (The)		4.4%
Knight Transportation, Inc.		4.1%
Copart, Inc.		2.9%
Seattle Genetics, Inc.		2.9%

Company	% of Net Assets
ICON plc (Ireland)		2.4%
Cavium, Inc.		2.3%
MakeMyTrip Ltd. (India)		2.2%
Zendesk, Inc.		2.1%
Spirit Airlines, Inc.		2.1%

* As of September 30, 2016, there were 101 holdings in the Fund. Foreign currency contracts, written options and repurchase agreements, if any, are not included in the number of holdings. Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

SECTOR BREAKDOWN**

** Excludes securities sold short and options written, if any.

  † Also includes Other Assets & Liabilities.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT

Past performance does not predict future performance. The graph above does not reflect the deduction of fees, sales charges, or taxes that you would pay on fund distributions or the redemption of fund shares. Wasatch does not charge any sales fees. The Russell 2000 Growth Index is an unmanaged total return index that measures the performance of those Russell 2000 Index companies with higher price-to-book ratios and higher forecasted growth values. The Russell 2000 Index is an unmanaged total return index of the smallest 2,000 companies in the Russell 3000 Index, as ranked by total market capitalization. The Russell 2000 Index is widely regarded in the industry as accurately capturing the universe of small company stocks. You cannot invest directly in these or any indices.

29

WASATCH SMALL CAP VALUE FUND (WMCVX / WICVX)  SEPTEMBER 30, 2016 (UNAUDITED)

Management Discussion

The Wasatch Small Cap Value Fund is managed by a team of Wasatch portfolio managers led by Jim Larkins.

  Jim Larkins Lead Portfolio Manager   OVERVIEW   Domestic small-cap value stocks generated a return of 18.81% for the 12-month reporting period, as gauged by the Fund’s benchmark, the Russell 2000 Value Index. The Wasatch Small Cap Value Fund — Investor Class returned 13.37%. Although the Fund’s relative performance can shift on a year-to-year basis, we think our focus on best-in-breed, undervalued companies forms a solid

foundation for longer-term results. We believe this is evident in the Fund’s outperformance of the Index over the five-year, 10-year and since-inception periods ended September 30, 2016.

DETAILS OF THE YEAR

A small group of underperforming stocks accounted for the majority of the Fund’s shortfall relative to its benchmark over the past 12 months. Foremost among these was Skechers U.S.A., Inc., a longtime holding that was adversely affected by increasing competition and fashion trends moving away from the type of footwear the company offers. We reduced the size of our position, and we were monitoring the company’s fundamentals closely as of the end of the period. Intrepid Potash, Inc., a fertilizer producer that struggled with slowing demand and rising inventories, and Kirkland’s, Inc., a home-décor retailer that reported weaker-than-expected sales, also detracted from performance. We sold the stocks of both companies.

If an investment idea doesn’t come to fruition — as was the case with these companies — we put our experience to work to determine if we should hold on to a position, or whether it is in fact a “value trap” (an undervalued stock that continues to weaken due to deteriorating fundamentals). Increasing competition, rising financial leverage, and increased default risk are important reasons for eliminating a position — even if the stock is “cheaper” than when we bought it. In addition, we will sell a stock any time we see that an anticipated catalyst has failed to emerge.

This process informed our decision to reduce the weighting in Skechers and sell Intrepid Potash and Kirkland’s. However, we also exercise discipline in the sense that we will maintain — or add to — an investment if we believe the fundamental story is intact. This was the case with Allegiant Travel Co. The discount airline’s stock price declined on concerns that lower fuel prices would lead to rising industry competition. On a longer-term basis, we think Allegiant can continue to take market share on the strength of a cost structure that is significantly lower than the larger airlines. This allows the company to serve markets where the larger carriers have chosen not to operate, which we believe is a distinct competitive advantage.

Our investment process also includes an emphasis on “Fallen Angels” — growth companies that temporarily fall

into value territory due to short-term factors. The information-technology sector, where volatility is common, often provides us with successful Fallen Angel investments, as it did over the past 12 months. For instance, we established a position in the call-center software provider Interactive Intelligence Group, Inc. in early 2016 when the company’s transition to a greater focus on cloud computing created confusion among investors. Wasatch’s growth analysts knew the company well and their insight gave us the confidence to buy the stock at attractive levels in early 2016, a decision that paid off when the company ultimately received a buyout offer in July. Fabrinet, which we originally purchased as a Fallen Angel in early 2011, also produced a strong gain. As a maker of optical components, Fabrinet has capitalized on the build-out of global bandwidth, leading to a significant rally in its stock price. Fabrinet finished the year as the top contributor to Fund performance.

Ebix, Inc., a provider of software and e-commerce solutions to the insurance industry, is another Fallen Angel stock that added value during the period. We previously owned Ebix and we used our institutional knowledge to reinvest when we felt Ebix’s stock had been unjustly oversold in mid-2013. Since that purchase, Ebix has been one of our most rewarding investments. Outside of technology, Exact Sciences Corp. — developer of a non-invasive test for colon cancer — is another example of a successful investment in an undervalued growth stock. After conducting extensive research on the company for years, we established a position after the stock sold off early in 2016. Exact Sciences’ test was recently recommended for reimbursement by major insurance groups and the stock was rewarded.

OUTLOOK

We believe a degree of caution is warranted at this stage given our view that stock valuations have become stretched. High valuations alone are not enough to spark a downturn in equities, of course, but they do increase the potential risks in the event of unexpected, adverse headlines. We therefore adopted a more defensive posture in the latter part of the period, highlighted by our decision to maintain an above-average weighting in cash. In addition to its ability to cushion the downside, cash provides us with greater latitude to buy shares of companies at attractive prices in periods of market stress. Our discipline of letting stocks trade down to our target prices before investing has added value to the Fund over time, and we believe it remains a prudent way to manage our shareholders’ capital through shifting market environments.

Thank you for the opportunity to manage your assets.

  Current and future holdings are subject to risk.

30

WASATCH SMALL CAP VALUE FUND (WMCVX / WICVX) SEPTEMBER 30, 2016 (UNAUDITED)

Portfolio Summary

AVERAGE ANNUAL TOTAL RETURNS

	1 YEAR		5 YEARS		10 YEARS
Small Cap Value (WMCVX) — Investor		13.37%		16.32%		7.01%
Small Cap Value (WICVX) — Institutional		13.54%		16.47%		7.08%
Russell 2000® Value Index		18.81%		15.45%		5.78%
Russell 2000® Index		15.47%		15.82%		7.07%

Data shows past performance, which is not indicative of future performance. Current performance may be lower or higher than the performance quoted. To obtain the most recent month-end performance data available, please visit www.WasatchFunds.com. The Advisor may absorb certain Fund expenses, without which total return would have been lower. Investment returns and principal value will fluctuate and shares, when redeemed, may be worth more or less than their original cost.

As of the January 31, 2016 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Small Cap Value Fund are Investor Class: 1.21% / Institutional Class — Gross: 1.20%, Net: 1.05%. The expense ratio shown elsewhere in this report may be different. Net expenses are based on Fund expenses, net of waivers and reimbursements. See the prospectus for additional information regarding Fund expenses.

Wasatch Funds will deduct a 2.00% redemption proceeds fee on Fund shares held 60 days or less. Performance data does not reflect the deduction of fees, including sales charges, or the taxes you would pay on fund distributions or the redemption of fund shares. Fees and taxes, if reflected, would reduce the performance quoted. Wasatch does not charge any sales fees. For more complete information including charges, risks and expenses, read the prospectus carefully.

Performance for the Institutional Class prior to 1/31/2012 is based on the performance of the Investor Class. Performance of the Fund’s Institutional Class prior to 1/31/2012 uses the actual expenses of the Fund’s Investor Class without any adjustments. For any such period of time, the performance of the Fund’s Institutional Class would have been substantially similar to, yet higher than, the performance of the Fund’s Investor Class, because the shares of both classes are invested in the same portfolio of securities, but the classes bear different expenses.

Investing in small cap funds will be more volatile and loss of principal could be greater than investing in large cap or more diversified funds. Investments in value stocks can perform differently from the market as a whole and from other types of stocks and can continue to be undervalued by the market for long periods of time. Investing in foreign securities, especially in emerging markets, entails special risks, such as currency fluctuations and political uncertainties, which are described in more detail in the prospectus.

TOP 10 EQUITY HOLDINGS*

Company	% of Net Assets
Ensign Group, Inc. (The)		3.1%
LGI Homes, Inc.		3.0%
Tower Semiconductor Ltd. (Israel)		2.9%
Arbor Realty Trust, Inc.		2.7%
Fabrinet		2.5%

Company	% of Net Assets
HEICO Corp., Class A		2.5%
Ebix, Inc.		2.5%
CareTrust REIT, Inc.		2.4%
Customers Bancorp, Inc.		2.4%
Solar Capital Ltd.		2.2%

*As of September 30, 2016, there were 63 holdings in the Fund. Foreign currency contracts, written options and repurchase agreements, if any, are not included in the number of holdings. Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

SECTOR BREAKDOWN**

** Excludes securities sold short and options written, if any.

  † Also includes Other Assets & Liabilities.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT

Past performance does not predict future performance. The graph above does not reflect the deduction of fees, sales charges, or taxes that you would pay on fund distributions or the redemption of fund shares. Wasatch does not charge any sales fees. The Russell 2000 Value Index measures the performance of those Russell 2000 Index companies with lower price-to-book ratios and lower forecasted growth values. The Russell 2000 Index is an unmanaged total return index of the smallest 2,000 companies in the Russell 3000 Index, as ranked by total market capitalization. The Russell 2000 Index is widely regarded in the industry as accurately capturing the universe of small company stocks. You cannot invest directly in these or any indices.

31

WASATCH STRATEGIC INCOME FUND (WASIX) SEPTEMBER 30, 2016 (UNAUDITED)

Management Discussion

The Wasatch Strategic Income Fund is managed by a team of Wasatch portfolio managers led by Sam Stewart.

  Samuel S. Stewart, Jr. PhD, CFA Lead Portfolio Manager OVERVIEW   After several quarters of disappointing performance, the Wasatch Strategic Income Fund ended the fiscal year with a quarterly return in line with our expectations: 3.80% versus 3.85% for the S&P 500 Index. Our goal for the Fund was to achieve a return somewhere between its stock and bond benchmarks. For the fiscal year ended September 30, 2016, we were generally satisfied with the Fund’s 7.38% gain — 
which trailed the S&P 500’s 15.43% advance, but exceeded the 5.19%

return of the Barclays Capital U.S. Aggregate Bond Index.

DETAILS OF THE YEAR

For the year, the only stocks adding more than one percentage point each to the Fund’s return were CBS Corp. and Comcast Corp. In the case of CBS, investors appeared to be pleasantly surprised by television-advertising strength, of which CBS is a significant beneficiary. Comcast benefited from a reduction in churn as its cable customers responded favorably to friendlier consumer policies.

The stock of Nu Skin Enterprises, Inc. also performed well for the year. The company was helped by the Federal Trade Commission settlement with fellow multi-level marketer Herbalife Ltd., which is also held in the Fund, as well as a better outlook for its China business.

NorthStar Realty Finance Corp. was the Fund’s only large loser, subtracting more than one percentage point from performance for the 12-month period. This was in spite of its impending three-way merger with NorthStar Asset Management Corp. and Colony Capital, Inc., which will eliminate NorthStar Realty’s burdensome management contract. As of September 30, 2016, the Fund held all three companies and had reduced its position in each.

Partially in response to the rough sledding the Strategic Income Fund experienced from mid-2015 through mid-2016, we held more than 20% cash during the most recent quarter, which helped reduce the Fund’s beta to less than 0.75. Our purpose in holding so much cash is to lower the sensitivity of the Fund’s returns relative to the market, as we believe the extended valuations of many stocks and bonds increase the odds of these assets encountering weak markets. And like the Boy Scouts, we want to “Be Prepared.”

The Fund’s primary investment focus continues to be on companies that we see as able and willing to pay a growing stream of dividends. Unfortunately, in recent months, the growth of our dividends was impeded by dividend cuts from Medallion Financial Corp. and Apollo Investment Corp. Prior to the dividend cut, we had pared our Medallion Financial position in half due to fear about continuing problems in its taxi medallion loan portfolio. Notwithstanding our lack of dividend growth recently, our 30-day net SEC yield as of September 30, 2016 was 2.65%, which was above

the 2.19% yield of our bond benchmark and above the 2.16% yield of our stock benchmark.*

Speaking of dividends, a bright spot during the past few months was the performance of our “yield stocks,” which represent a small but important portion of the Fund’s portfolio. These stocks are generally mandated to pay out all of their earnings as dividends. While this means they aren’t likely to grow their dividends, they tend to offer much higher yields than our dividend growers. At fiscal year end, the yield on these stocks was in the 10% neighborhood, which is well above the yield of the Fund’s total portfolio.

During the third quarter of 2015, the prices of yield stocks suffered mightily, largely because investors feared that problems in the oil patch would extend beyond oil-related debt into the entire universe of yield-oriented investments. For much of the past 12 months, yield stocks remained down on the mat despite the low yields offered by dividend growers. In the past few months, however, yield stocks captured some attention from investors and rose across the board. This caused us to mostly eliminate PennantPark Investment Corp. and KCAP Financial, Inc. from the Fund, as we fear they potentially face dividend cuts. During the time we held these stocks, their dividend yields often exceeded 15% and, in KCAP’s case, our total return was about 30% since purchasing it last spring.

OUTLOOK

Looking ahead, we continue to prepare the Fund for a subdued business cycle, or “lower for longer” as some have termed it. While this environment will likely produce slower growth rates than our companies have experienced in the past, less cyclicality may be a beneficial side effect of slower economic growth. We try to invest in companies that will be able to grow their dividends even if the economy is sluggish.

Our main worry is that extended stock and bond valuations, primarily resulting from global stimulative monetary policy, will lead to a rougher landing than we had hoped. We will continue seeking to structure the Fund’s portfolio so as to minimize the impact of a rough landing.

Thank you for the opportunity to manage your assets.

* The 30-day current net (“SEC”) yield is calculated by dividing the net investment income per share for the 30 days ended on the date of calculation by the maximum offering price per share on that date. The figure is compounded and annualized.

  Current and future holdings are subject to risk.

32

WASATCH STRATEGIC INCOME FUND (WASIX) SEPTEMBER 30, 2016 (UNAUDITED)

Portfolio Summary

AVERAGE ANNUAL TOTAL RETURNS

	1 YEAR		5 YEARS		10 YEARS
Strategic Income		7.38%		12.29%		6.03%
S&P 500® Index		15.43%		16.37%		7.24%
Barclays Capital U.S. Aggregate Bond Index		5.19%		3.08%		4.79%

Data shows past performance, which is not indicative of future performance. Current performance may be lower or higher than the performance quoted. To obtain the most recent month-end performance data available, please visit www.WasatchFunds.com. The Advisor may absorb certain Fund expenses, without which total return would have been lower. Investment returns and principal value will fluctuate and shares, when redeemed, may be worth more or less than their original cost.

As of the January 31, 2016 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Strategic Income Fund are 1.51%. The expense ratio shown elsewhere in this report may be different. Expenses include direct expenses paid to the Advisor as well as indirect expenses incurred by the Fund as a result of its investments in other investment companies (each an “Acquired Fund”), before any expense reimbursements by the Advisor. See the prospectus for additional information regarding Fund expenses.

Wasatch Funds will deduct a 2.00% redemption proceeds fee on Fund shares held 60 days or less. Performance data does not reflect the deduction of fees, including sales charges, or the taxes you would pay on fund distributions or the redemption of fund shares. Fees and taxes, if reflected, would reduce the performance quoted. Wasatch does not charge any sales fees. For more complete information including charges, risks and expenses, read the prospectus carefully.

The Fund has a concentration in the financials sector. Investing in concentrated funds can be more volatile and loss of principal could be greater than investing in more diversified funds. The financials sector can be significantly affected by various market factors, which are described in more detail in the prospectus.

With respect to the Fund’s assets invested in fixed income securities, you are subject, but not limited to, the same interest rate, inflation and credit risk associated with the underlying fixed-income securities owned by the Fund. Return of principal is not guaranteed. Investing in small cap funds will be more volatile and loss of principal could be greater than investing in large cap or more diversified funds. Investing in foreign securities, especially in emerging markets, entails special risks, such as currency fluctuations and political uncertainties, which are described in more detail in the prospectus.

TOP 10 EQUITY HOLDINGS*

Company	% of Net Assets
Comcast Corp., Class A		6.3%
CBS Corp., Class B		4.2%
Suncor Energy, Inc. (Canada)		3.6%
Herbalife Ltd.		3.5%
Magellan Midstream Partners L.P.		3.5%

Company	% of Net Assets
Canadian National Railway Co. (Canada)		3.1%
MasterCard, Inc., Class A		3.0%
Great Ajax Corp.		3.0%
Visa, Inc., Class A		3.0%
McKesson Corp.		2.7%

* As of September 30, 2016, there were 54 holdings in the Fund. Foreign currency contracts, written options and repurchase agreements, if any, are not included in the number of holdings. Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

SECTOR BREAKDOWN**

** Excludes securities sold short and options written, if any.

  † Also includes Other Assets & Liabilities.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT

Past performance does not predict future performance. The graph above does not reflect the deduction of fees, sales charges, or taxes that you would pay on fund distributions or the redemption of fund shares. Wasatch does not charge any sales fees. The S&P 500 Index represents 500 of the United States’ largest stocks from a broad variety of industries. The Index is unmanaged and is a commonly used measure of common stock total return performance. The Barclays Capital U.S. Aggregate Bond Index covers the U.S. investment grade fixed rate bond market, including government and corporate securities, agency mortgage pass-through securities, and asset-backed securities. You cannot invest directly in these or any indices.

33

WASATCH ULTRA GROWTH FUND (WAMCX) SEPTEMBER 30, 2016 (UNAUDITED)

Management Discussion

The Wasatch Ultra Growth Fund is managed by a team of Wasatch portfolio managers led by John Malooly.

  John Malooly, CFA Lead Portfolio Manager OVERVIEW   The Wasatch Ultra Growth Fund returned 20.08% for the 12-month period ended September 30, 2016. The Fund outgained its benchmark, the Russell 2000 Growth Index, which rose 12.12%. As they have for the past several years, U.S. businesses operated in an environment of slow economic growth, low interest rates and benign inflation. The slowdown became particularly

acute in the industrial and manufacturing segments. China’s shift from manufacturing and infrastructure spending toward a service-based economy has lessened demand for oil and industrial commodities. Low prices for those and other raw materials crimped activity in energy and mining, while a strong dollar and soft global demand put additional pressure on factories.

With industrial activity weak and households constrained by sluggish income growth, we focused on companies that we believe can take market share from their competitors. The rapid pace of technological change has allowed innovative companies to use recently developed technologies to disrupt entire industries. We aim to be on the right side of the disruption, with companies that we believe can capture a fair share of the value their products and services create.

In health care, that means finding companies with new drugs and therapies leading to better outcomes at lower cost. In information technology, we look for software companies and other innovators that enable their customers to become more efficient. And in retail, we seek companies that either benefit from the internet, or whose business models do not compete directly with e-commerce giants. We believe Wasatch has the resources and expertise necessary to navigate the changing technological landscape and that our investment performance during the fiscal year bears that out.

DETAILS OF THE YEAR

The Fund’s strongest contributor to performance for the year was PDF Solutions, Inc. The company provides technologies for optimizing the design and manufacture of integrated-circuit chips. Shares of PDF Solutions rose on growing optimism about its design-for-inspection initiative. The new technology seeks to change the current paradigm of visual chip inspection by incorporating small proprietary test vehicles directly into the chip’s design. Also helping to lift the stock were a pickup in PDF’s software business and an expected upswing in revenues tied to the next generation of smartphones.

Interactive Intelligence Group, Inc. provides communications and work-flow management software for call centers. We continued to own the company in the Fund despite operating losses as it shifted its business model from on-premise software to cloud-based solutions. Our patience was

rewarded in late August when the company agreed to be acquired by a privately held competitor that needed Interactive Intelligence’s cutting-edge solution to refresh its own product cycle.

Exact Sciences Corp. is a health-care innovator that has developed a new molecular-screening test for colon cancer. Federal guidelines elevating the test to the same status as other screening options removed a roadblock that insurers could have used to restrict coverage. The test, known as Cologuard, is now covered for 62% of its total target population. With an added boost from better-than-expected earnings reports, Exact Sciences was another of the year’s strongest contributors.

The Fund’s greatest detractor from performance for the year was footwear manufacturer Skechers U.S.A., Inc. Skechers struggled with slowing sales growth, while operating expenses moved higher. The bankruptcies of Sports Authority and Sport Chalet increased inventory in the channel industry-wide, creating a near-term headwind. Although Skechers appears attractively valued, we are reevaluating our position on concerns about the company’s near-term business trends.

AtriCure, Inc. is a medical-device company whose products are used mainly in the treatment of atrial fibrillation. Investors reacted negatively when AtriCure lowered its 2016 financial guidance to reflect stepped-up investments in clinical trials, product development and sales. While the decline in share price made this holding the Fund’s second-largest detractor from performance for the year, we believe the company’s long-term growth prospects remain intact.

OUTLOOK

Referring to the third round of quantitative easing (QE3) from the U.S. Federal Reserve (Fed), we wrote in our annual commentary for September 2013:

With respect to the current economic recovery, the relevant question is, “Is it real, or is it QE3?”

Not only does the question remain as relevant today as it was three years ago, but the recovery’s weakness has made the issue all the more pressing. With yields on over $11 trillion of the world’s bonds currently below zero, there is little doubt that global quantitative easing has distorted financial markets. It stands to reason that the eventual normalization of those distortions is likely to pose challenges, both for financial markets and for the global economy.

Against that backdrop, we are carefully reviewing our holdings in an attempt to reduce risk. While we do not anticipate making major changes in the Fund, we have done selective selling based on company fundamentals, risk profiles and growth prospects. Our goal is to preserve recent gains to the extent possible, should the investment environment become less favorable. Given the importance we place on owning companies that we believe can continue to grow even in a weak economy, we regard the Fund’s overweight positions in technology and health care as natural outgrowths of our bottom-up investment discipline.

Thank you for the opportunity to manage your assets.

  Current and future holdings are subject to risk.

34

WASATCH ULTRA GROWTH FUND (WAMCX) SEPTEMBER 30, 2016 (UNAUDITED)

Portfolio Summary

AVERAGE ANNUAL TOTAL RETURNS

	1 YEAR		5 YEARS		10 YEARS
Ultra Growth		20.08%		13.91%		7.00%
Russell 2000® Growth Index		12.12%		16.15%		8.29%

Data shows past performance, which is not indicative of future performance. Current performance may be lower or higher than the performance quoted. To obtain the most recent month-end performance data available, please visit www.WasatchFunds.com. The Advisor may absorb certain Fund expenses, without which total return would have been lower. Investment returns and principal value will fluctuate and shares, when redeemed, may be worth more or less than their original cost.

As of the January 31, 2016 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Ultra Growth Fund are 1.38%. The expense ratio shown elsewhere in this report may be different. Expenses include direct expenses paid to the Advisor as well as indirect expenses incurred by the Fund as a result of its investments in other investment companies (each an “Acquired Fund”), before any expense reimbursements by the Advisor. See the prospectus for additional information regarding Fund expenses.

Wasatch Funds will deduct a 2.00% redemption proceeds fee on Fund shares held 60 days or less. Performance data does not reflect the deduction of fees, including sales charges, or the taxes you would pay on fund distributions or the redemption of fund shares. Fees and taxes, if reflected, would reduce the performance quoted. Wasatch does not charge any sales fees. For more complete information including charges, risks and expenses, read the prospectus carefully.

Investing in small cap funds will be more volatile and loss of principal could be greater than investing in large cap or more diversified funds. Investing in foreign securities, especially in emerging markets, entails special risks, such as currency fluctuations and political uncertainties, which are described in more detail in the prospectus.

TOP 10 EQUITY HOLDINGS*

Company	% of Net Assets
FleetMatics Group plc		3.0%
Seattle Genetics, Inc.		2.8%
PDF Solutions, Inc.		2.7%
Ultimate Software Group, Inc. (The)		2.4%
Cornerstone OnDemand, Inc.		2.3%

Company	% of Net Assets
LGI Homes, Inc.		2.2%
Greenspring Global Partners II-B, L.P.		2.2%
Interactive Intelligence Group, Inc.		2.1%
MakeMyTrip Ltd. (India)		2.0%
AtriCure, Inc.		1.9%

* As of September 30, 2016, there were 93 holdings in the Fund. Foreign currency contracts, written options and repurchase agreements, if any, are not included in the number of holdings. Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

SECTOR BREAKDOWN**

** Excludes securities sold short and options written, if any.

  † Also includes Other Assets & Liabilities.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT

Past performance does not predict future performance. The graph above does not reflect the deduction of fees, sales charges, or taxes that you would pay on fund distributions or the redemption of fund shares. Wasatch does not charge any sales fees. The Russell 2000 Growth Index is an unmanaged total return index that measures the performance of those Russell 2000 Index companies with higher price-to-book ratios and higher forecasted growth values. The Russell 2000 Index is an unmanaged total return index of the smallest 2,000 companies in the Russell 3000 Index, as ranked by total market capitalization. You cannot invest directly in these or any indices.

35

WASATCH WORLD INNOVATORS FUND (WAGTX / WIGTX) SEPTEMBER 30, 2016 (UNAUDITED)

Management Discussion

The Wasatch World Innovators Fund is managed by a team of Wasatch portfolio managers led by Josh Stewart and Sam Stewart.

  Josh Stewart Lead Portfolio Manager   Samuel S. Stewart, Jr. PhD, CFA Portfolio Manager OVERVIEW   The fiscal year ended September 30, 2016 began at a low point — the bottom of a selloff after markets panicked about China’s slowing economic growth last autumn. Thanks to starting from that low base,

the period was one of strong returns for many equity investors. The Wasatch World Innovators Fund — Investor Class rose 8.97% during the fiscal year, lagging the 12.25% return of the benchmark MSCI All Country World Investable Markets Index. The Fund’s underperformance, we believe, reflected our positioning in higher-quality companies that outperformed in the previous year and therefore didn’t benefit as much as the benchmark from the low starting point.

We think the narrative for the fiscal year, despite the upswing in stock prices, remains little-changed compared to the prior 18 months when equity markets were mostly on a downward trajectory. The current environment is defined by: 1) central banks’ loose monetary policy; 2) income-oriented investors reacting to low bond payouts by hunting for yields elsewhere, thereby pushing equities to historically expensive levels; and 3) most actors in the real economy not taking the low-interest-rate bait, refusing to invest en masse as returns seemed too low and too risky — resulting in soft and worsening economic growth rates.

DETAILS OF THE YEAR

Based on our increasing preference for businesses that aren’t overly capital-intensive and for those providing necessities rather than luxuries, we added several consumer-staples companies, including Whole Foods Market, Inc., the top name brand in organic groceries, and Sprouts Farmers Market, Inc., the smaller, regional, more value-based organic-food retailer. We also added Corby Spirit and Wine Ltd. This Canadian wine-and-spirits producer is successfully growing the craft and small-batch wine categories.

Although adding the largest Canadian bookseller, Indigo Books & Music, Inc., along with U.S. bookseller Barnes & Noble, Inc. (B&N) to our already-large position in Amazon.com might seem counterintuitive, we see these booksellers as providing more opportunities. After growing rapidly from 2009 through 2014, the e-book market lost ground in 2015, suggesting that a nice browsing experience, a cup of coffee and a bite to eat might still be relevant in the 21st century. Indigo has 50% market share of all books sold in Canada, has reinvented its stores, and has grown store comparisons in every quarter but one over the last two years. Barnes & Noble might be a year or two behind Indigo and

has lots of work to do, but like Indigo it has a rock-solid balance sheet and the B&N stock trades at a meager multiple of core profits.

We’ve found several new ideas in the medical-diagnostics space. We added test-processing companies Miraca Holdings, Inc. (Japan), Quest Diagnostics, Inc. (U.S.) and test-kit developer bioMérieux (France). We think the diagnostics space has many attractive attributes including demographic tailwinds and rational, competitive price points.

Last but not least, we’ve found several disruptive and exciting online retailers that we think have Amazon-resistant business models. Banzai S.p.A. (Italy) and AO World plc in the United Kingdom, Germany and the Netherlands sell appliances online. Differentiating themselves from Amazon.com and many brick-and-mortar retailers, Banzai and AO World don’t just put a picture and a brief description of a washing machine on a website. Instead, they’re committed to providing outstanding service, including guaranteed same-day delivery, installation and removal of old units for recycling. High service standards have been driving strong growth for both companies.

Of the companies mentioned above, Amazon.com, Quest Diagnostics, bioMérieux and Miraca Holdings were positive contributors to Fund performance for the fiscal year, while Banzai, AO World, Sprouts Farmers Market and Barnes & Noble detracted from Fund performance.

OUTLOOK

We believe the combination of high asset prices sitting atop a flimsy foundation of slow sales growth and shrinking profits has created anxiety in the equity markets. Ironically, despite news headlines about lower volatility during the most-recent quarter, an analysis of the past few years shows that markets have been on a roller-coaster ride. Nonetheless, the press has a point that markets have recently held relatively steady. Unfortunately, without economic growth, we think there’s a ceiling on overall equity prices.

That’s the bad news. The good news is the world is more connected, flexible, fast and innovative than ever before. In addition, great, disruptive businesses can be started more efficiently than was previously possible. Just last month, for example, a good friend of ours didn’t bother calling a traditional bank when he needed additional funding to open his dream pizzeria. Instead, he created an iPhone video, and in two weeks raised more than he needed via crowdfunding. Our point is that the World Innovators theme of buying disruptive companies is alive and well in this “new normal” economy. While the whole pie may not be growing as fast as we’d like, the pieces of the pie are being redistributed to savvy new entrants and other market-share gainers, companies that we believe are the best investments if we can find them before they’re widely recognized.

Thank you for the opportunity to manage your assets.

  Current and future holdings are subject to risk.

36

WASATCH WORLD INNOVATORS FUND (WAGTX / WIGTX) SEPTEMBER 30, 2016 (UNAUDITED)

Portfolio Summary

AVERAGE ANNUAL TOTAL RETURNS

	1 YEAR		5 YEARS		10 YEARS
World Innovators (WAGTX) — Investor		8.97%		12.06%		7.82%
World Innovators (WIGTX) — Institutional		9.19%		12.10%		7.85%
MSCI AC World IMI		12.25%		10.87%		4.63%

Data shows past performance, which is not indicative of future performance. Current performance may be lower or higher than the performance quoted. To obtain the most recent month-end performance data available, please visit www.WasatchFunds.com. The Advisor may absorb certain Fund expenses, without which total return would have been lower. Investment returns and principal value will fluctuate and shares, when redeemed, may be worth more or less than their original cost.

As of the January 31, 2016 prospectus, the Total Annual Fund Operating Expenses for the Wasatch World Innovators Fund are Investor Class: 1.76% / Institutional Class — Gross: 1.65%, Net: 1.55%. The expense ratio shown elsewhere in this report may be different. Net expenses are based on Fund expenses, net of waivers and reimbursements. See the prospectus for additional information regarding Fund expenses.

Wasatch Funds will deduct a 2.00% redemption proceeds fee on Fund shares held 60 days or less. Performance data does not reflect the deduction of fees, including sales charges, or the taxes you would pay on fund distributions or the redemption of fund shares. Fees and taxes, if reflected, would reduce the performance quoted. Wasatch does not charge any sales fees. For more complete information including charges, risks and expenses, read the prospectus carefully.

Performance for the Institutional Class prior to 2/1/2016 is based on the performance of the Investor Class. Performance of the Fund’s Institutional Class prior to 2/1/2016 uses the actual expenses of the Fund’s Investor Class without any adjustments. For any such period of time, the performance of the Fund’s Institutional Class would have been substantially similar to, yet higher than, the performance of the Fund’s Investor Class, because the shares of both classes are invested in the same portfolio of securities, but the classes bear different expenses.

Investing in small cap funds will be more volatile and loss of principal could be greater than investing in large cap or more diversified funds. Investing in foreign securities, especially in emerging markets, entails special risks, such as currency fluctuations and political uncertainties, which are described in more detail in the prospectus.

TOP 10 EQUITY HOLDINGS*

Company	% of Net Assets
Fenix Outdoor International AG (Switzerland)		2.6%
Avon Rubber plc (United Kingdom)		2.4%
Take-Two Interactive Software, Inc.		2.4%
Quest Diagnostics, Inc.		2.3%
Gamma Communications plc (United Kingdom)		2.3%

Company	% of Net Assets
EVS Broadcast Equipment S.A. (Belgium)		2.3%
Amazon.com, Inc.		2.2%
DiaSorin S.p.A. (Italy)		2.1%
Oisix, Inc. (Japan)		2.0%
bioMérieux (France)		2.0%

* As of September 30, 2016, there were 101 holdings in the Fund. Foreign currency contracts, written options and repurchase agreements, if any, are not included in the number of holdings. Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

SECTOR BREAKDOWN**

** Excludes securities sold short and options written, if any.

  † Also includes Other Assets & Liabilities.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT

Past performance does not predict future performance. The graph above does not reflect the deduction of fees, sales charges, or taxes that you would pay on fund distributions or the redemption of fund shares. Wasatch does not charge any sales fees. The MSCI AC World IMI (All Country World Investable Market Index) is designed to measure the equity market performance of large, mid, and small cap securities across developed and emerging markets throughout the world. You cannot invest directly in this or any index.

37

WASATCH-1ST SOURCE INCOME FUND (FMEQX) SEPTEMBER 30, 2016 (UNAUDITED)

Management Discussion

  Paul Gifford, CFA Lead Portfolio Manager   Erik Clapsaddle, CFA Associate Portfolio Manager OVERVIEW   The Wasatch-1st Source Income Fund returned 2.58% for the fiscal year (the 12 months ended September 30, 2016), while the Barclays Capital U.S. Government/Credit Bond Index returned 3.52%. In

December 2015, for the first time in nine years, the Federal Reserve (Fed) increased the federal-funds target rate by 0.25 of a percentage point to a range of 0.25% to 0.50%. The front-end of the yield curve (bonds with maturities up to three years) moved higher over the past 12 months, and long-term bonds (those with maturities greater than 20 years) moved lower as the yield curve flattened for six consecutive quarters as of September 30, 2016.

DETAILS OF THE YEAR

The Fed has spent the past nine months determining when the next target rate increase will happen. The past six months brought differences of opinion among members of the Federal Open Market Committee (FOMC) as to when and how many times the target rate should be raised. At the September 2016 meeting, three members did not agree that the current target rate should be maintained. This was the first time there were three dissenters at an FOMC meeting since December 2014. Esther George, President of the Federal Reserve Bank of Kansas City, dissented for the fourth consecutive time and stated, “I don’t see better outcomes from waiting.”

Global central banks continued to drive easy monetary policy during the fiscal year as yields on some government bonds moved further into negative territory. The European Central Bank, the Bank of Japan and the Swiss National Bank spent the entire year with negative key rates. During the 12 months, six nations had negative yields on their 10-year bonds and negative yields on Switzerland’s government debt extended out to 50-year bonds. Although the number of bonds with negative yields reached an extraordinary level in mid-2016, yields had begun to rise as the period ended.

We would be neglectful to not mention “Brexit” (The June 23rd referendum whereby the citizens of the United Kingdom voted to leave the European Union.) The immediate reaction to Brexit was negative. Bond yields moved into historically low territory and global equities sold off rapidly. The 10-year U.S. Treasury note reached an all-time low yield of 1.318% two weeks after the vote and then rose 0.27 of a percentage point by September 30th.

OUTLOOK

Domestic economic data has been positive enough that the Fed hasn’t had to rapidly raise rates, but it has provided

a backdrop that would allow for gradual increases. Our belief is that the primary factor driving U.S. rates lower and the Fed’s willingness to maintain interest rates at a “lower for longer” level has been the fragile global economy and an overwhelming amount of negative and close-to-zero yielding government debt.

The core of the Income Fund is invested in three types of fixed-income securities. We expect to add to other fixed-income investments, as we have done historically, when we see opportunities to add yield, increase diversification, improve the Fund’s long-term return potential, and where we find dislocation in the market.

The Fund’s largest exposure was to corporate bonds, which ended the year at 46% of total assets — almost identical to the previous year. The most notable change within corporate bonds over the past 12 months was increased allocation to bonds with BBB credit ratings. The Fund ended the 2015 fiscal year with 12% exposure to BBB credits. For the fiscal year ended September 30, 2016, the Fund’s BBB exposure had increased to 16.4%, though the Fund is still slightly underweighted relative to the benchmark. The average credit rating for the Fund’s corporate bonds was A2/A.

U.S. Treasuries and government-agency bonds are the Fund’s second type of core investments. They are intended to provide price stability and liquidity, as well as price upside when external events drive Treasury-bond yields lower. These fixed-income investments provide the Fund with the highest credit ratings of Aaa/AA+ by rating agencies Moody’s and S&P.

The Fund currently has a government-agency mortgage backed securities (MBS) allocation of 16%. We have found MBS and other fixed-income segments more attractive, as yields on U.S. Treasuries have declined for the second straight year. We like the additional government-guaranteed yield that agency MBS provide to investors, but are being defensive by owning MBS with a high weighted-average coupon.

We increased our allocation to taxable municipal bonds and asset-backed securities in 2016, as we found opportunities and more favorable credit spreads in these types of bonds. Our investments in preferred stocks have continued to provide attractive yields, diversification, and the potential for increased long-term returns relative to other fixed-income assets.

Thank you for entrusting us to manage your assets.

A credit rating is an assessment of the credit worthiness of individuals and corporations. It is based upon the history of borrowing and repayment, as well as the availability of assets and extent of liabilities. Ratings are issued by S&P or Moody’s and typically range from AAA (highest) to D (lowest). The credit quality of the investments in the Fund’s portfolio does not apply to the safety or stability of the Fund. Ratings and portfolio credit quality may change over time. Unrated securities do not necessarily indicate low quality. The Fund itself has not been rated by an independent rating agency. For information on the rating agency’s methodology visit: http://www.standardandpoors.com/home/en/us and http://www.moodys.com.

38

WASATCH-1ST SOURCE INCOME FUND (FMEQX) SEPTEMBER 30, 2016 (UNAUDITED)

Portfolio Summary

AVERAGE ANNUAL TOTAL RETURNS

	1 YEAR		5 YEARS		10 YEARS
Income		2.58%		1.62%		3.18%
Barclays Capital U.S. Intermediate Government/Credit Bond Index		3.52%		2.45%		4.17%

Data shows past performance, which is not indicative of future performance. Current performance may be lower or higher than the performance quoted. To obtain the most recent month-end performance data available, please visit www.WasatchFunds.com. The Advisor may absorb certain Fund expenses, without which total return would have been lower. Investment returns and principal value will fluctuate and shares, when redeemed, may be worth more or less than their original cost.

As of the January 31, 2016 prospectus, the Total Annual Fund Operating Expenses for the Wasatch-1st Source Income Fund are 0.73%. The expense ratio shown elsewhere in this report may be different. Expenses include direct expenses paid to the Advisor as well as indirect expenses incurred by the Fund as a result of its investments in other investment companies (each an “Acquired Fund”). See the prospectus for additional information regarding Fund expenses.

Wasatch Funds will deduct a 2.00% redemption proceeds fee on Fund shares held 60 days or less. Performance data does not reflect the deduction of fees, including sales charges, or the taxes you would pay on fund distributions or the redemption of fund shares. Fees and taxes, if reflected, would reduce the performance quoted. Wasatch does not charge any sales fees. For more complete information including charges, risks and expenses, read the prospectus carefully.

Investments in fixed income funds are subject to the same interest rate, inflation, credit and other risks associated with the underlying bonds. Return of principal is not guaranteed.

TOP 10 FIXED INCOME HOLDINGS*

Holding	Maturity Date		% of Net Assets
U.S. Treasury Note, 3.625%		8/15/19		3.8%
Morgan Stanley, MTN, 5.500%		7/24/20		2.0%
U.S. Treasury Note, 3.125%		5/15/21		1.9%
U.S. Treasury Note, 3.625%		2/15/20		1.6%
Citibank Credit Card Issuance Trust, Series 2007-A8, Class A8, 5.650%		9/20/19		1.6%

Holding	Maturity Date		% of Net Assets
U.S. Treasury Note, 3.250%		12/31/16		1.5%
BB&T Corp., MTN, 2.150%		3/22/17		1.5%
World Financial Network Credit Card Master Trust, Series 2012-A, Class A, 3.140%		1/17/23		1.5%
General Electric Co., MTN, 5.400%		2/15/17		1.4%
PNC Bank NA, 3.800%		7/25/23		1.4%

* As of September 30, 2016, there were 146 holdings in the Fund. Repurchase agreements, if any, are not included in the number of holdings. Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

INVESTMENTS & CASH**

** Excludes options written, if any.

  † Also includes Other Assets & Liabilities.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT

Past performance does not predict future performance. The graph above does not reflect the deduction of fees, sales charges, or taxes that you would pay on fund distributions or the redemption of fund shares. Wasatch does not charge any sales fees. The Barclays Capital U.S. Intermediate Government/Credit Bond Index is an unmanaged index considered representative of the performance of government and corporate bonds with maturities of less than 10 years. You cannot invest directly in this or any index.

39

WASATCH-HOISINGTON U.S. TREASURY FUND (WHOSX) SEPTEMBER 30, 2016 (UNAUDITED)

Management Discussion

  Van Hoisington Lead Portfolio Manager   Van R. Hoisington, Jr. Portfolio Manager   David Hoisington Portfolio Manager

OVERVIEW

The third calendar quarter of 2016 was marked by sharp upswings and downswings in Treasury-bond yields. Most of the rising periods occurred when Fed officials indicated that the federal-funds rate would be hiked. Reversals coincided with weak economic developments. Thirty-year Treasury-bond yields gained 0.03 of a percentage point during the third calendar quarter, to a closing level of 2.31% on September 30, 2016. However, yields declined by 0.54 of a percentage point during the fiscal year (the 12-month period ended September 30, 2016).

For the past three and six months and for the fiscal year, the Fund returned 0.00%, 7.78% and 15.49%, respectively, while the benchmark Barclays Capital U.S. Aggregate Bond Index returned 0.46%, 2.68% and 5.19%, respectively. The Fund maintained its substantial outperformance over the Index for the five- and 10-year periods ended September 30, 2016.

DETAILS OF THE YEAR

Economic activity remained too slow and irregular for the Fed to carry through with those often-promised rate increases in the summer. Growth in real economic activity improved marginally, with the uptick concentrated in the volatile and quick-reversing international trade and inventory investment, areas of the economy that do not produce sustaining growth. The main domestic sectors of final demand — real consumer expenditures, real residential fixed investment and real housing investment — grew more slowly in the third quarter of 2016 than in the first half of the year. Although the Bureau of Economic Analysis has not released a preliminary estimate for third-quarter gross domestic product (GDP), growth for the fiscal year ended September 30, 2016 was substantially less than for fiscal 2015. Estimates from various tracking services indicate that earnings for S&P 500^® Index companies registered their sixth consecutive decline in the third quarter.

Job gains have moderated significantly thus far in 2016. The average monthly increase in payroll employment was 178,000 for the first nine months of this year, down from 229,000 and 251,000 in 2015 and 2014, respectively. The quality of the employment also deteriorated, as high-paying manufacturing jobs fell. On average, the manufacturing sector reduced employment by 6,000 jobs per month, compared with gains of 2,000 and 17,000 in 2015 and 2104, respectively. In the latest 12 months, industrial production

contracted 1.1%; excluding the automotive sector the drop was even larger. However, total vehicle sales in the first nine months of 2016 were slightly below the selling rate for all of 2015.

Inflation accelerated slightly in the third quarter of 2016 as medical care rose five times faster than the price of everything else. Costs under the Affordable Care Act jumped across the board. College costs also advanced, with educations being financed with massive new student loans. Rents also rose rapidly, but a boom in apartment construction suggests that rent gains will moderate. The prices of most discretionary goods either declined or were trendless, a reflection of the third consecutive year of decelerating economic growth.

OUTLOOK FOR THE YEAR

Textbooks have historically hypothesized that government expenditures lift economic growth by some multiple of every dollar spent through a positive government-expenditure multiplier. As such, deficit spending has been considered to be positive for economic expansion. If the expansion lasts long and generates faster actual and expected inflation, bond yields should rise according to Irving Fisher’s equation.

Impressive scholarly research demonstrates that the government-spending multiplier is in fact negative, meaning that a dollar of deficit spending slows economic output. The fundamental rationale is that the government has to withdraw, via taxes or borrowing from the private sector, to spend their dollars. When that happens, the more productive private sector of the economy has fewer funds to use to make productive investments. Thus, the economy slows as government spending increases. Further, as an economy becomes more over-indebted (studies suggest 70% to 90% government debt-to-GDP is the critical level), additional government spending slows growth even more due to non-interest costs such as misallocation of saving, reduced productive investment, weaker productivity growth and eventually deterioration in demographics. As underutilized resources build, inflation and subsequently interest rates fall. Increasing deficits have and will continue to result in lower, not higher, interest rates.

The economic horizon for 2017 is clouded by the increasing likelihood of further rises in government spending and debt. The inevitable result will be slower economic expansion and declining interest rates, a pattern similar to that experienced in 2016.

Thank you for the opportunity to manage your assets.

40

WASATCH-HOISINGTON U.S. TREASURY FUND (WHOSX) SEPTEMBER 30, 2016 (UNAUDITED)

Portfolio Summary

AVERAGE ANNUAL TOTAL RETURNS

	1 YEAR		5 YEARS		10 YEARS
U.S. Treasury		15.49%		5.86%		9.02%
Barclays Capital U.S. Aggregate Bond Index		5.19%		3.08%		4.79%

Data shows past performance, which is not indicative of future performance. Current performance may be lower or higher than the performance quoted. To obtain the most recent month-end performance data available, please visit www.WasatchFunds.com. The Advisor may absorb certain Fund expenses, without which total return would have been lower. Investment returns and principal value will fluctuate and shares, when redeemed, may be worth more or less than their original cost.

As of the January 31, 2016 prospectus, the Total Annual Fund Operating Expenses for the Wasatch-Hoisington U.S. Treasury Fund are 0.67%. The expense ratio shown elsewhere in this report may be different. See the prospectus for additional information regarding Fund expenses.

Wasatch Funds will deduct a 2.00% redemption proceeds fee on Fund shares held 60 days or less. Performance data does not reflect the deduction of fees, including sales charges, or the taxes you would pay on fund distributions or the redemption of fund shares. Fees and taxes, if reflected, would reduce the performance quoted. Wasatch does not charge any sales fees. For more complete information including charges, risks and expenses, read the prospectus carefully.

Investments in fixed income funds are subject to the same interest rate, inflation, credit and other risks associated with the underlying bonds. Return of principal is not guaranteed.

TOP U.S. TREASURY HOLDINGS*

Holding	Maturity Date		% of Net Assets
U.S. Treasury Bond, 2.250%		8/15/46		30.0%
U.S. Treasury Strip, principal only		8/15/45		17.8%
U.S. Treasury Bond, 2.500%		2/15/45		12.2%
U.S. Treasury Bond, 2.875%		8/15/45		9.5%
U.S. Treasury Strip, principal only		5/15/44		9.1%

Holding	Maturity Date		% of Net Assets
U.S. Treasury Bond, 2.500%		5/15/46		8.6%
U.S. Treasury Bond, 3.125%		8/15/44		6.7%
U.S. Treasury Bond, 3.750%		11/15/43		3.8%
U.S. Treasury Bond, 3.000%		5/15/45		1.6%
U.S. Treasury Bond, 2.875%		5/15/43		0.2%

* As of September 30, 2016, there were 10 holdings in the Fund. Repurchase agreements, if any, are not included in the number of holdings. Portfolio holdings are subject to change at any time. References to specific securities should not be construed as recommendations by the Funds or their Advisor. Current and future holdings are subject to risk.

INVESTMENTS & CASH

† Also includes Other Assets & Liabilities.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT

Past performance does not predict future performance. The graph above does not reflect the deduction of fees, sales charges, or taxes that you would pay on fund distributions or the redemption of fund shares. Wasatch does not charge any sales fees. The Barclays Capital U.S. Aggregate Bond Index covers the U.S. investment grade fixed rate bond market, including government and corporate securities, agency mortgage pass-through securities, and asset-backed securities. You cannot invest directly in this or any index.

41

WASATCH FUNDS MANAGEMENT DISCUSSIONS 

Definitions of Financial Terms

The Patient Protection and Affordable Care Act (PPACA), commonly called the Affordable Care Act (ACA) or “ObamaCare,” is a United States federal statute signed into law by President Barack Obama on March 23, 2010.

An asset-backed security is backed by a loan, lease or receivables against assets other than real estate and mortgage-backed securities. For investors, asset-backed securities are an alternative to investing in corporate debt.

Beta is a measurement of a fund’s trailing return in relation to the overall market (or appropriate market index). A beta of 1 indicates the share price will typically move with the market. A beta of more than 1 indicates the share price will typically be more volatile than the market. A beta of less than 1 indicates the share price will typically be less volatile than the market.

Brexit is an abbreviation for “British exit,” which refers to the June 23, 2016 referendum whereby British citizens voted to exit the European Union. The referendum roiled global markets, including currencies, causing the British pound to fall to its lowest level in decades.

The Bureau of Economic Analysis (BEA) is an agency in the United States Department of Commerce that provides important economic statistics including the gross domestic product of the United States. BEA is a principal agency of the U.S. Federal Statistical System.

The “cloud” is the internet. Cloud-computing is a model for delivering information-technology services in which resources are retrieved from the internet through web-based tools and applications, rather than from a direct connection to a server.

A Consumer Price Index (CPI) is an inflationary indicator that measures the change in the cost of a fixed basket of products and services, including housing, electricity, food and transportation.

In the U.S., the Consumer Price Index (CPI), also called the cost-of-living index, is an inflationary indicator that measures the change in the cost of a fixed basket of products and services, including housing, electricity, food, and transportation. The CPI is published monthly. The headline CPI includes volatile food and energy prices, while the core CPI excludes food and energy.

A corporate bond is a debt security issued by a corporation for the purpose of raising money to expand its business.

A credit (debt) rating is an assessment of the credit worthiness of individuals, corporations and countries. It is based upon the history of borrowing and repayment, as well as the availability of assets and extent of liabilities. Ratings are issued by S&P or Moody’s and typically range from AAA (highest) to D (lowest). The credit quality of the investments in a Fund’s portfolio does not apply to the safety or stability of the Fund. Ratings and portfolio credit quality may change over time. Unrated securities do not necessarily indicate low quality. The Wasatch Funds themselves have not been rated by an independent rating agency. For information on the rating agency’s methodology visit: http://www.standardandpoors.com/home/en/us and http://www.moodys.com.

A credit spread is the difference in yield between two bonds of similar maturity but different credit quality. For

example, if the 10-year Treasury note is trading at a yield of 6% and a 10-year corporate bond is trading at a yield of 8%, the corporate bond is said to offer a spread over the Treasury of two percentage points.

The U.S. Department of Commerce (the Commerce Department) works with businesses, universities, communities, and the Nation’s workers to promote job creation, economic growth, sustainable development, and improved standards of living for Americans.

Dividend yield is a company’s annual dividend payments divided by its market capitalization, or the dividend per share divided by the price per share. For example, a company whose stock sells for $30 per share that pays an annual dividend of $3 per share has a dividend yield of 10%.

Earnings growth is a measure of growth in a company’s net income over a specific period, often one year.

An Exchange-Traded Fund (ETF) is a security that tracks an index, a commodity or a basket of assets like an index fund, but trades like a stock on a securities exchange. ETFs experience price changes throughout the day as they are bought and sold.

The federal-funds rate is the interest rate at which private depository institutions (mostly banks) lend balances (federal funds) at the Federal Reserve to other depository institutions, usually overnight. It is the interest rate banks charge each other for loans.

The federal-funds target rate (also known as the fed-funds target rate) is set by a committee within the Federal Reserve System called the Federal Open Market Committee (FOMC). The FOMC usually meets every six weeks, and it is at these meetings that the FOMC votes on whether or not to make changes to the federal-funds target rate.

The Federal Open Market Committee (FOMC), a component of the Federal Reserve System, is charged under United States law with overseeing the nation’s open market operations. Open market operations are the means of implementing monetary policy by which a central bank controls the short term interest rate and the supply of base money in an economy, and thus indirectly the total money supply.

The financial crisis of 2007-09, also known as the global financial crisis (GFC) and 2008 financial crisis, is considered by many economists to have been the worst financial crisis since the Great Depression of the 1930s. It is also sometimes called the “Great Recession,” a term that applies to the U.S. recession, which officially lasted from December 2007 to June 2009, and the ensuing global recession in 2009. The economic slump began when the bubble in the U.S. housing market burst and large amounts of mortgage-backed securities and derivatives lost significant value.

Government agency bonds are debt securities issued by a U.S. government-sponsored agency.

The government debt-to-GDP ratio is the ratio of a country’s public debt to it gross domestic product (GDP). By comparing what a country owes to what it produces, the debt-to-GDP ratio indicates the country’s ability to pay back its debt. Often expressed as a percentage, the ratio can be interpreted as the number of years needed to pay back debt if GDP is dedicated entirely to debt repayment.

42

SEPTEMBER 30, 2016 (UNAUDITED)

Gross domestic product (GDP) is a basic measure of a country’s economic performance and is the market value of all final goods and services made within the borders of a country in a year.

An initial public offering (IPO) is a company’s first sale of stock to the public.

Mortgage-backed securities are debt issues backed by a pool of mortgages. Investors receive payments from the interest and principal payments made on the underlying mortgages. Agency mortgage-backed securities are issued by government-sponsored enterprises such as Ginnie Mae, Fannie Mae or Freddie Mac.

The price-to-earnings (P/E) multiple, also known as the P/E ratio, is the price of a stock divided by its earnings per share.

Quantitative easing is a government monetary policy used to increase the money supply by buying government securities or other securities from the market. Quantitative easing increases the money supply by flooding financial institutions with capital in an effort to promote increased lending and liquidity. QE3 is the nickname for the third round of quantitative easing announced by the U.S. Federal Reserve in September of 2012.

Real gross domestic product (GDP) is a macroeconomic measure of the value of economic output adjusted for price changes (i.e., inflation or deflation). This adjustment transforms the money-value measure, nominal GDP, into an index for quantity of total output.

The S&P 500 Index includes 500 of the United States’ largest stocks from a broad variety of industries. The Index is unmanaged but is a commonly used measure of common stock total return performance.

The 30-day current net (“SEC”) yield is calculated by dividing the net investment income per share for the 30 days ended on the date of calculation by the maximum offering price per share on that date. The figure is compounded and annualized.

Sovereign debt is government debt. Under the doctrine of sovereign immunity, creditors cannot force the repayment of sovereign debt. It is subject to compulsory rescheduling, interest rate reduction, or even repudiation. The only recourse available to creditors is threat of the loss of credibility and lowering of the country’s sovereign debt rating, which may make future borrowing more difficult.

Valuation is the process of determining the current worth of an asset or company.

The weighted average coupon (WAC) is the weighted-average gross interest rates of the pool of mortgages that underlie a mortgage-backed security (MBS) at the time the security was issued. A mortgage-backed security’s current WAC can differ from its original WAC as the underlying

mortgages pay down at different speeds. In the weighted-average calculation, the principal balance of each underlying mortgage is used as the weighting factor.

World’s Best Growth Companies are defined by Wasatch as companies that we believe possess an identifiable, sustainable competitive advantage, are well managed, underfollowed, undervalued and are producing above average earnings growth relative to their industry and country of origin.

The yield curve is a line on a graph that plots the interest rates, at a set point in time, of bonds having equal credit quality, but differing maturity dates. The most frequently reported yield curve compares three-month, two-year, five-year and 30-year U.S. Treasury securities. This yield curve is used as a benchmark for other interest rates, such as mortgage rates or bank lending rates. The curve is also used to predict changes in economic output and growth.

Pertaining to the use of MSCI information. Source: MSCI. The MSCI information may only be used for your internal use, may not be reproduced or redisseminated in any form and may not be used as a basis for or a component of any financial instruments or products or indices. None of the MSCI information is intended to constitute investment advice or a recommendation to make (or refrain from making) any kind of investment decision and may not be relied on as such. Historical data and analysis should not be taken as an indication or guarantee of any future performance analysis, forecast or prediction. The MSCI information is provided on an “as is” basis and the user of this information assumes the entire risk of any use made of this information. MSCI, each of its affiliates and each other person involved in or related to compiling, computing or creating any MSCI information (collectively, the “MSCI Parties”) expressly disclaims all warranties (including, without limitation, any warranties or originality, accuracy, completeness, timeliness, non-infringement, merchantability and fitness for a particular purpose) with respect to this information. Without limiting any of the foregoing, in no event shall any MSCI Party have any liability for any direct, indirect, special, incidental, punitive, consequential (including, without limitation, lost profits) or any other damages. (www.msci.com)

Pertaining to the use of Russell information. Frank Russell Company is the source and owner of the Russell Index data contained or reflected in this material and all trademarks and copyrights related thereto. This is a presentation of Wasatch Advisors, Inc. The presentation may contain confidential information and unauthorized use, disclosure, copying, dissemination or redistribution is strictly prohibited. Frank Russell Company is not responsible for the formatting or configuration of this material or for any inaccuracy in Wasatch Advisors, Inc.’s presentation thereof.

43

WASATCH FUNDS

Operating Expenses (UNAUDITED)

EXPENSE EXAMPLE

As a shareholder of Wasatch Funds, you incur two types of costs: (1) transaction costs, including redemption fees and (2) ongoing costs, including management fees and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in a Wasatch Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000.00 invested at the beginning of the period and held for the entire six-month period ended September 30, 2016.

ACTUAL EXPENSES

The first line of the table below provides information about actual account values and actual expenses, based upon the actual total return of the fund during the most recent six-month period ended September 30, 2016. You may use the information in this line, together with the amount you invested, to estimate the expenses you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600.00 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

In addition, the Funds charge a $12.50 IRA annual maintenance fee and a $15.00 fee for redemptions paid by wire. To the extent these fees apply to your account, your expenses paid during the period would be higher and your ending account value would be lower than the amounts shown in the table below.

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES

The second line of the table on the next page provides information about hypothetical account values and hypothetical expenses based on a fund’s actual expense ratio and

an assumed rate of return of 5% per year before expenses, which is not the fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in a Wasatch Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

In addition, the Funds charge a $12.50 IRA annual maintenance fee and a $15.00 fee for redemptions paid by wire. To the extent these fees apply to your account, your expenses paid during the period would be higher and your ending account value would be lower than the amounts shown in the table on the next page. If another fund’s fees differ from those listed above, your expenses paid and your ending account value could be higher or lower than those of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

A Fund’s annualized expense ratio may vary as a result of various factors including expenses that are not reimbursable under the contractual agreement between the Fund and the Advisor such as interest, taxes, brokerage commissions, other investment related costs, dividend expense on short sales, and extraordinary expenses. The Long/Short Fund —  Investor Class and the Income Fund have no contractual limitation on expenses.

44

SEPTEMBER 30, 2016 (UNAUDITED)

	Account Value				Expenses Paid During Period*		Annualized Expense Ratio*
Fund/Class and Return	Beginning of Period April 1, 2016		End of Period September 30, 2016
Core Growth Fund — Investor Class
Actual		$1,000.00		$1,110.70		$6.44		1.22%
Hypothetical (5% before expenses)		$1,000.00		$1,018.90		$6.16		1.22%
Core Growth Fund — Institutional Class
Actual		$1,000.00		$1,111.40		$5.54		1.05%
Hypothetical (5% before expenses)		$1,000.00		$1,019.75		$5.30		1.05%
Emerging India Fund — Investor Class
Actual		$1,000.00		$1,189.50		$9.58		1.75%
Hypothetical (5% before expenses)		$1,000.00		$1,016.25		$8.82		1.75%
Emerging India Fund — Institutional Class
Actual		$1,000.00		$1,193.00		$8.22		1.50%
Hypothetical (5% before expenses)		$1,000.00		$1,017.50		$7.57		1.50%
Emerging Markets Select Fund — Investor Class
Actual		$1,000.00		$1,069.50		$7.81		1.51%
Hypothetical (5% before expenses)		$1,000.00		$1,017.45		$7.62		1.51%
Emerging Markets Select Fund — Institutional Class
Actual		$1,000.00		$1,070.00		$6.26		1.21%
Hypothetical (5% before expenses)		$1,000.00		$1,018.95		$6.11		1.21%
Emerging Markets Small Cap Fund — Investor Class
Actual		$1,000.00		$1,103.30		$10.31		1.96%
Hypothetical (5% before expenses)		$1,000.00		$1,015.20		$9.87		1.96%
Emerging Markets Small Cap Fund — Institutional Class
Actual		$1,000.00		$1,103.30		$9.46		1.80%
Hypothetical (5% before expenses)		$1,000.00		$1,016.00		$9.07		1.80%
Frontier Emerging Small Countries Fund — Investor Class
Actual		$1,000.00		$992.50		$11.26		2.26%
Hypothetical (5% before expenses)		$1,000.00		$1,013.70		$11.38		2.26%
Frontier Emerging Small Countries Fund — Institutional Class
Actual		$1,000.00		$992.50		$10.26		2.06%
Hypothetical (5% before expenses)		$1,000.00		$1,014.70		$10.38		2.06%
Global Opportunities Fund — Investor Class
Actual		$1,000.00		$1,100.00		$7.82		1.49%
Hypothetical (5% before expenses)		$1,000.00		$1,017.55		$7.52		1.49%
Global Opportunities Fund — Institutional Class
Actual		$1,000.00		$1,100.00		$7.14		1.36%
Hypothetical (5% before expenses)		$1,000.00		$1,018.20		$6.86		1.36%
International Growth Fund — Investor Class
Actual		$1,000.00		$1,069.80		$7.40		1.43%
Hypothetical (5% before expenses)		$1,000.00		$1,017.85		$7.21		1.43%
International Growth Fund — Institutional Class
Actual		$1,000.00		$1,070.40		$6.99		1.35%
Hypothetical (5% before expenses)		$1,000.00		$1,018.25		$6.81		1.35%
International Opportunities Fund — Investor Class
Actual		$1,000.00		$1,122.40		$11.94		2.25%
Hypothetical (5% before expenses)		$1,000.00		$1,013.75		$11.33		2.25%
International Opportunities Fund — Institutional Class
Actual		$1,000.00		$1,125.40		$10.36		1.95%
Hypothetical (5% before expenses)		$1,000.00		$1,015.25		$9.82		1.95%
Large Cap Value Fund — Investor Class
Actual		$1,000.00		$1,063.20		$5.67		1.10%
Hypothetical (5% before expenses)		$1,000.00		$1,019.50		$5.55		1.10%
Large Cap Value Fund — Institutional Class
Actual		$1,000.00		$1,064.00		$4.90		0.95%
Hypothetical (5% before expenses)		$1,000.00		$1,020.25		$4.80		0.95%

45

WASATCH FUNDS SEPTEMBER 30, 2016 (UNAUDITED)

Operating Expenses (continued)

	Account Value				Expenses Paid During Period*		Annualized Expense Ratio*
Fund/Class and Return	Beginning of Period April 1, 2016		End of Period September 30, 2016
Long/Short Fund — Investor Class
Actual		$1,000.00		$1,053.40		$9.70		1.89%
Hypothetical (5% before expenses)		$1,000.00		$1,015.55		$9.52		1.89%
Long/Short Fund — Institutional Class
Actual		$1,000.00		$1,054.10		$8.88		1.73%
Hypothetical (5% before expenses)		$1,000.00		$1,016.35		$8.72		1.73%
Micro Cap Fund
Actual		$1,000.00		$1,154.10		$10.34		1.92%
Hypothetical (5% before expenses)		$1,000.00		$1,015.40		$9.67		1.92%
Micro Cap Value Fund
Actual		$1,000.00		$1,108.10		$10.28		1.95%
Hypothetical (5% before expenses)		$1,000.00		$1,015.25		$9.82		1.95%
Small Cap Growth Fund — Investor Class
Actual		$1,000.00		$1,102.10		$6.78		1.29%
Hypothetical (5% before expenses)		$1,000.00		$1,018.55		$6.51		1.29%
Small Cap Growth Fund — Institutional Class
Actual		$1,000.00		$1,103.60		$5.52		1.05%
Hypothetical (5% before expenses)		$1,000.00		$1,019.75		$5.30		1.05%
Small Cap Value Fund — Investor Class
Actual		$1,000.00		$1,143.60		$6.65		1.24%
Hypothetical (5% before expenses)		$1,000.00		$1,018.80		$6.26		1.24%
Small Cap Value Fund — Institutional Class
Actual		$1,000.00		$1,144.60		$5.63		1.05%
Hypothetical (5% before expenses)		$1,000.00		$1,019.75		$5.30		1.05%
Strategic Income Fund
Actual		$1,000.00		$1,052.20		$4.87		0.95%
Hypothetical (5% before expenses)		$1,000.00		$1,020.25		$4.80		0.95%
Ultra Growth Fund
Actual		$1,000.00		$1,198.20		$7.20		1.31%
Hypothetical (5% before expenses)		$1,000.00		$1,018.45		$6.61		1.31%
World Innovators Fund — Investor Class
Actual		$1,000.00		$1,058.10		$9.16		1.78%
Hypothetical (5% before expenses)		$1,000.00		$1,016.10		$8.97		1.78%
World Innovators Fund — Institutional Class
Actual		$1,000.00		$1,059.70		$7.98		1.55%
Hypothetical (5% before expenses)		$1,000.00		$1,017.25		$7.82		1.55%
Income Fund
Actual		$1,000.00		$1,012.90		$3.72		0.74%
Hypothetical (5% before expenses)		$1,000.00		$1,021.30		$3.74		0.74%
U.S. Treasury Fund
Actual		$1,000.00		$1,077.80		$3.58		0.69%
Hypothetical (5% before expenses)		$1,000.00		$1,021.55		$3.49		0.69%

*Expenses are equal to a fund’s annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year divided by the number of days in the full fiscal year (183/366).

46

WASATCH CORE GROWTH FUND (WGROX / WIGRX) SEPTEMBER 30, 2016

Schedule of Investments

Shares			Value
		COMMON STOCKS 91.4%
		Airlines 4.1%
	192,940	Allegiant Travel Co.	$	25,481,586
	694,245	Spirit Airlines, Inc.*		29,526,240
				55,007,826
		Apparel Retail 0.6%
	485,770	Zumiez, Inc.*		8,743,860
		Application Software 7.3%
	98,069	ANSYS, Inc.*		9,082,170
	213,917	Globant S.A.* (Argentina)		9,010,184
	207,328	Tyler Technologies, Inc.*		35,500,774
	126,501	Ultimate Software Group, Inc. (The)*		25,855,539
	594,645	Zendesk, Inc.*		18,261,548
				97,710,215
		Asset Management & Custody Banks 1.3%
	368,969	SEI Investments Co.		16,828,676
		Automotive Retail 1.2%
	273,758	Monro Muffler Brake, Inc.		16,745,777
		Biotechnology 4.8%
	1,908,420	Abcam plc (United Kingdom)		20,778,218
	195,117	Argos Therapeutics, Inc.*		969,732
	1,582,827	Sangamo BioSciences, Inc.*		7,328,489
	651,027	Seattle Genetics, Inc.*		35,161,968
				64,238,407
		Building Products 1.9%
	424,029	Trex Co., Inc.*		24,898,983
		Consumer Finance 4.1%
	169,210	Credit Acceptance Corp.*		34,023,055
	606,526	PRA Group, Inc.*		20,949,408
				54,972,463
		Distributors 1.2%
	163,176	Pool Corp.		15,423,395
		Diversified Banks 2.0%
	6,656,038	City Union Bank Ltd. (India)		13,256,093
	717,994	Yes Bank Ltd. (India)		13,547,850
				26,803,943
		Diversified Support Services 2.9%
	726,462	Copart, Inc.*		38,909,305
		Environmental & Facilities Services 2.9%
	515,581	Waste Connections, Inc. (Canada)		38,513,901
		Financial Exchanges & Data 0.4%
	148,269	CRISIL Ltd. (India)		5,055,131
		General Merchandise Stores 1.1%
	581,194	Ollie’s Bargain Outlet Holdings, Inc.*		15,233,095
		Health Care Facilities 2.1%
	1,414,979	Ensign Group, Inc. (The)		28,483,527
		Health Care REITs 1.7%
	1,536,988	CareTrust REIT, Inc.		22,716,683
		Health Care Services 2.5%
	500,977	MEDNAX, Inc.*		33,189,726
		Homebuilding 1.3%
	492,810	Installed Building Products, Inc.*		17,677,095

Shares			Value
		Internet & Direct Marketing Retail 2.0%
	86,205	Blue Nile, Inc.	$	2,967,176
	508,640	MakeMyTrip Ltd.* (India)		12,003,904
	305,676	Wayfair, Inc., Class A*		12,034,464
				27,005,544
		Internet Software & Services 9.3%
	448,282	Cimpress N.V.*		45,357,173
	1,111,166	Cornerstone OnDemand, Inc.*		51,058,078
	429,592	Envestnet, Inc.*		15,658,628
	179,106	Shutterstock, Inc.*		11,409,052
				123,482,931
		IT Consulting & Other Services 3.2%
	335,413	EPAM Systems, Inc.*		23,247,475
	365,786	Luxoft Holding, Inc.* (Switzerland)		19,331,790
				42,579,265
		Life Sciences Tools & Services 4.2%
	1,147,000	Divi’s Laboratories Ltd. (India)		22,395,614
	436,437	ICON plc* (Ireland)		33,767,131
				56,162,745
		Managed Health Care 0.8%
	300,389	HealthEquity, Inc.*		11,369,724
		Personal Products 1.4%
	283,139	Nu Skin Enterprises, Inc., Class A		18,341,744
		Real Estate Services 1.4%
	660,390	HFF, Inc., Class A		18,286,199
		Regional Banks 8.3%
	346,902	Eagle Bancorp, Inc.*		17,112,676
	340,636	Independent Bank Corp.		18,425,001
	577,628	Metro Bank plc* (United Kingdom)		20,671,391
	220,804	South State Corp.		16,569,132
	376,326	Texas Capital Bancshares, Inc.*		20,667,824
	444,763	Webster Financial Corp.		16,905,442
				110,351,466
		Research & Consulting Services 1.0%
	244,015	CEB, Inc.		13,291,497
		Restaurants 1.7%
	681,753	Fiesta Restaurant Group, Inc.*		16,362,072
	267,888	Zoe’s Kitchen, Inc.*		5,944,435
				22,306,507
		Semiconductors 4.1%
	528,687	Cavium, Inc.*		30,769,583
	301,196	Monolithic Power Systems, Inc.		24,246,278
				55,015,861
		Specialized Consumer Services 1.0%
	823,349	LifeLock, Inc.*		13,931,065
		Specialty Chemicals 2.4%
	406,646	Balchem Corp.		31,527,264
		Specialty Stores 1.0%
	322,333	Five Below, Inc.*		12,986,797
		Systems Software 2.9%
	89,611	CyberArk Software Ltd.* (Israel)		4,442,017
	166,471	FleetMatics Group plc*		9,984,931
	642,523	Fortinet, Inc.*		23,728,374
				38,155,322

47

WASATCH CORE GROWTH FUND (WGROX / WIGRX) SEPTEMBER 30, 2016

Schedule of Investments (continued)

Shares			Value
		Trucking 3.3%
	627,240	Knight Transportation, Inc.	$	17,995,516
	375,268	Old Dominion Freight Line, Inc.*		25,747,137
				43,742,653
		Total Common Stocks (cost $820,548,948)		1,219,688,592
		PREFERRED STOCKS 0.3%
		Systems Software 0.3%
	209,500	DocuSign, Inc., Series F Pfd.* *** †		3,257,725
		Total Preferred Stocks (cost $4,000,004)		3,257,725
		WARRANTS 0.0%
		Biotechnology 0.0%
	146,337	Argos Therapeutics, Inc., expiring 8/2/2021* *** †		193,457
		Total Warrants (cost $0)		193,457
Principal Amount			Value
		SHORT-TERM INVESTMENTS 7.9%
		Repurchase Agreement 7.9%
	$105,044,901	Repurchase Agreement dated 9/30/16, 0.03% due 10/3/16 with State Street Bank and Trust Co. collateralized by $90,040,000 of United States Treasury Bonds 3.125% due 11/15/41; value $107,147,600; repurchase proceeds: $105,045,163 (cost $105,044,901)	$	105,044,901
		Total Short-Term Investments (cost $105,044,901)		105,044,901
		Total Investments (cost $929,593,853) 99.6%		1,328,184,675
		Other Assets less Liabilities 0.4%		5,675,830
		NET ASSETS 100.0%	$	1,333,860,505
		*Non-income producing. ***Security was fair valued under procedures adopted by the Board of Trustees (see Note 13). †Security purchased in a private placement transaction or under Rule 144A of the Securities Act of 1933 (see Note 9). REIT Real Estate Investment Trust. See Notes to Financial Statements.

At September 30, 2016, Wasatch Core Growth Fund’s investments, excluding short-term investments, were in the following countries (unaudited):

Country	%
Argentina		0.7
Canada		3.1
India		5.4
Ireland		2.8
Israel		0.4
Switzerland		1.6
United Kingdom		3.4
United States		82.6
TOTAL		100.0	%

48

WASATCH EMERGING INDIA FUND (WAINX / WIINX) SEPTEMBER 30, 2016

Schedule of Investments

Shares			Value
		COMMON STOCKS 94.5%
		Apparel, Accessories & Luxury Goods 1.5%
	5,313	Page Industries Ltd. (India)	$	1,204,163
		Auto Parts & Equipment 2.4%
	2,331	Bosch Ltd. (India)		797,540
	12,156	WABCO India Ltd. (India)		1,134,727
				1,932,267
		Building Products 5.0%
	93,975	Kajaria Ceramics Ltd. (India)		1,959,106
	234,146	Somany Ceramics Ltd. (India)		2,148,742
				4,107,848
		Commodity Chemicals 5.4%
	659,491	Berger Paints India Ltd. (India)		2,585,763
	162,634	Gulf Oil Lubricants India Ltd. (India)		1,788,290
				4,374,053
		Construction Machinery & Heavy Trucks 0.8%
	1,793	Eicher Motors Ltd. (India)		670,355
		Consumer Finance 11.7%
	236,560	Bajaj Finance Ltd. (India)		3,784,321
	51,763	Bharat Financial Inclusion Ltd.* (India)		685,405
	93,132	Cholamandalam Investment and Finance Co. Ltd. (India)		1,647,785
	133,406	Mahindra & Mahindra Financial Services Ltd. (India)		732,350
	149,136	Repco Home Finance Ltd. (India)		1,859,160
	26,755	Shriram City Union Finance Ltd. (India)		860,355
				9,569,376
		Department Stores 1.1%
	116,237	V-Mart Retail Ltd. (India)		884,260
		Diversified Banks 4.0%
	176,542	Axis Bank Ltd. (India)		1,439,806
	9,834	HDFC Bank Ltd. ADR (India)		706,966
	64,352	IndusInd Bank Ltd. (India)		1,154,963
				3,301,735
		Diversified Chemicals 2.6%
	203,219	Pidilite Industries Ltd. (India)		2,081,636
		Electrical Components & Equipment 2.1%
	113,497	Amara Raja Batteries Ltd. (India)		1,723,422
		Fertilizers & Agricultural Chemicals 3.7%
	13,628	Bayer CropScience Ltd. (India)		906,708
	205,892	UPL Ltd. (India)		2,087,370
				2,994,078
		Financial Exchanges & Data 1.3%
	30,087	CRISIL Ltd. (India)		1,025,796
		Health Care Facilities 0.7%
	30,492	Apollo Hospitals Enterprise Ltd. (India)		602,238
		Health Care Services 3.5%
	178,867	Dr. Lal PathLabs Ltd. (India)		2,861,120
		Housewares & Specialties 1.3%
	131,727	LA Opala RG Ltd. (India)		1,048,197
		Human Resource & Employment Services 3.2%
	315,495	Quess Corp. Ltd.* (India)		2,644,131

Shares			Value
		Industrial Machinery 3.6%
	37,561	AIA Engineering Ltd. (India)	$	724,931
	292,019	Elgi Equipments Ltd. (India)		842,987
	8,005	FAG Bearings India Ltd. (India)		491,746
	57,800	Vesuvius India Ltd. (India)		868,128
				2,927,792
		Internet & Direct Marketing Retail 4.1%
	142,383	MakeMyTrip Ltd.* (India)		3,360,239
		IT Consulting & Other Services 0.4%
	7,633	Cognizant Technology Solutions Corp., Class A*		364,170
		Life & Health Insurance 2.8%
	149,732	ICICI Prudential Life Insurance Co. Ltd.* *** † (India)		670,810
	38,836	ICICI Prudential Life Insurance Co. Ltd.* (India)		180,356
	174,713	Max Financial Services Ltd. (India)		1,460,446
				2,311,612
		Life Sciences Tools & Services 2.7%
	78,252	Divi’s Laboratories Ltd. (India)		1,527,900
	95,203	Syngene International Ltd. (India)		679,205
				2,207,105
		Marine Ports & Services 0.6%
	199,597	Gujarat Pipavav Port Ltd. (India)		524,624
		Packaged Foods & Meats 5.9%
	29,563	Britannia Industries Ltd. (India)		1,495,911
	182,374	Manpasand Beverages Ltd. (India)		2,059,583
	725,823	Prabhat Dairy Ltd. (India)		1,272,207
				4,827,701
		Personal Products 7.0%
	101,512	Colgate-Palmolive India Ltd. (India)		1,484,945
	193,446	Dabur India Ltd. (India)		788,979
	82,400	Godrej Consumer Products Ltd. (India)		1,949,791
	14,854	Procter & Gamble Hygiene & Health Care Ltd. (India)		1,517,214
				5,740,929
		Pharmaceuticals 6.8%
	114,072	Aurobindo Pharma Ltd. (India)		1,468,304
	131,396	Glenmark Pharmaceuticals Ltd. (India)		1,823,519
	254,689	Natco Pharma Ltd. (India)		2,282,753
				5,574,576
		Restaurants 0.4%
	21,502	Jubilant Foodworks Ltd. (India)		313,229
		Specialty Chemicals 2.4%
	43,751	Asian Paints Ltd. (India)		762,258
	260,799	SH Kelkar & Co. Ltd. (India)		1,194,709
				1,956,967
		Systems Software 0.8%
	31,318	Tata Elxsi Ltd. (India)		652,890
		Textiles 2.1%
	2,182,037	Welspun India Ltd. (India)		1,715,675
		Thrifts & Mortgage Finance 4.6%
	194,719	Gruh Finance Ltd. (India)		965,699
	72,176	Housing Development Finance Corp. Ltd. (India)		1,512,195
	64,450	Indiabulls Housing Finance Ltd. (India)		800,446
	52,989	LIC Housing Finance Ltd. (India)		461,445
				3,739,785
		Total Common Stocks (cost $52,597,994)		77,241,969

49

WASATCH EMERGING INDIA FUND (WAINX / WIINX) SEPTEMBER 30, 2016

Schedule of Investments (continued)

Principal Amount			Value
		CORPORATE BONDS 0.0%
		Air Freight & Logistics 0.0%
	$532,980	Blue Dart Express Ltd., 9.30%, 11/20/17 (India)	$	8,221
	304,560	Blue Dart Express Ltd., 9.40%, 11/20/18 (India)		4,735
	228,420	Blue Dart Express Ltd., 9.50%, 11/20/19 (India)		3,431
				16,387
		Total Corporate Bonds (cost $11,126)		16,387
		SHORT-TERM INVESTMENTS 0.8%
		Repurchase Agreement 0.8%
	681,622	Repurchase Agreement dated 9/30/16, 0.03% due 10/3/16 with State Street Bank and Trust Co. collateralized by $585,000 of United States Treasury Bonds 3.125% due 11/15/41; value: $696,150; repurchase proceeds: $681,624 (cost $681,622)		681,622
		Total Short-Term Investments (cost $681,622)		681,622
		Total Investments (cost $53,290,742) 95.3%		77,939,978
		Other Assets less Liabilities 4.7%		3,832,098
		NET ASSETS 100.0%	$	81,772,076
		*Non-income producing. ***Security was fair valued under procedures adopted by the Board of Trustees (see Note 13). †Security purchased in a private placement transaction or under Rule 144A of the Securities Act of 1933 (See Note 9). ADR American Depositary Receipt. See Notes to Financial Statements.

At September 30, 2016, Wasatch Emerging India Fund’s investments, excluding short-term investments, were in the following countries (unaudited):

Country	%
India		99.5
United States		0.5
TOTAL		100.0	%

50

WASATCH EMERGING MARKETS SELECT FUND (WAESX / WIESX) SEPTEMBER 30, 2016

Schedule of Investments

Shares			Value
		COMMON STOCKS 98.2%
		Airport Services 6.0%
	140,849	Grupo Aeroportuario del Pacifico S.A.B. de C.V., Class B (Mexico)	$	1,338,991
	66,656	Grupo Aeroportuario del Sureste S.A.B. de C.V., Class B (Mexico)		975,033
				2,314,024
		Biotechnology 4.2%
	3,940	Medytox, Inc. (Korea)		1,611,631
		Commodity Chemicals 2.2%
	221,832	Berger Paints India Ltd. (India)		869,769
		Consumer Finance 8.6%
	122,153	Bajaj Finance Ltd. (India)		1,954,118
	760,006	Gentera S.A.B. de C.V. (Mexico)		1,373,045
				3,327,163
		Diversified Banks 8.4%
	124,701	Axis Bank Ltd. (India)		1,017,012
	201,576	Kasikornbank Public Co. Ltd. (Thailand)		1,090,779
	198,633	National Bank of Ras Al-Khaimah PSC (United Arab Emirates)		285,538
	715,189	PT Bank Central Asia Tbk (Indonesia)		860,353
				3,253,682
		Drug Retail 3.7%
	69,743	Raia Drogasil S.A. (Brazil)		1,421,388
		Fertilizers & Agricultural Chemicals 2.5%
	94,340	UPL Ltd. (India)		956,436
		Food Retail 4.6%
	6,854	BGF Retail Co. Ltd. (Korea)		1,201,091
	71,665	President Chain Store Corp. (Taiwan)		569,287
				1,770,378
		Health Care Facilities 2.7%
	1,640,037	Bangkok Dusit Medical Services Public Co. Ltd., Class F (Thailand)		1,031,827
		Highways & Railtracks 3.2%
	116,032	Promotora y Operadora de Infraestructura S.A.B. de C.V. (Mexico)		1,249,140
		Hypermarkets & Super Centers 2.2%
	106,634	Lenta Ltd. — REG S GDR* (Russia)		863,735
		Industrial Machinery 1.6%
	115,215	Weg S.A. (Brazil)		625,647
		Internet Software & Services 5.2%
	10,911	MercadoLibre, Inc. (Brazil)		2,018,208
		Life & Health Insurance 1.9%
	89,836	Discovery Ltd. (South Africa)		739,768
		Life Sciences Tools & Services 3.1%
	61,337	Divi’s Laboratories Ltd. (India)		1,197,629
		Marine Ports & Services 1.8%
	438,350	International Container Terminal Services, Inc. (Philippines)		696,009
		Multi-Line Insurance 2.0%
	82,822	BB Seguridade Participacoes S.A. (Brazil)		760,949
		Multi-Sector Holdings 3.9%
	50,921	GT Capital Holdings, Inc. (Philippines)		1,512,037
		Packaged Foods & Meats 6.1%
	19,076	Britannia Industries Ltd. (India)		965,261
	191,206	Universal Robina Corp. (Philippines)		701,818

Shares			Value
		Packaged Foods & Meats (continued)
	345,651	Vitasoy International Holdings Ltd. (Hong Kong)	$	696,970
				2,364,049
		Personal Products 5.7%
	42,792	Colgate-Palmolive India Ltd. (India)		625,973
	35,617	Godrej Consumer Products Ltd. (India)		842,788
	847	LG Household & Health Care Ltd. (Korea)		734,448
				2,203,209
		Pharmaceuticals 4.2%
	76,850	Glenmark Pharmaceuticals Ltd. (India)		1,066,527
	1,169	Hanmi Pharm Co. Ltd. (Korea)		539,204
				1,605,731
		Regional Banks 3.0%
	244,333	Grupo Financiero Interacciones S.A. de C.V., Class O (Mexico)		1,153,005
		Restaurants 2.5%
	288,525	Alsea S.A.B. de C.V. (Mexico)		976,296
		Specialty Chemicals 3.4%
	74,716	Asian Paints Ltd. (India)		1,301,751
		Textiles 3.7%
	47,982	Eclat Textile Co. Ltd. (Taiwan)		572,499
	1,090,390	Welspun India Ltd. (India)		857,343
				1,429,842
		Wireless Telecommunication Services 1.8%
	1,473,087	PT Tower Bersama Infrastructure Tbk (Indonesia)		688,517
		Total Common Stocks (cost $32,912,008)		37,941,820
		Total Investments (cost $32,912,008) 98.2%		37,941,820
		Other Assets less Liabilities 1.8%		712,964
		NET ASSETS 100.0%	$	38,654,784
		*Non-income producing. GDR Global Depositary Receipt. See Notes to Financial Statements.

At September 30, 2016, Wasatch Emerging Markets Select Fund’s investments, excluding short-term investments, were in the following countries (unaudited):

Country	%
Brazil		12.7
Hong Kong		1.8
India		30.7
Indonesia		4.1
Korea		10.8
Mexico		18.6
Philippines		7.7
Russia		2.3
South Africa		1.9
Taiwan		3.0
Thailand		5.6
United Arab Emirates		0.8
TOTAL		100.0	%

51

WASATCH EMERGING MARKETS SMALL CAP FUND (WAEMX / WIEMX)

Schedule of Investments

Shares			Value
		COMMON STOCKS 99.8%
		Airport Services 3.2%
	2,690,523	Grupo Aeroportuario del Centro Norte S.A.B. de C.V. (Mexico)	$	15,860,276
	754,151	Grupo Aeroportuario del Sureste S.A.B. de C.V., Class B (Mexico)		11,031,594
				26,891,870
		Asset Management & Custody Banks 0.8%
	3,011,355	Peregrine Holdings Ltd. (South Africa)		6,273,976
		Auto Parts & Equipment 1.7%
	667,389	Cub Elecparts, Inc. (Taiwan)		7,324,235
	505,359	Tung Thih Electronic Co. Ltd. (Taiwan)		7,077,654
				14,401,889
		Biotechnology 4.8%
	137,307	Cell Biotech Co. Ltd. (Korea)		5,984,234
	54,029	China Biologic Products, Inc.* (China)		6,725,530
	28,557	Hugel, Inc.* (Korea)		11,043,198
	39,611	Medytox, Inc. (Korea)		16,202,620
				39,955,582
		Building Products 1.7%
	692,167	Kajaria Ceramics Ltd. (India)		14,429,676
		Commodity Chemicals 1.6%
	3,460,322	Berger Paints India Ltd. (India)		13,567,393
		Consumer Finance 11.8%
	939,590	Bajaj Finance Ltd. (India)		15,030,900
	962,728	Bharat Financial Inclusion Ltd.* (India)		12,747,687
	534,950	Cholamandalam Investment and Finance Co. Ltd. (India)		9,464,871
	4,383,271	Credito Real S.A.B. de C.V. (Mexico)		7,527,839
	153,098	KRUK S.A. (Poland)		9,528,838
	720,578	Repco Home Finance Ltd. (India)		8,982,874
	280,225	Shriram City Union Finance Ltd. (India)		9,011,140
	10,819,138	Srisawad Power 1979 Public Co. Ltd. (Thailand)		11,240,663
	4,964,021	Unifin Financiera SAPI de C.V. SOFOM (Mexico)		14,976,739
				98,511,551
		Department Stores 3.5%
	1,388,955	Poya Co. Ltd. (Taiwan)		20,648,994
	6,227,772	PT Matahari Department Store Tbk (Indonesia)		8,816,036
				29,465,030
		Diversified Banks 2.5%
	1,831,830	Moneta Money Bank AS* (Czech Republic)		5,833,587
	2,941,764	Security Bank Corp. (Philippines)		14,655,741
				20,489,328
		Diversified Chemicals 1.4%
	1,110,167	Pidilite Industries Ltd. (India)		11,371,792
		Drug Retail 4.4%
	1,838,614	Clicks Group Ltd. (South Africa)		17,033,558
	985,422	Raia Drogasil S.A. (Brazil)		20,083,259
				37,116,817
		Electrical Components & Equipment 2.7%
	788,787	Amara Raja Batteries Ltd. (India)		11,977,526
	649,837	Voltronic Power Technology Corp. (Taiwan)		10,158,400
				22,135,926

Shares			Value
		Electronic Components 1.9%
	1,369,851	KCE Electronics Public Co. Ltd. (Thailand)	$	4,190,597
	2,345,786	Sunny Optical Technology Group Co. Ltd. (China)		11,583,158
				15,773,755
		Fertilizers & Agricultural Chemicals 2.8%
	162,217	Bayer CropScience Ltd. (India)		10,792,742
	1,213,348	UPL Ltd. (India)		12,301,140
				23,093,882
		Food Retail 1.6%
	78,299	BGF Retail Co. Ltd. (Korea)		13,721,076
		Footwear 0.9%
	153,536	CCC S.A. (Poland)		7,106,847
		Health Care Equipment 3.4%
	284,400	DIO Corp.* (Korea)		13,298,770
	217,241	InBody Co. Ltd. (Korea)		7,258,790
	216,818	Value Added Technologies Co. Ltd. (Korea)		7,402,149
				27,959,709
		Health Care Facilities 1.2%
	561,579	NMC Health plc (United Arab Emirates)		9,972,097
		Health Care Services 0.8%
	430,816	Dr. Lal PathLabs Ltd. (India)		6,891,244
		Highways & Railtracks 1.5%
	1,855,980	EcoRodovias Infraestrutura e Logistica S.A. (Brazil)		5,073,463
	10,985,514	Yuexiu Transport Infrastructure Ltd. (China)		7,520,638
				12,594,101
		Home Furnishings 3.1%
	51,543	Hanssem Co. Ltd. (Korea)		8,236,771
	11,752,068	Man Wah Holdings Ltd. (Hong Kong)		7,530,269
	810,963	Nien Made Enterprise Co. Ltd. (Taiwan)		10,439,252
				26,206,292
		Home Improvement Retail 1.5%
	41,812,286	Home Product Center Public Co. Ltd. (Thailand)		12,067,038
		Hotels, Resorts & Cruise Lines 1.6%
	11,894,375	Minor International Public Co. Ltd. (Thailand)		13,387,608
		Hypermarkets & Super Centers 2.9%
	121,549	Al Meera Consumer Goods Co. (Qatar)		6,849,068
	1,278,921	Lenta Ltd. — REG S GDR* (Russia)		10,359,260
	8,202,926	Puregold Price Club, Inc. (Philippines)		7,188,872
				24,397,200
		Internet Software & Services 1.2%
	861,368	PChome Online, Inc. (Taiwan)		10,140,045
		IT Consulting & Other Services 0.8%
	516,027	EOH Holdings Ltd. (South Africa)		6,304,761
		Life & Health Insurance 0.9%
	903,382	Max Financial Services Ltd. (India)		7,551,476
		Marine Ports & Services 1.5%
	4,496,235	International Container Terminal Services, Inc. (Philippines)		7,139,088
	5,398,274	Westports Holdings Berhad (Malaysia)		5,730,486
				12,869,574

52

SEPTEMBER 30, 2016

Shares			Value
		Movies & Entertainment 1.2%
	877,618	IMAX China Holding, Inc.* (China)	$	4,299,609
	74,532	Loen Entertainment, Inc.* (Korea)		5,278,518
				9,578,127
		Multi-Sector Holdings 1.1%
	319,422	GT Capital Holdings, Inc. (Philippines)		9,484,847
		Oil & Gas Exploration & Production 0.8%
	554,631	Parex Resources, Inc.* (Colombia)		7,038,840
		Other Diversified Financial Services 0.5%
	290,480	PSG Group Ltd. (South Africa)		4,253,741
		Packaged Foods & Meats 4.7%
	315,446	Britannia Industries Ltd. (India)		15,961,814
	283,000	Manpasand Beverages Ltd. (India)		3,195,970
	3,324,986	Namchow Chemical Industrial Co. Ltd. (Taiwan)		7,372,239
	580,133	Standard Foods Corp. (Taiwan)		1,486,168
	5,647,933	Vitasoy International Holdings Ltd. (Hong Kong)		11,388,489
				39,404,680
		Pharmaceuticals 3.8%
	13,017,213	China Animal Healthcare Ltd.* *** (China)		16,783
	672,603	Glenmark Pharmaceuticals Ltd. (India)		9,334,412
	7,910,915	Marksans Pharma Ltd. (India)		6,261,718
	1,105,992	Natco Pharma Ltd. (India)		9,912,898
	1,460,834	TTY Biopharm Co. Ltd. (Taiwan)		6,011,950
				31,537,761
		Property & Casualty Insurance 0.4%
	2,335,693	Qualitas Controladora S.A.B. de C.V.** (Mexico)		3,525,870
		Real Estate Operating Companies 0.9%
	3,297,758	Parque Arauco S.A. (Chile)		7,547,045
		Regional Banks 2.5%
	1,253,976	Banregio Grupo Financiero S.A.B. de C.V. (Mexico)		7,182,484
	1,504,983	Grupo Financiero Interacciones S.A. de C.V., Class O (Mexico)		7,101,997
	46,838,100	PT Bank Tabungan Negara Tbk (Indonesia)		6,890,595
				21,175,076
		Reinsurance 0.4%
	11,500,377	Thaire Life Assurance Public Co. Ltd. (Thailand)		3,285,822
		Research & Consulting Services 0.6%
	961,840	Sporton International, Inc. (Taiwan)		4,817,562
		Restaurants 2.3%
	3,015,704	Alsea S.A.B. de C.V. (Mexico)		10,204,378
	626,851	Famous Brands Ltd. (South Africa)		7,537,287
	146,064	Gourmet Master Co. Ltd. (Taiwan)		1,453,860
				19,195,525
		Semiconductor Equipment 0.7%
	149,850	Koh Young Technology, Inc. (Korea)		6,211,152

Shares			Value
		Semiconductors 2.9%
	677,322	ASPEED Technology, Inc. (Taiwan)	$	9,723,721
	421,612	eMemory Technology, Inc. (Taiwan)		4,505,911
	693,202	Silergy Corp. (Taiwan)		10,239,190
				24,468,822
		Specialty Chemicals 2.5%
	42,554,284	D&L Industries, Inc. (Philippines)		10,003,482
	211,769	Frutarom Industries Ltd. (Israel)		11,140,066
				21,143,548
		Systems Software 0.8%
	314,851	Tata Elxsi Ltd. (India)		6,563,731
		Technology Hardware, Storage & Peripherals 3.0%
	1,274,248	Ennoconn Corp. (Taiwan)		21,260,841
	528,048	TSC Auto ID Technology Co. Ltd. (Taiwan)		4,026,207
				25,287,048
		Textiles 1.6%
	340,247	Eclat Textile Co. Ltd. (Taiwan)		4,059,670
	11,503,485	Welspun India Ltd. (India)		9,044,870
				13,104,540
		Thrifts & Mortgage Finance 0.8%
	720,051	LIC Housing Finance Ltd. (India)		6,270,435
		Wireless Telecommunication Services 0.6%
	9,960,401	PT Tower Bersama Infrastructure Tbk (Indonesia)		4,655,463
		Total Common Stocks (cost $616,841,471)		833,197,170
		WARRANTS 0.0%
		Consumer Finance 0.0%
	574,831	Srisawad Power 1979 Public Co. Ltd., expiring 5/29/20* (Thailand)		99,538
		Hotels, Resorts & Cruise Lines 0.0%
	947,453	Minor International Public Co. Ltd., expiring 11/3/17* (Thailand)		138,085
		Total Warrants (cost $0)		237,623
		PREFERRED STOCKS 1.1%
		Personal Products 1.1%
	19,797	LG Household & Health Care Ltd. (Korea)		9,257,234
		Total Preferred Stocks (cost $10,768,630)		9,257,234

53

WASATCH EMERGING MARKETS SMALL CAP FUND (WAEMX / WIEMX) SEPTEMBER 30, 2016

Schedule of Investments (continued)

Principal Amount			Value
		SHORT-TERM INVESTMENTS 0.8%
		Repurchase Agreement 0.8%
	$6,831,827	Repurchase Agreement dated 9/30/16, 0.03% due 10/3/16 with State Street Bank and Trust Co. collateralized by $5,860,000 of United States Treasury Bonds 3.125% due 11/15/41; value: $6,973,400; repurchase proceeds: $6,831,844 (cost $6,831,827)	$	6,831,827
		Total Short-Term Investments (cost $6,831,827)		6,831,827
		Total Investments (cost $634,441,928) 101.7%§		849,523,854
		Liabilities less Other Assets (1.7%)		(14,163,012	)
		NET ASSETS 100.0%	$	835,360,842
		*Non-income producing. **Common units. ***Security was fair valued under procedures adopted by the Board of Trustees (see Note 13). §The aggregate amount of foreign securities fair valued pursuant to a systematic valuation model as a percent of net assets was 2.15%. GDR Global Depositary Receipt. See Notes to Financial Statements.

At September 30, 2016, Wasatch Emerging Markets Small Cap Fund’s investments, excluding short-term investments, were in the following countries (unaudited):

Country	%
Brazil		3.0
Chile		0.9
China		3.6
Colombia		0.8
Czech Republic		0.7
Hong Kong		2.2
India		25.0
Indonesia		2.4
Israel		1.3
Korea		12.3
Malaysia		0.7
Mexico		9.2
Philippines		5.8
Poland		2.0
Qatar		0.8
Russia		1.2
South Africa		4.9
Taiwan		16.7
Thailand		5.3
United Arab Emirates		1.2
TOTAL		100.0	%

54

WASATCH FRONTIER EMERGING SMALL COUNTRIES FUND (WAFMX / WIFMX) SEPTEMBER 30, 2016

Schedule of Investments

Shares			Value
		COMMON STOCKS 91.3%
		Air Freight & Logistics 0.6%
	3,178,784	Aramex PJSC (United Arab Emirates)	$	3,410,905
		Automobile Manufacturers 2.7%
	1,611,618	Honda Atlas Cars Pakistan Ltd. (Pakistan)		9,457,716
	443,235	Indus Motor Co. Ltd. (Pakistan)		6,356,479
				15,814,195
		Brewers 4.5%
	1,845,987	East African Breweries Ltd. (Kenya)		5,065,986
	1,074,765	Guinness Ghana Breweries Ltd.* (Ghana)		465,448
	221,357	Lion Brewery Ceylon plc (Sri Lanka)		573,749
	22,512,337	Nigerian Breweries plc (Nigeria)		10,720,160
	1,560,996	Tanzania Breweries Ltd. (Tanzania, United Republic of)		9,304,424
				26,129,767
		Commodity Chemicals 1.6%
	119,850	Berger Paints Bangladesh Ltd. (Bangladesh)		3,546,184
	4,711,705	Chevron Lubricants Lanka plc (Sri Lanka)		5,350,417
				8,896,601
		Construction Materials 3.7%
	2,313,293	Kohat Cement Co. Ltd. (Pakistan)		5,658,604
	3,450,000	Lafarge Cement Zambia plc (Zambia)		2,408,978
	2,087,350	Lucky Cement Ltd. (Pakistan)		13,528,658
				21,596,240
		Consumer Finance 1.0%
	3,269,700	Gentera S.A.B. de C.V. (Mexico)		5,907,121
		Distillers & Vintners 1.3%
	10,808,065	Thai Beverage Public Co. Ltd. (Thailand)		7,687,778
		Diversified Banks 22.6%
	11,013,206	Banca Transilvania S.A. (Romania)		6,582,817
	161,051	Banco Macro S.A. ADR (Argentina)		12,602,241
	2,741,364	Bank for Foreign Trade of Vietnam JSC (Vietnam)		4,709,212
	516,814	BLOM Bank SAL GDR (Lebanon)		5,271,503
	4,345,631	Commercial International Bank S.A.E (Egypt)		23,373,247
	103,528	Credicorp Ltd. (Peru)		15,759,032
	514,622	Grupo Aval Acciones y Valores S.A. ADR (Colombia)		4,544,112
	313,474	Grupo Financiero Galicia S.A. ADR (Argentina)		9,752,176
	71,851,121	Guaranty Trust Bank plc (Nigeria)		5,474,371
	6,453,300	Habib Bank Ltd. (Pakistan)		13,653,528
	93,970	Intergroup Financial Services Corp. (Peru)		3,002,341
	3,617,371	Metropolitan Bank & Trust Co. (Philippines)		6,362,754
	722	Military Commercial Joint Stock Bank (Vietnam)		483
	4,956,645	PT Bank Central Asia Tbk (Indonesia)		5,962,710
	102,128	TBC Bank Group plc* (Georgia)		1,681,139
	6,095,294	United Bank Ltd. (Pakistan)		11,612,307
				130,343,973
		Diversified Real Estate Activities 2.8%
	17,042,106	Ayala Land, Inc. (Philippines)		13,793,230
	49,104,901	PT Pakuwon Jati Tbk (Indonesia)		2,539,714
				16,332,944
		Food Retail 3.5%
	7,123,889	CP ALL Public Co. Ltd. (Thailand)		12,644,132
	2,596,316	Philippine Seven Corp. (Philippines)		7,642,522
				20,286,654

Shares			Value
		Health Care Facilities 2.0%
	653,429	NMC Health plc (United Arab Emirates)	$	11,603,100
		Household Products 0.9%
	35,770,859	Unilever Nigeria plc (Nigeria)		5,198,698
		Industrial Conglomerates 0.2%
	75,080	SM Investments Corp. (Philippines)		1,042,713
		Internet Software & Services 2.2%
	67,771	MercadoLibre, Inc. (Brazil)		12,535,602
		Marine Ports & Services 1.1%
	241,200	DP World Ltd. (United Arab Emirates)		4,570,740
	902,310	International Container Terminal Services, Inc. (Philippines)		1,432,681
				6,003,421
		Multi-Line Insurance 1.3%
	2,421,700	Bao Viet Holdings (Vietnam)		7,701,040
		Multi-Sector Holdings 5.5%
	1,133,440	Ayala Corp. (Philippines)		20,030,067
	396,159	GT Capital Holdings, Inc. (Philippines)		11,763,459
				31,793,526
		Other Diversified Financial Services 0.8%
	1,355,882	FirstRand Ltd. (South Africa)		4,693,343
		Packaged Foods & Meats 10.8%
	15,130,254	Cadbury Nigeria plc (Nigeria)		756,032
	395,375	Juhayna Food Industries (Egypt)		182,996
	343,163	Nestlé Lanka plc (Sri Lanka)		5,143,237
	4,535,221	Nestlé Nigeria plc (Nigeria)		11,805,972
	1,526,926	Olympic Industries Ltd. (Bangladesh)		5,942,104
	14,132,442	PT Indofood CBP Sukses Makmur Tbk (Indonesia)		10,260,125
	2,173,009	Universal Robina Corp. (Philippines)		7,975,989
	3,240,640	Vietnam Dairy Products JSC (Vietnam)		20,348,932
				62,415,387
		Personal Products 0.6%
	211,955	Marico Bangladesh Ltd. (Bangladesh)		3,312,853
		Pharmaceuticals 8.5%
	1,354,070	Abbott Laboratories Pakistan Ltd. (Pakistan)		10,824,264
	2,817,811	Beximco Pharmaceuticals Ltd. (Bangladesh)		2,987,521
	946,563	DHG Pharmaceutical JSC (Vietnam)		4,754,998
	556,215	GlaxoSmithKline Consumer Healthcare Pakistan Ltd.* *** †† (Pakistan)		—
	297,383	Richter Gedeon Nyrt (Hungary)		6,041,275
	1,552,421	Searle Company Ltd. (The) (Pakistan)		8,510,932
	4,604,436	Square Pharmaceuticals Ltd. (Bangladesh)		15,791,673
				48,910,663
		Real Estate Operating Companies 1.6%
	15,702,494	SM Prime Holdings, Inc. (Philippines)		9,114,861
		Restaurants 3.3%
	2,169,322	Jollibee Foods Corp. (Philippines)		11,049,027
	958,583	Kuwait Foods Americana (Kuwait)		8,014,695
	3,302,616	Gulf National Holding* *** ††† (Kuwait)		—
				19,063,722
		Soft Drinks 0.2%
	140,278	Societe Frigorifique et Brasserie de Tunis (Tunisia)		1,224,578
		Steel 1.5%
	4,310,654	Hoa Phat Group JSC (Vietnam)		8,835,724
		Technology Distributors 2.3%
	6,349,490	FPT Corp. (Vietnam)		13,285,358

55

WASATCH FRONTIER EMERGING SMALL COUNTRIES FUND (WAFMX / WIFMX) SEPTEMBER 30, 2016

Schedule of Investments (continued)

Shares			Value
		Tobacco 1.7%
	245,104	British American Tobacco Bangladesh Co. Ltd. (Bangladesh)	$	7,874,601
	299,118	Ceylon Tobacco Co. plc (Sri Lanka)		1,752,326
				9,626,927
		Wireless Telecommunication Services 2.5%
	310,069	Ooredoo (Oman)		557,062
	71,529,438	Safaricom Ltd. (Kenya)		14,051,686
				14,608,748
		Total Common Stocks (cost $474,724,413)		527,376,442
		PREFERRED STOCKS 2.0%
		Diversified Banks 2.0%
	1,144,820	Banco Davivienda S.A. (Colombia)		11,712,831
		Total Preferred Stocks (cost $11,386,504)		11,712,831
Principal Amount			Value
		SHORT-TERM INVESTMENTS 5.4%
		Repurchase Agreement 5.4%
	$31,123,151	Repurchase Agreement dated 9/30/16, 0.03% due 10/3/16 with State Street Bank and Trust Co. collateralized by $26,680,000 of United States Treasury Bonds 3.125% due 11/15/41; value: $31,749,200; repurchase proceeds: $31,123,229 (cost $31,123,151)	$	31,123,151
		Total Short-Term Investments (cost $31,123,151)		31,123,151
		Total Investments (cost $517,234,068) 98.7%§		570,212,424
		Other Assets less Liabilities 1.3%		7,336,526
		NET ASSETS 100.0%	$	577,548,950
		*Non-income producing. ***Security was fair valued under procedures adopted by the Board of Trustees (see Note 13). ††Shares were received in a spinoff of GlaxoSmithKline Pakistan Ltd. The shares are not listed for trading. †††Shares were received in a spinoff of Kuwait Foods Americana. The shares are not listed for trading. §The aggregate amount of foreign securities fair valued pursuant to a systematic valuation model as a percent of net assets was 5.25%. ADR American Depositary Receipt. GDR Global Depositary Receipt. See Notes to Financial Statements.

At September 30, 2016, Wasatch Frontier Emerging Small Countries Fund’s investments, excluding short-term investments, were in the following countries (unaudited):

Country	%
Argentina		4.1
Bangladesh		7.3
Brazil		2.3
Colombia		3.0
Egypt		4.4
Georgia		0.3
Ghana		0.1
Hungary		1.1
Indonesia		3.5
Kenya		3.5
Kuwait		1.5
Lebanon		1.0
Mexico		1.1
Nigeria		6.3
Oman		0.1
Pakistan		14.8
Peru		3.5
Philippines		16.7
Romania		1.2
South Africa		0.9
Sri Lanka		2.4
Tanzania, United Republic of		1.7
Thailand		3.8
Tunisia		0.2
United Arab Emirates		3.6
Vietnam		11.1
Zambia		0.5
TOTAL		100.0	%

56

WASATCH GLOBAL OPPORTUNITIES FUND (WAGOX / WIGOX) SEPTEMBER 30, 2016

Schedule of Investments

Shares			Value
		COMMON STOCKS 97.9%
		Advertising 1.1%
	38,362	REA Group Ltd. (Australia)	$	1,657,392
		Air Freight & Logistics 0.7%
	48,396	Echo Global Logistics, Inc.*		1,116,012
		Airlines 2.4%
	15,384	Allegiant Travel Co.		2,031,765
	39,063	Spirit Airlines, Inc.*		1,661,349
				3,693,114
		Airport Services 1.1%
	279,025	Grupo Aeroportuario del Centro Norte S.A.B. de C.V. (Mexico)		1,644,815
		Application Software 6.6%
	38,586	Aveva Group plc (United Kingdom)		998,264
	26,097	Globant S.A.* (Argentina)		1,099,206
	27,950	HubSpot, Inc.*		1,610,479
	10,012	Tyler Technologies, Inc.*		1,714,355
	15,239	Ultimate Software Group, Inc. (The)*		3,114,699
	58,340	Zendesk, Inc.*		1,791,621
				10,328,624
		Auto Parts & Equipment 0.7%
	26,820	Linamar Corp. (Canada)		1,119,859
		Biotechnology 6.2%
	170,879	Abcam plc (United Kingdom)		1,860,471
	8,004	Medytox, Inc. (Korea)		3,273,984
	226,887	Sangamo BioSciences, Inc.*		1,050,487
	64,394	Seattle Genetics, Inc.*		3,477,920
				9,662,862
		Building Products 3.6%
	312,800	Somany Ceramics Ltd. (India)		2,870,544
	45,594	Trex Co., Inc.*		2,677,279
				5,547,823
		Consumer Finance 7.4%
	76,480	Bajaj Finance Ltd. (India)		1,223,473
	111,032	Cholamandalam Investment and Finance Co. Ltd. (India)		1,964,489
	7,440	Credit Acceptance Corp.*		1,495,961
	838,212	Credito Real S.A.B. de C.V. (Mexico)		1,439,547
	1,477,461	Srisawad Power 1979 Public Co. Ltd. (Thailand)		1,535,025
	1,282,617	Unifin Financiera SAPI de C.V. SOFOM (Mexico)		3,869,730
				11,528,225
		Department Stores 1.7%
	183,877	Poya Co. Ltd. (Taiwan)		2,733,620
		Diversified Chemicals 1.1%
	167,053	Pidilite Industries Ltd. (India)		1,711,177
		Diversified Real Estate Activities 2.7%
	192,339	Patrizia Immobilien AG* (Germany)		4,210,005
		Diversified Support Services 1.5%
	44,576	Copart, Inc.*		2,387,491
		Drug Retail 1.5%
	17,090	Ain Holdings, Inc. (Japan)		1,156,130
	5,870	Cosmos Pharmaceutical Corp. (Japan)		1,253,826
				2,409,956
		Electrical Components & Equipment 1.2%
	120,841	Voltronic Power Technology Corp. (Taiwan)		1,889,014

Shares			Value
		Fertilizers & Agricultural Chemicals 0.8%
	126,151	UPL Ltd. (India)	$	1,278,942
		General Merchandise Stores 2.0%
	50,014	Ollie’s Bargain Outlet Holdings, Inc.*		1,310,867
	23,092	Seria Co. Ltd. (Japan)		1,846,813
				3,157,680
		Health Care Equipment 2.6%
	22,490	Cochlear Ltd. (Australia)		2,426,821
	35,242	DIO Corp.* (Korea)		1,647,944
				4,074,765
		Health Care Facilities 1.7%
	129,690	Ensign Group, Inc. (The)		2,610,660
		Health Care Services 1.2%
	112,496	Dr. Lal PathLabs Ltd. (India)		1,799,463
		Health Care Supplies 2.1%
	43,644	Sartorius Stedim Biotech (France)		3,276,505
		Health Care Technology 0.8%
	37,680	M3, Inc. (Japan)		1,278,233
		Highways & Railtracks 0.9%
	125,003	Promotora y Operadora de Infraestructura S.A.B. de C.V. (Mexico)		1,345,718
		Homebuilding 1.6%
	30,818	Installed Building Products, Inc.*		1,105,441
	39,014	LGI Homes, Inc.*		1,437,276
				2,542,717
		Industrial Machinery 0.4%
	212,292	Rotork plc (United Kingdom)		581,142
		Internet & Direct Marketing Retail 2.0%
	80,325	MakeMyTrip Ltd.* (India)		1,895,670
	32,178	Wayfair, Inc., Class A*		1,266,848
				3,162,518
		Internet Software & Services 11.9%
	23,640	Cimpress N.V.*		2,391,895
	93,262	Cornerstone OnDemand, Inc.*		4,285,389
	38,870	Dip Corp. (Japan)		1,195,941
	65,635	Envestnet, Inc.*		2,392,396
	49,698	Gurunavi, Inc. (Japan)		1,356,091
	17,962	MercadoLibre, Inc. (Brazil)		3,322,431
	21,891	Rightmove plc (United Kingdom)		1,197,950
	53,215	SMS Co. Ltd. (Japan)		1,409,026
	13,897	SPS Commerce, Inc.*		1,020,179
				18,571,298
		IT Consulting & Other Services 2.1%
	38,299	Luxoft Holding, Inc.* (Switzerland)		2,024,102
	263,741	NCC Group plc (United Kingdom)		1,198,518
				3,222,620
		Life & Health Insurance 0.8%
	251,020	ICICI Prudential Life Insurance Co. Ltd.* *** † (India)		1,124,588
	22,653	ICICI Prudential Life Insurance Co. Ltd.* (India)		105,201
				1,229,789
		Managed Health Care 2.4%
	98,557	HealthEquity, Inc.*		3,730,383
		Movies & Entertainment 1.1%
	24,893	Loen Entertainment, Inc.* (Korea)		1,762,976

57

WASATCH GLOBAL OPPORTUNITIES FUND (WAGOX / WIGOX) SEPTEMBER 30, 2016

Schedule of Investments (continued)

Shares			Value
		Office Services & Supplies 0.4%
	196,782	Regus plc (United Kingdom)	$	665,449
		Packaged Foods & Meats 1.7%
	240,825	Manpasand Beverages Ltd. (India)		2,719,680
		Pharmaceuticals 2.9%
	19,419	Intra-Cellular Therapies, Inc.*		295,946
	34,801	Ipsen S.A. (France)		2,442,964
	204,487	Natco Pharma Ltd. (India)		1,832,797
				4,571,707
		Regional Banks 3.5%
	23,021	Eagle Bancorp, Inc.*		1,135,626
	40,767	Metro Bank plc* (United Kingdom)		1,458,916
	12,149	Signature Bank*		1,439,049
	27,288	Texas Capital Bancshares, Inc.*		1,498,657
				5,532,248
		Restaurants 3.1%
	22,644	Chuy’s Holdings, Inc.*		632,673
	49,332	Domino’s Pizza Enterprises Ltd. (Australia)		2,655,019
	63,945	Fiesta Restaurant Group, Inc.*		1,534,680
				4,822,372
		Semiconductors 4.2%
	50,557	Cavium, Inc.*		2,942,417
	23,622	Melexis N.V. (Belgium)		1,695,370
	9,023	U-Blox AG* (Switzerland)		1,949,488
				6,587,275
		Specialized Finance 0.5%
	37,523	Banca IFIS S.p.A. (Italy)		845,979
		Specialty Chemicals 1.5%
	43,036	Frutarom Industries Ltd. (Israel)		2,263,900
	20,864	Max Ventures & Industries Ltd.* (India)		15,825
				2,279,725
		Specialty Stores 1.5%
	17,806	Five Below, Inc.*		717,404
	114,560	XXL ASA (Norway)		1,569,099
				2,286,503
		Systems Software 1.7%
	23,749	CyberArk Software Ltd.* (Israel)		1,177,238
	24,065	FleetMatics Group plc*		1,443,419
				2,620,657
		Trading Companies & Distributors 1.3%
	65,000	MISUMI Group, Inc. (Japan)		1,207,633
	33,800	MonotaRO Co. Ltd. (Japan)		899,955
				2,107,588
		Trucking 1.7%
	93,190	Knight Transportation, Inc.		2,673,621
		Total Common Stocks (cost $118,530,296)		152,978,202
		WARRANTS 0.0%
		Consumer Finance 0.0%
	96,800	Srisawad Power 1979 Public Co. Ltd., expiring 5/29/20* (Thailand)		16,762
		Total Warrants (cost $0)		16,762

Principal Amount			Value
		SHORT-TERM INVESTMENTS 1.5%
		Repurchase Agreement 1.5%
	$2,287,860	Repurchase Agreement dated 9/30/16, 0.03% due 10/3/16 with State Street Bank and Trust Co. collateralized by $1,805,000 of United States Treasury Bonds 3.625% due 2/15/44; value $2,337,475; repurchase proceeds: $2,287,866 (cost $2,287,860)	$	2,287,860
		Total Short-Term Investments (cost $2,287,860)		2,287,860
		Total Investments (cost $120,818,156) 99.4%§		155,282,824
		Other Assets less Liabilities 0.6%		1,010,130
		NET ASSETS 100.0%	$	156,292,954
		*Non-income producing. ***Security was fair valued under procedures adopted by the Board of Trustees (see Note 13). †Security purchased in a private placement transaction or under Rule 144A of the Securities Act of 1933 (see Note 9). §The aggregate amount of foreign securities fair valued pursuant to a systematic valuation model as a percent of net assets was 1.45%. See Notes to Financial Statements.

At September 30, 2016, Wasatch Global Opportunities Fund’s investments, excluding short-term investments, were in the following countries (unaudited):

Country	%
Argentina		0.7
Australia		4.4
Belgium		1.1
Brazil		2.2
Canada		0.7
France		3.7
Germany		2.8
India		12.1
Israel		2.3
Italy		0.6
Japan		7.6
Korea		4.4
Mexico		5.4
Norway		1.0
Switzerland		2.6
Taiwan		3.0
Thailand		1.0
United Kingdom		5.2
United States		39.2
TOTAL		100.0	%

58

WASATCH INTERNATIONAL GROWTH FUND (WAIGX / WIIGX) SEPTEMBER 30, 2016

Schedule of Investments

Shares			Value
		COMMON STOCKS 98.2%
		Advertising 1.0%
	351,631	REA Group Ltd. (Australia)	$	15,191,865
		Airport Services 1.7%
	4,243,889	Grupo Aeroportuario del Centro Norte S.A.B. de C.V. (Mexico)		25,017,162
		Apparel, Accessories & Luxury Goods 1.0%
	427,764	Moncler S.p.A. (Italy)		7,299,227
	224,913	Ted Baker plc (United Kingdom)		7,183,073
				14,482,300
		Application Software 2.4%
	607,861	Aveva Group plc (United Kingdom)		15,726,058
	891,526	Computer Modelling Group Ltd. (Canada)		6,666,314
	2,771,208	Technology One Ltd. (Australia)		12,598,405
				34,990,777
		Auto Parts & Equipment 1.5%
	588,334	ARB Corp. Ltd. (Australia)		8,177,109
	326,269	Linamar Corp. (Canada)		13,623,245
				21,800,354
		Biotechnology 5.2%
	3,609,808	Abcam plc (United Kingdom)		39,302,344
	20,083	Hugel, Inc.* (Korea)		7,766,241
	71,085	Medytox, Inc. (Korea)		29,076,854
				76,145,439
		Consumer Finance 2.6%
	780,466	Cholamandalam Investment and Finance Co. Ltd. (India)		13,808,786
	7,988,690	Gentera S.A.B. de C.V. (Mexico)		14,432,564
	291,067	Shriram City Union Finance Ltd. (India)		9,359,784
				37,601,134
		Diversified Banks 1.0%
	213,753	Secure Trust Bank plc (United Kingdom)		6,599,470
	1,616,290	Security Bank Corp. (Philippines)		8,052,287
				14,651,757
		Diversified Real Estate Activities 2.9%
	1,946,687	Patrizia Immobilien AG* (Germany)		42,609,986
		Drug Retail 8.0%
	330,928	Ain Holdings, Inc. (Japan)		22,387,122
	2,411,326	Clicks Group Ltd. (South Africa)		22,339,360
	165,337	Cosmos Pharmaceutical Corp. (Japan)		35,315,807
	1,014,500	Raia Drogasil S.A. (Brazil)		20,675,879
	280,573	Sugi Holdings Co. Ltd. (Japan)		15,162,369
				115,880,537
		Electrical Components & Equipment 2.0%
	1,078,818	Amara Raja Batteries Ltd. (India)		16,381,571
	796,232	Voltronic Power Technology Corp. (Taiwan)		12,446,880
				28,828,451
		Electronic Equipment & Instruments 2.4%
	600,212	Ai Holdings Corp. (Japan)		14,353,475
	1,476,820	Halma plc (United Kingdom)		20,079,741
				34,433,216
		Fertilizers & Agricultural Chemicals 0.8%
	1,128,169	UPL Ltd. (India)		11,437,580
		Forest Products 0.9%
	376,181	Stella-Jones, Inc. (Canada)		13,049,276

Shares			Value
		General Merchandise Stores 2.4%
	434,963	Seria Co. Ltd. (Japan)	$	34,786,746
		Health Care Equipment 1.7%
	233,988	Cochlear Ltd. (Australia)		25,248,867
		Health Care Supplies 2.4%
	471,894	Sartorius Stedim Biotech (France)		35,426,705
		Health Care Technology 1.8%
	803,042	EMIS Group plc (United Kingdom)		9,778,902
	493,260	M3, Inc. (Japan)		16,733,045
				26,511,947
		Highways & Railtracks 0.9%
	1,194,395	Promotora y Operadora de Infraestructura S.A.B. de C.V. (Mexico)		12,858,238
		Home Furnishings 1.1%
	1,232,774	Nien Made Enterprise Co. Ltd. (Taiwan)		15,869,082
		Home Improvement Retail 1.2%
	59,371,800	Home Product Center Public Co. Ltd. (Thailand)		17,134,719
		Hotels, Resorts & Cruise Lines 2.5%
	778,726	Corporate Travel Management Ltd. (Australia)		10,519,362
	22,309,613	Minor International Public Co. Ltd. (Thailand)		25,110,387
				35,629,749
		Household Products 0.6%
	274,384	Pigeon Corp. (Japan)		8,225,702
		Industrial Machinery 0.9%
	5,013,055	Rotork plc (United Kingdom)		13,723,075
		Internet & Direct Marketing Retail 2.7%
	353,841	ASOS plc* (United Kingdom)		22,239,007
	1,568,363	Trade Me Group Ltd. (New Zealand)		6,418,062
	75,609	zooplus AG* (Germany)		10,956,657
				39,613,726
		Internet Software & Services 8.1%
	1,429,448	Auto Trader Group plc (United Kingdom)		7,513,015
	560,144	Dip Corp. (Japan)		17,234,350
	948,107	Gurunavi, Inc. (Japan)		25,870,638
	766,757	Infomart Corp. (Japan)		8,839,199
	402,807	Rightmove plc (United Kingdom)		22,042,980
	758,955	SMS Co. Ltd. (Japan)		20,095,599
	75,242	XING AG (Germany)		15,810,037
				117,405,818
		Investment Banking & Brokerage 1.7%
	783,564	Nihon M&A Center, Inc. (Japan)		24,069,837
		IT Consulting & Other Services 1.1%
	3,388,364	NCC Group plc (United Kingdom)		15,397,742
		Life & Health Insurance 1.1%
	1,929,183	Max Financial Services Ltd. (India)		16,126,266
		Life Sciences Tools & Services 2.1%
	1,092,438	Clinigen Healthcare Ltd. (United Kingdom)		10,152,454
	117,118	Tecan Group AG (Switzerland)		20,542,364
				30,694,818
		Movies & Entertainment 1.8%
	743,418	CTS Eventim AG & Co KGaA (Germany)		26,464,894
		Multi-Sector Holdings 1.7%
	847,156	GT Capital Holdings, Inc. (Philippines)		25,155,266

59

WASATCH INTERNATIONAL GROWTH FUND (WAIGX / WIIGX) SEPTEMBER 30, 2016

Schedule of Investments (continued)

Shares			Value
		Office Services & Supplies 1.0%
	4,113,701	Regus plc (United Kingdom)	$	13,911,113
		Oil & Gas Equipment & Services 1.3%
	304,639	Pason Systems, Inc. (Canada)		3,898,692
	223,197	ShawCor Ltd. (Canada)		5,506,983
	502,358	TGS-NOPEC Geophysical Co. ASA (Norway)		9,048,552
				18,454,227
		Packaged Foods & Meats 2.8%
	196,377	Calbee, Inc. (Japan)		7,387,981
	16,513,449	Vitasoy International Holdings Ltd. (Hong Kong)		33,297,708
				40,685,689
		Personal Products 0.8%
	824,438	Colgate-Palmolive India Ltd. (India)		12,060,099
		Pharmaceuticals 2.9%
	1,027,700	Glenmark Pharmaceuticals Ltd. (India)		14,262,463
	394,334	Ipsen S.A. (France)		27,681,499
				41,943,962
		Property & Casualty Insurance 0.6%
	5,374,656	Qualitas Controladora S.A.B. de C.V.** (Mexico)		8,113,368
		Regional Banks 0.8%
	341,510	Metro Bank plc* (United Kingdom)		12,221,511
		Restaurants 3.5%
	732,000	Create Restaurants Holdings, Inc. (Japan)		7,406,262
	658,442	Domino’s Pizza Enterprises Ltd. (Australia)		35,436,955
	2,078,099	Patisserie Holdings plc (United Kingdom)		8,316,264
				51,159,481
		Semiconductor Equipment 0.5%
	205,579	Japan Material Co. Ltd. (Japan)		7,713,901
		Semiconductors 3.1%
	231,119	Melexis N.V. (Belgium)		16,587,594
	993,999	Silergy Corp. (Taiwan)		14,682,220
	64,005	U-Blox AG* (Switzerland)		13,828,769
				45,098,583
		Specialized Finance 0.5%
	348,186	Banca IFIS S.p.A. (Italy)		7,850,070
		Specialty Chemicals 3.7%
	324,755	Chr. Hansen Holding A/S (Denmark)		19,305,281
	434,361	Frutarom Industries Ltd. (Israel)		22,849,474
	1,329,582	Hexpol AB (Sweden)		11,918,317
				54,073,072
		Specialty Stores 1.1%
	1,122,013	XXL ASA (Norway)		15,367,926
		Systems Software 1.1%
	316,407	Kinaxis, Inc.* (Canada)		16,117,596
		Technology Hardware, Storage & Peripherals 1.8%
	1,574,305	Ennoconn Corp. (Taiwan)		26,267,296
		Trading Companies & Distributors 3.5%
	1,518,215	MISUMI Group, Inc. (Japan)		28,206,864
	433,412	MonotaRO Co. Ltd. (Japan)		11,539,987
	565,427	Richelieu Hardware Ltd. (Canada)		11,093,480
				50,840,331
		Total Common Stocks (cost $1,063,380,470)		1,428,341,256

Principal Amount			Value
		SHORT-TERM INVESTMENTS 1.8%
		Repurchase Agreement 1.8%
	$25,975,306	Repurchase Agreement dated 9/30/16, 0.03% due 10/3/16 with State Street Bank and Trust Co. collateralized by $22,265,000 of United States Treasury Bonds 3.125% due 11/15/41; value: $26,495,350; repurchase proceeds: $25,975,371 (cost $25,975,306)	$	25,975,306
		Total Short-Term Investments (cost $25,975,306)		25,975,306
		Total Investments (cost $1,089,355,776) 100.0%§		1,454,316,562
		Liabilities less Other Assets (<0.1%)		(132,450	)
		NET ASSETS 100.0%	$	1,454,184,112
		*Non-income producing. **Common units. §The aggregate amount of foreign securities fair valued pursuant to a systematic valuation model as a percent of net assets was 1.57%. See Notes to Financial Statements.

At September 30, 2016, Wasatch International Growth Fund’s investments, excluding short-term investments, were in the following countries (unaudited):

Country	%
Australia		7.5
Belgium		1.2
Brazil		1.4
Canada		4.9
Denmark		1.4
France		4.4
Germany		6.7
Hong Kong		2.3
India		6.5
Israel		1.6
Italy		1.1
Japan		21.4
Korea		2.6
Mexico		4.2
New Zealand		0.4
Norway		1.7
Philippines		2.3
South Africa		1.6
Sweden		0.8
Switzerland		2.4
Taiwan		4.9
Thailand		3.0
United Kingdom		15.7
TOTAL		100.0	%

60

WASATCH INTERNATIONAL OPPORTUNITIES FUND (WAIOX / WIIOX) SEPTEMBER 30, 2016

Schedule of Investments

Shares			Value
		COMMON STOCKS 96.9%
		Advertising 0.4%
	20,000,000	Plan B Media Public Co. Ltd. (Thailand)	$	3,001,443
		Aerospace & Defense 0.2%
	125,000	Avon Rubber plc (United Kingdom)		1,636,389
		Air Freight & Logistics 3.4%
	3,244,120	Allcargo Global Logistics Ltd. (India)		8,867,976
	1,503,468	Freightways Ltd. (New Zealand)		7,192,511
	47,834	ID Logistics Group* (France)		7,165,468
				23,225,955
		Apparel Retail 0.3%
	804,622	Apranga PVA (Lithuania)		2,322,950
		Apparel, Accessories & Luxury Goods 0.5%
	117,976	Delta-Galil Industries Ltd. (Israel)		3,331,189
		Application Software 2.1%
	500,000	Computer Modelling Group Ltd. (Canada)		3,738,710
	614,325	Linx S.A. (Brazil)		3,664,623
	381,457	Logo Yazilim Sanayi Ve Ticaret A.S.* (Turkey)		7,016,470
				14,419,803
		Asset Management & Custody Banks 1.1%
	3,423,100	Peregrine Holdings Ltd. (South Africa)		7,131,822
		Auto Parts & Equipment 3.3%
	299,990	FIEM Industries Ltd. (India)		5,001,335
	2,150,000	Hu Lane Associate, Inc. (Taiwan)		10,734,396
	120,000	UNIWHEELS AG (Poland)		6,737,624
				22,473,355
		Automobile Manufacturers 1.2%
	1,416,600	PAK Suzuki Motor Co. Ltd. (Pakistan)		7,831,952
		Automotive Retail 1.1%
	3,500,000	Hascol Petroleum Ltd. (Pakistan)		7,371,595
		Brewers 4.0%
	962,475	Carlsberg Brewery Malaysia Berhad, Class B (Malaysia)		3,421,202
	17,933,940	International Breweries plc (Nigeria)		1,135,816
	265,558	Kopparbergs Bryggeri AB, Class B (Sweden)		8,760,306
	197,574	Olvi Oyj, Class A (Finland)		5,870,436
	160,100	Royal UNIBREW A/S (Denmark)		7,898,837
				27,086,597
		Building Products 0.1%
	571,740	Concepcion Industrial Corp. (Philippines)		684,390
		Commodity Chemicals 6.4%
	1,354,155	Berger Paints India Ltd. (India)		5,309,435
	457,415	Gulf Oil Lubricants India Ltd. (India)		5,029,641
	1,317,000	Okamoto Industries, Inc. (Japan)		16,390,257
	480,857	Supreme Industries Ltd. (India)		6,500,019
	330,700	Tikkurila Oyj (Finland)		7,114,065
	1,273,500	Yung Chi Paint & Varnish Manufacturing Co. Ltd. (Taiwan)		3,071,465
				43,414,882
		Communications Equipment 0.6%
	549,000	Advanced Ceramic X Corp. (Taiwan)		3,835,670
		Consumer Finance 0.8%
	193,263	Credit Corp. Group Ltd. (Australia)		2,754,155
	840,165	Unifin Financiera SAPI de C.V. SOFOM (Mexico)		2,534,827
				5,288,982

Shares			Value
		Department Stores 0.6%
	257,203	Poya Co. Ltd. (Taiwan)	$	3,823,726
		Diversified Banks 1.0%
	8,800,000	BRAC Bank Ltd. (Bangladesh)		6,730,840
		Diversified Support Services 0.4%
	362,800	Prestige International, Inc. (Japan)		2,937,319
		Drug Retail 1.2%
	1,622,058	Green Cross Health Ltd. (New Zealand)		3,177,164
	94,400	Kusuri No Aoki Co. Ltd. (Japan)		4,794,241
				7,971,405
		Electrical Components & Equipment 2.3%
	519,840	Amara Raja Batteries Ltd. (India)		7,893,635
	483,760	Voltronic Power Technology Corp. (Taiwan)		7,562,247
				15,455,882
		Electronic Equipment & Instruments 1.4%
	42,100	Isra Vision AG (Germany)		4,682,008
	650,000	Smart Marketing Systems plc (United Kingdom)		5,000,220
				9,682,228
		Financial Exchanges & Data 0.3%
	846,129	Morningstar Japan KK (Japan)		2,319,648
		Food Distributors 0.3%
	8,606,200	Premier Marketing Public Co. Ltd. (Thailand)		2,235,377
		Food Retail 6.2%
	37,850,020	7-Eleven Malaysia Holdings Berhad, Class B (Malaysia)		16,474,437
	220,344	Axial Retailing, Inc. (Japan)		7,616,052
	1,511,300	BreadTalk Group Ltd. (Singapore)		1,113,776
	2,434,291	Philippine Seven Corp. (Philippines)		7,165,585
	90,070	Rami Levi Chain Stores Hashikma Marketing 2006 Ltd. (Israel)		3,661,788
	7,749,100	Sheng Siong Group Ltd. (Singapore)		6,023,353
				42,054,991
		General Merchandise Stores 0.9%
	78,972	Seria Co. Ltd. (Japan)		6,315,891
		Health Care Equipment 1.2%
	1,522	STRATEC Biomedical AG (Germany)		87,709
	133,175	Vieworks Co. Ltd. (Korea)		7,859,786
				7,947,495
		Health Care Facilities 3.2%
	30,536,611	Asiri Hospital Holdings plc (Sri Lanka)		6,240,452
	430,957	NMC Health plc (United Arab Emirates)		7,652,610
	1,171,068	Raffles Medical Group Ltd. (Singapore)		1,313,877
	2,032,981	Shifa International Hospitals Ltd. (Pakistan)		6,422,705
				21,629,644
		Health Care Services 0.6%
	157,400	BML, Inc. (Japan)		4,117,965
		Health Care Technology 1.7%
	300,000	EMIS Group plc (United Kingdom)		3,653,197
	109,300	Nexus AG (Germany)		2,262,874
	191,000	NNIT A/S (Denmark)		5,922,011
				11,838,082

61

WASATCH INTERNATIONAL OPPORTUNITIES FUND (WAIOX / WIIOX)

Schedule of Investments (continued)

Shares			Value
		Home Improvement Retail 1.9%
	415,000	Byggmax Group AB (Sweden)	$	3,132,285
	275,201	Clas Ohlson AB, Class B (Sweden)		4,282,573
	82,494,300	PT Ace Hardware Indonesia Tbk (Indonesia)		5,530,803
				12,945,661
		Human Resource & Employment Services 1.0%
	305,300	en-japan, Inc. (Japan)		6,563,325
		Industrial Machinery 1.5%
	110,968	SLM Solutions Group AG* (Germany)		5,250,504
	1,300,000	Sumeeko Industries Co. Ltd. (Taiwan)		4,956,054
				10,206,558
		Insurance Brokers 1.2%
	1,830,700	FPC Par Corretora de Seguros S.A. (Brazil)		8,218,631
		Internet & Direct Marketing Retail 4.7%
	48,800	Open Door, Inc.* (Japan)		1,424,467
	2,624,167	Trade Me Group Ltd. (New Zealand)		10,738,627
	2,192,973	Webjet Ltd. (Australia)		19,469,342
				31,632,436
		Internet Software & Services 7.6%
	444,894	Dip Corp. (Japan)		13,688,371
	551,399	Gurunavi, Inc. (Japan)		15,045,817
	780,100	Infomart Corp. (Japan)		8,993,017
	308,718	PChome Online, Inc. (Taiwan)		3,634,236
	188,500	SMS Co. Ltd. (Japan)		4,991,100
	26,252	XING AG (Germany)		5,516,136
				51,868,677
		IT Consulting & Other Services 1.7%
	222,618	Altran Technologies S.A.* (France)		3,291,024
	45,402	CANCOM SE (Germany)		2,370,332
	506,371	EOH Holdings Ltd. (South Africa)		6,186,785
				11,848,141
		Leisure Products 0.3%
	175,368	Samchuly Bicycle Co. Ltd. (Korea)		2,229,220
		Marine Ports & Services 0.2%
	72,930	Thessaloniki Port Authority S.A. (Greece)		1,515,629
		Office Services & Supplies 0.5%
	4,603,600	Riverstone Holdings Ltd. (Singapore)		3,038,234
		Oil & Gas Refining & Marketing 0.6%
	9,294	Hankook Shell Oil Co. Ltd. (Korea)		3,793,211
		Other Diversified Financial Services 0.1%
	8,607	Hypoport AG* (Germany)		810,234
		Packaged Foods & Meats 7.8%
	2,643,927	Cloetta AB, Class B (Sweden)		9,584,805
	1,262,907	Clover Industries Ltd. (South Africa)		1,813,027
	411,100	Dutch Lady Milk Industries Berhad (Malaysia)		5,962,466
	271,600	Kotobuki Spirits Co. Ltd. (Japan)		6,910,192
	40,000,000	PT Nippon Indosari Corpindo Tbk (Indonesia)		5,179,680
	54,297,981	RFM Corp. (Philippines)		4,702,578
	105,800	Rokko Butter Co. Ltd. (Japan)		3,035,079
	1,863,435	TAT Gida Sanayi A.S. (Turkey)		3,651,116
	3,743,120	Vitasoy International Holdings Ltd. (Hong Kong)		7,547,625
	234,000	Warabeya Nichiyo Co. Ltd. (Japan)		4,878,221
				53,264,789

Shares			Value
		Personal Products 2.3%
	7,539,825	Karex Berhad (Malaysia)	$	4,485,061
	404,832	Sarantis S.A. (Greece)		4,456,724
	1,250,000	TCI Co. Ltd. (Taiwan)		6,898,917
				15,840,702
		Pharmaceuticals 1.3%
	44,714,200	PT Kimia Farma Persero Tbk (Indonesia)		8,462,499
	26,325	Renata Ltd. (Bangladesh)		373,161
				8,835,660
		Regional Banks 1.1%
	1,272,126	Banregio Grupo Financiero S.A.B. de C.V. (Mexico)		7,286,443
		Restaurants 11.5%
	113,048	AmRest Holdings SE* (Poland)		7,095,248
	4,908,278	Berjaya Food Berhad (Malaysia)		2,207,568
	3,260,900	Collins Foods Ltd. (Australia)		11,305,654
	109,716	Domino’s Pizza Enterprises Ltd. (Australia)		5,904,850
	447,300	Doutor Nichires Holdings Co. Ltd. (Japan)		8,178,041
	1,265,900	Fairwood Holdings Ltd. (Hong Kong)		5,875,458
	696,953	Famous Brands Ltd. (South Africa)		8,380,196
	149,100	Hiday Hidaka Corp. (Japan)		3,578,812
	144,900	Kura Corp. (Japan)		7,030,304
	369,217	Patisserie Holdings plc (United Kingdom)		1,477,555
	2,018,931	Restaurant Brands New Zealand Ltd. (New Zealand)		8,423,587
	643,059	Retail Food Group Ltd. (Australia)		3,430,391
	2,269,963	Spur Corp. Ltd. (South Africa)		5,425,745
				78,313,409
		Semiconductor Equipment 0.7%
	131,000	Japan Material Co. Ltd. (Japan)		4,915,487
		Soft Drinks 1.3%
	138,893,320	Pepsi-Cola Products Philippines, Inc. (Philippines)		9,136,399
		Specialized REITs 1.2%
	6,474,752	National Storage REIT (Australia)		7,953,498
		Specialty Chemicals 1.4%
	6,229,947	Chemical and Allied Products plc (Nigeria)		672,439
	973,719	DuluxGroup Ltd. (Australia)		4,918,556
	811,719	SH Kelkar & Co. Ltd. (India)		3,718,448
				9,309,443
		Tobacco 0.2%
	5,249	Karelia Tobacco Co., Inc. S.A. (Greece)		1,503,597
		Total Common Stocks (cost $503,946,591)		659,146,851

62

SEPTEMBER 30, 2016

Principal Amount			Value
		SHORT-TERM INVESTMENTS 3.9%
		Repurchase Agreement 3.9%
	$26,393,932	Repurchase Agreement dated 9/30/16, 0.03% due 10/3/16 with State Street Bank and Trust Co. collateralized by $22,625,000 of United States Treasury Bonds 3.125% due 11/15/41; value: $26,923,750; repurchase proceeds: $26,393,998 (cost $26,393,932)	$	26,393,932
		Total Short-Term Investments (cost $26,393,932)		26,393,932
		Total Investments (cost $530,340,523) 100.8%§		685,540,783
		Liabilities less Other Assets (0.8%)		(5,152,972	)
		NET ASSETS 100.0%	$	680,387,811
		*Non-income producing. §The aggregate amount of foreign securities fair valued pursuant to a systematic valuation model as a percent of net assets was 2.07%. REIT Real Estate Investment Trust. See Notes to Financial Statements.

At September 30, 2016, Wasatch International Opportunities Fund’s investments, excluding short-term investments, were in the following countries (unaudited):

Country	%
Australia		8.5
Bangladesh		1.1
Brazil		1.8
Canada		0.6
Denmark		2.1
Finland		2.0
France		1.6
Germany		3.2
Greece		1.1
Hong Kong		2.0
India		6.4
Indonesia		2.9
Israel		1.1
Japan		20.3
Korea		2.1
Lithuania		0.3
Malaysia		4.9
Mexico		1.5
New Zealand		4.5
Nigeria		0.3
Pakistan		3.3
Philippines		3.3
Poland		2.1
Singapore		1.7
South Africa		4.4
Sri Lanka		0.9
Sweden		3.9
Taiwan		6.7
Thailand		0.8
Turkey		1.6
United Arab Emirates		1.2
United Kingdom		1.8
TOTAL		100.0	%

63

WASATCH LARGE CAP VALUE FUND (FMIEX / WILCX) SEPTEMBER 30, 2016

Schedule of Investments

Shares			Value
		COMMON STOCKS 96.5%
		Communications Equipment 4.1%
	246,937	Cisco Systems, Inc.	$	7,832,842
		Diversified Banks 11.4%
	159,522	Citigroup, Inc.		7,534,224
	118,320	JPMorgan Chase & Co.		7,878,929
	147,630	Wells Fargo & Co.		6,537,056
				21,950,209
		Diversified Chemicals 2.4%
	68,649	Eastman Chemical Co.		4,646,164
		Diversified REITs 1.8%
	131,570	Select Income REIT		3,539,233
		Drug Retail 1.3%
	28,147	CVS Health Corp.		2,504,802
		Electric Utilities 8.5%
	104,413	Duke Energy Corp.		8,357,217
	243,884	Exelon Corp.		8,118,898
				16,476,115
		Electrical Components & Equipment 2.5%
	74,530	Eaton Corp. plc		4,897,366
		Health Care Distributors 1.2%
	30,166	Cardinal Health, Inc.		2,343,898
		Health Care Equipment 2.1%
	47,652	Medtronic plc		4,117,133
		Health Care REITs 0.9%
	60,924	Care Capital Properties, Inc.		1,736,334
		Household Products 4.0%
	86,153	Procter & Gamble Co. (The)		7,732,232
		Hypermarkets & Super Centers 4.1%
	110,070	Wal-Mart Stores, Inc.		7,938,248
		Industrial Conglomerates 3.8%
	248,795	General Electric Co.††		7,369,308
		Integrated Oil & Gas 9.4%
	64,226	Chevron Corp.		6,610,140
	116,039	Royal Dutch Shell plc ADR (Netherlands)		5,810,073
	207,711	Suncor Energy, Inc. (Canada)		5,770,211
				18,190,424
		Integrated Telecommunication Services 3.0%
	111,128	Verizon Communications, Inc.		5,776,433
		Investment Banking & Brokerage 2.4%
	27,980	Goldman Sachs Group, Inc. (The)		4,512,335
		Multi-Line Insurance 2.9%
	95,416	American International Group, Inc.		5,661,985
		Oil & Gas Equipment & Services 2.6%
	110,656	Halliburton Co.		4,966,241
		Pharmaceuticals 8.3%
	68,953	Johnson & Johnson		8,145,418
	233,067	Pfizer, Inc.		7,893,979
				16,039,397
		Property & Casualty Insurance 1.7%
	60,855	Axis Capital Holdings Ltd.		3,306,252

Shares			Value
		Regional Banks 4.6%
	271,368	KeyCorp	$	3,302,549
	61,236	PNC Financial Services Group, Inc.		5,516,751
				8,819,300
		Semiconductors 2.0%
	102,600	Intel Corp.		3,873,150
		Specialized REITs 3.0%
	73,386	EPR Properties		5,778,414
		Systems Software 5.7%
	99,228	Microsoft Corp.		5,715,533
	136,649	Oracle Corp.		5,367,573
				11,083,106
		Technology Hardware, Storage & Peripherals 2.8%
	47,027	Apple, Inc.		5,316,402
		Total Common Stocks (cost $155,952,971)		186,407,323
Principal Amount			Value
		SHORT-TERM INVESTMENTS 2.2%
		Repurchase Agreement 2.2%
	$4,332,782	Repurchase Agreement dated 9/30/16, 0.03% due 10/3/16 with State Street Bank and Trust Co. collateralized by $3,715,000 of United States Treasury Bonds 3.125% due 11/15/41; value $4,420,850; repurchase proceeds: $4,332,793†† (cost $4,332,782)	$	4,332,782
		Total Short-Term Investments (cost $4,332,782)		4,332,782
		Total Investments (cost $160,285,753) 98.7%		190,740,105
		Other Assets less Liabilities 1.3%		2,539,989
		NET ASSETS 100.0%	$	193,280,094
		††All or a portion of this security has been designated as collateral for call options written. As of September 30, 2016, the call options written were no longer held; therefore, the collateral will be subsequently released. ADR American Depositary Receipt. REIT Real Estate Investment Trust. See Notes to Financial Statements.

At September 30, 2016, Wasatch Large Cap Value Fund’s investments, excluding short-term investments, were in the following countries (unaudited):

Country	%
Canada		3.1
Netherlands		3.1
United States		93.8
TOTAL		100.0	%

64

WASATCH LONG/SHORT FUND (FMLSX / WILSX) SEPTEMBER 30, 2016

Schedule of Investments

Shares			Value
		COMMON STOCKS 85.1%
		Airlines 3.0%
	141,557	United Continental Holdings, Inc.* ††	$	7,427,496
		Apparel Retail 2.8%
	582,803	Chico’s FAS, Inc.		6,935,356
		Apparel, Accessories & Luxury Goods 2.9%
	151,965	Michael Kors Holdings Ltd.*		7,110,442
		Automobile Manufacturers 2.9%
	226,345	General Motors Co.		7,190,981
		Communications Equipment 2.1%
	161,374	Cisco Systems, Inc.††		5,118,783
		Department Stores 2.1%
	142,938	Macy’s, Inc.††		5,295,853
		Diversified Banks 2.8%
	147,676	Citigroup, Inc.		6,974,737
		Diversified REITs 1.0%
	398,492	Investors Real Estate Trust††		2,371,027
		Electrical Components & Equipment 1.3%
	58,039	Emerson Electric Co.††		3,163,706
		Fertilizers & Agricultural Chemicals 5.2%
	59,378	Monsanto Co.††		6,068,432
	278,424	Mosaic Co. (The)††		6,810,251
				12,878,683
		Food Retail 1.3%
	117,861	Whole Foods Market, Inc.††		3,341,359
		Health Care Equipment 4.5%
	82,711	Medtronic plc		7,146,230
	35,162	Stryker Corp.††		4,093,209
				11,239,439
		Health Care Services 2.5%
	89,304	Express Scripts Holding Co.*		6,298,611
		Homefurnishing Retail 1.7%
	125,288	Restoration Hardware Holdings, Inc.* ††		4,332,459
		Hotels, Resorts & Cruise Lines 1.4%
	305,713	La Quinta Holdings, Inc.* ††		3,417,871
		Hypermarkets & Super Centers 1.3%
	43,205	Wal-Mart Stores, Inc.††		3,115,945
		Integrated Telecommunication Services 2.2%
	103,205	Verizon Communications, Inc.††		5,364,596
		Internet Software & Services 2.4%
	114,474	Akamai Technologies, Inc.*		6,065,977
		Multi-Line Insurance 1.8%
	109,012	Loews Corp.††		4,485,844
		Oil & Gas Drilling 2.4%
	320,387	Unit Corp.*		5,959,198
		Oil & Gas Exploration & Production 6.2%
	101,493	Anadarko Petroleum Corp.		6,430,596
	1,096,194	Bill Barrett Corp.*		6,094,839
	204,545	Southwestern Energy Co.* ††		2,830,903
				15,356,338

Shares			Value
		Pharmaceuticals 6.7%
	42,089	Johnson & Johnson	$	4,971,974
	78,888	Novartis AG ADR (Switzerland)		6,228,996
	105,321	Zoetis, Inc.††		5,477,745
				16,678,715
		Regional Banks 3.1%
	212,016	KeyCorp††		2,580,235
	56,333	PNC Financial Services Group, Inc.		5,075,040
				7,655,275
		Semiconductors 4.7%
	91,000	Mellanox Technologies Ltd.*		3,935,750
	113,851	QUALCOMM, Inc.		7,798,794
				11,734,544
		Specialized REITs 4.8%
	134,668	Iron Mountain, Inc.††		5,054,090
	288,925	Outfront Media, Inc.††		6,833,076
				11,887,166
		Steel 2.3%
	228,927	Steel Dynamics, Inc.		5,720,886
		Systems Software 4.0%
	184,680	Oracle Corp.		7,254,230
	35,682	VMware, Inc., Class A* ††		2,617,275
				9,871,505
		Technology Hardware, Storage & Peripherals 4.0%
	88,198	Apple, Inc.††		9,970,784
		Thrifts & Mortgage Finance 1.7%
	185,830	BofI Holding, Inc.* ††		4,162,592
		Total Common Stocks (cost $206,060,701)		211,126,168
Principal Amount			Value
		SHORT-TERM INVESTMENTS 21.2%
		Repurchase Agreement 21.2%
	$52,568,539	Repurchase Agreement dated 9/30/16, 0.03% due 10/3/16 with State Street Bank and Trust Co. collateralized by $44,855,000 of United States Treasury Bonds 3.125% due 11/15/41; value: $50,622,600; of United States Treasury Bonds 3.625% due 2/15/44; value: $2,997,925; proceeds: $52,568,671 (cost $52,568,539)	$	52,568,539
		Total Short-Term Investments (cost $52,568,539)		52,568,539
		Total Investments (cost $258,629,240) 106.3%		263,694,707
		Liabilities less Other Assets (6.3%)		(15,527,315	)
		NET ASSETS 100.0%	$	248,167,392

65

WASATCH LONG/SHORT FUND (FMLSX / WILSX) SEPTEMBER 30, 2016

Schedule of Investments (continued)

Shares			Value
		SECURITIES SOLD SHORT 44.7%
		Airlines 1.1%
	39,619	Alaska Air Group, Inc.	$	2,609,307
		Apparel, Accessories & Luxury Goods 1.7%
	112,423	Coach, Inc.		4,110,185
		Application Software 1.7%
	85,993	Paycom Software, Inc.*		4,310,829
		Automobile Manufacturers 1.0%
	11,825	Tesla Motors, Inc.*		2,412,655
		Automotive Retail 1.4%
	66,353	CarMax, Inc.*		3,539,932
		Construction Machinery & Heavy Trucks 2.1%
	58,187	Caterpillar, Inc.		5,165,260
		Copper 1.5%
	342,385	Freeport-McMoRan, Inc.		3,718,301
		Department Stores 0.6%
	169,949	JC Penney Co., Inc.*		1,566,930
		Diversified Support Services 1.4%
	90,412	Healthcare Services Group, Inc.		3,578,507
		Electronic Equipment & Instruments 1.5%
	69,825	Cognex Corp.		3,690,949
		Food Distributors 2.5%
	124,233	Sysco Corp.		6,088,659
		Health Care Equipment 5.5%
	112,405	Inogen, Inc.*		6,733,059
	175,798	Zeltiq Aesthetics, Inc.*		6,894,798
				13,627,857
		Health Care Technology 2.0%
	117,219	Veeva Systems, Inc., Class A*		4,838,800
		Home Entertainment Software 1.3%
	36,980	Electronic Arts, Inc.*		3,158,092
		Housewares & Specialties 2.0%
	95,716	Newell Brands, Inc.		5,040,405
		Integrated Oil & Gas 1.8%
	50,428	Exxon Mobil Corp.		4,401,356
		Oil & Gas Drilling 2.3%
	83,486	Helmerich & Payne, Inc.		5,618,608
		Packaged Foods & Meats 1.3%
	138,168	Blue Buffalo Pet Products, Inc.*		3,282,872
		Personal Products 2.6%
	74,059	Estee Lauder Cos., Inc. (The), Class A		6,558,665
		Pharmaceuticals 1.9%
	99,674	Prestige Brands Holdings, Inc.*		4,811,264
		Property & Casualty Insurance 2.5%
	158,102	First American Financial Corp.		6,210,247
		Restaurants 0.8%
	45,121	Restaurant Brands International, Inc. (Canada)		2,011,494
		Specialized REITs 1.2%
	27,336	American Tower Corp.		3,097,989

Shares			Value
		Specialty Stores 3.0%
	16,040	Tractor Supply Co.	$	1,080,294
	26,657	Ulta Salon Cosmetics & Fragrance, Inc.*		6,343,833
				7,424,127
		Total Securities Sold Short (proceeds $99,534,144)		110,873,290
		*Non-income producing. ††All or a portion of this security has been designated as collateral for short sales or purchase commitments (see Note 3). ADR American Depositary Receipt. REIT Real Estate Investment Trust. See Notes to Financial Statements.

At September 30, 2016, Wasatch Long/Short Fund’s investments, excluding short-term investments and securities sold short, were in the following countries (unaudited):

Country	%
Switzerland		3.0
United States		97.0
TOTAL		100.0	%

At September 30, 2016, Wasatch Long/Short Fund’s securities sold short were in the following countries (unaudited):

Country	%
Canada		1.8
United States		98.2
TOTAL		100.0	%

66

WASATCH MICRO CAP FUND (WMICX) SEPTEMBER 30, 2016

Schedule of Investments

Shares			Value
		COMMON STOCKS 95.7%
		Air Freight & Logistics 1.0%
	117,168	Echo Global Logistics, Inc.*	$	2,701,894
		Apparel Retail 1.1%
	167,365	Zumiez, Inc.*		3,012,570
		Apparel, Accessories & Luxury Goods 2.4%
	339,635	Superior Uniform Group, Inc.		6,721,377
		Application Software 10.5%
	192,797	Callidus Software, Inc.*		3,537,825
	26,063	Ellie Mae, Inc.*		2,744,434
	249,716	Exa Corp.*		4,007,942
	93,586	Globant S.A.* (Argentina)		3,941,842
	39,549	HubSpot, Inc.*		2,278,813
	32,840	Tyler Technologies, Inc.*		5,623,193
	20,850	Ultimate Software Group, Inc. (The)*		4,261,532
	147,896	Workiva, Inc.*		2,681,354
				29,076,935
		Asset Management & Custody Banks 1.0%
	15,534	Diamond Hill Investment Group, Inc.		2,870,528
		Automotive Retail 0.9%
	41,597	Monro Muffler Brake, Inc.		2,544,488
		Biotechnology 5.7%
	278,787	Abcam plc (United Kingdom)		3,035,337
	151,227	Argos Therapeutics, Inc.*		751,598
	15,000	Argos Therapeutics, Inc. PIPE* *** †		74,550
	22,500	Argos Therapeutics, Inc. PIPE* *** †		111,825
	176,227	ChemoCentryx, Inc.*		1,064,411
	250,157	Cytokinetics, Inc.*		2,296,441
	62,154	Esperion Therapeutics, Inc.*		860,833
	188,539	Exact Sciences Corp.*		3,501,169
	61,686	Flexion Therapeutics, Inc.*		1,205,345
	129,918	Inovio Pharmaceuticals, Inc.*		1,210,836
	210,359	Sangamo BioSciences, Inc.*		973,962
	48,501	Selecta Biosciences, Inc.*		691,139
				15,777,446
		Building Products 1.5%
	68,903	Trex Co., Inc.*		4,045,984
		Consumer Electronics 1.2%
	415,264	ZAGG, Inc.*		3,363,638
		Data Processing & Outsourced Services 0.9%
	52,474	ExlService Holdings, Inc.*		2,615,304
		Department Stores 0.9%
	317,634	V-Mart Retail Ltd. (India)		2,416,366
		Diversified Banks 1.4%
	1,918,211	City Union Bank Ltd. (India)		3,820,288
		Electronic Equipment & Instruments 2.0%
	34,211	Mesa Laboratories, Inc.		3,912,370
	235,599	Napco Security Technologies, Inc.*		1,696,313
				5,608,683
		Electronic Manufacturing Services 2.0%
	73,529	Fabrinet*		3,278,658
	26,759	IPG Photonics Corp.*		2,203,604
				5,482,262

Shares			Value
		Environmental & Facilities Services 1.2%
	241,406	Heritage-Crystal Clean, Inc.*	$	3,205,872
		Food Distributors 0.9%
	217,154	Chefs’ Warehouse, Inc. (The)*		2,419,096
		General Merchandise Stores 1.0%
	108,663	Ollie’s Bargain Outlet Holdings, Inc.*		2,848,057
		Health Care Equipment 3.3%
	209,478	AtriCure, Inc.*		3,313,942
	88,199	Entellus Medical, Inc.*		1,956,254
	151,770	Novadaq Technologies, Inc.* (Canada)		1,755,979
	71,920	Oxford Immunotec Global plc*		903,315
	142,380	Tandem Diabetes Care, Inc.*		1,090,631
				9,020,121
		Health Care Facilities 2.1%
	282,081	Ensign Group, Inc. (The)		5,678,290
		Health Care REITs 3.0%
	390,349	CareTrust REIT, Inc.		5,769,358
	213,551	MedEquities Realty Trust, Inc.*		2,509,224
				8,278,582
		Health Care Technology 0.9%
	64,637	Omnicell, Inc.*		2,475,597
		Heavy Electrical Equipment 1.0%
	131,694	TPI Composites, Inc.*		2,799,814
		Homebuilding 4.8%
	154,656	Installed Building Products, Inc.*		5,547,511
	210,367	LGI Homes, Inc.*		7,749,920
				13,297,431
		Industrial Machinery 1.6%
	47,470	Arcam AB* (Sweden)		1,621,288
	46,181	Proto Labs, Inc.*		2,766,704
				4,387,992
		Integrated Telecommunication Services 0.9%
	287,433	Ooma, Inc.*		2,609,892
		Internet & Direct Marketing Retail 3.0%
	82,324	Duluth Holdings, Inc.*		2,182,409
	258,154	MakeMyTrip Ltd.* (India)		6,092,435
				8,274,844
		Internet Software & Services 7.8%
	55,331	Cornerstone OnDemand, Inc.*		2,542,459
	138,187	Envestnet, Inc.*		5,036,916
	173,301	Reis, Inc.		3,545,739
	112,000	SMS Co. Ltd. (Japan)		2,965,534
	55,267	SPS Commerce, Inc.*		4,057,151
	113,175	Tucows, Inc., Class A*		3,621,600
				21,769,399
		Leisure Products 0.8%
	189,774	MCBC Holdings, Inc.		2,163,424
		Life & Health Insurance 1.0%
	166,218	Trupanion, Inc.*		2,809,084
		Life Sciences Tools & Services 2.1%
	122,614	Fluidigm Corp.*		982,138
	63,996	ICON plc* (Ireland)		4,951,371
				5,933,509
		Managed Health Care 2.7%
	194,139	HealthEquity, Inc.*		7,348,161

67

WASATCH MICRO CAP FUND (WMICX) SEPTEMBER 30, 2016

Schedule of Investments (continued)

Shares			Value
		Oil & Gas Equipment & Services 0.7%
	157,619	Pason Systems, Inc. (Canada)	$	2,017,168
		Packaged Foods & Meats 2.0%
	344,649	Freshpet, Inc.*		2,981,214
	1,500,000	Prabhat Dairy Ltd. (India)		2,629,168
				5,610,382
		Personal Products 0.1%
	9,917	elf Beauty, Inc.*		278,866
		Pharmaceuticals 5.0%
	14,323	Aerie Pharmaceuticals, Inc.*		540,550
	96,749	Akorn, Inc.*		2,637,378
	130,954	Auris Medical Holding AG* (Switzerland)		226,550
	127,152	Cempra, Inc.*		3,077,078
	170,645	Egalet Corp.*		1,298,609
	44,566	Intra-Cellular Therapies, Inc.*		679,186
	599,945	Natco Pharma Ltd. (India)		5,377,248
				13,836,599
		Real Estate Services 0.6%
	63,723	HFF, Inc., Class A		1,764,490
		Regional Banks 5.4%
	134,808	Cardinal Financial Corp.		3,517,141
	125,319	Customers Bancorp, Inc.*		3,153,026
	161,075	People’s Utah Bancorp		3,277,876
	94,443	Pinnacle Financial Partners, Inc.		5,107,477
				15,055,520
		Restaurants 0.3%
	138,468	Papa Murphy’s Holdings, Inc.*		893,119
		Semiconductor Equipment 1.8%
	277,617	PDF Solutions, Inc.*		5,044,301
		Semiconductors 1.5%
	42,129	NVE Corp.		2,483,083
	28,212	Power Integrations, Inc.		1,778,203
				4,261,286
		Specialty Stores 1.1%
	246,472	DavidsTea, Inc.* (Canada)		3,036,535
		Systems Software 1.5%
	46,309	FleetMatics Group plc*		2,777,614
	151,664	TubeMogul, Inc.*		1,421,091
				4,198,705
		Technology Hardware, Storage & Peripherals 1.5%
	742,732	USA Technologies, Inc.*		4,163,013
		Textiles 0.5%
	1,900,000	Welspun India Ltd. (India)		1,493,917
		Thrifts & Mortgage Finance 3.1%
	1,050,006	Gruh Finance Ltd. (India)		5,207,449
	34,059	LendingTree, Inc.*		3,300,658
				8,508,107
		Total Common Stocks (cost $170,909,724)		265,538,936
		WARRANTS 0.0%
		Biotechnology 0.0%
	16,875	Argos Therapeutics, Inc., expiring 3/14/2021* *** †		16,031
		Total Warrants (cost $2,109)		16,031

Principal Amount			Value
		SHORT-TERM INVESTMENTS 5.4%
		Repurchase Agreement 5.4%
	$15,116,164	Repurchase Agreement dated 9/30/16, 0.03% due 10/3/16 with State Street Bank and Trust Co. collateralized by $12,960,000 of United States Treasury Bonds 3.125% due 11/15/41; value: $15,422,400; repurchase proceeds: $15,116,202 (cost $15,116,164)	$	15,116,164
		Total Short-Term Investments (cost $15,116,164)		15,116,164
		Total Investments (cost $186,027,997) 101.1%		280,671,131
		Liabilities less Other Assets (1.1%)		(2,980,208	)
		NET ASSETS 100.0%	$	277,690,923
		*Non-income producing. ***Security was fair valued under procedures adopted by the Board of Trustees (see Note 13). †Security purchased in a private placement transaction or under Rule 144A of the Securities Act of 1933 (see Note 9). PIPE Private Investment in a Public Equity. REIT Real Estate Investment Trust. See Notes to Financial Statements.

At September 30, 2016, Wasatch Micro Cap Fund’s investments, excluding short-term investments, were in the following countries (unaudited):

Country	%
Argentina		1.5
Canada		2.6
India		10.2
Ireland		1.9
Japan		1.1
Sweden		0.6
Switzerland		0.1
United Kingdom		1.1
United States		80.9
TOTAL		100.0	%

68

WASATCH MICRO CAP VALUE FUND (WAMVX) SEPTEMBER 30, 2016

Schedule of Investments

Shares			Value
		COMMON STOCKS 90.8%
		Airlines 0.7%
	10,000	Allegiant Travel Co.	$	1,320,700
		Alternative Carriers 0.8%
	140,000	ORBCOMM, Inc.*		1,435,000
		Apparel, Accessories & Luxury Goods 0.5%
	41,260	Superior Uniform Group, Inc.		816,535
		Application Software 4.2%
	37,000	Ebix, Inc.		2,103,450
	42,000	ESI Group* (France)		1,816,456
	50,000	Everbridge, Inc.*		843,000
	25,000	Globant S.A.* (Argentina)		1,053,000
	157,000	Model N, Inc.*		1,744,270
				7,560,176
		Asset Management & Custody Banks 1.5%
	55,000	mutares AG (Germany)		830,380
	87,000	Solar Capital Ltd.		1,785,240
				2,615,620
		Auto Parts & Equipment 2.6%
	36,000	Gentherm, Inc.*		1,131,120
	120,000	Horizon Global Corp.*		2,391,600
	97,700	Unique Fabricating, Inc.		1,195,848
				4,718,568
		Biotechnology 0.5%
	45,000	Exact Sciences Corp.*		835,650
		Brewers 0.8%
	700,000	Turk Tuborg Bira ve Malt Sanayii A.S.* (Turkey)		1,492,836
		Building Products 2.3%
	32,000	Caesarstone Ltd.* (Israel)		1,206,720
	23,000	Patrick Industries, Inc.*		1,424,160
	24,000	Trex Co., Inc.*		1,409,280
				4,040,160
		Commercial Printing 1.0%
	195,000	InnerWorkings, Inc.*		1,836,900
		Commodity Chemicals 1.0%
	350,000	Green Seal Holding Ltd. (Taiwan)		1,719,545
		Communications Equipment 0.9%
	205,000	ShoreTel, Inc.*		1,640,000
		Construction & Engineering 1.1%
	60,000	NV5 Global, Inc.*		1,938,600
		Consumer Electronics 1.3%
	290,000	ZAGG, Inc.*		2,349,000
		Data Processing & Outsourced Services 0.6%
	700,000	TIO Networks Corp.* (Canada)		1,136,476
		Diversified Banks 2.2%
	1,000,000	City Union Bank Ltd. (India)		1,991,589
	4,600,000	EastWest Banking Corp. (Philippines)		1,897,103
				3,888,692
		Diversified Support Services 0.9%
	1,150,000	Johnson Service Group plc (United Kingdom)		1,624,723

Shares			Value
		Electronic Equipment & Instruments 2.0%
	197,142	CUI Global, Inc.*	$	1,149,338
	150,000	Napco Security Technologies, Inc.*		1,080,000
	58,000	Optex Co. Ltd. (Japan)		1,366,994
				3,596,332
		Electronic Manufacturing Services 1.8%
	71,000	Fabrinet*		3,165,890
		Environmental & Facilities Services 1.6%
	430,000	Hudson Technologies, Inc.*		2,859,500
		Food Distributors 0.4%
	65,100	Chefs’ Warehouse, Inc. (The)*		725,214
		Food Retail 0.6%
	255,000	Majestic Wine plc* (United Kingdom)		1,015,517
		General Merchandise Stores 2.0%
	71,000	Ollie’s Bargain Outlet Holdings, Inc.*		1,860,910
	21,000	Seria Co. Ltd. (Japan)		1,679,503
				3,540,413
		Health Care Equipment 4.2%
	124,000	AtriCure, Inc.*		1,961,680
	300,000	Bovie Medical Corp.*		1,563,000
	97,000	iRadimed Corp.*		1,648,030
	130,000	Tactile Systems Technology, Inc.*		2,431,000
				7,603,710
		Health Care Facilities 1.9%
	84,000	Ensign Group, Inc. (The)		1,690,920
	2,199,943	RHT Health Trust** (Singapore)		1,685,811
				3,376,731
		Health Care REITs 3.0%
	110,000	CareTrust REIT, Inc.		1,625,800
	137,500	MedEquities Realty Trust, Inc.*		1,615,625
	82,000	Sabra Health Care REIT, Inc.		2,064,760
				5,306,185
		Health Care Services 3.7%
	40,000	Air Methods Corp.*		1,259,600
	1,100,000	GHP Specialty Care AB (Sweden)		1,538,677
	44,000	LHC Group, Inc.*		1,622,720
	63,000	National Research Corp., Class A		1,026,270
	350,000	Nobilis Health Corp.* (Canada)		1,168,489
				6,615,756
		Health Care Supplies 0.6%
	158,000	Cerus Corp.*		981,180
	22,068	Chembio Diagnostics, Inc.*		162,641
				1,143,821
		Health Care Technology 2.7%
	90,000	Nexus AG (Germany)		1,863,300
	55,000	Omnicell, Inc.*		2,106,500
	22,000	Software Service, Inc. (Japan)		931,808
				4,901,608
		Heavy Electrical Equipment 0.8%
	70,000	TPI Composites, Inc.*		1,488,200
		Homebuilding 2.4%
	55,000	Installed Building Products, Inc.*		1,972,850
	63,000	LGI Homes, Inc.*		2,320,920
				4,293,770

69

WASATCH MICRO CAP VALUE FUND (WAMVX)

Schedule of Investments (continued)

Shares			Value
		Hotel & Resort REITs 0.8%
	115,000	Summit Hotel Properties, Inc.	$	1,513,400
		Hotels, Resorts & Cruise Lines 0.5%
	100,000	Red Lion Hotels Corp.*		834,000
		Human Resource & Employment Services 0.5%
	63,000	BG Staffing, Inc.		975,240
		Industrial Machinery 1.9%
	33,000	John Bean Technologies Corp.		2,328,150
	52,292	Taylor Devices, Inc.*		1,032,767
				3,360,917
		Internet & Direct Marketing Retail 0.8%
	69,000	Oisix, Inc.* (Japan)		1,438,450
		Internet Software & Services 2.8%
	200,000	LivePerson, Inc.*		1,682,000
	59,255	Reis, Inc.		1,212,357
	68,000	Tucows, Inc., Class A*		2,176,000
				5,070,357
		IT Consulting & Other Services 1.2%
	14,000	EPAM Systems, Inc.*		970,340
	58,000	Perficient, Inc.*		1,168,700
				2,139,040
		Leisure Products 1.1%
	90,000	Nautilus, Inc.*		2,044,800
		Life Sciences Tools & Services 0.7%
	29,000	INC Research Holdings, Inc., Class A*		1,292,820
		Mortgage REITs 1.1%
	260,000	Arbor Realty Trust, Inc.		1,929,200
		Oil & Gas Exploration & Production 1.8%
	146,000	Earthstone Energy, Inc.*		1,255,600
	310,000	Evolution Petroleum Corp.		1,946,800
				3,202,400
		Packaged Foods & Meats 2.3%
	195,000	Freshpet, Inc.*		1,686,750
	1,600,000	Kawan Food BHD (Malaysia)		1,466,328
	500,000	Prabhat Dairy Ltd. (India)		876,389
				4,029,467
		Personal Products 0.5%
	86,000	Sarantis S.A. (Greece)		946,759
		Pharmaceuticals 1.6%
	79,000	Cempra, Inc.*		1,911,800
	1,200,000	Marksans Pharma Ltd. (India)		949,835
				2,861,635
		Property & Casualty Insurance 2.0%
	105,000	Atlas Financial Holdings, Inc.*		1,655,850
	210,000	Kingstone Cos., Inc.		1,938,300
				3,594,150
		Regional Banks 6.6%
	50,000	American River Bankshares*		542,000
	61,000	Bankwell Financial Group, Inc.		1,445,090
	117,000	Blue Hills Bancorp, Inc.		1,757,340
	75,000	Capstar Financial Holdings, Inc.*		1,271,250
	82,000	Customers Bancorp, Inc.*		2,063,120
	51,000	First of Long Island Corp. (The)		1,690,650
	106,000	Investar Holding Corp.		1,627,100
	74,000	People’s Utah Bancorp		1,505,900
				11,902,450

Shares			Value
		Residential REITs 0.8%
	115,000	Bluerock Residential Growth REIT, Inc.	$	1,495,000
		Restaurants 0.9%
	450,000	Collins Foods Ltd. (Australia)		1,560,166
		Semiconductor Equipment 1.0%
	98,000	PDF Solutions, Inc.*		1,780,660
		Semiconductors 1.9%
	223,500	GigPeak, Inc.*		525,225
	187,000	Tower Semiconductor Ltd.* (Israel)		2,838,660
				3,363,885
		Specialty Chemicals 2.2%
	155,000	Ferro Corp.*		2,140,550
	118,000	Flotek Industries, Inc.*		1,715,720
				3,856,270
		Technology Hardware, Storage & Peripherals 0.9%
	300,000	USA Technologies, Inc.*		1,681,500
		Textiles 1.5%
	2,100,000	Best Pacific International Holdings Ltd. (China)		1,784,204
	1,100,000	Welspun India Ltd. (India)		864,899
				2,649,103
		Thrifts & Mortgage Finance 4.1%
	122,000	Beneficial Bancorp, Inc.		1,794,620
	112,000	BofI Holding, Inc.*		2,508,800
	115,000	Kearny Financial Corp.		1,565,150
	360,000	Mortgage Advice Bureau Holdings Ltd. (United Kingdom)		1,479,166
				7,347,736
		Trading Companies & Distributors 0.7%
	34,000	SiteOne Landscape Supply, Inc.*		1,221,620
		Total Common Stocks (cost $118,078,674)		162,692,853
		CONVERTIBLE PREFERRED STOCKS 0.8%
		Oil & Gas Refining & Marketing 0.8%
	531,208	Vertex Energy, Inc., Pfd., Series B*** †		1,387,781
		Total Convertible Preferred Stocks (cost $1,551,745)		1,387,781
		PREFERRED STOCKS 0.8%
		Pharmaceuticals 0.8%
	105,263	Acetylon Pharmaceuticals, Inc., Series B Pfd.* *** †		1,379,998
		Total Preferred Stocks (cost $499,999)		1,379,998
		WARRANTS 0.0%
		Oil & Gas Refining & Marketing 0.0%
	250,000	Vertex Energy, Inc., expiring 12/24/20* *** †		25,000
		Total Warrants (cost $95,000)		25,000

70

SEPTEMBER 30, 2016

Shares			Value
		RIGHTS 0.0%
		Health Care Supplies 0.0%
	375,000	Synergetics USA, Inc.* *** †	$	37,500
		Total Rights (cost $71,250)		37,500
Principal Amount			Value
		SHORT-TERM INVESTMENTS 8.1%
		Repurchase Agreement 8.1%
	$14,498,386	Repurchase Agreement dated 9/30/16, 0.03% due 10/3/16 with State Street Bank and Trust Co. collateralized by $12,430,000 of United States Treasury Bonds 3.125% due 11/15/41; value: $14,791,700; repurchase proceeds: $14,498,423†† (cost $14,498,386)	$	14,498,386
		Total Short-Term Investments (cost $14,498,386)		14,498,386
		Total Investments (cost $134,795,054) 100.5%		180,021,518
		Liabilities less Other Assets (0.5%)		(905,146	)
		NET ASSETS 100.0%	$	179,116,372
		*Non-income producing. **Common units. ***Security was fair valued under procedures adopted by the Board of Trustees (see Note 13). †Security purchased in a private placement transaction or under Rule 144A of the Securities Act of 1933 (see Note 9). ††All or a portion of this security has been designated as collateral for an unfunded loan commitment (see Note 3). REIT Real Estate Investment Trust. See Notes to Financial Statements.

At September 30, 2016, Wasatch Micro Cap Value Fund’s investments, excluding short-term investments, were in the following countries (unaudited):

Country	%
Argentina		0.6
Australia		0.9
Canada		1.4
China		1.1
France		1.1
Germany		1.6
Greece		0.6
India		2.8
Israel		2.5
Japan		3.3
Malaysia		0.9
Philippines		1.2
Singapore		1.0
Sweden		0.9
Taiwan		1.0
Turkey		0.9
United Kingdom		2.5
United States		75.7
TOTAL		100.0	%

71

WASATCH SMALL CAP GROWTH FUND (WAAEX / WIAEX)

Schedule of Investments

Shares			Value
		COMMON STOCKS 95.4%
		Aerospace & Defense 1.7%
	537,468	HEICO Corp., Class A	$	32,522,189
		Air Freight & Logistics 3.7%
	36,319,023	Aramex PJSC (United Arab Emirates)		38,971,103
	1,316,353	Echo Global Logistics, Inc.*		30,355,100
				69,326,203
		Airlines 3.2%
	159,384	Allegiant Travel Co.		21,049,845
	926,177	Spirit Airlines, Inc.*		39,390,308
				60,440,153
		Apparel Retail 1.2%
	1,265,079	Zumiez, Inc.* ‡‡		22,771,422
		Application Software 10.9%
	1,389,324	Callidus Software, Inc.*		25,494,095
	263,474	Globant S.A.* (Argentina)		11,097,525
	501,314	HubSpot, Inc.*		28,885,713
	420,349	Paylocity Holding Corp.*		18,688,716
	402,387	Ultimate Software Group, Inc. (The)*		82,243,879
	1,283,797	Zendesk, Inc.*		39,425,406
				205,835,334
		Automotive Retail 3.8%
	521,556	Monro Muffler Brake, Inc.		31,903,581
	139,313	O’Reilly Automotive, Inc.*		39,022,964
				70,926,545
		Biotechnology 7.5%
	2,124,073	Abcam plc (United Kingdom)		23,126,174
	1,554,921	Argos Therapeutics, Inc.*		7,727,957
	52,450	Argos Therapeutics, Inc. PIPE* *** †		260,676
	78,700	Argos Therapeutics, Inc. PIPE* *** †		391,139
	1,357,191	ChemoCentryx, Inc.*		8,197,434
	683,170	Cytokinetics, Inc.*		6,271,501
	240,910	Esperion Therapeutics, Inc.*		3,336,603
	560,875	Exact Sciences Corp.*		10,415,449
	413,857	Flexion Therapeutics, Inc.*		8,086,766
	987,182	Inovio Pharmaceuticals, Inc.*		9,200,536
	2,064,571	Sangamo BioSciences, Inc.*		9,558,964
	996,987	Seattle Genetics, Inc.*		53,847,268
				140,420,467
		Data Processing & Outsourced Services 0.7%
	280,078	ExlService Holdings, Inc.*		13,959,088
		Diversified Banks 2.1%
	272,169	HDFC Bank Ltd. ADR (India)		19,566,229
	1,013,700	Yes Bank Ltd. (India)		19,127,536
				38,693,765
		Diversified Support Services 2.9%
	1,020,424	Copart, Inc.*		54,653,909
		Drug Retail 1.4%
	119,229	Cosmos Pharmaceutical Corp. (Japan)		25,467,187
		Food Distributors 1.1%
	1,897,093	Chefs’ Warehouse, Inc. (The)* ‡‡		21,133,616
		General Merchandise Stores 1.3%
	934,626	Ollie’s Bargain Outlet Holdings, Inc.*		24,496,547
		Health Care Equipment 0.2%
	593,260	Tandem Diabetes Care, Inc.*		4,544,372
		Health Care Facilities 1.6%
	1,533,765	Ensign Group, Inc. (The)		30,874,689

Shares			Value
		Internet & Direct Marketing Retail 5.3%
	828,553	Blue Nile, Inc.‡‡	$	28,518,794
	1,751,690	MakeMyTrip Ltd.* (India)		41,339,884
	398,485	Wayfair, Inc., Class A*		15,688,355
	96,295	zooplus AG* (Germany)		13,954,308
				99,501,341
		Internet Software & Services 7.8%
	1,917,395	Cornerstone OnDemand, Inc.*		88,104,300
	711,160	Envestnet, Inc.*		25,921,782
	179,336	Shutterstock, Inc.*		11,423,703
	296,139	SPS Commerce, Inc.*		21,739,564
				147,189,349
		IT Consulting & Other Services 1.5%
	547,082	Luxoft Holding, Inc.* (Switzerland)		28,913,284
		Life & Health Insurance 0.5%
	561,380	Trupanion, Inc.*		9,487,322
		Life Sciences Tools & Services 4.9%
	2,003,520	Divi’s Laboratories Ltd. (India)		39,119,495
	961,352	Fluidigm Corp.*		7,700,430
	576,523	ICON plc* (Ireland)		44,605,584
				91,425,509
		Managed Health Care 1.3%
	648,974	HealthEquity, Inc.*		24,563,666
		Oil & Gas Drilling 0.2%
	199,608	Nabors Industries Ltd.		2,427,233
	343,142	Seadrill Ltd.*		813,247
				3,240,480
		Oil & Gas Equipment & Services 0.8%
	110,894	Archrock, Inc.		1,450,493
	88,407	Dril-Quip, Inc.*		4,927,806
	88,632	Frank’s International N.V.		1,152,216
	78,835	Oceaneering International, Inc.		2,168,751
	349,452	RPC, Inc.*		5,870,794
				15,570,060
		Oil & Gas Exploration & Production 0.4%
	456,863	EP Energy Corp., Class A*		2,001,060
	437,069	WPX Energy, Inc.*		5,764,940
				7,766,000
		Oil & Gas Refining & Marketing 0.2%
	38,475	CVR Energy, Inc.		529,801
	77,771	Delek US Holdings, Inc.		1,344,660
	50,917	Western Refining, Inc.		1,347,264
				3,221,725
		Packaged Foods & Meats 1.4%
	286,067	GlaxoSmithKline Consumer Healthcare Ltd. (India)		26,161,940
		Personal Products 0.7%
	945,654	Colgate-Palmolive India Ltd. (India)		13,833,279
		Pharmaceuticals 1.2%
	681,518	Auris Medical Holding AG* (Switzerland)		1,179,026
	688,529	Cempra, Inc.*		16,662,402
	345,185	Intra-Cellular Therapies, Inc.*		5,260,619
				23,102,047
		Real Estate Services 0.7%
	437,341	HFF, Inc., Class A		12,109,972

72

SEPTEMBER 30, 2016

Shares			Value
		Regional Banks 7.9%
	515,466	Bank of Hawaii Corp.	$	37,433,141
	585,554	Eagle Bancorp, Inc.*		28,885,379
	758,469	Glacier Bancorp, Inc.		21,631,536
	887,886	Metro Bank plc* (United Kingdom)		31,774,496
	249,485	Pinnacle Financial Partners, Inc.		13,492,149
	291,070	Texas Capital Bancshares, Inc.*		15,985,564
				149,202,265
		Research & Consulting Services 0.5%
	412,649	Stantec, Inc. (Canada)		9,705,505
		Restaurants 3.9%
	551,425	Chuy’s Holdings, Inc.*		15,406,815
	986,342	Fiesta Restaurant Group, Inc.*		23,672,208
	1,248,612	Jubilant Foodworks Ltd. (India)		18,189,077
	1,042,768	Papa Murphy’s Holdings, Inc.* ‡‡		6,725,854
	387,791	Zoe’s Kitchen, Inc.*		8,605,082
				72,599,036
		Semiconductors 4.2%
	744,289	Cavium, Inc.*		43,317,620
	438,732	Monolithic Power Systems, Inc.		35,317,926
				78,635,546
		Specialty Stores 1.0%
	473,899	Five Below, Inc.*		19,093,391
		Systems Software 2.9%
	304,734	CyberArk Software Ltd.* (Israel)		15,105,664
	860,002	Fortinet, Inc.*		31,759,874
	711,894	TubeMogul, Inc.*		6,670,447
				53,535,985
		Trading Companies & Distributors 0.7%
	187,356	MSC Industrial Direct Co., Inc., Class A		13,753,804
		Trucking 4.1%
	2,659,181	Knight Transportation, Inc.		76,291,903
		Total Common Stocks (cost $1,261,608,614)		1,794,968,895
		PREFERRED STOCKS 2.0%
		Biotechnology 0.0%
	677,966	Nanosys, Inc., Series D Pfd.* *** †		100,407
	161,519	Nanosys, Inc., Series E Pfd.* *** †		95,764
				196,171
		Oil & Gas Equipment & Services 0.7%
	5,818,582	Drilling Info Holdings, Inc., Series B Pfd.* *** †		12,365,651
		Systems Software 1.3%
	1,114,610	DataStax, Inc., Series E Pfd.* *** †		6,286,400
	33,296	DocuSign, Inc., Series B Pfd.* *** †		517,753
	9,974	DocuSign, Inc., Series B-1 Pfd.* *** †		155,096
	23,905	DocuSign, Inc., Series D Pfd.* *** †		371,723
	618,152	DocuSign, Inc., Series E Pfd.* *** †		9,612,263
	157,124	DocuSign, Inc., Series F Pfd.* *** †		2,443,278
	505,604	ForeScout Technologies, Inc., Series G* *** †		6,000,003
				25,386,516
		Total Preferred Stocks (cost $43,534,917)		37,948,338

Shares			Value
		LIMITED PARTNERSHIP INTEREST 0.2%
		Asset Management & Custody Banks 0.2%
		Greenspring Global Partners II-B, L.P.* *** †	$	2,470,429
		Greenspring Global Partners III-B, L.P.* *** †		1,165,125
				3,635,554
		Total Limited Partnership Interest (cost $4,232,047)		3,635,554
		WARRANTS 0.0%
		Biotechnology 0.0%
	59,025	Argos Therapeutics, Inc., expiring 3/14/2021* *** †		56,073
	324,314	Argos Therapeutics, Inc., expiring 8/2/2021* *** †		428,743
				484,816
		Total Warrants (cost $7,378)		484,816
Principal Amount			Value
		SHORT-TERM INVESTMENTS 2.0%
		Repurchase Agreement 2.0%
	$37,296,316	Repurchase Agreement dated 9/30/16, 0.03% due 10/3/16 with State Street Bank and Trust Co. collateralized by $31,970,000 of United States Treasury Bonds 3.125% due 11/15/41; value: $38,044,300; repurchase proceeds: $ 37,296,409†† (cost $37,296,316)	$	37,296,316
		Total Short-Term Investments (cost $37,296,316)		37,296,316
		Total Investments (cost $1,346,679,272) 99.6%§		1,874,333,919
		Other Assets less Liabilities 0.4%		8,066,999
		NET ASSETS 100.0%	$	1,882,400,918
		*Non-income producing. ***Security was fair valued under procedures adopted by the Board of Trustees (see Note 13). †Security purchased in a private placement transaction or under Rule 144A of the Securities Act of 1933 (see Note 9). ††All or a portion of this security has been designated as collateral for purchase commitments (see Note 10). ‡‡Affiliated company (see Note 8). §The aggregate amount of foreign securities fair valued pursuant to a systematic valuation model as a percent of net assets was 2.07%. ADR American Depositary Receipt. PIPE Private Investment in a Public Equity. See Notes to Financial Statements.

73

WASATCH SMALL CAP GROWTH FUND (WAAEX / WIAEX) SEPTEMBER 30, 2016

Schedule of Investments (continued)

At September 30, 2016, Wasatch Small Cap Growth Fund’s investments, excluding short-term investments, were in the following countries (unaudited):

Country	%
Argentina		0.6
Canada		0.5
Germany		0.8
India		9.7
Ireland		2.4
Israel		0.8
Japan		1.4
Switzerland		1.6
United Arab Emirates		2.1
United Kingdom		3.0
United States		77.1
TOTAL		100.0	%

74

WASATCH SMALL CAP VALUE FUND (WMCVX / WICVX) SEPTEMBER 30, 2016

Schedule of Investments

Shares			Value
		COMMON STOCKS 91.5%
		Aerospace & Defense 2.5%
	122,073	HEICO Corp., Class A	$	7,386,637
		Airlines 3.9%
	43,023	Allegiant Travel Co.		5,682,048
	132,885	Spirit Airlines, Inc.*		5,651,599
				11,333,647
		Application Software 3.5%
	128,204	Ebix, Inc.		7,288,397
	74,525	Globant S.A.* (Argentina)		3,138,993
				10,427,390
		Asset Management & Custody Banks 4.2%
	190,750	Ares Capital Corp.		2,956,625
	113,912	Artisan Partners Asset Management, Inc., Class A		3,098,406
	308,099	Solar Capital Ltd.		6,322,192
				12,377,223
		Auto Parts & Equipment 2.1%
	95,209	Dorman Products, Inc.*		6,083,855
		Biotechnology 1.5%
	109,229	Argos Therapeutics, Inc.*		542,868
	203,824	Exact Sciences Corp.*		3,785,012
				4,327,880
		Consumer Electronics 1.1%
	403,531	ZAGG, Inc.*		3,268,601
		Consumer Finance 3.7%
	22,665	Credit Acceptance Corp.*		4,557,251
	104,672	PRA Group, Inc.*		3,615,371
	82,592	Shriram City Union Finance Ltd. (India)		2,655,895
				10,828,517
		Diversified Banks 2.6%
	2,380,835	City Union Bank Ltd. (India)		4,741,645
	156,738	Yes Bank Ltd. (India)		2,957,494
				7,699,139
		Diversified Support Services 1.7%
	92,294	Copart, Inc.*		4,943,267
		Electronic Manufacturing Services 2.5%
	166,849	Fabrinet*		7,439,797
		Footwear 1.1%
	135,540	Skechers U.S.A., Inc., Class A*		3,103,866
		Health Care Facilities 3.1%
	452,541	Ensign Group, Inc. (The)		9,109,650
		Health Care REITs 4.5%
	479,105	CareTrust REIT, Inc.		7,081,172
	238,550	Sabra Health Care REIT, Inc.		6,006,689
				13,087,861
		Health Care Services 3.9%
	74,992	Air Methods Corp.*		2,361,498
	75,279	Landauer, Inc.		3,348,410
	155,150	LHC Group, Inc.*		5,721,932
				11,431,840
		Homebuilding 3.0%
	241,600	LGI Homes, Inc.*		8,900,544
		Homefurnishing Retail 0.9%
	115,997	Select Comfort Corp.*		2,505,535

Shares			Value
		Hotel & Resort REITs 1.0%
	232,312	Summit Hotel Properties, Inc.	$	3,057,226
		Internet Software & Services 3.9%
	54,630	Cimpress N.V.*		5,527,463
	62,062	Stamps.com, Inc.*		5,865,480
				11,392,943
		IT Consulting & Other Services 3.2%
	36,987	EPAM Systems, Inc.*		2,563,569
	57,403	Luxoft Holding, Inc.* (Switzerland)		3,033,748
	153,028	Virtusa Corp.*		3,776,731
				9,374,048
		Life Sciences Tools & Services 1.2%
	45,740	ICON plc* (Ireland)		3,538,904
		Mortgage REITs 4.3%
	1,074,665	Arbor Realty Trust, Inc.		7,974,014
	626,668	MFA Financial, Inc.		4,687,477
				12,661,491
		Oil & Gas Equipment & Services 0.4%
	58,358	Geospace Technologies Corp.*		1,136,814
		Oil & Gas Exploration & Production 2.2%
	320,820	Earthstone Energy, Inc.*		2,759,052
	1,262,064	Gran Tierra Energy, Inc.* (Colombia)		3,798,813
				6,557,865
		Oil & Gas Refining & Marketing 1.0%
	62,918	World Fuel Services Corp.		2,910,587
		Personal Products 1.1%
	50,301	Nu Skin Enterprises, Inc., Class A		3,258,499
		Pharmaceuticals 3.0%
	152,194	Cempra, Inc.*		3,683,095
	336,510	Egalet Corp.*		2,560,841
	3,266,806	Marksans Pharma Ltd. (India)		2,585,771
				8,829,707
		Property & Casualty Insurance 1.2%
	221,235	Atlas Financial Holdings, Inc.*		3,488,876
		Regional Banks 8.3%
	274,934	Customers Bancorp, Inc.*		6,917,340
	85,904	First of Long Island Corp. (The)		2,847,718
	112,729	Pinnacle Financial Partners, Inc.		6,096,384
	60,664	Prosperity Bancshares, Inc.		3,329,847
	138,937	Webster Financial Corp.		5,280,995
				24,472,284
		Research & Consulting Services 1.3%
	208,920	Franklin Covey Co.*		3,720,865
		Restaurants 1.9%
	166,748	Fiesta Restaurant Group, Inc.*		4,001,952
	226,712	Papa Murphy’s Holdings, Inc.*		1,462,292
				5,464,244
		Semiconductor Equipment 1.8%
	290,141	PDF Solutions, Inc.*		5,271,862
		Semiconductors 4.7%
	88,329	Cavium, Inc.*		5,140,748
	561,010	Tower Semiconductor Ltd.* (Israel)		8,516,132
				13,656,880
		Thrifts & Mortgage Finance 1.6%
	212,376	BofI Holding, Inc.*		4,757,222

75

WASATCH SMALL CAP VALUE FUND (WMCVX / WICVX) SEPTEMBER 30, 2016

Schedule of Investments (continued)

Shares			Value
		Trucking 3.6%
	98,807	Knight Transportation, Inc.	$	2,834,773
	46,705	Old Dominion Freight Line, Inc.*		3,204,430
	215,356	Swift Transportation Co.*		4,623,693
				10,662,896
		Total Common Stocks (cost $208,341,655)		268,468,462
		LIMITED PARTNERSHIP INTEREST 1.3%
		Oil & Gas Storage & Transportation 1.3%
	133,356	Delek Logistics Partners L.P.		3,811,314
		Total Limited Partnership Interest (cost $4,928,039)		3,811,314
		WARRANTS 0.0%
		Biotechnology 0.0%
	81,921	Argos Therapeutics, Inc., expiring 8/2/2021* *** †		108,300
		Total Warrants (cost $0)		108,300
Principal Amount			Value
		SHORT-TERM INVESTMENTS 7.8%
		Repurchase Agreement 7.8%
	$22,861,806	Repurchase Agreement dated 9/30/16, 0.03% due 10/3/16 with State Street Bank and Trust Co. collateralized by $19,600,000 of United States Treasury Bonds 3.125% due 11/15/41; value: $23,324,000; repurchase proceeds: $22,861,863 (cost $22,861,806)	$	22,861,806
		Total Short-Term Investments (cost $22,861,806)		22,861,806
		Total Investments (cost $236,131,500) 100.6%		295,249,882
		Liabilities less Other Assets (0.6%)		(1,700,759	)
		NET ASSETS 100.0%	$	293,549,123
		*Non-income producing. ***Security was fair valued under procedures adopted by the Board of Trustees (see Note 13). †Security purchased in a private placement transaction or under Rule 144A of the Securities Act of 1933 (see Note 9). REIT Real Estate Investment Trust. See Notes to Financial Statements.

At September 30, 2016, Wasatch Small Cap Value Fund’s investments, excluding short-term investments, were in the following countries (unaudited):

Country	%
Argentina		1.2
Colombia		1.4
India		4.7
Ireland		1.3
Israel		3.1
Switzerland		1.1
United States		87.2
TOTAL		100.0	%

76

WASATCH STRATEGIC INCOME FUND (WASIX) SEPTEMBER 30, 2016

Schedule of Investments

Shares			Value
		COMMON STOCKS 71.8%
		Air Freight & Logistics 0.5%
	1,600	FedEx Corp.	$	279,488
		Asset Management & Custody Banks 7.3%
	84,238	Alcentra Capital Corp.		1,094,251
	1,600	Ameriprise Financial, Inc.		159,632
	83,600	Apollo Investment Corp.		484,880
	47,100	Ares Capital Corp.		730,050
	15,608	Hercules Capital, Inc.		211,644
	12,782	KCAP Financial, Inc.		59,181
	156,100	Medallion Financial Corp.		658,742
	58,500	Medley Capital Corp.		446,355
	15,189	NorthStar Asset Management Group, Inc.		196,394
				4,041,129
		Automotive Retail 1.7%
	19,215	Penske Automotive Group, Inc.		925,779
		Broadcasting 4.2%
	42,100	CBS Corp., Class B		2,304,554
		Cable & Satellite 6.3%
	52,655	Comcast Corp., Class A		3,493,133
		Consumer Finance 2.7%
	5,580	Capital One Financial Corp.		400,811
	19,400	Discover Financial Services		1,097,070
				1,497,881
		Data Processing & Outsourced Services 6.0%
	16,350	MasterCard, Inc., Class A		1,663,939
	19,890	Visa, Inc., Class A		1,644,903
				3,308,842
		Diversified REITs 2.3%
	57,840	NorthStar Realty Finance Corp.		761,753
	355,714	Star Asia Financial Ltd.* *** †		497,999
				1,259,752
		Drug Retail 2.2%
	13,400	CVS Health Corp.		1,192,466
		Fertilizers & Agricultural Chemicals 2.0%
	10,700	Monsanto Co.		1,093,540
		Financial Exchanges & Data 0.1%
	3,300	OTC Markets Group, Inc.		60,390
		Health Care Distributors 2.7%
	8,779	McKesson Corp.		1,463,898
		Home Improvement Retail 0.7%
	3,200	Home Depot, Inc. (The)		411,776
		Integrated Oil & Gas 3.6%
	71,283	Suncor Energy, Inc. (Canada)		1,978,831
		Integrated Telecommunication Services 1.8%
	19,400	Verizon Communications, Inc.		1,008,412
		Internet Software & Services 0.6%
	16,600	Reis, Inc.		339,636

Shares			Value
		Mortgage REITs 12.7%
	156,900	Arbor Realty Trust, Inc.	$	1,164,198
	21,700	Blackstone Mortgage Trust, Inc., Class A		639,065
	12,976	Chimera Investment Corp.		206,967
	11,801	Colony Capital, Inc., Class A		215,132
	121,200	Great Ajax Corp.		1,654,380
	30,400	MTGE Investment Corp. REIT		522,576
	18,800	New Residential Investment Corp.		259,628
	54,500	PennyMac Mortgage Investment Trust		849,110
	64,067	Resource Capital Corp.		820,699
	29,900	Starwood Property Trust, Inc.		673,348
				7,005,103
		Personal Products 5.8%
	31,483	Herbalife Ltd.*		1,951,631
	18,938	Nu Skin Enterprises, Inc., Class A		1,226,804
				3,178,435
		Railroads 3.1%
	26,000	Canadian National Railway Co. (Canada)		1,699,577
		Real Estate Services 0.5%
	2,600	Jones Lang LaSalle, Inc.		295,854
		Semiconductors 1.4%
	12,300	Microchip Technology, Inc.		764,322
		Soft Drinks 1.5%
	8,900	Dr Pepper Snapple Group, Inc.		812,659
		Specialty Stores 0.5%
	4,100	Tractor Supply Co.		276,135
		Technology Hardware, Storage & Peripherals 0.5%
	2,672	Apple, Inc.		302,070
		Trading Companies & Distributors 1.1%
	2,630	W.W. Grainger, Inc.		591,329
		Total Common Stocks (cost $33,897,371)		39,584,991
		EXCHANGE-TRADED FUNDS 0.9%
		Asset Management & Custody Banks 0.9%
	500	Guggenheim S&P 500 Equal Weight Consumer Staples ETF		61,190
	600	iShares Global Consumer Staples ETF		59,580
	5,800	PowerShares Dynamic Pharmaceuticals Portfolio		357,512
				478,282
		Total Exchange-Traded Funds (cost $326,661)		478,282

77

WASATCH STRATEGIC INCOME FUND (WASIX) SEPTEMBER 30, 2016

Schedule of Investments (continued)

Shares			Value
		LIMITED LIABILITY COMPANY MEMBERSHIP INTEREST 0.1%
		Asset Management & Custody Banks 0.1%
	2,779	Ellington Financial, LLC	$	46,326
		Total Limited Liability Company Membership Interest (cost $48,605)		46,326
		LIMITED PARTNERSHIP INTEREST 7.0%
		Asset Management & Custody Banks 3.6%
	38,200	Blackstone Group L.P.		975,246
	70,325	KKR & Co. L.P.		1,002,834
				1,978,080
		Oil & Gas Storage & Transportation 3.4%
	27,094	Magellan Midstream Partners L.P.		1,916,630
		Total Limited Partnership Interest (cost $4,475,539)		3,894,710
Principal Amount			Value
		CORPORATE BONDS 0.0%
		Gold 0.0%
$	205,804	Redcorp Ventures Ltd., 13.00%, 7/11/12, Series D* *** † §§ (Canada)	$	314
		Total Corporate Bonds (cost $151,992)		314
		SHORT-TERM INVESTMENTS 20.2%
		Repurchase Agreement 20.2%
	11,117,499	Repurchase Agreement dated 9/30/16, 0.03% due 10/3/16 with State Street Bank and Trust Co. collateralized by $9,530,000 of United States Treasury Bonds 3.125% due 11/15/41; value: $11,340,700; repurchase proceeds: $11,117,526 (cost $11,117,499)		11,117,499
		Total Short-Term Investments (cost $11,117,499)		11,117,499
		Total Investments (cost $50,017,667) 100.0%		55,122,122
		Liabilities less Other Assets (<0.1%)		(10,290	)
		NET ASSETS 100.0%	$	55,111,832
		*Non-income producing. ***Security was fair valued under procedures adopted by the Board of Trustees (see Note 13). †Security purchased in a private placement transaction or under Rule 144A of the Securities Act of 1933 (see Note 9). §§In default. ETF Exchange-Traded Fund. REIT Real Estate Investment Trust. See Notes to Financial Statements.

At September 30, 2016, Wasatch Strategic Income Fund’s investments, excluding short-term investments, were in the following countries (unaudited):

Country	%
Canada		8.4
United States		91.6
TOTAL		100.0	%

78

WASATCH ULTRA GROWTH FUND (WAMCX) SEPTEMBER 30, 2016

Schedule of Investments

Shares			Value
		COMMON STOCKS 90.7%
		Air Freight & Logistics 1.2%
	52,068	Echo Global Logistics, Inc.*	$	1,200,688
		Application Software 12.3%
	114,403	Exa Corp.*		1,836,168
	13,915	Globant S.A.* (Argentina)		586,100
	31,944	HubSpot, Inc.*		1,840,613
	35,814	Interactive Intelligence Group, Inc.*		2,153,854
	43,126	Paylocity Holding Corp.*		1,917,382
	11,811	Ultimate Software Group, Inc. (The)*		2,414,051
	56,841	Zendesk, Inc.*		1,745,587
				12,493,755
		Biotechnology 12.2%
	109,092	Argos Therapeutics, Inc.*		542,187
	7,300	Argos Therapeutics, Inc. PIPE* *** †		36,281
	10,950	Argos Therapeutics, Inc. PIPE* *** †		54,422
	22,805	Bellicum Pharmaceuticals, Inc.*		453,820
	192,162	ChemoCentryx, Inc.*		1,160,659
	161,463	Cytokinetics, Inc.*		1,482,230
	29,752	Esperion Therapeutics, Inc.*		412,065
	85,786	Exact Sciences Corp.*		1,593,046
	31,791	Flexion Therapeutics, Inc.*		621,196
	90,329	Inovio Pharmaceuticals, Inc.*		841,866
	185,224	MEI Pharma, Inc.*		325,994
	30,492	Pfenex, Inc.*		272,903
	312,935	Sangamo BioSciences, Inc.*		1,448,889
	52,377	Seattle Genetics, Inc.*		2,828,882
	19,388	Selecta Biosciences, Inc.*		276,279
				12,350,719
		Building Products 1.3%
	22,260	Trex Co., Inc.*		1,307,107
		Department Stores 0.6%
	82,194	V-Mart Retail Ltd. (India)		625,282
		Diversified Banks 2.7%
	692,534	City Union Bank Ltd. (India)		1,379,243
	69,622	Yes Bank Ltd. (India)		1,313,700
				2,692,943
		Electronic Manufacturing Services 1.0%
	12,755	IPG Photonics Corp.*		1,050,374
		Environmental & Facilities Services 0.9%
	12,496	Waste Connections, Inc. (Canada)		933,451
		Food Distributors 0.4%
	39,930	Chefs’ Warehouse, Inc. (The)*		444,820
		Footwear 0.9%
	38,655	Skechers U.S.A., Inc., Class A*		885,199
		General Merchandise Stores 0.8%
	31,733	Ollie’s Bargain Outlet Holdings, Inc.*		831,722
		Health Care Equipment 8.8%
	123,934	AtriCure, Inc.*		1,960,636
	154,935	ConforMIS, Inc.*		1,536,955
	81,408	Entellus Medical, Inc.*		1,805,629
	85,800	Novadaq Technologies, Inc.* (Canada)		992,706
	143,037	Oxford Immunotec Global plc*		1,796,545
	107,656	Tandem Diabetes Care, Inc.*		824,645
				8,917,116
		Health Care Services 0.6%
	37,343	Dr. Lal PathLabs Ltd. (India)		597,331
		Health Care Technology 0.9%
	16,502	Medidata Solutions, Inc.*		920,152

Shares			Value
		Homebuilding 3.3%
	29,769	Installed Building Products, Inc.*	$	1,067,814
	60,927	LGI Homes, Inc.*		2,244,551
				3,312,365
		Industrial Machinery 2.2%
	10,251	Arcam AB* (Sweden)		350,112
	31,699	Proto Labs, Inc.*		1,899,087
				2,249,199
		Internet & Direct Marketing Retail 2.5%
	84,719	MakeMyTrip Ltd.* (India)		1,999,368
	13,602	Wayfair, Inc., Class A*		535,511
				2,534,879
		Internet Software & Services 6.0%
	51,446	Cornerstone OnDemand, Inc.*		2,363,944
	43,499	Reis, Inc.		889,990
	17,802	Shutterstock, Inc.*		1,133,987
	23,605	SPS Commerce, Inc.*		1,732,843
				6,120,764
		IT Consulting & Other Services 0.8%
	15,232	Luxoft Holding, Inc.* (Switzerland)		805,011
		Life & Health Insurance 0.7%
	41,998	Trupanion, Inc.*		709,766
		Life Sciences Tools & Services 0.3%
	43,388	Fluidigm Corp.*		347,538
		Managed Health Care 1.5%
	40,568	HealthEquity, Inc.*		1,535,499
		Oil & Gas Equipment & Services 0.3%
	2,258	Core Laboratories N.V.		253,641
		Oil & Gas Exploration & Production 0.3%
	19,609	WPX Energy, Inc.*		258,643
		Packaged Foods & Meats 1.7%
	155,072	Freshpet, Inc.*		1,341,373
	218,693	Prabhat Dairy Ltd. (India)		383,320
				1,724,693
		Pharmaceuticals 2.3%
	87,835	Auris Medical Holding AG* (Switzerland)		151,955
	42,352	Cempra, Inc.*		1,024,918
	107,381	Egalet Corp.*		817,169
	20,075	Intra-Cellular Therapies, Inc.*		305,943
				2,299,985
		Regional Banks 3.1%
	23,704	Bank of the Ozarks, Inc.		910,234
	32,304	Customers Bancorp, Inc.*		812,769
	22,023	Metro Bank plc* (United Kingdom)		788,130
	12,141	Pinnacle Financial Partners, Inc.		656,585
				3,167,718
		Restaurants 1.6%
	35,263	Chuy’s Holdings, Inc.*		985,248
	22,113	Jubilant Foodworks Ltd. (India)		322,130
	15,744	Zoe’s Kitchen, Inc.*		349,359
				1,656,737
		Semiconductor Equipment 2.7%
	151,247	PDF Solutions, Inc.*		2,748,158

79

WASATCH ULTRA GROWTH FUND (WAMCX) SEPTEMBER 30, 2016

Schedule of Investments (continued)

Shares			Value
		Semiconductors 4.7%
	20,929	Cavium, Inc.*	$	1,218,068
	19,142	Monolithic Power Systems, Inc.		1,540,931
	13,668	NVE Corp.		805,592
	19,178	Power Integrations, Inc.		1,208,789
				4,773,380
		Specialized Consumer Services 0.8%
	49,181	LifeLock, Inc.*		832,143
		Specialty Chemicals 2.1%
	19,176	Balchem Corp.		1,486,715
	358,040	EcoSynthetix, Inc.* (Canada)		619,499
				2,106,214
		Specialty Stores 1.8%
	85,171	DavidsTea, Inc.* (Canada)		1,049,307
	19,399	Five Below, Inc.*		781,585
				1,830,892
		Systems Software 6.4%
	51,285	FleetMatics Group plc*		3,076,074
	12,705	NetSuite, Inc.*		1,406,317
	28,570	Qualys, Inc.*		1,091,088
	95,232	TubeMogul, Inc.*		892,324
				6,465,803
		Trucking 1.0%
	35,659	Knight Transportation, Inc.		1,023,057
		Total Common Stocks (cost $65,962,866)		92,006,744
		PREFERRED STOCKS 1.2%
		Biotechnology 0.0%
	169,492	Nanosys, Inc., Series D Pfd.* *** †		25,102
	40,380	Nanosys, Inc., Series E Pfd.* *** †		23,941
				49,043
		Health Care Technology 0.3%
	253,064	Data Sciences International, Inc., Series B Pfd.* *** †		275,840
		Oil & Gas Equipment & Services 0.9%
	435,920	Drilling Info Holdings, Inc., Series B Pfd.* *** †		926,417
		Total Preferred Stocks (cost $2,096,048)		1,251,300
		LIMITED PARTNERSHIP INTEREST 3.4%
		Asset Management & Custody Banks 3.4%
		Greenspring Global Partners II-B, L.P.* *** †		2,223,376
		Greenspring Global Partners III-B, L.P.* *** †		1,165,125
				3,388,501
		Total Limited Partnership Interest (cost $3,949,764)		3,388,501

Shares			Value
		WARRANTS 0.0%
		Biotechnology 0.0%
	8,212	Argos Therapeutics, Inc., expiring 3/14/2021* *** †	$	7,802
	9,926	Argos Therapeutics, Inc., expiring 8/2/2021* *** †		13,122
				20,924
		Total Warrants (cost $1,027)		20,924
Principal Amount			Value
		SHORT-TERM INVESTMENTS 3.9%
		Repurchase Agreement 3.9%
	$3,908,753	Repurchase Agreement dated 9/30/16, 0.03% due 10/3/16 with State Street Bank and Trust Co. collateralized by $3,355,000 of United States Treasury Bonds 3.125% due 11/15/41; value: $3,992,450; repurchase proceeds: $3,908,763†† (cost $3,908,753)	$	3,908,753
		Total Short-Term Investments (cost $3,908,753)		3,908,753
		Total Investments (cost $75,918,458) 99.2%		100,576,222
		Other Assets less Liabilities 0.8%		825,682
		NET ASSETS 100.0%	$	101,401,904
		*Non-income producing. ***Security was fair valued under procedures adopted by the Board of Trustees (see Note 13). †Security purchased in a private placement transaction or under Rule 144A of the Securities Act of 1933 (see Note 9). ††All or a portion of this security has been designated as collateral for an unfunded loan commitment and purchase commitments (see Note 3 and Note 10, respectively). PIPE Private Investment in a Public Equity. See Notes to Financial Statements.

At September 30, 2016, Wasatch Ultra Growth Fund’s investments, excluding short-term investments, were in the following countries (unaudited):

Country	%
Argentina		0.6
Canada		3.7
India		6.8
Sweden		0.4
Switzerland		1.0
United Kingdom		0.8
United States		86.7
TOTAL		100.0	%

80

WASATCH WORLD INNOVATORS FUND (WAGTX / WIGTX) SEPTEMBER 30, 2016

Schedule of Investments

Shares			Value
		COMMON STOCKS 79.9%
		Aerospace & Defense 2.4%
	361,895	Avon Rubber plc (United Kingdom)	$	4,737,607
		Air Freight & Logistics 0.5%
	5,976	FedEx Corp.		1,043,888
		Alternative Carriers 2.3%
	705,416	Gamma Communications plc (United Kingdom)		4,612,767
		Application Software 0.1%
	4,100	Splunk, Inc.*		240,588
		Asset Management & Custody Banks 0.5%
	455	Ameriprise Financial, Inc.		45,395
	488,300	Tarpon Investimentos S.A. (Brazil)		975,955
				1,021,350
		Auto Parts & Equipment 0.3%
	11,012	Brembo S.p.A. (Italy)		656,864
		Automobile Manufacturers 0.1%
	8,000	Honda Motor Co. Ltd. (Japan)		227,799
		Automotive Retail 0.4%
	16,258	Penske Automotive Group, Inc.		783,310
		Biotechnology 2.5%
	195,696	Abcam plc (United Kingdom)		2,130,671
	165,850	Bioventix plc (United Kingdom)		2,418,372
	12,100	Myriad Genetics, Inc.*		249,018
	26,655	OPKO Health, Inc.*		282,276
				5,080,337
		Broadcasting 1.0%
	34,785	CBS Corp., Class B		1,904,131
	2,330	Discovery Communications, Inc., Class A*		62,723
				1,966,854
		Cable & Satellite 2.0%
	59,365	Comcast Corp., Class A		3,938,274
		Communications Equipment 2.4%
	114,478	EVS Broadcast Equipment S.A. (Belgium)		4,602,551
	1,211,303	Sepura plc (United Kingdom)		266,905
				4,869,456
		Consumer Electronics 1.8%
	90,300	Sony Corp. (Japan)		2,932,379
	268,541	Sprue Aegis plc (United Kingdom)		567,353
				3,499,732
		Consumer Finance 2.5%
	7,887	American Express Co.		505,083
	3,970	Capital One Financial Corp.		285,165
	17,263	Discover Financial Services		976,223
	10,785	Encore Capital Group, Inc.*		242,447
	38,660	PRA Group, Inc.*		1,335,316
	210,200	SLM Corp.*		1,570,194
				4,914,428
		Data Processing & Outsourced Services 1.3%
	12,350	MasterCard, Inc., Class A		1,256,859
	5,409	Net 1 UEPS Technologies, Inc.*		46,301
	15,175	Visa, Inc., Class A		1,254,973
				2,558,133

Shares			Value
		Distillers & Vintners 0.9%
	74,597	Corby Spirit and Wine Ltd. (Canada)	$	1,290,145
	29,486	Corby Spirit and Wine Ltd., Class B (Canada)		458,264
				1,748,409
		Diversified Banks 0.3%
	6,483	Canadian Imperial Bank of Commerce (Canada)		502,699
		Diversified Support Services 0.4%
	546,400	Blue Label Telecoms Ltd. (South Africa)		756,539
		Drug Retail 0.1%
	3,000	Walgreens Boots Alliance, Inc.		241,860
		Education Services 1.0%
	220,100	Kroton Educacional S.A. (Brazil)		1,000,962
	12,824	TAL Education Group ADR* (China)		908,452
				1,909,414
		Electronic Equipment & Instruments 3.2%
	19,519	Barco N.V. (Belgium)		1,531,577
	190,767	Evertz Technologies Ltd. (Canada)		2,438,479
	24,605	Kapsch TrafficCom AG (Austria)		1,098,691
	1,800	KEYENCE Corp. (Japan)		1,303,959
				6,372,706
		Fertilizers & Agricultural Chemicals 0.5%
	2,056	FMC Corp.		99,387
	9,600	Monsanto Co.		981,120
				1,080,507
		Food Retail 4.3%
	1,015,650	Majestic Wine plc* (United Kingdom)		4,044,744
	92,740	Sprouts Farmers Market, Inc.*		1,915,081
	33,759	Village Super Market, Inc., Class A		1,080,626
	53,029	Whole Foods Market, Inc.		1,503,372
				8,543,823
		Health Care Distributors 1.0%
	63,477	Dvx, Inc. (Japan)		805,004
	7,217	McKesson Corp.		1,203,435
				2,008,439
		Health Care Equipment 6.0%
	27,178	bioMérieux (France)		4,051,383
	66,174	DiaSorin S.p.A. (Italy)		4,252,049
	62,369	LivaNova plc*		3,749,000
				12,052,432
		Health Care Services 4.4%
	44,200	BML, Inc. (Japan)		1,156,379
	59,000	Miraca Holdings, Inc. (Japan)		2,914,945
	54,862	Quest Diagnostics, Inc.		4,642,971
				8,714,295
		Health Care Supplies 2.6%
	1,311,610	Advanced Medical Solutions Group plc (United Kingdom)		3,876,097
	618,467	Tristel plc (United Kingdom)		1,270,577
				5,146,674
		Health Care Technology 2.2%
	68,756	Computer Programs and Systems, Inc.		1,791,782
	50,786	Nexus AG (Germany)		1,051,439
	37,970	Software Service, Inc. (Japan)		1,608,216
				4,451,437

81

WASATCH WORLD INNOVATORS FUND (WAGTX / WIGTX)

Schedule of Investments (continued)

Shares			Value
		Home Entertainment Software 2.4%
	104,630	Take-Two Interactive Software, Inc.*	$	4,716,720
		Home Improvement Retail 0.1%
	2,325	Home Depot, Inc. (The)		299,181
		Household Products 0.6%
	48,600	Unicharm Corp. (Japan)		1,250,166
		Hypermarkets & Super Centers 1.5%
	19,575	Costco Wholesale Corp.		2,985,383
		Industrial Machinery 0.7%
	190,164	Porvair plc (United Kingdom)		983,459
	505,392	Skellerup Holdings Ltd. (New Zealand)		504,162
				1,487,621
		Internet & Direct Marketing Retail 7.3%
	5,303	Amazon.com, Inc.*		4,440,255
	1,215,276	AO World plc* (United Kingdom)		2,662,053
	460,951	Banzai S.p.A.* (Italy)		1,391,871
	195,232	Oisix, Inc.* (Japan)		4,070,021
	1,040	Priceline Group, Inc. (The)*		1,530,349
	87,224	Sportamore AB* (Sweden)		589,708
				14,684,257
		Internet Software & Services 3.3%
	12,640	Alibaba Group Holding Ltd. ADR* (China)		1,337,186
	3,792	Alphabet, Inc., Class A*		3,048,995
	259,702	NetGem S.A. (France)		539,712
	49,088	Tucows, Inc., Class A*		1,570,816
				6,496,709
		Investment Banking & Brokerage 0.3%
	16,421	Charles Schwab Corp. (The)		518,411
		IT Consulting & Other Services 1.4%
	57,547	Cognizant Technology Solutions Corp., Class A*		2,745,567
		Leisure Products 3.4%
	109,095	Escalade, Inc.		1,392,052
	392,156	Performance Sports Group Ltd.* (Canada)		1,592,154
	1,874,573	Photo-Me International plc (United Kingdom)		3,766,076
	700	Polaris Industries, Inc.		54,208
				6,804,490
		Life Sciences Tools & Services 1.6%
	18,745	Tecan Group AG (Switzerland)		3,287,852
		Multi-Utilities 0.3%
	43,611	Telecom Plus plc (United Kingdom)		625,182
		Oil & Gas Refining & Marketing 0.3%
	14,891	World Fuel Services Corp.		688,858
		Personal Products 1.2%
	27,090	Herbalife Ltd.*		1,679,309
	71,671	Sarantis S.A. (Greece)		789,014
				2,468,323
		Pharmaceuticals 0.9%
	15,440	Novo Nordisk A/S, Class B (Denmark)		641,557
	3,200	Roche Holding AG (Switzerland)		793,824
	11,763	Valeant Pharmaceuticals International, Inc.* (Canada)		288,782
				1,724,163
		Real Estate Services 0.3%
	5,728	Jones Lang LaSalle, Inc.		651,789

Shares			Value
		Regional Banks 0.1%
	3,720	Metro Bank plc* (United Kingdom)	$	133,126
		Semiconductors 1.0%
	8,261	Microchip Technology, Inc.		513,338
	269,000	Taiwan Semiconductor Manufacturing Co. Ltd. (Taiwan)		1,566,174
				2,079,512
		Specialized Finance 0.1%
	6,200	Zenkoku Hosho Co. Ltd. (Japan)		254,652
		Specialty Chemicals 0.1%
	1,181	Albemarle Corp.		100,964
		Specialty Stores 5.5%
	301,685	Barnes & Noble, Inc.		3,409,040
	325,563	Container Store Group, Inc. (The)*		1,634,326
	71,729	Fenix Outdoor International AG (Switzerland)		5,100,328
	62,016	Indigo Books & Music, Inc.* (Canada)		802,174
				10,945,868
		Systems Software 0.5%
	12,466	Check Point Software Technologies Ltd.* (Israel)		967,486
		Total Common Stocks (cost $139,368,371)		159,596,901
		LIMITED PARTNERSHIP INTEREST 0.1%
		Asset Management & Custody Banks 0.1%
		Greenspring Global Partners II-B, L.P.* *** †		247,043
		Total Limited Partnership Interest (cost $282,273)		247,043
Principal Amount			Value
		SHORT-TERM INVESTMENTS 19.9%
		Repurchase Agreement 19.9%
	$39,800,296	Repurchase Agreement dated 9/30/16, 0.03% due 10/3/16 with State Street Bank and Trust Co. collateralized by $34,115,000 of United States Treasury Bonds 3.125% due 11/15/41; value: $40,596,850; repurchase proceeds: $39,800,395†† (cost $39,800,296)	$	39,800,296
		Total Short-Term Investments (cost $39,800,296)		39,800,296
		Total Investments (cost $179,450,940) 99.9%		199,644,240
		Other Assets less Liabilities 0.1%		158,773
		NET ASSETS 100.0%	$	199,803,013

82

SEPTEMBER 30, 2016

Contracts			Net Unrealized Depreciation
		FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS SHORT 0.1%
	17,000,000 EUR	USD, State Street Bank and Trust Co., settlement date 12/22/16, (cost $19,053,600; value: $19,166,967)	$	(113,367	)
		Total Forward Foreign Currency Exchange Contracts Short (cost $19,053,600; value: $19,166,967)		(113,367	)
		*Non-income producing. ***Security was fair valued under procedures adopted by the Board of Trustees (see Note 13). †Security purchased in a private placement transaction or under Rule 144A of the Securities Act of 1933 (see Note 9). ††All or a portion of this security has been designated as collateral for forward foreign currency exchange contracts and purchase commitments (see Note 4 and Note 10, respectively). ADR American Depositary Receipt. See Notes to Financial Statements.

At September 30, 2016, Wasatch World Innovators Fund’s investments, excluding short-term investments and forward foreign currency exchange contracts, were in the following countries (unaudited):

Country	%
Austria		0.7
Belgium		3.8
Brazil		1.2
Canada		4.6
China		1.4
Denmark		0.4
France		2.9
Germany		0.7
Greece		0.5
Israel		0.6
Italy		3.9
Japan		10.3
New Zealand		0.3
South Africa		0.5
Sweden		0.4
Switzerland		5.7
Taiwan		1.0
United Kingdom		20.1
United States		41.0
TOTAL		100.0	%

83

WASATCH-1ST SOURCE INCOME FUND (FMEQX)

Schedule of Investments

Principal Amount			Value
		ASSET-BACKED SECURITIES 9.2%
	$1,000,000	Avis Budget Rental Car Funding AESOP, LLC, 2.50%, 7/20/21, Series 2015-1A, Class A†	$	1,009,974
	500,000	Avis Budget Rental Car Funding AESOP, LLC, 2.63%, 12/20/21, Series 2015-2A, Class A†		506,013
	1,500,000	Citibank Credit Card Issuance Trust, 5.65%, 9/20/19, Series 2007-A8, Class A8		1,566,037
	398,148	Cronos Containers Program I Ltd., 3.27%, 11/18/29, Series 2014-2A, Class A† (Bermuda)		387,153
	492,500	DB Master Finance, LLC 2015-1, 3.262%, 2/20/45, Series 2015-1A, Class A2I†		495,061
	675,000	Element Rail Leasing II, LLC, 3.585%, 2/19/45, Series 2015-1A, Class A2†		665,179
	500,000	Exeter Automobile Receivables Trust, 3.59%, 8/16/21, Series 2015-3A, Class B†		510,279
	1,250,000	GE Capital Credit Card Master Note Trust, 2.22%, 1/15/22, Series 2012-2, Class A		1,271,953
	742,500	Wendys Funding LLC, 3.371%, 6/15/45, Series 2015-1A, Class A2I†		745,777
	585,000	World Financial Network Credit Card Master Trust, 1.76%, 5/17/21, Series 2012-B, Class A		588,173
	1,400,000	World Financial Network Credit Card Master Trust, 3.14%, 1/17/23, Series 2012-A, Class A		1,456,923
		Total Asset-Backed Securities (cost $9,199,538)		9,202,522
		COLLATERALIZED MORTGAGE OBLIGATIONS 16.0%
	264,728	Federal Home Loan Mortgage Corp., 1.50%, 9/15/22, Series 3760, Class BA		267,464
	482,895	Federal Home Loan Mortgage Corp., 1.50%, 7/15/23, Series 4221, Class HJ		486,220
	25,334	Federal Home Loan Mortgage Corp., 1.50%, 4/15/24, Series 3780, Class TA		25,466
	38,189	Federal Home Loan Mortgage Corp., 2.635%, 12/1/32, Series 847527†††		40,435
	53,358	Federal Home Loan Mortgage Corp., 2.854%, 5/1/31, Series 847292†††		56,246
	11,193	Federal Home Loan Mortgage Corp., 2.907%, 8/1/33, Series 847281†††		11,620
	128,800	Federal Home Loan Mortgage Corp., 2.969%, 1/1/25, Series 775629†††		132,050
	81,868	Federal Home Loan Mortgage Corp., 3.061%, 5/1/25, Series 775617†††		84,933
	331,852	Federal Home Loan Mortgage Corp., 3.50%, 6/15/25, Series 4057, Class VB		354,349
	456,120	Federal Home Loan Mortgage Corp., 3.50%, 2/1/33, Series C91620		486,875
	400,822	Federal Home Loan Mortgage Corp., 3.50%, 9/1/40, Series A93792		422,810
	710,000	Federal Home Loan Mortgage Corp., 3.50%, 7/15/45, Series 4495, Class JC		703,631
	327,152	Federal Home Loan Mortgage Corp., 4.00%, 11/15/38, Series 3740, Class AB		342,232
	122,743	Federal Home Loan Mortgage Corp., 5.50%, 8/1/29, Series C46102		139,443
	576,899	Federal Home Loan Mortgage Corp., 5.983%, 7/15/42, Series 4080, Class HS, INV FL†††		580,238
	250,291	Federal Home Loan Mortgage Corp., 10.338%, 8/15/43, Series 4238, Class SY†††		266,950

Principal Amount			Value
		COLLATERALIZED MORTGAGE OBLIGATIONS (continued)
	$ 194,094	Federal National Mortgage Assoc., 2.266%, 1/1/35, Series 825245†††	$	205,404
	223,097	Federal National Mortgage Assoc., 2.311%, 12/1/35, Series 848390†††		232,106
	39,613	Federal National Mortgage Assoc., 2.37%, 2/1/21, Series 313380†††		40,100
	1,000,000	Federal National Mortgage Assoc., 2.42%, 4/1/22, Series AM8263		1,037,038
	830,552	Federal National Mortgage Assoc., 3.00%, 1/1/28, Series AB7546		875,656
	1,234,142	Federal National Mortgage Assoc., 3.50%, 6/1/32, Series AL2525		1,325,245
	759,401	Federal National Mortgage Assoc., 3.50%, 5/1/33, Series AB9412		809,986
	750,000	Federal National Mortgage Assoc., 3.50%, 4/25/42, Series 2015-56, Class ME		789,683
	448,113	Federal National Mortgage Assoc., 3.50%, 10/1/42, Series MA1209		464,872
	79,805	Federal National Mortgage Assoc., 3.875%, 1/25/39, Series 2009-2, Class WJ		84,520
	512,000	Federal National Mortgage Assoc., 4.00%, 9/25/33, Series 2014-67, Class VK		576,497
	287,589	Federal National Mortgage Assoc., 4.00%, 2/1/42, Series MA0988		302,445
	34,851	Federal National Mortgage Assoc., 4.079%, 7/1/19, Series 070377†††		35,880
	759,397	Federal National Mortgage Assoc., 4.55%, 10/1/33, Series 386320		759,630
	140,051	Federal National Mortgage Assoc., 5.50%, 5/25/23, Series 2003-42, Class EK		155,864
	266,805	Federal National Mortgage Assoc., 6.50%, 8/25/42, Series 2012-81, Class TP		294,424
	49,841	Federal National Mortgage Assoc., 7.554%, 11/25/44, Series 2014-73, Class US†††		49,639
	77,592	Government National Mortgage Assoc., 2.375%, 7/20/34, Series 80987†††		79,953
	172,795	Government National Mortgage Assoc., 3.00%, 8/20/38, Series 2010-47, Class CG		176,038
	55,984	Government National Mortgage Assoc., 3.00%, 12/20/38, Series 2010-89, Class PA		56,182
	372,643	Government National Mortgage Assoc., 3.00%, 5/20/39, Series 2010-68, Class YE		384,767
	447,932	Government National Mortgage Assoc., 3.50%, 7/20/40, Series 2012-10, Class LA		470,318
	300,000	Government National Mortgage Assoc., 3.674%, 10/16/43, Series 2010-140, Class C†††		311,904
	250,446	Government National Mortgage Assoc., 4.00%, 9/20/38, Series 2009-108, Class WG		259,406
	262,661	Government National Mortgage Assoc., 4.00%, 4/16/39, Series 2009-110, Class AB		280,318
	224,681	Government National Mortgage Assoc., 4.00%, 8/20/39, Series 2009-69, Class PV		241,461
	433,257	Government National Mortgage Assoc., 4.236%, 7/16/43, Series 2010-52, Class E†††		439,843
	241,313	Government National Mortgage Assoc., 4.50%, 3/20/39, Series 2009-14, Class AG		262,280
	132,570	Government National Mortgage Assoc., 5.00%, 7/20/34, Series 2004-105, Class MC		135,880
	28,088	Government National Mortgage Assoc., 5.00%, 8/20/39, Series 004513		30,073
	254,988	Government National Mortgage Assoc., 7.05%, 1/20/44, Series 2015-82, Class SA, INV FL†††		258,291

84

SEPTEMBER 30, 2016

Principal Amount			Value
		COLLATERALIZED MORTGAGE OBLIGATIONS (continued)
	$ 110,913	Government National Mortgage Assoc., 7.636%, 4/20/45, Series 2015-53, Class US, INV FL†††	$	111,853
		Total Collateralized Mortgage Obligations (cost $15,698,704)		15,938,518
		COMMERCIAL MORTGAGE-BACKED SECURITIES 3.0%
	579,987	Banc of America Commercial Mortgage Trust, 5.791%, 4/10/49, Series 2007-2, Class A4†††		583,031
	363,544	JP Morgan Chase Commercial Mortgage Securities Trust, 5.42%, 1/15/49, Series 2007-LDPX, Class A3		366,251
	938,011	LB-UBS Commercial Mortgage Trust, 5.858%, 7/15/40, Series 2007-C6, Class A4†††		949,479
	127,572	Morgan Stanley Capital I Trust, 5.319%, 12/15/43, Series 2006-IQ12, Class A1A		127,558
	200,000	RBSCF Trust, 5.692%, 4/16/49, Series 2010-RR4, Class MSCA† †††		200,265
	277,935	RBSCF Trust, 6.158%, 2/16/51, Series 2010-RR3, Class WBTA† †††		277,584
	45,912	Wachovia Bank Commercial Mortgage Trust Series, 5.308%, 11/15/48, Series 2006-C29, Class A4		45,874
	479,135	WaMu Commercial Mortgage Securities Trust, 5.96%, 3/23/45, Series 2007-SL3, Class AJ† †††		478,670
		Total Commercial Mortgage-Backed Securities (cost $3,115,628)		3,028,712
		CORPORATE BONDS 46.4%
		Air Freight & Logistics 0.7%
	620,000	United Parcel Service, Inc., 5.50%, 1/15/18		655,821
		Automobile Manufacturers 1.3%
	750,000	Ford Motor Credit Co., LLC, 4.375%, 8/6/23		806,272
	500,000	Toyota Motor Credit Corp., 2.00%, 10/24/18 MTN		507,317
				1,313,589
		Beverages — Non-alcoholic 1.3%
	500,000	PepsiAmericas, Inc., 5.00%, 5/15/17		512,557
	750,000	PepsiCo, Inc., 5.00%, 6/1/18		797,134
				1,309,691
		Construction Machinery & Heavy Trucks 1.5%
	500,000	Caterpillar Financial Services Corp., 5.85%, 9/1/17 MTN		521,374
	1,000,000	John Deere Capital Corp., 2.25%, 4/17/19		1,023,037
				1,544,411
		Consumer Finance 1.0%
	1,000,000	American Express Credit Corp., 2.25%, 8/15/19 MTN		1,020,414

Principal Amount			Value
		CORPORATE BONDS (continued)
		Cosmetics & Toiletries 0.3%
$	288,773	Procter & Gamble — ESOP, 9.36%, 1/1/21, Series A	$	339,101
		Diversified Banks 5.1%
	500,000	Bank of America Corp., 5.875%, 1/5/21		573,428
	500,000	HSBC Holdings plc, 5.10%, 4/5/21 (United Kingdom)		552,761
	1,250,000	PNC Bank NA, 3.80%, 7/25/23		1,353,331
	600,000	RBC USA Holdco Corp., 5.25%, 9/15/20		676,320
	1,125,000	US Bancorp, 3.00%, 3/15/22 MTN		1,191,867
	700,000	Wachovia Corp., 5.75%, 2/1/18 MTN		739,607
				5,087,314
		Diversified Financial Services 5.2%
	750,000	Franklin Resources, Inc., 4.625%, 5/20/20		826,384
	1,000,000	General Electric Co., 4.65%, 10/17/21 MTN		1,139,316
	1,350,000	General Electric Co., 5.40%, 2/15/17 MTN		1,372,002
	1,000,000	General Electric Co., 5.625%, 5/1/18 MTN		1,069,905
	750,000	New York Life Global Funding, 2.15%, 6/18/19†		765,614
				5,173,221
		E-Commerce/Products 1.5%
	800,000	Alibaba Group Holding Ltd., 3.125%, 11/28/21 (Cayman Islands)		834,155
	600,000	Alibaba Group Holding Ltd., 3.60%, 11/28/24 (Cayman Islands)		628,370
				1,462,525
		Electric Utilities 1.1%
	1,000,000	Integrys Holding, Inc., 4.17%, 11/1/20		1,082,374
		Electric — Integrated 0.7%
	700,000	PSEG Power, LLC, 4.15%, 9/15/21		748,528
		Enterprise Software & Services 2.4%
	1,000,000	CA, Inc., 5.375%, 12/1/19		1,104,344
	1,250,000	Oracle Corp., 2.50%, 10/15/22		1,282,616
				2,386,960
		Health Care Facilities 0.8%
	750,000	Express Scripts Holding Co., 3.90%, 2/15/22		809,252
		Health Care Services 0.6%
	500,000	Cigna Corp., 7.65%, 3/1/23		623,205
		Insurance 2.4%
	750,000	Aspen Insurance Holdings Ltd., 4.65%, 11/15/23 (Bermuda)		797,810
	560,000	Jackson National Life Global Funding, 4.70%, 6/1/18†		588,749
	950,000	Lincoln National Corp., 4.20%, 3/15/22		1,028,066
				2,414,625
		Integrated Telecommunication Services 1.8%
	750,000	AT&T, Inc., 5.20%, 3/15/20		831,586
	870,000	AT&T, Inc., 5.50%, 2/1/18		916,639
				1,748,225
		Investment Banking & Brokerage 3.3%
	1,250,000	JPMorgan Chase & Co., 3.25%, 9/23/22		1,311,101
	1,750,000	Morgan Stanley, 5.50%, 7/24/20 MTN		1,961,108
				3,272,209

85

WASATCH-1ST SOURCE INCOME FUND (FMEQX)

Schedule of Investments (continued)

Principal Amount			Value
		CORPORATE BONDS (continued)
		Medical — Health Maintenance Organizations 1.0%
	$ 1,000,000	Coventry Health Care, Inc., 5.95%, 3/15/17	$	1,021,110
		Movies & Entertainment 0.4%
	350,000	Walt Disney Co. (The), 6.00%, 7/17/17, Series C MTN		363,659
		Multimedia 0.9%
	800,000	NBCUniversal Media, LLC, 5.15%, 4/30/20		897,471
		Office Furnishings 0.6%
	500,000	Steelcase, Inc., 6.375%, 2/15/21		570,083
		Oil Companies — Integrated 0.6%
	500,000	Phillips 66, 4.30%, 4/1/22		549,620
		Pharmaceuticals 2.4%
	745,000	AstraZeneca plc, 5.90%, 9/15/17 (United Kingdom)		777,460
	725,000	Pharmacia LLC, 6.50%, 12/1/18		805,906
	575,000	Pharmacia LLC, 6.75%, 12/15/27		779,528
				2,362,894
		Property & Casualty Insurance 1.2%
	1,000,000	CNA Financial Corp., 7.35%, 11/15/19		1,152,962
		Railroads 1.1%
	1,000,000	Union Pacific Corp., 5.70%, 8/15/18		1,082,937
		Regional Banks 2.0%
	1,500,000	BB&T Corp., 2.15%, 3/22/17 MTN		1,505,793
	500,000	SunTrust Banks, Inc., 3.50%, 1/20/17		502,534
				2,008,327
		Semiconductor Equipment 0.8%
	700,000	Applied Materials, Inc., 4.30%, 6/15/21		778,749
		Specialty Chemicals 1.3%
	1,150,000	Lubrizol Corp., 8.875%, 2/1/19		1,344,197
		Steel 1.0%
	1,000,000	Nucor Corp., 5.75%, 12/1/17		1,041,038
		Super-Regional Banks — U.S. 1.3%
	1,250,000	Wells Fargo & Co., 4.125%, 8/15/23		1,337,682
		Television 0.8%
	600,000	CBS Corp., 7.875%, 9/1/23		763,526
		Total Corporate Bonds (cost $45,412,963)		46,265,720
		MUNICIPAL BONDS 5.6%
	730,000	City of Dublin, Ohio, 5.00%, 12/1/22, Series B		844,004
	695,000	City of Westminster, Colorado, 2.415%, 12/1/19, Series B		712,792
	500,000	Columbus-Franklin County Finance Authority, 3.00%, 8/15/21		525,105
	489,087	Minnesota Housing Finance Agency, 2.70%, 9/1/41		488,328
	245,000	New Hampshire Housing Finance Authority, 3.469%, 7/1/23, Series B		257,902
	325,000	Richmond Joint Powers Financing Authority, 8.25%, 7/1/19, Class B		354,296
	500,000	State of Louisiana, 5.00%, 7/15/26, Series C		605,120
	1,100,000	State of New York Mortgage Agency, 3.653%, 4/1/23		1,152,998
	250,000	State of New York Mortgage Agency, 3.869%, 10/1/25		262,795

Principal Amount			Value
		MUNICIPAL BONDS (continued)
	$    310,000	Township of Robbinsville, 4.00%, 7/15/23, Series B	$	346,152
		Total Municipal Bonds (cost $5,373,286)		5,549,492
Shares			Value
		EXCHANGE-TRADED FUNDS 0.9%
		Asset Management & Custody Banks 0.9%
	9,000	iShares S&P U.S. Preferred Stock Index Fund ETF	$	355,500
	25,000	VanEck Vectors Preferred Securities ex Financials ETF		518,625
				874,125
		Total Exchange-Traded Funds (cost $881,693)		874,125
Principal Amount			Value
		U.S. GOVERNMENT AGENCY SECURITIES 5.1%
	$   500,000	Federal Farm Credit Banks, 1.54%, 12/14/20	$	500,434
	1,050,000	Federal Farm Credit Banks, 2.60%, 10/6/22		1,107,379
	1,000,000	Federal Farm Credit Banks, 4.95%, 12/16/19		1,121,381
	361,872	New Valley Generation IV, 4.687%, 1/15/22		391,376
	800,000	Tennessee Valley Authority, 3.875%, 2/15/21		887,434
	1,000,000	Tennessee Valley Authority, 6.25%, 12/15/17, Series E		1,064,568
		Total U.S. Government Agency Securities (cost $4,962,379)		5,072,572
		U.S. TREASURY NOTES 10.7%
	750,000	U.S. Treasury Note, 2.625%, 8/15/20		794,356
	1,750,000	U.S. Treasury Note, 3.125%, 5/15/21		1,904,082
	1,500,000	U.S. Treasury Note, 3.25%, 12/31/16		1,510,796
	3,500,000	U.S. Treasury Note, 3.625%, 8/15/19		3,771,659
	1,500,000	U.S. Treasury Note, 3.625%, 2/15/20		1,631,250
	1,000,000	U.S. Treasury Note, 3.625%, 2/15/21		1,106,289
		Total U.S. Treasury Notes (cost $10,574,181)		10,718,432

86

SEPTEMBER 30, 2016

Shares			Value
		PREFERRED STOCKS 1.2%
		Consumer Finance 0.3%
	12,000	Capital One Financial Corp., 6.70%, Series D Pfd.§§§	$	337,560
		Diversified Banks 0.9%
	20,000	Bank of America Corp., 6.625%, Series W Pfd.§§§		541,400
	12,000	Citigroup, Inc., 6.875%, Series L Pfd.§§§		333,360
				874,760
		Total Preferred Stocks (cost $1,145,092)		1,212,320
Principal Amount			Value
		SHORT-TERM INVESTMENTS 1.2%
		Repurchase Agreement 1.2%
	$1,147,491	Repurchase Agreement dated 9/30/16, 0.03% due 10/3/16 with State Street Bank and Trust Co. collateralized by $985,000 of United States Treasury Bonds 3.125% due 11/15/41; value: $1,172,150; repurchase proceeds: $1,147,494 (cost $1,147,491)	$	1,147,491
		Total Short-Term Investments (cost $1,147,491)		1,147,491
		Total Investments (cost $97,510,955) 99.3%		99,009,904
		Other Assets less Liabilities 0.7%		696,167
		NET ASSETS 100.0%	$	99,706,071
		†Liquid security purchased in a private placement transaction or under Rule 144A of the Securities Act of 1933. †††Variable rate securities. §§§Perpetual maturity. Callable any time after first call date. Maturity date is next call date. ESOP Employee Stock Ownership Plan. ETF Exchange-Traded Fund. MTN Medium Term Note. See Notes to Financial Statements.

At September 30, 2016, Wasatch-1st Source Income Fund’s investments, excluding short-term investments, were in the following countries (unaudited):

Country	%
Bermuda		1.2
Cayman Islands		1.5
United Kingdom		1.4
United States		95.9
TOTAL		100.0	%

87

WASATCH-HOISINGTON U.S. TREASURY FUND (WHOSX) SEPTEMBER 30, 2016

Schedule of Investments

Principal Amount			Value
		U.S. GOVERNMENT OBLIGATIONS 99.4%
	$149,500,000	U.S. Treasury Bond, 2.25%, 8/15/46	$	146,790,312
	57,500,000	U.S. Treasury Bond, 2.50%, 2/15/45		59,422,685
	40,450,000	U.S. Treasury Bond, 2.50%, 5/15/46		41,865,750
	1,000,000	U.S. Treasury Bond, 2.875%, 5/15/43		1,113,438
	41,700,000	U.S. Treasury Bond, 2.875%, 8/15/45		46,446,628
	7,000,000	U.S. Treasury Bond, 3.00%, 5/15/45		7,981,092
	28,000,000	U.S. Treasury Bond, 3.125%, 8/15/44		32,677,960
	14,100,000	U.S. Treasury Bond, 3.75%, 11/15/43		18,350,924
	86,000,000	U.S. Treasury Strip, principal only, 5/15/44		44,340,310
	175,700,000	U.S. Treasury Strip, principal only, 8/15/45		87,075,339
		Total U.S. Government Obligations (cost $464,163,881)		486,064,438

Principal Amount			Value
		SHORT-TERM INVESTMENTS 1.1%
		Repurchase Agreement 1.1%
	$ 5,292,824	Repurchase Agreement dated 9/30/16, 0.03% due 10/3/16 with State Street Bank and Trust Co. collateralized by $4,540,000 of United States Treasury Bonds 3.125% due 11/15/41; value: $5,402,600; repurchase proceeds: $5,292,837 (cost $5,292,824)	$	5,292,824
		Total Short-Term Investments (cost $5,292,824)		5,292,824
		Total Investments (cost $469,456,705) 100.5%		491,357,262
		Liabilities less Other Assets (0.5%)		(2,346,447	)
		NET ASSETS 100.0%	$	489,010,815
		See Notes to Financial Statements.

88

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89

WASATCH FUNDS

Statements of Assets and Liabilities

	CORE GROWTH FUND			EMERGING INDIA FUND1			EMERGING MARKETS SELECT FUND
Assets:
Investments, at cost
Unaffiliated issuers	$	824,548,952		$	52,609,120		$	32,912,008
Repurchase agreements		105,044,901			681,622			—
	$	929,593,853		$	53,290,742		$	32,912,008
Investments, at market value
Unaffiliated issuers	$	1,223,139,774		$	77,258,356		$	37,941,820
Repurchase agreements		105,044,901			681,622			—
		1,328,184,675			77,939,978			37,941,820
Cash		—			—			—
Foreign currency on deposit (cost of $0, $5,018,101, $1,122,951, $557,415, $9,933,315, $1,976,959, $242,407 and $4,524,928, respectively)		—			5,030,601			1,121,102
Receivable for investment securities sold		7,134,801			—			—
Capital shares receivable		624,428			77,903			250
Interest and dividends receivable		476,999			7,625			11,522
Prepaid expenses and other assets		62,629			38,968			18,356
Total Assets		1,336,483,532			83,095,075			39,093,050
Liabilities:
Payable for securities purchased		—			—			—
Capital shares payable		1,283,062			23,694			—
Payable to Advisor		1,055,288			88,517			39,179
Accrued fund administration fees		18,894			645			185
Accrued expenses and other liabilities		265,783			53,438			43,832
Foreign capital gains taxes payable		—			1,156,705			222,975
Line of credit payable		—			—			132,095
Total Liabilities		2,623,027			1,322,999			438,266
Net Assets	$	1,333,860,505		$	81,772,076		$	38,654,784
Net Assets Consist of:
Capital stock	$	234,207		$	240,988		$	41,609
Paid-in-capital in excess of par		938,704,775			59,703,692			42,702,208
Undistributed net investment income (loss)		(5,575,059	)		(1,649,540	)		(157,877	)
Undistributed net realized gain (loss) on investments and foreign currency translations		1,905,760			(28,129	)		(8,736,484	)
Net unrealized appreciation on investments and foreign currency translations		398,590,822			23,505,065			4,805,328
Net Assets	$	1,333,860,505		$	81,772,076		$	38,654,784
Net Assets
Investor Class		1,082,679,365			71,973,116			11,891,825
Institutional Class		251,181,140			9,798,960			26,762,959
Capital Stock Issued and Outstanding (Unlimited number of shares authorized, $.01 par value)
Investor Class		19,026,406			21,219,253			1,288,929
Institutional Class		4,394,303			2,879,575			2,871,970
NET ASSET VALUE, REDEMPTION PRICE AND OFFERING PRICE PER SHARE
Investor Class	$	56.90		$	3.39		$	9.23
Institutional Class	$	57.16		$	3.40		$	9.32

¹  Institutional class inception date was February 1, 2016.

See Notes to Financial Statements.

90

SEPTEMBER 30, 2016

EMERGING MARKETS SMALL CAP FUND1			FRONTIER EMERGING SMALL COUNTRIES FUND1			GLOBAL OPPORTUNITIES FUND1			INTERNATIONAL GROWTH FUND1			INTERNATIONAL OPPORTUNITIES FUND1
$	627,610,101		$	486,110,917		$	118,530,296		$	1,063,380,470		$	503,946,591
	6,831,827			31,123,151			2,287,860			25,975,306			26,393,932
$	634,441,928		$	517,234,068		$	120,818,156		$	1,089,355,776		$	530,340,523
$	842,692,027		$	539,089,273		$	152,994,964		$	1,428,341,256		$	659,146,851
	6,831,827			31,123,151			2,287,860			25,975,306			26,393,932
	849,523,854			570,212,424			155,282,824			1,454,316,562			685,540,783
	—			13,367,891			—			—			—
	558,425			9,937,854			1,990,880			242,642			4,530,339
	1,351,081			11,627,481			—			—			883,114
	352,230			286,401			33,264			2,014,941			595,719
	443,788			1,651,343			130,278			1,864,319			1,637,925
	150,186			102,015			53,078			90,298			92,110
	852,379,564			607,185,409			157,490,324			1,458,528,762			693,279,990
	12,113,803			23,098,605			439,055			1,839,062			9,962,271
	1,190,525			1,250,664			22,080			561,459			631,246
	1,269,098			1,020,574			158,601			1,452,126			934,172
	14,378			9,363			2,055			22,525			9,287
	233,410			423,356			63,999			294,954			291,713
	2,197,508			3,833,897			511,580			174,524			1,063,490
	—			—			—			—			—
	17,018,722			29,636,459			1,197,370			4,344,650			12,892,179
$	835,360,842		$	577,548,950		$	156,292,954		$	1,454,184,112		$	680,387,811
$	3,131,574		$	2,196,147		$	443,897		$	462,538		$	2,117,630
	711,467,097			680,191,743			116,015,365			1,052,297,656			530,243,177
	(7,177,380	)		(5,926,809	)		(1,429,652	)		(1,771,842	)		(237,268	)
	(84,954,851	)		(148,629,498	)		7,303,786			38,420,308			(5,880,277	)
	212,894,402			49,717,367			33,959,558			364,775,452			154,144,549
$	835,360,842		$	577,548,950		$	156,292,954		$	1,454,184,112		$	680,387,811
	674,631,569			437,849,939			150,944,566			945,167,647			512,251,767
	160,729,273			139,699,011			5,348,388			509,016,465			168,136,044
	252,933,657			166,626,546			42,871,025			30,072,946			159,659,637
	60,223,742			52,988,198			1,518,647			16,180,857			52,103,335
$	2.67		$	2.63		$	3.52		$	31.43		$	3.21
$	2.67		$	2.64		$	3.52		$	31.46		$	3.23

91

WASATCH FUNDS

Statements of Assets and Liabilities (continued)

	LARGE CAP VALUE FUND			LONG/SHORT FUND			MICRO CAP FUND
Assets:
Investments, at cost
Unaffiliated issuers	$	155,952,971		$	206,060,701		$	170,911,833
Affiliated issuers2		—			—			—
Repurchase agreements		4,332,782			52,568,539			15,116,164
	$	160,285,753		$	258,629,240		$	186,027,997
Investments, at market value
Unaffiliated issuers	$	186,407,323		$	211,126,168		$	265,554,967
Affiliated issuers2		—			—			—
Repurchase agreements		4,332,782			52,568,539			15,116,164
		190,740,105			263,694,707			280,671,131
Cash		—			—			—
Foreign currency on deposit (cost of $0, $0, $17,320, $0, $0, $0, $0 and $0, respectively)		—			—			17,360
Receivable for investment securities sold		4,228,097			18,773,224			—
Receivable from broker for securities sold short		—			80,621,981			—
Capital shares receivable		4,077			37,397			1,800
Interest and dividends receivable		190,886			773,580			87,145
Prepaid expenses and other assets		13,340			23,705			20,098
Total Assets		195,176,505			363,924,594			280,797,534
Liabilities:
Securities sold short, at value (proceeds of $0, $99,534,144, $0, $0, $0, $0, $0 and $0, respectively)		—			110,873,290			—
Payable for securities purchased		1,307,753			4,136,793			2,562,630
Capital shares payable		298,044			333,367			82,393
Dividends payable to shareholders		8,727			—			—
Payable to Advisor		138,261			232,385			395,169
Accrued fund administration fees		3,295			9,033			3,874
Accrued expenses and other liabilities		140,331			119,356			62,545
Dividends payable on securities sold short		—			52,978			—
Total Liabilities		1,896,411			115,757,202			3,106,611
Net Assets	$	193,280,094		$	248,167,392		$	277,690,923
Net Assets Consist of:
Capital stock	$	214,195		$	196,285		$	386,204
Paid-in-capital in excess of par		159,235,402			412,924,111			167,283,063
Undistributed net investment income (loss)		(3,731	)		(145,368	)		(1,971,779	)
Undistributed net realized gain (loss) on investments and foreign currency translations		3,379,876			(158,533,957	)		17,350,217
Net unrealized appreciation (depreciation) on investments and foreign currency translations		30,454,352			(6,273,679	)		94,643,218
Net Assets	$	193,280,094		$	248,167,392		$	277,690,923
Net Assets
Investor Class		189,691,057			184,157,967			277,690,923
Institutional Class		3,589,037			64,009,425			—
Capital Stock Issued and Outstanding (Unlimited number of shares authorized, $.01 par value)
Investor Class		21,021,265			14,578,155			38,620,377
Institutional Class		398,217			5,050,297			—
NET ASSET VALUE, REDEMPTION PRICE AND OFFERING PRICE PER SHARE
Investor Class	$	9.02		$	12.63		$	7.19
Institutional Class	$	9.01		$	12.67		$	—

¹  Institutional class inception date was February 1, 2016.

²  See Note 8 for information on affiliated issuers.

See Notes to Financial Statements.

92

SEPTEMBER 30, 2016

MICRO CAP VALUE FUND			SMALL CAP GROWTH FUND1			SMALL CAP VALUE FUND			STRATEGIC INCOME FUND			ULTRA GROWTH FUND
$	120,296,668		$	1,198,435,512		$	213,269,694		$	38,900,168		$	72,009,705
	—			110,947,444			—			—			—
	14,498,386			37,296,316			22,861,806			11,117,499			3,908,753
$	134,795,054		$	1,346,679,272		$	236,131,500		$	50,017,667		$	75,918,458
$	165,523,132		$	1,757,887,917		$	272,388,076		$	44,004,623		$	96,667,469
	—			79,149,686			—			—			—
	14,498,386			37,296,316			22,861,806			11,117,499			3,908,753
	180,021,518			1,874,333,919			295,249,882			55,122,122			100,576,222
	670,641			—			—			6,359			—
	—			—			—			—			—
	203,576			10,478,429			8,277,492			155,825			1,116,120
	—			—			—			—			—
	42,550			17,107,629			340,940			1,699			943
	208,851			246,909			415,294			176,934			56,391
	32,272			73,175			30,009			10,771			16,740
	181,179,408			1,902,240,061			304,313,617			55,473,710			101,766,416
	—			—			—			—			—
	1,650,000			—			10,312,844			219,504			226,790
	82,575			17,592,374			120,312			71,668			925
	—			—			—			3,237			—
	263,863			1,525,453			237,116			32,318			82,052
	2,299			29,606			4,088			395			1,119
	64,299			691,710			90,134			34,756			53,626
	—			—			—			—			—
	2,063,036			19,839,143			10,764,494			361,878			364,512
$	179,116,372		$	1,882,400,918		$	293,549,123		$	55,111,832		$	101,401,904
$	623,646		$	432,450		$	443,670		$	51,872		$	50,975
	135,315,313			1,219,814,729			247,476,470			58,646,046			70,489,829
	(689,111	)		(10,697,296	)		223,317			(159,843	)		(1,199,720	)
	(1,360,136	)		147,319,424			(13,712,728	)		(8,530,680	)		9,312,750
	45,226,660			525,531,611			59,118,394			5,104,437			22,748,070
$	179,116,372		$	1,882,400,918		$	293,549,123		$	55,111,832		$	101,401,904
	179,116,372			1,544,796,310			269,710,468			55,111,832			101,401,904
	—			337,604,608			23,838,655			—			—
	62,364,594			35,497,977			40,782,789			5,187,247			5,097,506
	—			7,747,045			3,584,217			—			—
$	2.87		$	43.52		$	6.61		$	10.62		$	19.89
$	—		$	43.58		$	6.65		$	—		$	—

93

WASATCH FUNDS SEPTEMBER 30, 2016

Statements of Assets and Liabilities (continued)

	WORLD INNOVATORS FUND1			INCOME FUND		U.S. TREASURY FUND
Assets:
Investments, at cost
Unaffiliated issuers	$	139,650,644		$	96,363,464	$	464,163,881
Repurchase agreements		39,800,296			1,147,491		5,292,824
	$	179,450,940		$	97,510,955	$	469,456,705
Investments, at market value
Unaffiliated issuers	$	159,843,944		$	97,862,413	$	486,064,438
Repurchase agreements		39,800,296			1,147,491		5,292,824
		199,644,240			99,009,904		491,357,262
Foreign currency on deposit (cost of $11,138, $0 and $0, respectively)		11,164			—		—
Receivable for investment securities sold		1,002,963			545		—
Capital shares receivable		4,984			84,656		601,058
Interest and dividends receivable		242,159			728,486		1,549,942
Prepaid expenses and other assets		37,916			7,641		54,384
Total Assets		200,943,426			99,831,232		493,562,646
Liabilities:
Payable for securities purchased		650,530			—		—
Capital shares payable		39,512			4,725		4,149,148
Dividends payable to shareholders		—			34,889		89,863
Payable to Advisor		245,684			45,325		205,605
Accrued fund administration fees		2,878			1,095		6,698
Accrued expenses and other liabilities		88,442			39,127		100,517
Unrealized depreciation on foreign currency contracts		113,367			—		—
Total Liabilities		1,140,413			125,161		4,551,831
Net Assets	$	199,803,013		$	99,706,071	$	489,010,815
Net Assets Consist of:
Capital stock	$	103,387		$	97,284	$	246,172
Paid-in-capital in excess of par		177,050,702			98,011,514		442,937,402
Undistributed net investment income (loss)		(456,077	)		10,454		(1,860	)
Undistributed net realized gain on investments and foreign currency translations		3,236,199			87,870		23,928,544
Net unrealized appreciation on investments and foreign currency translations		19,868,802			1,498,949		21,900,557
Net Assets	$	199,803,013		$	99,706,071	$	489,010,815
Net Assets
Investor Class		193,826,077			99,706,071		489,010,815
Institutional Class		5,976,936			—		—
Capital Stock Issued and Outstanding (Unlimited number of shares authorized, $.01 par value)
Investor Class		10,029,994			9,728,370		24,617,234
Institutional Class		308,677			—		—
NET ASSET VALUE, REDEMPTION PRICE AND OFFERING PRICE PER SHARE
Investor Class	$	19.32		$	10.25	$	19.86
Institutional Class	$	19.36		$	—	$	—

¹  Institutional class inception date was February 1, 2016.

See Notes to Financial Statements.

94

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95

WASATCH FUNDS

Statements of Operations

	CORE GROWTH FUND			EMERGING INDIA FUND1			EMERGING MARKETS SELECT FUND
Investment Income:
Interest	$	20,690		$	3,624	2	$	166
Dividends3
Unaffiliated issuers		7,186,372			435,016			570,419
Total investment income		7,207,062			438,640			570,585
Expenses:
Investment advisory fees		12,103,943			898,153			407,158
Shareholder servicing fees — Investor Class		1,424,100			130,634			58,558
Shareholder servicing fees — Institutional Class		12,961			2,381			13,135
Fund administration fees		193,889			10,807			6,022
Fund accounting fees		119,688			31,367			20,990
Reports to shareholders — Investor Class		115,352			15,696			6,855
Reports to shareholders — Institutional Class		21,021			1,636			4,074
Custody fees		80,670			84,404			47,757
Federal and state registration fees — Investor Class		43,683			23,839			13,751
Federal and state registration fees — Institutional Class		17,482			5,984			13,740
Legal fees		67,587			6,881			2,694
Trustees’ fees		145,059			7,882			4,549
Interest		31,878			3,226			2,481
Audit fees		34,093			31,149			31,149
Other expenses		53,201			70,768			24,955
Total expenses before reimbursement		14,464,607			1,324,807			657,868
Reimbursement of expenses by Advisor		(38,411	)		(106,144	)		(126,894	)
Net Expenses		14,426,196			1,218,663			530,974
Net Investment Income (Loss)		(7,219,134	)		(780,023	)		39,611
Realized and Unrealized Gain (Loss):
Net realized gain (loss) on investments and foreign currency translations
Unaffiliated issuers		6,560,806			145,965			(1,209,469	)
Realized foreign capital gains taxes		—			(70,102	)		(85,973	)
Change in unrealized appreciation (depreciation) on investments and foreign currency translations		126,438,065			9,603,227			5,287,932
Change in deferred foreign capital gains taxes		1,407,632			(595,854	)		(106,947	)
Net gain (loss) on investments		134,406,503			9,083,236			3,885,543
Net Increase (Decrease) in Net Assets Resulting from Operations	$	127,187,369		$	8,303,213		$	3,925,154

¹  Institutional class inception date was February 1, 2016.

²  Net of $72 in foreign withholding taxes, respectively.

³  Net of $11,214, $0, $44,853, $1,325,969, $2,299,163, $84,121, $1,412,501 and $1,263,057 in foreign withholding taxes, respectively.

See Notes to Financial Statements.

96

SEPTEMBER 30, 2016

EMERGING MARKETS SMALL CAP FUND1			FRONTIER EMERGING SMALL COUNTRIES FUND1			GLOBAL OPPORTUNITIES FUND1			INTERNATIONAL GROWTH FUND1			INTERNATIONAL OPPORTUNITIES FUND1
$	1,361		$	9,016		$	666		$	8,368		$	5,694
	10,670,090			22,691,675			994,698			15,402,389			10,592,009
	10,671,451			22,700,691			995,364			15,410,757			10,597,703
	14,224,440			14,825,790			2,072,350			17,233,909			9,614,191
	1,055,855			2,278,211			214,814			1,597,204			1,410,477
	2,530			3,269			2,388			3,061			81,760
	134,778			135,421			24,830			220,894			85,232
	103,933			108,397			38,245			147,606			83,687
	72,241			161,026			11,847			137,797			107,439
	8,617			12,771			1,638			25,059			23,876
	699,978			2,054,979			33,464			374,968			375,490
	39,808			48,754			18,203			43,253			34,335
	6,106			7,023			5,980			6,308			6,703
	55,076			54,852			7,792			87,835			34,745
	109,543			115,040			19,040			164,370			58,679
	50,773			34,792			8,019			36,829			13,836
	31,610			31,610			31,149			31,841			31,379
	102,496			102,154			36,074			62,518			45,894
	16,697,784			19,974,089			2,525,833			20,173,452			12,007,723
	(322,521	)		(1,023,972	)		(12,559	)		(14,232	)		(260,334	)
	16,375,263			18,950,117			2,513,274			20,159,220			11,747,389
	(5,703,812	)		3,750,574			(1,517,910	)		(4,748,463	)		(1,149,686	)
	(56,197,737	)		(117,455,036	)		8,726,971			55,162,839			(6,100,467	)
	(955,090	)		(5,141,359	)		(296,155	)		(26,031	)		(117,613	)
	151,586,823			66,194,671			14,173,011			116,265,854			124,158,622
	(1,327,313	)		4,975,902			(102,590	)		(174,524	)		(931,166	)
	93,106,683			(51,425,822	)		22,501,237			171,228,138			117,009,376
$	87,402,871		$	(47,675,248	)	$	20,983,327		$	166,479,675		$	115,859,690

97

WASATCH FUNDS

Statements of Operations (continued)

	LARGE CAP VALUE FUND			LONG/SHORT FUND			MICRO CAP FUND
Investment Income:
Interest	$	948		$	—		$	2,448
Dividends2
Unaffiliated issuers		6,049,905			8,493,457			2,077,555
Affiliated issuers3		—			—			—
Total investment income		6,050,853			8,493,457			2,080,003
Expenses:
Investment advisory fees		1,946,807			5,358,336			4,640,023
Shareholder servicing fees — Investor Class		356,774			735,674			197,371
Shareholder servicing fees — Institutional Class		3,408			15,626			—
Fund administration fees		34,588			81,826			42,433
Fund accounting fees		27,989			54,518			40,356
Reports to shareholders — Investor Class		30,537			56,467			17,017
Reports to shareholders — Institutional Class		1,832			11,290			—
Custody fees		7,150			28,077			35,918
Federal and state registration fees — Investor Class		21,923			35,054			21,200
Federal and state registration fees — Institutional Class		10,813			28,385			—
Legal fees		10,785			38,830			13,044
Trustees’ fees		28,346			90,806			32,719
Dividends on securities sold short		—			1,283,149			—
Interest		6,011			611,023			6,860
Audit fees		33,149			33,149			28,749
Other expenses		14,960			61,473			25,133
Total expenses before reimbursement		2,535,072			8,523,683			5,100,823
Reimbursement of expenses by Advisor		(153,287	)		(75,299	)		—
Net Expenses		2,381,785			8,448,384			5,100,823
Net Investment Income (Loss)		3,669,068			45,073			(3,020,820	)
Realized and Unrealized Gain (Loss):
Net realized gain (loss) on investments and foreign currency translations
Unaffiliated issuers		5,613,690			(125,012,468	)		17,504,123
Affiliated issuers		—			—			—
Net realized gain on options written		132,873			—			—
Net realized loss on short positions		—			(24,738,165	)		—
Realized foreign capital gains taxes		—			—			(97	)
Change in unrealized appreciation (depreciation) on investments, options, securities sold short and foreign currency translations		19,112,212			196,133,025			25,086,105
Change in deferred foreign capital gains taxes		—			—			—
Net gain on investments		24,858,775			46,382,392			42,590,131
Net Increase in Net Assets Resulting from Operations	$	28,527,843		$	46,427,465		$	39,569,311

¹  Institutional class inception date was February 1, 2016.

²  Net of $107,500, $58,066, $13,759, $40,875, $34,516, $0, $15,786 and $1,042 in foreign withholding taxes, respectively.

³  See Note 8 for information on affiliated issuers.

See Notes to Financial Statements.

98

SEPTEMBER 30, 2016

MICRO CAP VALUE FUND			SMALL CAP GROWTH FUND1			SMALL CAP VALUE FUND			STRATEGIC INCOME FUND			ULTRA GROWTH FUND
$	56,680		$	6,825		$	3,892		$	2,192		$	51,689
	2,210,617			8,763,256			4,066,427			2,334,468			225,702
	—			579,987			—			—			—
	2,267,297			9,350,068			4,070,319			2,336,660			277,391
	2,917,280			18,986,748			2,767,060			474,325			950,690
	230,377			3,686,933			355,304			111,753			162,688
	—			5,545			4,585			—			—
	26,718			303,660			44,316			10,801			15,214
	38,403			185,036			37,135			16,177			25,995
	25,860			236,699			30,410			10,845			13,523
	—			12,969			3,835			—			—
	21,786			319,209			18,782			3,239			7,720
	21,428			61,626			27,912			24,429			18,181
	—			6,254			11,687			—			—
	9,308			100,409			14,549			3,496			4,666
	19,528			238,539			33,585			9,619			11,692
	—			—			—			—			—
	4,357			53,999			7,234			2,017			2,967
	61,314			36,807			31,149			28,749			28,749
	18,840			89,150			23,974			7,071			17,622
	3,395,199			24,323,583			3,411,517			702,521			1,259,707
	(140,159	)		(49,361	)		(23,450	)		(56,776	)		—
	3,255,040			24,274,222			3,388,067			645,745			1,259,707
	(987,743	)		(14,924,154	)		682,252			1,690,915			(982,316	)
	2,365,278			162,972,786			16,744,107			(7,539,689	)		7,330,801
	—			(334,925	)		—			—			—
	—			—			—			—			—
	—			—			—			—			—
	(58,479	)		—			31,036			—			—
	18,247,780			63,548,823			18,006,823			9,420,214			11,054,954
	158,971			3,640,617			255,189			—			—
	20,713,550			229,827,301			35,037,155			1,880,525			18,385,755
$	19,725,807		$	214,903,147		$	35,719,407		$	3,571,440		$	17,403,439

99

WASATCH FUNDS SEPTEMBER 30, 2016

Statements of Operations (continued)

	WORLD INNOVATORS FUND1			INCOME FUND		U.S. TREASURY FUND
Investment Income:
Interest	$	7,175		$	2,602,718	$	10,763,228
Dividends2
Unaffiliated issuers		2,135,796			123,332		—
Total investment income		2,142,971			2,726,050		10,763,228
Expenses:
Investment advisory fees		2,847,261			580,706		2,017,529
Shareholder servicing fees — Investor Class		303,523			45,675		456,650
Shareholder servicing fees — Institutional Class		2,248			—		—
Fund administration fees		30,391			16,918		64,836
Fund accounting fees		40,050			39,519		40,079
Reports to shareholders — Investor Class		21,825			4,351		119,439
Reports to shareholders — Institutional Class		1,355			—		—
Custody fees		34,866			12,131		12,299
Federal and state registration fees — Investor Class		22,684			18,364		54,949
Federal and state registration fees — Institutional Class		5,979			—		—
Legal fees		9,196			5,234		62,105
Trustees’ fees		23,010			13,123		42,659
Interest		4,853			2,808		10,173
Audit fees		31,610			28,749		30,749
Other expenses		17,113			7,093		14,848
Total expenses before reimbursement		3,395,964			774,671		2,926,315
Reimbursement of expenses by Advisor		(12,353	)		—		(126,710	)3
Net Expenses		3,383,611			774,671		2,799,605
Net Investment Income (Loss)		(1,240,640	)		1,951,379		7,963,623
Realized and Unrealized Gain (Loss):
Net realized gain on investments and foreign currency translations
Unaffiliated issuers		11,700,774			125,294		23,928,544
Realized foreign capital gains taxes		(8,764	)		—		—
Change in unrealized appreciation (depreciation) on investments and foreign currency translations		6,110,487			544,033		24,193,265
Net gain on investments		17,802,497			669,327		48,121,809
Net Increase in Net Assets Resulting from Operations	$	16,561,857		$	2,620,706	$	56,085,432

¹  Institutional class inception date was February 1, 2016.

²  Net of $133,688, $0 and $0 in foreign withholding taxes, respectively.

³  Reimbursement by Hoisington Investment Management Co., the Sub-Advisor, for proxy statement expenses.

See Notes to Financial Statements.

100

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101

WASATCH FUNDS

Statements of Changes in Net Assets

	CORE GROWTH FUND						EMERGING INDIA FUND
	Year Ended September 30, 2016			Year Ended September 30, 2015			Year Ended September 30, 20161			Year Ended September 30, 2015
Operations:
Net investment income (loss)	$	(7,219,134	)	$	(3,060,122	)	$	(780,023	)	$	(885,207	)
Net realized gain (loss) on investments, foreign currency translations and foreign capital gains taxes		6,560,806			134,651,115			75,863			1,404,976
Change in unrealized appreciation (depreciation) on investments, foreign currency translations and deferred capital gains taxes		127,845,697			(40,629,610	)		9,007,373			4,956,291
Net increase (decrease) in net assets resulting from operations		127,187,369			90,961,383			8,303,213			5,476,060
Dividends paid from:
Investor Class
Net investment income		—			—			—			(29,439	)
Net realized gains		(119,772,338	)		(22,822,588	)		(958,580	)		—
		(119,772,338	)		(22,822,588	)		(958,580	)		(29,439	)
Institutional Class
Net investment income		—			—			—			—
Net realized gains		(18,740,216	)		(1,317,073	)		—			—
		(18,740,216	)		(1,317,073	)		—			—
Capital share transactions:
Investor Class
Shares sold		235,595,333			257,284,741			29,211,166			53,513,984
Shares issued to holders in reinvestment of dividends		117,452,918			22,299,104			881,647			28,983
Shares redeemed		(270,607,879	)		(190,917,065	)		(27,875,778	)		(39,349,330	)
Redemption fees		57,589			32,774			16,274			59,862
Net increase (decrease)		82,497,961			88,699,554			2,233,309			14,253,499
Institutional Class
Shares sold		102,256,296			105,047,781			8,344,245			—
Shares issued to holders in reinvestment of dividends		17,489,140			1,317,073			—			—
Shares redeemed		(22,196,227	)		(5,212,229	)		—			—
Redemption fees		9,043			561			—			—
Net increase (decrease)		97,558,252			101,153,186			8,344,245			—
Total increase (decrease) in net assets		168,731,028			256,674,462			17,922,187			19,700,120
Net assets:
Beginning of period		1,165,129,477			908,455,015			63,849,889			44,149,769
End of period	$	1,333,860,505		$	1,165,129,477		$	81,772,076		$	63,849,889
Undistributed net investment income (loss) included in net assets at end of period	$	(5,575,059	)	$	(8,200,589	)	$	(1,649,540	)	$	(1,394,746	)
Capital share transactions — shares:
Investor Class
Shares sold		4,389,841			4,323,060			9,619,706			17,696,899
Shares issued to holders in reinvestment of dividends		2,179,898			385,598			291,936			10,029
Shares redeemed		(5,086,949	)		(3,235,178	)		(9,479,876	)		(13,093,287	)
Net increase (decrease) in shares outstanding		1,482,790			1,473,480			431,766			4,613,641
Institutional Class
Shares sold		1,883,923			1,739,883			2,879,575			—
Shares issued to holders in reinvestment of dividends		323,513			22,720			—			—
Shares redeemed		(410,462	)		(86,771	)		—			—
Net increase (decrease) in shares outstanding		1,796,974			1,675,832			2,879,575			—

¹  Institutional class inception date was February 1, 2016.

See Notes to Financial Statements.

102

SEPTEMBER 30, 2016

EMERGING MARKETS SELECT FUND						EMERGING MARKETS SMALL CAP FUND						FRONTIER EMERGING SMALL COUNTRIES FUND
Year Ended September 30, 2016			Year Ended September 30, 2015			Year Ended September 30, 20161			Year Ended September 30, 2015			Year Ended September 30, 20161			Year Ended September 30, 2015
$	39,611		$	(77,515	)	$	(5,703,812	)	$	(7,933,740	)	$	3,750,574		$	4,660,025
	(1,295,442	)		(4,968,701	)		(57,152,827	)		(10,258,156	)		(122,596,395	)		(37,208,268	)
	5,180,985			(4,625,817	)		150,259,510			(134,735,257	)		71,170,573			(156,479,551	)
	3,925,154			(9,672,033	)		87,402,871			(152,927,153	)		(47,675,248	)		(189,027,794	)
	—			(85,929	)		(132,483	)		(1,814,628	)		(1,618,755	)		(6,526,410	)
	—			—			—			—			—			(19,311,554	)
	—			(85,929	)		(132,483	)		(1,814,628	)		(1,618,755	)		(25,837,964	)
	—			(151,968	)		—			—			—			—
	—			—			—			—			—			—
	—			(151,968	)		—			—			—			—
	5,021,512			7,293,767			135,426,837			180,971,456			256,042,228			490,118,465
	—			85,177			117,400			1,494,676			1,545,813			24,103,894
	(13,057,233	)		(10,592,721	)		(508,099,796	)		(504,253,544	)		(796,859,735	)		(596,403,419	)
	1,244			596			6,249			14,069			47,252			25,583
	(8,034,477	)		(3,213,181	)		(372,549,310	)		(321,773,343	)		(539,224,442	)		(82,155,477	)
	6,298,780			3,739,143			163,579,317			—			156,914,661			—
	—			151,968			—			—			—			—
	(1,330,793	)		(11,784,081	)		(24,306,522	)		—			(18,521,165	)		—
	—			4,245			242			—			839			—
	4,967,987			(7,888,725	)		139,273,037			—			138,394,335			—
	858,664			(21,011,836	)		(146,005,885	)		(476,515,124	)		(450,124,110	)		(297,021,235	)
	37,796,120			58,807,956			981,366,727			1,457,881,851			1,027,673,060			1,324,694,295
$	38,654,784		$	37,796,120		$	835,360,842		$	981,366,727		$	577,548,950		$	1,027,673,060
$	(157,877	)	$	(277,867	)	$	(7,177,380	)	$	(13,624,992	)	$	(5,926,809	)	$	1,547,031
	607,896			723,608			55,771,862			67,698,717			96,401,830			162,889,608
	—			8,392			48,512			561,908			574,652			7,800,613
	(1,537,017	)		(1,085,598	)		(213,187,447	)		(190,175,016	)		(300,906,259	)		(198,903,713	)
	(929,121	)		(353,598	)		(157,367,073	)		(121,914,391	)		(203,929,777	)		(28,213,492	)
	735,711			363,354			69,868,540			—			60,003,922			—
	—			14,899			—			—			—			—
	(154,025	)		(1,202,260	)		(9,644,798	)		—			(7,015,724	)		—
	581,686			(824,007	)		60,223,742			—			52,988,198			—

103

WASATCH FUNDS

Statements of Changes in Net Assets (continued)

	GLOBAL OPPORTUNITIES FUND						INTERNATIONAL GROWTH FUND
	Year Ended September 30, 20161			Year Ended September 30, 2015			Year Ended September 30, 20161			Year Ended September 30, 2015
Operations:
Net investment income (loss)	$	(1,517,910	)	$	(1,988,404	)	$	(4,748,463	)	$	(4,282,733	)
Net realized gain (loss) on investments, foreign currency translations and foreign capital gains taxes		8,430,816			21,190,451			55,136,808			(15,787,782	)
Net realized gain (loss) on options written		—			—			—			—
Net realized loss on short positions		—			—			—			—
Change in unrealized appreciation (depreciation) on investments, foreign currency translations and deferred capital gains taxes		14,070,421			(24,943,634	)		116,091,330			77,362,244
Net increase (decrease) in net assets resulting from operations		20,983,327			(5,741,587	)		166,479,675			57,291,729
Dividends paid from:
Investor Class
Net investment income		(427,375	)		(470,408	)		—			(284,964	)
Net realized gains		(19,259,921	)		(26,548,276	)		—			(8,896,949	)
		(19,687,296	)		(27,018,684	)		—			(9,181,913	)
Institutional Class
Net investment income		—			—			—			—
Net realized gains		—			—			—			—
		—			—			—			—
Capital share transactions:
Investor Class
Shares sold		21,166,046			24,113,199			222,578,093			304,243,470
Shares issued to holders in reinvestment of dividends		19,452,688			26,821,337			—			8,765,593
Shares redeemed		(46,667,870	)		(54,874,473	)		(726,095,437	)		(466,136,694	)
Redemption fees		12,452			3,950			11,556			26,761
Net increase (decrease)		(6,036,684	)		(3,935,987	)		(503,505,788	)		(153,100,870	)
Institutional Class
Shares sold		5,065,715			—			483,795,090			—
Shares issued to holders in reinvestment of dividends		—			—			—			—
Shares redeemed		—			—			(8,682,445	)		—
Redemption fees		—			—			2,492			—
Net increase (decrease)		5,065,715			—			475,115,137			—
Total increase (decrease) in net assets		325,062			(36,696,258	)		138,089,024			(104,991,054	)
Net assets:
Beginning of period		155,967,892			192,664,150			1,316,095,088			1,421,086,142
End of period	$	156,292,954		$	155,967,892		$	1,454,184,112		$	1,316,095,088
Undistributed net investment income (loss) included in net assets at end of period	$	(1,429,652	)	$	(2,258,540	)	$	(1,771,842	)	$	(4,649,406	)
Capital share transactions — shares:
Investor Class
Shares sold		6,694,423			6,305,552			7,681,730			10,961,555
Shares issued to holders in reinvestment of dividends		5,704,601			7,229,471			—			333,419
Shares redeemed		(13,949,592	)		(14,099,286	)		(24,818,248	)		(17,143,695	)
Net increase (decrease) in shares outstanding		(1,550,568	)		(564,263	)		(17,136,518	)		(5,848,721	)
Institutional Class
Shares sold		1,518,647			—			16,466,250			—
Shares issued to holders in reinvestment of dividends		—			—			—			—
Shares redeemed		—			—			(285,393	)		—
Net increase (decrease) in shares outstanding		1,518,647			—			16,180,857			—

¹ Institutional class inception date was February 1, 2016.

See Notes to Financial Statements.

104

SEPTEMBER 30, 2016

INTERNATIONAL OPPORTUNITIES FUND						LARGE CAP VALUE FUND						LONG/SHORT FUND
Year Ended September 30, 20161			Year Ended September 30, 2015			Year Ended September 30, 2016			Year Ended September 30, 2015			Year Ended September 30, 2016			Year Ended September 30, 2015
$	(1,149,686	)	$	(1,455,524	)	$	3,669,068		$	4,417,033		$	45,073		$	3,700,470
	(6,218,080	)		22,684,497			5,613,690			23,888,706			(125,012,468	)		113,223,926
	—			—			132,873			—			—			(1,377,491	)
	—			—			—			—			(24,738,165	)		(2,298,097	)
	123,227,456			(30,215,034	)		19,112,212			(44,068,657	)		196,133,025			(484,033,257	)
	115,859,690			(8,986,061	)		28,527,843			(15,762,918	)		46,427,465			(370,784,449	)
	—			—			(3,733,214	)		(4,717,198	)		(364,125	)		(13,117,322	)
	(22,512,072	)		(32,985,697	)		(20,730,247	)		(90,487,206	)		(49,332,592	)		(75,718,399	)
	(22,512,072	)		(32,985,697	)		(24,463,461	)		(95,204,404	)		(49,696,717	)		(88,835,721	)
	—			—			(60,085	)		(58,397	)		(479,596	)		(10,613,371	)
	—			—			(252,053	)		(1,885,955	)		(22,243,655	)		(50,288,258	)
	—			—			(312,138	)		(1,944,352	)		(22,723,251	)		(60,901,629	)
	151,939,973			185,060,513			9,656,161			12,556,127			64,920,986			230,166,705
	22,015,075			32,189,321			24,129,587			94,061,044			49,262,675			86,127,189
	(184,742,350	)		(61,450,925	)		(91,876,593	)		(160,845,016	)		(527,803,631	)		(1,090,754,118	)
	18,842			8,758			1,216			3,511			15,132			43,449
	(10,768,460	)		155,807,667			(58,089,629	)		(54,224,334	)		(413,604,838	)		(774,416,775	)
	153,515,811			—			3,327,996			213,244			41,876,317			168,746,062
	—			—			309,072			1,934,190			22,325,848			58,822,477
	(9,205,095	)		—			(1,601,692	)		(6,667,455	)		(401,523,032	)		(626,995,982	)
	2,811			—			1,120			—			101,712			74,853
	144,313,527			—			2,036,496			(4,520,021	)		(337,219,155	)		(399,352,590	)
	226,892,685			113,835,909			(52,300,889	)		(171,656,029	)		(776,816,496	)		(1,694,291,164	)
	453,495,126			339,659,217			245,580,983			417,237,012			1,024,983,888			2,719,275,052
$	680,387,811		$	453,495,126		$	193,280,094		$	245,580,983		$	248,167,392		$	1,024,983,888
$	(237,268	)	$	(710,582	)	$	(3,731	)	$	(17,753	)	$	(145,368	)	$	330,202
	52,855,854			65,274,231			1,120,728			1,202,742			5,339,083			15,339,817
	7,862,527			12,055,926			2,807,480			9,575,413			4,332,689			5,703,787
	(66,779,782	)		(21,478,869	)		(10,503,774	)		(15,418,721	)		(44,954,538	)		(75,345,316	)
	(6,061,401	)		55,851,288			(6,575,566	)		(4,640,566	)		(35,282,766	)		(54,301,712	)
	55,197,121			—			365,881			21,708			3,395,227			11,145,839
	—			—			35,987			196,684			1,961,850			3,892,950
	(3,093,786	)		—			(176,253	)		(681,797	)		(33,338,059	)		(44,674,081	)
	52,103,335			—			225,615			(463,405	)		(27,980,982	)		(29,635,292	)

105

WASATCH FUNDS

Statements of Changes in Net Assets (continued)

	MICRO CAP FUND						MICRO CAP VALUE FUND
	Year Ended September 30, 2016			Year Ended September 30, 2015			Year Ended September 30, 2016			Year Ended September 30, 2015
Operations:
Net investment income (loss)	$	(3,020,820	)	$	(2,613,931	)	$	(987,743	)	$	(879,035	)
Net realized gain (loss) on investments, foreign currency translations and foreign capital gains taxes		17,504,026			42,447,306			2,306,799			18,597,991
Net realized gain on options written		—			—			—			272,422
Change in unrealized appreciation (depreciation) on investments, foreign currency translations and deferred capital gains taxes		25,086,105			(30,582,373	)		18,406,751			(2,960,212	)
Net increase (decrease) in net assets resulting from operations		39,569,311			9,251,002			19,725,807			15,031,166
Dividends paid from:
Investor Class
Net investment income		—			(57,541	)		—			—
Net realized gains		(40,544,074	)		(13,743,034	)		(17,904,955	)		(21,640,698	)
Return of capital		—			—			—			—
		(40,544,074	)		(13,800,575	)		(17,904,955	)		(21,640,698	)
Institutional Class
Net investment income		—			—			—			—
Net realized gains		—			—			—			—
		—			—			—			—
Capital share transactions:
Investor Class
Shares sold		6,546,097			8,870,349			36,255,073			18,213,412
Shares issued to holders in reinvestment of dividends		38,421,674			13,148,507			17,528,757			21,205,896
Shares redeemed		(39,615,512	)		(37,976,905	)		(30,678,179	)		(37,443,746	)
Redemption fees		2,584			3,154			21,005			2,428
Net increase (decrease)		5,354,843			(15,954,895	)		23,126,656			1,977,990
Institutional Class
Shares sold		—			—			—			—
Shares issued to holders in reinvestment of dividends		—			—			—			—
Shares redeemed		—			—			—			—
Redemption fees		—			—			—			—
Net increase		—			—			—			—
Total increase (decrease) in net assets		4,380,080			(20,504,468	)		24,947,508			(4,631,542	)
Net assets:
Beginning of period		273,310,843			293,815,311			154,168,864			158,800,406
End of period	$	277,690,923		$	273,310,843		$	179,116,372		$	154,168,864
Undistributed net investment income (loss) included in net assets at end of period	$	(1,971,779	)	$	(764,789	)	$	(689,111	)	$	22,777
Capital share transactions — shares:
Investor Class
Shares sold		973,225			1,119,278			13,603,287			6,134,016
Shares issued to holders in reinvestment of dividends		5,777,695			1,700,971			6,565,078			7,655,558
Shares redeemed		(6,040,054	)		(4,853,557	)		(11,446,018	)		(12,687,971	)
Net increase (decrease) in shares outstanding		710,866			(2,033,308	)		8,722,347			1,101,603
Institutional Class
Shares sold		—			—			—			—
Shares issued to holders in reinvestment of dividends		—			—			—			—
Shares redeemed		—			—			—			—
Net increase in shares outstanding		—			—			—			—

¹  Institutional class inception date was February 1, 2016.

See Notes to Financial Statements.

106

SEPTEMBER 30, 2016

SMALL CAP GROWTH FUND						SMALL CAP VALUE FUND						STRATEGIC INCOME FUND
Year Ended September 30, 20161			Year Ended September 30, 2015			Year Ended September 30, 2016			Year Ended September 30, 2015			Year Ended September 30, 2016			Year Ended September 30, 2015
$	(14,924,154	)	$	(17,146,891	)	$	682,252		$	2,406,464		$	1,690,915		$	2,881,370
	162,637,861			339,817,590			16,775,143			10,252,311			(7,539,689	)		3,027,134
	—			—			—			—			—			—
	67,189,440			(290,530,333	)		18,262,012			(5,669,868	)		9,420,214			(15,972,843	)
	214,903,147			32,140,366			35,719,407			6,988,907			3,571,440			(10,064,339	)
	—			—			(1,366,134	)		—			(1,501,048	)		(4,052,160	)
	(322,361,340	)		(210,961,388	)		—			—			(2,658,712	)		(5,830,282	)
	—			—			—			—			(287,336	)		—
	(322,361,340	)		(210,961,388	)		(1,366,134	)		—			(4,447,096	)		(9,882,442	)
	—			—			(98,715	)		—			—			—
	—			—			—			—			—			—
	—			—			(98,715	)		—			—			—
	209,117,699			306,525,902			35,656,524			42,777,490			5,689,341			67,443,100
	309,835,993			202,491,582			1,301,422			—			4,380,286			9,799,845
	(844,914,263	)		(549,309,702	)		(56,085,285	)		(57,465,289	)		(42,746,118	)		(63,607,687	)
	67,941			63,180			1,743			12,491			3,056			14,686
	(325,892,630	)		(40,229,038	)		(19,125,596	)		(14,675,308	)		(32,673,435	)		13,649,944
	334,206,662			—			5,124,166			11,214,884			—			—
	—			—			98,258			—			—			—
	(19,042,923	)		—			(3,397,604	)		(2,892,431	)		—			—
	369			—			79			2,995			—			—
	315,164,108			—			1,824,899			8,325,448			—			—
	(118,186,715	)		(219,050,060	)		16,953,861			639,047			(33,549,091	)		(6,296,837	)
	2,000,587,633			2,219,637,693			276,595,262			275,956,215			88,660,923			94,957,760
$	1,882,400,918		$	2,000,587,633		$	293,549,123		$	276,595,262		$	55,111,832		$	88,660,923
$	(10,697,296	)	$	(12,167,564	)	$	223,317		$	1,323,863		$	(159,843	)	$	98,362
	5,131,888			5,977,502			6,099,737			6,914,700			548,323			5,399,978
	7,380,562			4,103,173			216,904			—			425,080			806,797
	(20,536,916	)		(10,734,199	)		(9,526,792	)		(9,548,655	)		(4,239,042	)		(5,270,070	)
	(8,024,466	)		(653,524	)		(3,210,151	)		(2,633,955	)		(3,265,639	)		936,705
	8,204,969			—			902,562			1,844,006			—			—
	—			—			16,322			—			—			—
	(457,924	)		—			(553,403	)		(450,381	)		—			—
	7,747,045			—			365,481			1,393,625			—			—

107

WASATCH FUNDS

Statements of Changes in Net Assets (continued)

	ULTRA GROWTH FUND						WORLD INNOVATORS FUND
	Year Ended September 30, 2016			Year Ended September 30, 2015			Year Ended September 30, 20161			Year Ended September 30, 2015
Operations:
Net investment income (loss)	$	(982,316	)	$	(1,149,038	)	$	(1,240,640	)	$	(1,611,952	)
Net realized gain on investments, foreign currency translations and foreign capital gains taxes		7,330,801			9,017,957			11,692,010			20,035,191
Change in unrealized appreciation (depreciation) on investments, foreign currency translations and deferred capital gains taxes		11,054,954			(3,043,910	)		6,110,487			(17,578,392	)
Net increase in net assets resulting from operations		17,403,439			4,825,009			16,561,857			844,847
Dividends paid from:
Investor Class
Net investment income		—			(50,881	)		—			—
Net realized gains		(8,679,065	)		(29,102,465	)		(24,130,023	)		(25,428,998	)
		(8,679,065	)		(29,153,346	)		(24,130,023	)		(25,428,998	)
Institutional Class
Net investment income		—			—			—			—
Net realized gains		—			—			—			—
		—			—			—			—
Capital share transactions:
Investor Class
Shares sold		4,877,275			4,721,549			59,829,188			23,707,197
Shares issued to holders in reinvestment of dividends		8,403,349			28,117,008			22,861,112			23,823,818
Shares redeemed		(16,619,659	)		(15,331,162	)		(67,566,485	)		(89,996,316	)
Redemption fees		1,273			2,527			1,953			10,860
Net increase (decrease)		(3,337,762	)		17,509,922			15,125,768			(42,454,441	)
Institutional Class
Shares sold		—			—			5,998,939			—
Shares redeemed		—			—			(25,551	)		—
Net increase		—			—			5,973,388			—
Total increase (decrease) in net assets		5,386,612			(6,818,415	)		13,530,990			(67,038,592	)
Net assets:
Beginning of period		96,015,292			102,833,707			186,272,023			253,310,615
End of period	$	101,401,904		$	96,015,292		$	199,803,013		$	186,272,023
Undistributed net investment income (loss) included in net assets at end of period	$	(1,199,720	)	$	1,796,075		$	(456,077	)	$	(854,667	)
Capital share transactions — shares:
Investor Class
Shares sold		273,554			228,979			3,189,238			1,119,343
Shares issued to holders in reinvestment of dividends		459,702			1,481,402			1,198,171			1,171,279
Shares redeemed		(952,369	)		(738,870	)		(3,591,062	)		(4,257,523	)
Net increase (decrease) in shares outstanding		(219,113	)		971,511			796,347			(1,966,901	)
Institutional Class
Shares sold		—			—			309,990			—
Shares redeemed		—			—			(1,313	)		—
Net increase in shares outstanding		—			—			308,677			—

¹  Institutional class inception date was February 1, 2016.

See Notes to Financial Statements.

108

SEPTEMBER 30, 2016

INCOME FUND						U.S. TREASURY FUND
Year Ended September 30, 2016			Year Ended September 30, 2015			Year Ended September 30, 2016			Year Ended September 30, 2015
$	1,951,379		$	1,719,040		$	7,963,623		$	6,605,799
	125,294			407,021			23,928,544			40,074,870
	544,033			(23,148	)		24,193,265			(26,646,790	)
	2,620,706			2,102,913			56,085,432			20,033,879
	(1,963,364	)		(1,693,986	)		(7,944,602	)		(6,608,427	)
	—			—			(15,905,989	)		—
	(1,963,364	)		(1,693,986	)		(23,850,591	)		(6,608,427	)
	—			—			—			—
	—			—			—			—
	—			—			—			—
	27,381,821			19,309,510			288,787,957			263,443,321
	1,491,903			1,594,129			22,804,737			6,348,154
	(38,794,414	)		(29,108,583	)		(182,878,814	)		(180,211,720	)
	10,533			2,724			201,177			192,080
	(9,910,157	)		(8,202,220	)		128,915,057			89,771,835
	—			—			—			—
	—			—			—			—
	—			—			—			—
	(9,252,815	)		(7,793,293	)		161,149,898			103,197,287
	108,958,886			116,752,179			327,860,917			224,663,630
$	99,706,071		$	108,958,886		$	489,010,815		$	327,860,917
$	10,454		$	33,864		$	(1,860	)	$	(20,881	)
	2,685,166			1,896,861			15,149,367			14,002,689
	146,414			156,439			1,296,239			341,021
	(3,804,979	)		(2,856,744	)		(9,625,892	)		(9,698,391	)
	(973,399	)		(803,444	)		6,819,714			4,645,319
	—			—			—			—
	—			—			—			—
	—			—			—			—

109

WASATCH FUNDS

Financial Highlights

			Income (Loss) from Investment Operations												Less Distributions
	Net Asset Value Beginning of Period		Net Investment Income (Loss)			Net Realized and Unrealized Gains (Losses) on Investments			Total from Investment Operations			Redemption Fees (See Note 2)			Dividends from Net Investment Income			Distributions from Net Realized Gains			Total Distributions
Core Growth Fund — Investor Class
Year ended 9/30/1622	$	57.83		(0.30	)		6.09			5.79			—	4		—			(6.72	)		(6.72	)
Year ended 9/30/15	$	53.46		(0.14	)14		5.95			5.81			—	4		—			(1.44	)		(1.44	)
Year ended 9/30/14	$	52.49		(0.39	)		2.12			1.73			—	4		—			(0.76	)		(0.76	)
Year ended 9/30/13	$	41.41		(0.12	)		11.19			11.07			0.01			—			—			—
Year ended 9/30/12	$	32.63		(0.26	)		9.04			8.78			—	4		—			—			—
Core Growth Fund — Institutional Class
Year ended 9/30/1622	$	57.99		(0.14	)		6.03			5.89			—	4		—			(6.72	)		(6.72	)
Year ended 9/30/15	$	53.58		0.06			5.79			5.85			—	4		—			(1.44	)		(1.44	)
Year ended 9/30/14	$	52.57		(0.23	)		2.00			1.77			—	4		—			(0.76	)		(0.76	)
Year ended 9/30/13	$	41.44		(0.07	)		11.20			11.13			—	4		—			—			—
Year ended 9/30/128	$	38.32		(0.16	)		3.28			3.12			—			—			—			—
Emerging India Fund — Investor Class
Year ended 9/30/1622	$	3.07		(0.03	)		0.39			0.36			—	4		—			(0.04	)		(0.04	)
Year ended 9/30/15	$	2.73		(0.04	)		0.38			0.34			—	4		—	4		—			—	4
Year ended 9/30/14	$	1.78		(—	)4		0.95			0.95			—	4		—			—			—
Year ended 9/30/13	$	2.02		(0.01	)		(0.23	)		(0.24	)		—	4		—			—			—
Year ended 9/30/12	$	1.83		(0.01	)		0.21			0.20			—	4		(0.01	)		—			(0.01	)
Emerging India Fund — Institutional Class
Period ended 9/30/1619 22	$	2.82		(0.01	)		0.59			0.58			—			—			—			—
Emerging Markets Select Fund — Investor Class
Year ended 9/30/1622	$	8.35		(0.05	)		0.93			0.88			—	4		—			—			—
Year ended 9/30/15	$	10.31		(0.04	)		(1.89	)		(1.93	)		—	4		(0.03	)		—			(0.03	)
Year ended 9/30/14	$	9.56		(0.01	)		0.77			0.76			—	4		(0.01	)		—			(0.01	)
Year ended 9/30/1312	$	10.00		—	4		(0.44	)		(0.44	)		—	4		—			—			—
Emerging Markets Select Fund — Institutional Class
Year ended 9/30/1622	$	8.41		0.04			0.87			0.91			—			—			—			—
Year ended 9/30/15	$	10.37		(0.03	)		(1.88	)		(1.91	)		—	4		(0.05	)		—			(0.05	)
Year ended 9/30/14	$	9.61		—	4		0.78			0.78			—	4		(0.02	)		—			(0.02	)
Year ended 9/30/1313	$	10.00		(—	)4		(0.39	)		(0.39	)		—	4		—			—			—
Emerging Markets Small Cap Fund — Investor Class
Year ended 9/30/1622	$	2.39		(0.04	)		0.32			0.28			—	4		—	4		—			—	4
Year ended 9/30/15	$	2.74		(0.03	)		(0.32	)		(0.35	)		—	4		—	4		—			—	4
Year ended 9/30/14	$	2.67		(0.01	)		0.14			0.13			—	4		—			(0.06	)		(0.06	)
Year ended 9/30/13	$	2.66		0.01			0.01			0.02			—	4		(0.01	)		—			(0.01	)
Year ended 9/30/12	$	2.16		0.01			0.49			0.50			—	4		—			—			—
Emerging Markets Small Cap Fund — Institutional Class
Period ended 9/30/1619 22	$	2.31		(—	)4		0.36			0.36			—			—			—			—
Frontier Emerging Small Countries Fund — Investor Class
Year ended 9/30/1622	$	2.77		0.02			(0.16	)		(0.14	)		—	4		—	4		—			—	4
Year ended 9/30/15	$	3.32		0.02			(0.50	)		(0.48	)		—	4		(0.02	)		(0.05	)		(0.07	)
Year ended 9/30/14	$	2.97		0.03			0.33			0.36			—	4		(0.01	)		—			(0.01	)
Year ended 9/30/13	$	2.41		0.01			0.55			0.56			—	4		—	4		—	4		—	4
Year ended 9/30/129	$	2.00		0.01			0.40			0.41			—	4		—			—			—
Frontier Emerging Small Countries Fund — Institutional Class
Period ended 9/30/1619 22	$	2.58		0.02			0.04			0.06			—	4		—			—			—
Global Opportunities Fund — Investor Class
Year ended 9/30/1622	$	3.51		(0.04	)		0.51			0.47			—	4		(0.01	)		(0.45	)		(0.46	)
Year ended 9/30/15	$	4.28		(0.05	)		(0.08	)		(0.13	)		—	4		(0.01	)		(0.63	)		(0.64	)
Year ended 9/30/14	$	4.58		(0.05	)		0.23			0.18			—	4		—	4		(0.48	)		(0.48	)
Year ended 9/30/13	$	4.15		(0.02	)		0.93			0.91			—	4		—			(0.48	)		(0.48	)
Year ended 9/30/12	$	3.68		(0.03	)		0.93			0.90			—	4		—			(0.43	)		(0.43	)
Global Opportunities Fund — Institutional Class
Period ended 9/30/1619 22	$	3.09		(—	)4		0.43			0.43			—			—			—			—

See Notes to Financial Highlights and Notes to Financial Statements.

110

(for a share outstanding throughout each period)

					Ratios to Average Net Assets												Supplemental Data
Net Asset Value End of Period		Total Return (%)1			Expenses Net of Waivers and Reimbursements (%)2			Expenses Before Waivers and Reimbursements (%)2			Net Investment Income Net of Waivers and Reimbursements (%)2			Net Investment Income Before Waivers and Reimbursements (%)2			Net Assets End of Period (000s)		Portfolio Turnover Rate1 3
$	56.90		10.69			1.21	5		1.21	5		(0.62	)		(0.62	)	$	1,082,679		18	%
$	57.83		10.87			1.17	5		1.17	5		(0.29	)14		(0.29	)14	$	1,014,515		39	%
$	53.46		3.26			1.18	5		1.18	5		(0.64	)		(0.64	)	$	859,086		26	%
$	52.49		26.76			1.21	5		1.21	5		(0.39	)		(0.39	)	$	924,304		16	%
$	41.41		26.91			1.23	5		1.23	5		(0.70	)		(0.70	)	$	581,371		28	%
$	57.16		10.83			1.07	5		1.09	5		(0.48	)		(0.50	)	$	251,181		18	%
$	57.99		10.94			1.12	5		1.13	5		(0.29	)14		(0.30	)14	$	150,614		39	%
$	53.58		3.31			1.13	5		1.19	5		(0.59	)		(0.65	)5	$	49,369		26	%
$	52.57		26.86			1.12	5		1.32	5		(0.32	)		(0.52	)5	$	19,971		16	%
$	41.44		8.14			1.12	5		1.55	5		(0.62	)		(1.05	)	$	9,101		28	%
$	3.39		11.98			1.82	5		1.96	5		(1.18	)		(1.32	)	$	71,973		42	%
$	3.07		12.51			1.95	5		2.12	5		(1.38	)		(1.55	)	$	63,850		36	%
$	2.73		53.37			1.96	5		2.58	5		(0.76	)		(1.38	)	$	44,150		13	%
$	1.78		(11.88	)		1.95	5		2.99	5		(0.99	)		(2.03	)	$	15,938		40	%
$	2.02		11.42			1.95	5		3.41	5		(0.65	)		(2.11	)	$	13,658		17	%
$	3.40		20.57			1.50	5		2.00	5		(0.70	)		(1.20	)	$	9,799		42	%
$	9.23		10.54			1.58	6		1.98	6		(0.15	)		(0.55	)	$	11,892		62	%
$	8.35		(18.81	)		1.70	6		2.00	6		(0.23	)		(0.53	)	$	18,527		46	%
$	10.31		7.92			1.69	5		1.88	5		(0.09	)		(0.28	)	$	26,502		59	%
$	9.56		(4.40	)		1.69	5		2.40	5		0.04			(0.67	)	$	29,374		43	%
$	9.32		10.82			1.29	6		1.59	6		0.29			(0.01	)	$	26,763		62	%
$	8.41		(18.67	)		1.51	6		1.77	6		(0.06	)		(0.32	)	$	19,270		46	%
$	10.37		8.13			1.51	5		1.71	5		0.05			(0.15	)	$	32,306		59	%
$	9.61		(3.90	)		1.50	5		2.21	5		(0.18	)		(0.89	)	$	28,861		43	%
$	2.67		11.73			1.96	6		2.00	6		(0.75	)		(0.79	)	$	674,632		42	%
$	2.39		(12.65	)		1.95	5		2.01	5		(0.63	)		(0.69	)	$	981,367		59	%
$	2.74		4.90			1.95	5		2.02	5		(0.28	)		(0.35	)	$	1,457,882		55	%
$	2.67		0.85			1.95	5		2.06	5		0.21			0.09		$	1,785,681		41	%
$	2.66		23.15			1.95	5		2.13	5		0.29			0.11		$	1,482,265		39	%
$	2.67		15.58			1.80	6		1.81	6		(0.03	)		(0.04	)	$	160,729		42	%
$	2.63		(4.89	)		2.25	5		2.39	5		0.35			0.21		$	437,850		80	%
$	2.77		(14.88	)		2.25	5		2.28	5		0.39			0.36		$	1,027,673		34	%
$	3.32		11.97			2.24	5		2.24	5		0.79			0.79		$	1,324,694		22	%
$	2.97		22.88			2.25	5		2.43	5		0.81			0.63		$	730,694		13	%
$	2.41		20.50			2.25	5		3.64	5		1.31			(0.08	)	$	33,045		5	%
$	2.64		2.33			2.06	6		2.06	6		1.40			1.40		$	139,699		80	%
$	3.52		13.73			1.62	6		1.62	6		(0.98	)		(0.98	)	$	150,945		44	%
$	3.51		(3.88	)		1.81	5		1.81	5		(1.10	)		(1.10	)	$	155,968		54	%
$	4.28		3.94			1.78	5		1.78	5		(0.83	)		(0.83	)	$	192,664		42	%
$	4.58		24.23			1.80	5		1.80	5		(0.70	)		(0.70	)	$	220,460		43	%
$	4.15		26.69			1.84	5		1.84	5		(0.61	)		(0.61	)	$	153,582		38	%
$	3.52		13.92			1.35	5		2.32	5		(0.57	)		(1.54	)	$	5,348		44	%

111

WASATCH FUNDS

Financial Highlights (continued)

			Income (Loss) from Investment Operations												Less Distributions
	Net Asset Value Beginning of Period		Net Investment Income (Loss)			Net Realized and Unrealized Gains (Losses) on Investments			Total from Investment Operations			Redemption Fees (See Note 2)			Dividends from Net Investment Income			Distributions from Net Realized Gains			Total Distributions
International Growth Fund — Investor Class
Year ended 9/30/1622	$	27.88		(0.22	)		3.77			3.55			—	4		—			—			—
Year ended 9/30/15	$	26.78		(0.09	)		1.39			1.30			—	4		(0.01	)		(0.19	)		(0.20	)
Year ended 9/30/14	$	28.76		(0.02	)		(1.24	)		(1.26	)		—	4		—			(0.72	)		(0.72	)
Year ended 9/30/13	$	22.44		0.07			6.32			6.39			0.01			(0.08	)		—			(0.08	)
Year ended 9/30/12	$	17.21		0.09			5.14			5.23			—	4		—			—			—
International Growth Fund — Institutional Class
Period ended 9/30/1619 22	$	28.46		0.01			2.99			3.00			—	4		—			—			—
International Opportunities Fund — Investor Class
Year ended 9/30/1622	$	2.74		(0.01	)		0.61			0.60			—	4		—			(0.13	)		(0.13	)
Year ended 9/30/15	$	3.09		(0.01	)		(0.04	)		(0.05	)		—	4		—			(0.30	)		(0.30	)
Year ended 9/30/14	$	2.94		(0.01	)		0.33			0.32			—	4		—			(0.17	)		(0.17	)
Year ended 9/30/13	$	2.41		(—	)4		0.53			0.53			—	4		—			—			—
Year ended 9/30/12	$	2.24		—	4		0.44			0.44			—	4		—			(0.27	)		(0.27	)
International Opportunities Fund — Institutional Class
Period ended 9/30/1619 22	$	2.71		0.01			0.51			0.52			—	4		—			—			—
Large Cap Value Fund — Investor Class
Year ended 9/30/1622	$	8.84		0.16			1.01			1.17			—	4		(0.16	)		(0.83	)		(0.99	)
Year ended 9/30/15	$	12.69		0.15			(0.69	)		(0.54	)		—	4		(0.16	)		(3.15	)		(3.31	)
Year ended 9/30/14	$	16.57		0.21			1.49			1.70			—	4		(0.22	)		(5.36	)		(5.58	)
Year ended 9/30/13	$	14.31		0.22			2.37			2.59			—	4		(0.20	)		(0.13	)		(0.33	)
Year ended 9/30/12	$	11.85		0.20			2.46			2.66			—	4		(0.20	)		—			(0.20	)
Large Cap Value Fund — Institutional Class
Year ended 9/30/1622	$	8.84		0.29			0.88			1.17			—	4		(0.17	)		(0.83	)		(1.00	)
Year ended 9/30/15	$	12.69		(0.04	)		(0.49	)		(0.53	)		—	4		(0.17	)		(3.15	)		(3.32	)
Year ended 9/30/14	$	16.57		0.20			1.52			1.72			—	4		(0.24	)		(5.36	)		(5.60	)
Year ended 9/30/13	$	14.31		0.22			2.39			2.61			—	4		(0.22	)		(0.13	)		(0.35	)
Period ended 9/30/128	$	13.77		0.12			0.57			0.69			—	4		(0.15	)		—			(0.15	)
Long/Short Fund — Investor Class
Year ended 9/30/1622	$	12.36		(0.08	)		1.60			1.52			—	4		(0.01	)		(1.24	)		(1.25	)
Year ended 9/30/15	$	16.29		0.02			(3.00	)		(2.98	)		—	4		(0.14	)		(0.81	)		(0.95	)
Year ended 9/30/14	$	15.82		0.17			0.65			0.82			—	4		—			(0.35	)		(0.35	)
Year ended 9/30/13	$	13.66		(0.04	)		2.23			2.19			—	4		—			(0.03	)		(0.03	)
Year ended 9/30/12	$	11.85		(0.02	)		1.83			1.81			—	4		—			—			—
Long/Short Fund — Institutional Class
Year ended 9/30/1622	$	12.38		0.21			1.33			1.54			0.02			(0.03	)		(1.24	)		(1.27	)
Year ended 9/30/15	$	16.32		0.06			(3.02	)		(2.96	)		—	4		(0.17	)		(0.81	)		(0.98	)
Year ended 9/30/14	$	15.83		0.18			0.66			0.84			—	4		—			(0.35	)		(0.35	)
Period ended 9/30/1313	$	13.80		(0.01	)		2.07			2.06			—	4		—			(0.03	)		(0.03	)
Micro Cap Fund
Year ended 9/30/1622	$	7.21		(0.08	)		1.15			1.07			—	4		—			(1.09	)		(1.09	)
Year ended 9/30/15	$	7.36		(0.08	)15		0.28			0.20			—	4		—	4		(0.35	)		(0.35	)
Year ended 9/30/14	$	7.42		(0.14	)		0.08			(0.06	)		—	4		—			—			—
Year ended 9/30/13	$	5.71		(0.10	)		1.81			1.71			—	4		—			—			—
Year ended 9/30/12	$	4.40		(0.09	)		1.40			1.31			—	4		—			—			—
Micro Cap Value Fund
Year ended 9/30/1622	$	2.87		(0.02	)		0.34			0.32			—	4		—			(0.32	)		(0.32	)
Year ended 9/30/15	$	3.02		(0.02	)16		0.31			0.29			—	4		—			(0.44	)		(0.44	)
Year ended 9/30/14	$	3.45		(0.04	)		0.18			0.14			—	4		—			(0.57	)		(0.57	)
Year ended 9/30/13	$	2.85		(0.03	)		0.91			0.88			—	4		—			(0.28	)		(0.28	)
Year ended 9/30/12	$	2.24		(0.04	)		0.65			0.61			—	4		—			—			—

See Notes to Financial Highlights and Notes to Financial Statements.

112

(for a share outstanding throughout each period)

					Ratios to Average Net Assets												Supplemental Data
Net Asset Value End of Period		Total Return (%)1			Expenses Net of Waivers and Reimbursements (%)2			Expenses Before Waivers and Reimbursements (%)2			Net Investment Income Net of Waivers and Reimbursements  (%)2			Net Investment Income Before Waivers and Reimbursements (%)2			Net Assets End of Period (000s)		Portfolio Turnover Rate1 3
$	31.43		12.73			1.48	5		1.48	5		(0.41	)		(0.41	)	$	945,168		50%
$	27.88		4.83			1.50	5		1.50	5		(0.32	)		(0.32	)	$	1,316,095		46%
$	26.78		(4.53	)		1.46	5		1.46	5		(0.06	)		(0.06	)	$	1,421,086		42%
$	28.76		28.63			1.49	5		1.49	5		0.25			0.25		$	1,326,931		44%
$	22.44		30.39			1.57	6		1.57	6		0.51			0.51		$	434,824		44%
$	31.46		10.54			1.35	5		1.36	5		0.07			0.06		$	509,016		50%
$	3.21		22.73			2.25	5		2.29	5		(0.35	)		(0.39	)	$	512,252		41%
$	2.74		(1.44	)		2.25	5		2.43	5		(0.36	)		(0.54	)	$	453,495		25%
$	3.09		11.53			2.25	5		2.41	5		(0.40	)		(0.56	)	$	339,659		38%
$	2.94		21.99			2.25	5		2.42	5		(0.03	)		(0.20	)	$	278,216		49%
$	2.41		22.33			2.25	6		2.48	6		(0.16	)		(0.39	)	$	194,563		41%
$	3.23		19.19			1.95	5		2.04	5		0.64			0.55		$	168,136		41%
$	9.02		13.92			1.10	5		1.17	5		1.70			1.63		$	189,691		26%
$	8.84		(6.61	)		1.10	5		1.12	5		1.34			1.32		$	244,056		39%
$	12.69		11.78			1.11	5 10		1.12	5 10		1.38			1.37		$	409,169		53%
$	16.57		18.40			1.10	5		1.16	5		1.27			1.21		$	786,910		47%
$	14.31		22.50			1.10	5		1.15	5		1.42			1.37		$	1,298,365		14%
$	9.01		13.97			0.96	5		1.72	5		1.76			1.00		$	3,589		26%
$	8.84		(6.50	)		0.98	5		1.44	5		1.40			0.94		$	1,525		39%
$	12.69		11.95			0.98	5		1.25	5		1.52			1.25		$	8,068		53%
$	16.57		18.54			0.98	5		1.35	5		1.37			1.00		$	15,444		47%
$	14.31		5.02			0.98	5		1.31	5		1.44			1.11		$	15,511		14%
$	12.63		13.38			1.83	6 7		1.83	6 7		(0.06	)		(0.06	)	$	184,158		47%
$	12.36		(19.33	)		1.61	7		1.61	7		0.12			0.12		$	616,192		44%
$	16.29		5.21			1.53	7 11		1.53	7 11		1.05			1.05		$	1,696,707		47%
$	15.82		16.09			1.51	7		1.51	7		(0.22	)		(0.22	)	$	1,479,371		47%
$	13.66		15.27			1.51	7		1.51	7		(0.20	)		(0.20	)	$	1,537,220		71%
$	12.67		13.71			1.52	6 7		1.57	6 7		0.18			0.13		$	64,009		47%
$	12.38		(19.19	)		1.47	7		1.47	7		0.25			0.25		$	408,792		44%
$	16.32		5.33			1.42	7		1.42	7		1.18			1.18		$	1,022,568		47%
$	15.83		14.99			1.39	7		1.40	7		(0.16	)		(0.17	)	$	824,780		47%
$	7.19		16.04			1.92	5		1.92	5		(1.14	)		(1.14	)	$	277,691		32%
$	7.21		2.45			1.90	5		1.90	5		(0.85	)15		(0.85	)15	$	273,311		31%
$	7.36		(0.81	)		1.97			1.97			(1.67	)		(1.67	)	$	293,815		26%
$	7.42		29.95			2.13	5		2.13	5		(1.28	)		(1.28	)	$	323,175		17%
$	5.71		29.77			2.14	5		2.14	5		(1.50	)		(1.50	)	$	289,449		25%
$	2.87		12.04			1.95	5		2.04	5		(0.59	)		(0.68	)	$	179,116		73%
$	2.87		9.99			1.96	6		2.02	6		(0.55	)16		(0.61	)16	$	154,169		53%
$	3.02		3.26			2.03	5		2.09	5		(1.31	)		(1.37	)	$	158,800		71%
$	3.45		33.92			2.25	5		2.25	5		(0.92	)		(0.92	)	$	166,487		66%
$	2.85		27.23			2.25	5		2.31	5		(1.27	)		(1.33	)	$	138,299		78%

113

WASATCH FUNDS

Financial Highlights (continued)

			Income (Loss) from Investment Operations												Less Distributions
	Net Asset Value Beginning of Period		Net Investment Income (Loss)			Net Realized and Unrealized Gains (Losses) on Investments			Total from Investment Operations			Redemption Fees (See Note 2)			Dividends from Net Investment Income			Distributions from Net Realized Gains			Total Distributions
Small Cap Growth Fund — Investor Class
Year ended 9/30/1622	$	45.97		(0.47	)		5.65			5.18			—	4		—			(7.63	)		(7.63	)
Year ended 9/30/15	$	50.25		(0.40	)		0.93			0.53			—	4		—			(4.81	)		(4.81	)
Year ended 9/30/14	$	51.31		(0.41	)		1.03			0.62			—	4		—			(1.68	)		(1.68	)
Year ended 9/30/13	$	43.82		(0.15	)		10.53			10.38			—	4		—			(2.89	)		(2.89	)
Year ended 9/30/12	$	35.37		(0.29	)		10.40			10.11			—	4		—			(1.66	)		(1.66	)
Small Cap Growth Fund — Institutional Class
Period ended 9/30/1619 22	$	37.58		(0.07	)		6.07			6.00			—	4		—			—			—
Small Cap Value Fund — Investor Class
Year ended 9/30/1622	$	5.86		0.01			0.77			0.78			—	4		(0.03	)		—			(0.03	)
Year ended 9/30/15	$	5.69		0.05	17		0.12			0.17			—	4		—			—			—
Year ended 9/30/14	$	5.12		(0.02	)		0.59			0.57			—	4		—			—			—
Year ended 9/30/13	$	3.81		(0.01	)		1.32			1.31			—	4		—			—			—
Year ended 9/30/12	$	3.12		(0.03	)		0.72			0.69			—	4		—			—			—
Small Cap Value Fund — Institutional Class
Year ended 9/30/1622	$	5.88		0.02			0.78			0.80			—	4		(0.03	)		—			(0.03	)
Year ended 9/30/15	$	5.72		0.05	17		0.11			0.16			—	4		—			—			—
Year ended 9/30/14	$	5.14		(0.03	)		0.61			0.58			—			—			—			—
Year ended 9/30/13	$	3.82		(0.01	)		1.33			1.32			—	4		—			—			—
Period ended 9/30/128	$	3.68		(0.01	)		0.15			0.14			—			—			—			—
Strategic Income Fund
Year ended 9/30/1622	$	10.49		0.26			0.49			0.75			—	4		(0.27	)20		(0.35	)		(0.62	)
Year ended 9/30/15	$	12.63		0.30			(1.38	)		(1.08	)		—	4		(0.44	)		(0.62	)		(1.06	)
Year ended 9/30/14	$	11.08		0.32			1.74			2.06			—	4		(0.35	)		(0.16	)		(0.51	)
Year ended 9/30/13	$	9.30		0.33			1.78			2.11			—	4		(0.33	)		—			(0.33	)
Year ended 9/30/12	$	7.57		0.16			1.77			1.93			—	4		(0.20	)		—			(0.20	)
Ultra Growth Fund
Year ended 9/30/1622	$	18.06		(0.18	)		3.66			3.48			—	4		—			(1.65	)		(1.65	)
Year ended 9/30/15	$	23.67		(0.26	)		1.54			1.28			—	4		(0.01	)		(6.88	)		(6.89	)
Year ended 9/30/14	$	24.57		(0.06	)		0.80			0.74			—	4		—			(1.64	)		(1.64	)
Year ended 9/30/13	$	22.83		(0.15	)		4.96			4.81			—	4		—			(3.07	)		(3.07	)
Year ended 9/30/12	$	20.11		(0.08	)		3.98			3.90			—	4		—			(1.18	)		(1.18	)
World Innovators Fund — Investor Class
Year ended 9/30/1622	$	20.17		(0.12	)		1.90			1.78			—	4		—			(2.63	)		(2.63	)
Year ended 9/30/15	$	22.62		(0.21	)		0.30			0.09			—	4		—			(2.54	)		(2.54	)
Year ended 9/30/14	$	23.15		(0.24	)		0.91			0.67			—	4		—			(1.20	)		(1.20	)
Year ended 9/30/13	$	18.55		(0.12	)		4.72			4.60			—	4		—			—			—
Year ended 9/30/12	$	14.71		(0.12	)		3.96			3.84			—	4		—			—			—
World Innovators Fund — Institutional Class
Period ended 9/30/1619 22	$	17.54		(—	)4		1.82			1.82			—			—			—			—
Income Fund
Year ended 9/30/1622	$	10.18		0.19			0.07			0.26			—	4		(0.19	)		—			(0.19	)
Year ended 9/30/15	$	10.15		0.16			0.03			0.19			—	4		(0.16	)		—			(0.16	)
Year ended 9/30/14	$	10.13		0.17			0.02			0.19			—	4		(0.17	)		—			(0.17	)
Year ended 9/30/13	$	10.44		0.17			(0.31	)		(0.14	)		—			(0.17	)		—			(0.17	)
Year ended 9/30/12	$	10.32		0.20			0.12			0.32			—	4		(0.20	)		—			(0.20	)
U.S. Treasury Fund
Year ended 9/30/1622	$	18.42		0.37			2.29			2.66			0.01			(0.36	)		(0.87	)		(1.23	)
Year ended 9/30/15	$	17.08		0.38			1.33			1.71			0.01			(0.38	)		—			(0.38	)
Year ended 9/30/14	$	15.33		0.45			1.75			2.20			—	4		(0.45	)		—			(0.45	)
Year ended 9/30/13	$	18.75		0.44			(3.08	)		(2.64	)		0.01			(0.44	)		(0.35	)		(0.79	)
Year ended 9/30/12	$	18.75		0.42			0.77			1.19			0.01			(0.42	)		(0.78	)		(1.20	)

See Notes to Financial Highlights and Notes to Financial Statements.

114

(for a share outstanding throughout each period)

					Ratios to Average Net Assets												Supplemental Data
Net Asset Value End of Period		Total Return (%)1			Expenses Net of Waivers and Reimbursements (%)2			Expenses Before Waivers and Reimbursements (%)2			Net Investment Income Net of Waivers and Reimbursements (%)2			Net Investment Income Before Waivers and Reimbursements (%)2			Net Assets End of Period (000s)		Portfolio Turnover Rate1 3
$	43.52		11.87			1.29	5		1.29	5		(0.79	)		(0.79	)	$	1,544,796		20%
$	45.97		0.39			1.22	5		1.22	5		(0.75	)		(0.75	)	$	2,000,588		31%
$	50.25		1.09			1.21	5		1.21	5		(0.75	)		(0.75	)	$	2,219,638		23%
$	51.31		25.34			1.23	5		1.23	5		(0.42	)		(0.42	)	$	2,487,031		10%
$	43.82		29.41			1.24	5		1.24	5		(0.73	)		(0.73	)	$	1,824,781		20%
$	43.58		15.97			1.05	5		1.11	5		(0.63	)		(0.69	)	$	337,605		20%
$	6.61		13.37			1.24	5		1.24	5		0.23			0.23		$	269,710		57%
$	5.86		2.99			1.21	5		1.21	5		0.82	17		0.82	17	$	257,655		57%
$	5.69		11.13			1.20	5		1.20	5		(0.52	)		(0.52	)	$	265,521		50%
$	5.12		34.38			1.26	5		1.27	5		(0.21	)		(0.22	)	$	201,581		40%
$	3.81		22.12			1.46	5		1.46	5		(0.73	)		(0.73	)	$	166,330		55%
$	6.65		13.54			1.08	5		1.20	5		0.40			0.28		$	23,839		57%
$	5.88		2.97			1.15	5		1.20	5		0.92	17		0.87	17	$	18,941		57%
$	5.72		11.28			1.15	5		1.44	5		(0.49	)		(0.78	)	$	10,436		50%
$	5.14		34.55			1.15	5		1.46	5		(0.11	)		(0.42	)	$	9,359		40%
$	3.82		3.80			1.15	5		1.66	5		(0.42	)		(0.93	)	$	7,243		55%
$	10.62		7.38			0.95	5		1.04	5		2.50			2.41		$	55,112		45%
$	10.49		(9.54	)		0.95	5		0.95	5		2.51			2.51		$	88,661		78%
$	12.63		18.94			0.95	5		0.96	5		2.59			2.58		$	94,958		69%
$	11.08		23.01			0.95	5		1.06	5		3.16			3.05		$	66,579		54%
$	9.30		25.61			0.95	5		1.14	5		1.74			1.55		$	44,635		57%
$	19.89		20.08			1.33	5		1.33	5		(1.03	)		(1.03	)	$	101,402		28%
$	18.06		4.02			1.31	5		1.31	5		(1.06	)		(1.06	)	$	96,015		38%
$	23.67		2.66			1.26	5		1.26	5		(1.00	)		(1.00	)	$	102,834		38%
$	24.57		24.52			1.29	5		1.29	5		(0.64	)		(0.64	)	$	151,697		25%
$	22.83		20.13			1.32	5		1.32	5		(0.35	)		(0.35	)	$	143,259		43%
$	19.32		8.97			1.78	5		1.78	5		(0.66	)		(0.66	)	$	193,826		112%
$	20.17		0.32			1.76	5		1.76	5		(0.76	)		(0.76	)	$	186,272		100%
$	22.62		2.69			1.73	5		1.73	5		(0.89	)		(0.89	)	$	253,311		111%
$	23.15		24.80			1.77	5		1.79	5		(0.84	)		(0.86	)	$	266,911		84%
$	18.55		26.10			1.85	5		1.85	5		(0.99	)		(0.99	)	$	167,934		66%
$	19.36		10.38			1.55	5		3.69	5		(0.01	)		(2.15	)	$	5,977		112%
$	10.25		2.58			0.73	5		0.73	5		1.85			1.85		$	99,706		37%
$	10.18		1.87			0.72	5		0.72	5		1.57			1.57		$	108,959		44%
$	10.15		1.91			0.70	5		0.70	5		1.66			1.66		$	116,752		13%
$	10.13		(1.34	)		0.71			0.71			1.67			1.67		$	130,285		35%
$	10.44		3.16			0.70	5		0.70	5		1.97			1.97		$	139,186		48%
$	19.86		15.49			0.69	5 21		0.73	5		1.97	21		1.93		$	489,011		59%
$	18.42		10.09			0.67	5		0.67	5		2.12			2.12		$	327,861		131%
$	17.08		14.54			0.70	5		0.70	5		2.77			2.77		$	224,664		28%
$	15.33		(14.43	)		0.71	5		0.71	5		2.46			2.46		$	193,231		34%
$	18.75		6.66			0.72	5		0.72	5		2.33			2.33		$	271,495		13%

115

WASATCH FUNDS

Notes to Financial Highlights

  ¹ Not annualized for periods less than one year.

  ² Annualized for periods less than one year.

  ³ Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued.

  ⁴ Represents amounts less than $0.005 per share.

  ⁵ Includes interest expense of less than 0.005%.

  ⁶ Includes interest expenses of more than 0.005%.

  ⁷ Includes interest expense and dividend payments for securities sold short. The ratios excluding such expenses are listed below:

	Expenses Net of Waivers and Reimbursements2		Expenses Before Waivers and Reimbursements2
Long/Short Fund — Investor Class
Year ended 9/30/16		1.42%		1.42%
Year ended 9/30/15		1.30%		1.30%
Year ended 9/30/14		1.27%		1.27%
Year ended 9/30/13		1.28%		1.28%
Year ended 9/30/12		1.27%		1.27%
Long/Short Fund — Institutional Class
Year ended 9/30/16		1.17%		1.22%
Year ended 9/30/15		1.16%		1.16%
Year ended 9/30/14		1.16%		1.16%
Period ended 9/30/1313		1.17%		1.18%

  ⁸ Institutional class inception date was January 31, 2012.

  ⁹ Fund inception date was January 31, 2012.

¹⁰  Includes extraordinary expenses of 0.01% (see Note 7).

¹¹  Includes extraordinary expenses of less than 0.01% (see Note 7).

¹²  Fund inception date was December 13, 2012.

¹³  Institutional class inception date was December 13, 2012.

¹⁴  Investment income per share reflects a large, non-recurring dividend which amounted to $0.17 and $0.08 per share for the Investor Class and Institutional Class, respectively. Excluding this non-recurring dividend, income (loss) to average net assets would have been as follows:

	Net Investment Income (Loss) Net of Waivers and Reimbursements			Net Investment Income (Loss) Before Waivers and Reimbursements
Core Growth Fund — Investor Class		(0.58	)%		(0.58	)%
Core Growth Fund — Institutional Class		(0.59	)%		(0.60	)%

¹⁵  Investment income per share reflects a large, non-recurring dividend which amounted to $0.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.40)%.

¹⁶  Investment income per share reflects a large, non-recurring dividend which amounted to $0.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.04)% for Net Investment Income Net of Waivers and Reimbursements and (1.10)% for Net Investment Income Before Waivers and Reimbursements.

¹⁷  Investment income per share reflects a large, non-recurring dividend which amounted to $0.05 and $0.05 per share for the Investor Class and Institutional Class, respectively. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been as follows:

	Net Investment Income (Loss) Net of Waivers and Reimbursements			Net Investment Income (Loss) Before Waivers and Reimbursements
Small Cap Value Fund — Investor Class		(0.00	)%18		(0.00	)%18
Small Cap Value Fund — Institutional Class		0.10	%		0.05	%

¹⁸  Amount is less than 0.005%.

¹⁹ Institutional class inception date was February 1, 2016.

²⁰  Dividends from net investment income includes a return of capital distribution, which amounted to 0.04 per share.

²¹  Includes reimbursement by Hoisington Investment Management Co., the Sub-Advisor, for proxy statement expenses which amounted to 0.01 per share.

116

SEPTEMBER 30, 2016

²²  Includes a non-recurring offer to reimburse prior period custody and fund accounting out-of-pocket expenses (see Note 7 “Custodian Out-of-Pocket Expense Reimbursement”). Excluding this non-recurring reimbursement, the ratio of expenses to average net assets would have been as follows:

	Expenses Net of Waivers and Reimbursements (%)		Expenses Before Waivers and Reimbursements (%)
Core Growth Fund — Investor Class		1.21		1.21
Core Growth Fund — Institutional Class		1.07		1.09
Emerging India Fund — Investor Class		1.84		1.98
Emerging India Fund — Institutional Class		1.56		2.06
Emerging Markets Select Fund — Investor Class		1.60		2.00
Emerging Markets Select Fund  — Institutional Class		1.33		1.63
Emerging Markets Small Cap Fund  — Investor Class		1.97		2.01
Emerging Markets Small Cap Fund — Institutional Class		1.82		1.83
Frontier Emerging Small Countries Fund — Investor Class		2.25		2.39
Frontier Emerging Small Countries Fund  — Institutional  Class		2.08		2.08
Global Opportunities Fund — Investor Class		1.64		1.64
Global Opportunities Fund — Institutional Class		1.42		2.39
International Growth Fund — Investor Class		1.48		1.48
International Growth Fund — Institutional Class		1.36		1.37
International Opportunities Fund — Investor Class		2.26		2.30
International Opportunities Fund — Institutional Class		1.97		2.06
Large Cap Value Fund — Investor Class		1.10		1.17
Large Cap Value Fund — Institutional Class		0.96		1.72
Long/Short Fund — Investor Class		1.83		1.83
Long/Short Fund — Institutional Class		1.52		1.57
Micro Cap Fund — Investor Class		1.92		1.92
Micro Cap Value Fund — Investor Class		1.96		2.05
Small Cap Growth Fund — Investor Class		1.29		1.29
Small Cap Growth Fund — Institutional Class		1.05		1.11
Small Cap Value Fund — Investor Class		1.24		1.24
Small Cap Value Fund — Institutional Class		1.08		1.20
Strategic Income Fund — Investor Class		0.95		1.04
Ultra Growth Fund — Investor Class		1.34		1.34
World Innovators Fund — Investor Class		1.79		1.79
World Innovators Fund — Institutional Class		1.63		3.77
Income Fund — Investor Class		0.73		0.73
U.S. Treasury Fund — Investor Class		0.69		0.73

See Notes to Financial Statements.

117

WASATCH FUNDS

Notes to Financial Statements

1. ORGANIZATION

Wasatch Funds Trust (the “Trust”) is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and consists of 19 series or funds (each a “Fund” and collectively the “Funds”). The Core Growth Fund, Emerging India Fund, Emerging Markets Select Fund, Emerging Markets Small Cap Fund, Frontier Emerging Small Countries Fund, Global Opportunities Fund, International Growth Fund, International Opportunities Fund, Large Cap Value Fund, Long/Short Fund, Micro Cap Fund, Micro Cap Value Fund, Small Cap Growth Fund, Small Cap Value Fund, Strategic Income Fund, Ultra Growth Fund, World Innovators Fund, Wasatch-1st Source Income Fund (“Income Fund”) (sub-advised), and Wasatch-Hoisington U.S. Treasury Fund (“U.S. Treasury Fund”) (sub-advised) are each diversified funds. Each Fund maintains its own investment objective(s).

On November 9, 2011, the Trust re-designated the shares of the Funds into Investor Class shares effective January 31, 2012, and authorized and designated a new Institutional Class of shares in the Funds. Currently 13 funds offer Institutional Class shares: Core Growth Fund, Large Cap Value Fund and Small Cap Value Fund, which commenced operations on January 31, 2012, Emerging Markets Select Fund and Long/Short Fund, which commenced operations on December 13, 2012 and Emerging India Fund, Emerging Markets Small Cap Fund, Frontier Emerging Small Countries Fund, Global Opportunities Fund, International Growth Fund, International Opportunities Fund, Small Cap Growth Fund and World Innovators Fund, which commenced operations on February 1, 2016. Each class of shares for each Fund has identical rights and privileges except with respect to purchase minimums, distribution and service charges, shareholder services, voting rights on matters affecting a single class of shares, and the exchange and conversion features. The Funds have entered into an investment advisory agreement with Wasatch Advisors, Inc. (the “Advisor” or “Wasatch”) as investment advisor.

The Core Growth, Emerging India, Emerging Markets Select, Emerging Markets Small Cap, Frontier Emerging Small Countries, Global Opportunities, International Growth, International Opportunities, Large Cap Value, Long/Short, Micro Cap, Micro Cap Value, Small Cap Growth, Small Cap Value, Strategic Income, Ultra Growth and World Innovators Funds are referred to herein as the “Equity Funds.”

2. SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant policies related to investments of the Funds held at September 30, 2016. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

Valuation of Securities — All investments in securities are recorded at their estimated fair value as described in Note 13.

Foreign Currency Translations — Values of investments denominated in foreign currencies are converted into U.S. dollars using the current exchange rates each business day (generally 4:00 p.m. Eastern Time). Purchases and sales of investments and dividend income are translated into U.S. dollars using the current prevailing exchange rate on the transaction date. The effect of changes in foreign exchange rates on realized and unrealized gains or losses on securities is reflected as a component of such gains or losses. Transactions in foreign denominated assets may involve greater risks than domestic transactions.

Investment in Securities and Related Investment Income — Security transactions are accounted for on the trade date. Gains or losses on securities sold are determined on the identified cost basis. Dividend income and distributions to shareholders are recorded on the ex-dividend date except that certain dividends from foreign securities may be recorded after the ex-dividend date based on when the Fund is informed of the dividend. Interest income and estimated expenses are accrued daily. Bond discount and premiums are amortized using the interest method. To the extent dividends received include return of capital or capital gain distributions, such distributions are recorded as a reduction to cost of the related security or as realized gain or loss.

Expenses — The Funds contract for various services on a collective basis. Most expenses are directly attributable to each Fund and therefore are charged accordingly. Expenses that are not directly attributable to one or more Funds are allocated among applicable Funds on an equitable and consistent basis considering such things as the nature and type of expense and the relative net assets of the Funds.

Use of Management Estimates — The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported changes in net assets during the reporting period. Actual results could differ from those estimates.

Guarantees and Indemnifications — In the normal course of business, the Funds enter into contracts that contain a variety of representations and warranties which provide general indemnifications. The maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Funds and/or their affiliates that have not yet occurred. Based on experience, however, the risk of loss is expected to be remote.

Redemption Fees — The Funds deduct a fee of 2.00% from redemption proceeds on shares of the Funds held 60 days or less. Redemption fees retained by the Funds are credited to additional paid-in capital.

New Accounting Pronouncements — In May 2015, the Financial Accounting Standards Board (“FASB”) issued ASU 2015-07 entitled Fair Value Measurement (Topic 820) —  Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent) which is intended to address the diversity in practice of how investments measured at net asset value with redemption dates in the future (including periodic redemption dates) are categorized within the fair value hierarchy. The FASB guidance

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allows reporting entities to exclude investments measured at net asset value (NAV) per share under the existing practical expedient in ASC 820 from the fair value hierarchy. ASU 2015-07 is effective for interim and annual reporting periods in fiscal years that begin after December 15, 2015. At this time, management is evaluating the implications of ASU 2015-07 and its impact to financial statements.

Other — Income, expenses, and realized and unrealized gains or losses on investments are generally allocated to each class of shares based on its relative net assets, except that each class separately bears expenses related specifically to that class, such as certain shareholder servicing fees.

3. SECURITIES AND OTHER INVESTMENTS

Repurchase Agreements — The Funds may engage in repurchase transactions. Under the terms of a typical repurchase agreement, a fund takes possession of an underlying debt obligation subject to an obligation of the seller to repurchase and the fund to resell the obligation at an agreed upon price and time. The market value of the collateral must be at least equal at all times to the total amount of the repurchase obligation, including interest. Generally, in the event of counterparty default, the fund has the right to use the collateral to offset losses incurred. Refer to Note 14 (Offsetting) for more information about the offsetting of assets and liabilities.

Short Sales — The Long/Short Fund and to a lesser extent the other Equity Funds may enter into short sales whereby a fund sells a security it generally does not own (the security is borrowed), in anticipation of a decline in the security’s price. The initial amount of a short sale is recorded as a liability which is marked-to-market daily. Fluctuations in the value of the short liability are recorded as unrealized gains or losses. If a Fund shorts a security when also holding a long position in the security (a “short against the box”), as the security’s price declines, the short position increases in value, offsetting the long position’s decrease in value. The opposite effect occurs if the security’s price rises. A Fund realizes a gain or loss upon closing of the short sale (returning the security to the counterparty by way of purchase or delivery of a long position owned). Possible losses from short sales may be unlimited, whereas losses from security purchases cannot exceed the total amount invested. The Funds are liable to the buyer for any dividends payable on securities while those securities are in a short position. These dividends are an expense of the Funds. The Funds designate collateral consisting of cash, U.S. government securities or other liquid assets sufficient to collateralize the market value of short positions. Refer to Note 14 (Offsetting) for more information about the offsetting of assets and liabilities.

Participation Notes — The Frontier Emerging Small Countries and the Global Opportunities Funds may invest in Participation Notes (P-Notes). P-Notes are promissory notes that are designed to offer a return linked to the performance of a particular underlying equity security or market. P-Notes are issued by banks or broker-dealers and allow a fund to gain exposure to common stocks in markets in which the fund is currently not approved to directly invest,

or in markets that prohibit direct investment by foreign purchasers (e.g. Saudi Arabia). While the holder of a P-Note is entitled to receive from the bank or broker-dealer any dividends or other distributions paid on the underlying securities, the holder is not entitled to the same rights as an owner of the underlying securities, such as voting rights. Income received from P-Notes is recorded as dividend income in the Statement of Operations. P-Notes are considered general unsecured contractual obligations of the bank or broker-dealer. Risks associated with P-Notes include the possible failure of a counterparty (i.e., the issuing bank or broker-dealer) to perform in accordance with the terms of the agreement, inability to transfer or liquidate the notes, potential delays or an inability to redeem the notes before maturity under certain market conditions, and limited legal recourse against the issuer of the underlying common stock.

Unfunded Commitments — The Equity Funds may participate in unfunded loan commitments. Pursuant to the terms of a Convertible Note Purchase Agreement, the Micro Cap Value and Ultra Growth Funds held unfunded loan commitments at the end of the period. The Funds are obligated to fund these loan commitments at the borrower’s discretion. The Funds reserve against such contingent obligations by segregating cash and/or other liquid assets. As of September 30, 2016, the total amount of unfunded commitments for each Fund was as follows:

	Unfunded Loan Commitment		Unrealized Appreciation (Depreciation)
Acetylon Pharmaceuticals, Inc. Convertible Promissory Note (structured as a Line of Credit), 12.00%, 12/31/17	$	500,000	$	—

4. FINANCIAL DERIVATIVE INSTRUMENTS

Foreign Currency Contracts — The Funds may enter into foreign currency contracts to settle planned purchases or sales of securities or to protect against a possible loss resulting from the adverse change in the relationship between the U.S. dollar and a foreign currency involved in an underlying transaction. Foreign currency contracts are agreements between two parties to buy and sell a currency at a set price on a future date. The market value of a foreign currency contract fluctuates with changes in currency exchange rates. Foreign currency contracts are marked-to-market daily and the change in market value is recorded by a fund as unrealized appreciation or depreciation. When a foreign currency contract is closed, the fund records a realized gain or loss equal to the difference between the value at the time it was opened and the value at the time it was closed. These contracts may involve market risk in excess of the unrealized gain or loss reflected in the Schedule of Investments. In addition, a fund could be exposed to credit risk if a counterparty is unable or unwilling to meet the terms of the contracts or if the value of the currency changes unfavorably. In connection with these contracts, the Funds may segregate cash and/or securities in a sufficient amount as collateral in accordance with the terms of the respective contracts.

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Notes to Financial Statements (continued)

Options Transactions — The Equity Funds and the Income Fund may buy and sell put and call options and write covered put and call options, including over-the-counter options, on portfolio securities where the completion of the obligation is dependent upon the credit standing of another party. Options are a type of derivative financial instrument. The Funds may invest in derivative financial instruments, including options, in order to manage risk or gain exposure to various other investments or markets. The risk in writing a call option is that a fund gives up the opportunity for profit if the market price of the security increases. The risk in writing a put option is that a fund may incur a loss if the market price of the security decreases and the option is exercised. The risk in buying an option is that a fund pays a premium whether or not the option is exercised.

A fund also has the additional risk of not being able to enter into a closing transaction if a liquid secondary market does not exist. Possible losses from uncovered written options may be unlimited. Option contracts are valued daily and unrealized appreciation or depreciation is recorded. A fund will realize a gain or loss upon expiration or closing of the option transaction. When an option is exercised, the proceeds on sales for a written call option, the purchase cost for a written put option, or the cost of a security for a purchased put or call option is adjusted by the amount of premium received or paid. The Funds designate collateral consisting of cash, U.S. government securities or other liquid assets sufficient to collateralize the market value of written options. Refer to Note 14 (Offsetting) for more information about the offsetting of assets and liabilities.

Options written activity during the year ended September 30, 2016 was as follows:

	Options Outstanding at 9/30/2015		Written		Closed		Exercised			Expired			Options Outstanding at 9/30/2016
Large Cap Value Fund
Premium amount	$	—	$	132,873	$	—	$	(23,850	)	$	(109,023	)	$	—
Number of contracts		—		1,100		—		(200	)		(900	)		—

5. PURCHASES AND SALES OF SECURITIES

Cost of investment securities purchased and proceeds from sales of investment securities, excluding U.S. government and short-term securities for the year ended September 30, 2016 are summarized below:

	Core Growth Fund		Emerging India Fund		Emerging Markets Select Fund		Emerging Markets Small Cap Fund		Frontier Emerging Small Countries Fund		Global Opportunities Fund
Purchases	$	238,977,261	$	33,929,625	$	22,903,125	$	354,768,576	$	631,518,928	$	67,437,006
Sales		198,864,707		27,793,650		23,493,797		562,829,381		1,028,170,576		93,223,722
	International Growth Fund		International Opportunities Fund		Large Cap Value Fund		Long/Short Fund		Micro Cap Fund		Micro Cap Value Fund
Purchases	$	671,416,025	$	320,220,759	$	54,234,227	$	213,926,115	$	82,215,585	$	117,635,126
Sales		719,335,273		209,849,235		135,408,603		1,019,733,097		110,812,099		104,988,216
	Small Cap Growth Fund		Small Cap Value Fund		Strategic Income Fund		Ultra Growth Fund		World Innovators Fund		Income Fund
Purchases	$	370,017,563	$	148,949,638	$	26,768,448	$	26,050,995	$	180,097,748	$	30,181,754
Sales		675,746,855		181,059,509		68,203,911		41,106,159		204,590,267		29,117,885

Purchases and sales of U.S. government securities in the Income Fund were $8,363,189 and $16,986,276, respectively. Purchases and sales of U.S. government securities in the U.S. Treasury Fund were $350,076,718 and $236,203,748, respectively.

6. FEDERAL INCOME TAX INFORMATION

It is each Fund’s policy to comply with the requirements under Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income to shareholders. The Funds are no longer subject to examination by tax authorities for years prior to 2013. At this time, management believes there are no uncertain tax positions which, based on their technical merit, would not be sustained upon examination and for which it is reasonably possible that the total of amounts of unrecognized tax benefits will significantly change in the next 12 months. Accordingly, no provision for federal income or excise taxes has been made.

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SEPTEMBER 30, 2016

As of September 30, 2016 the cost and unrealized appreciation (depreciation) of securities on a tax basis were as follows:

	Core Growth Fund			Emerging India Fund			Emerging Markets Select Fund			Emerging Markets Small Cap Fund			Frontier Emerging Small Countries Fund			Global Opportunities Fund			International Growth Fund
Cost	$	929,809,105		$	55,149,633		$	33,454,287		$	644,362,466		$	517,951,753		$	121,060,679		$	1,089,922,615
Gross appreciation	$	426,006,974		$	23,775,170		$	6,346,620		$	236,929,666		$	105,559,043		$	40,041,922		$	414,377,606
Gross (depreciation)		(27,631,404	)		(984,825	)		(1,859,087	)		(31,768,278	)		(53,298,372	)		(5,819,777	)		(49,983,659	)
Net appreciation	$	398,375,570		$	22,790,345		$	4,487,533		$	205,161,388		$	52,260,671		$	34,222,145		$	364,393,947
	International Opportunities Fund			Large Cap Value Fund			Long/Short Fund			Micro Cap Fund			Micro Cap Value Fund			Small Cap Growth Fund			Small Cap Value Fund
Cost	$	530,548,779		$	162,080,343		$	159,502,383		$	187,049,293		$	135,897,970		$	1,345,619,836		$	236,642,148
Gross appreciation	$	172,005,587		$	31,604,162		$	32,607,899		$	105,839,362		$	46,636,767		$	649,791,869		$	67,005,190
Gross (depreciation)		(17,013,583	)		(2,944,400	)		(39,288,865	)		(12,217,524	)		(2,513,219	)		(121,077,786	)		(8,397,456	)
Net appreciation	$	154,992,004		$	28,659,762		$	(6,680,966	)	$	93,621,838		$	44,123,548		$	528,714,083		$	58,607,734
	Strategic Income Fund			Ultra Growth Fund			World Innovators Fund			Income Fund			U.S. Treasury Fund
Cost	$	50,992,391		$	74,714,096		$	180,572,331		$	97,548,031		$	469,456,705
Gross appreciation	$	6,211,556		$	33,961,268		$	25,073,996		$	1,718,141		$	24,110,848
Gross (depreciation)		(2,081,825	)		(8,099,142	)		(6,002,087	)		(256,268	)		(2,210,291	)
Net appreciation	$	4,129,731		$	25,862,126		$	19,071,909		$	1,461,873		$	21,900,557

The difference between book-basis and tax-basis unrealized gains is primarily attributable to the tax deferral of losses on wash sales, unrealized appreciation on passive foreign investment companies, partnership adjustments and other temporary tax adjustments.

The components of accumulated earnings on a tax basis as of September 30, 2016 were as follows:

	Core Growth Fund			Emerging India Fund			Emerging Markets Select Fund			Emerging Markets Small Cap Fund			Frontier Emerging Small Countries Fund
Undistributed ordinary income	$	—		$	—		$	—		$	—		$	—
Undistributed capital gains		2,121,012			819,636			—			—			—
Accumulated earnings		2,121,012			819,636			—			—			—
Accumulated capital and other losses		(5,575,059	)		(580,549	)		(8,281,984	)		(82,211,693	)		(153,784,036	)
Other undistributed ordinary losses		—			(57,865	)		(70,098	)		—			(54,586	)
Net unrealized appreciation (depreciation)*		398,375,570			21,646,174			4,263,049			202,973,864			48,999,682
Total accumulated earnings	$	394,921,523		$	21,827,396		$	(4,089,033	)	$	120,762,171		$	(104,838,940	)
	Global Opportunities Fund			International Growth Fund			International Opportunities Fund			Large Cap Value Fund			Long/Short Fund
Undistributed ordinary income	$	—		$	—		$	—		$	4,996		$	—
Undistributed capital gains		7,456,138			38,987,147			—			5,174,466			61,070
Accumulated earnings		7,456,138			38,987,147			—			5,179,462			61,070
Accumulated capital and other losses		(1,333,351	)		(1,771,842	)		(5,907,308	)		—			(157,790,103	)
Other undistributed ordinary losses		(6,130	)		—			(7,630	)		(8,727	)		—
Net unrealized appreciation (depreciation)*		33,717,035			364,208,613			153,941,942			28,659,762			(7,223,971	)
Total accumulated earnings	$	39,833,692		$	401,423,918		$	148,027,004		$	33,830,497		$	(164,953,004	)

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Notes to Financial Statements (continued)

	Micro Cap Fund			Micro Cap Value Fund			Small Cap Growth Fund			Small Cap Value Fund			Strategic Income Fund
Undistributed ordinary income	$	—		$	—		$	—		$	223,317		$	—
Undistributed capital gains		18,371,513			—			144,143,182			—			—
Accumulated earnings		18,371,513			—			144,143,182			223,317
Accumulated capital and other losses		(1,971,779	)		(946,331	)		(10,697,296	)		(13,202,080	)		(7,707,764	)
Other undistributed ordinary losses		—			—			—			—			(8,035	)
Net unrealized appreciation (depreciation)*		93,621,922			44,123,744			528,707,853			58,607,746			4,129,713
Total accumulated earnings	$	110,021,656		$	43,177,413		$	662,153,739		$	45,628,983		$	(3,586,086	)
	Ultra Growth Fund			World Innovators Fund			Income Fund			U.S. Treasury Fund
Undistributed ordinary income	$	—		$	—		$	45,343		$	88,003
Undistributed capital gains		6,198,685			4,136,083			124,946			23,928,544
Accumulated earnings		6,198,685			4,136,083			170,289			24,016,547
Accumulated capital and other losses		(1,199,720	)		(555,051	)		—			—
Other undistributed ordinary losses		—			—			(34,889	)		(89,863	)
Net unrealized appreciation (depreciation)*		25,862,135			19,067,892			1,461,873			21,900,557
Total accumulated earnings	$	30,861,100		$	22,648,924		$	1,597,273		$	45,827,241

Dividends from net investment income and net realized gains, if any, are declared and paid at least annually for all Funds, except for dividends from net investment income in four funds. The Income Fund declares and pays dividends monthly. The Large Cap Value, Strategic Income and U.S. Treasury Funds declare and pay dividends quarterly. The amount of dividends and distributions from net investment income and net realized gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. The Funds may utilize earnings and profits distributed to shareholders on redemption of shares as part of the dividends paid deduction (tax equalization).

To the extent these book and tax differences are permanent in nature, such amounts are reclassified at the end of the fiscal year among additional paid-in capital, undistributed net investment income (loss), and undistributed net realized gain (loss) on investments, options and foreign currency translations.

Accordingly, at September 30, 2016, reclassifications were recorded as follows:

	Core Growth Fund			Emerging India Fund			Emerging Markets Select Fund			Emerging Markets Small Cap Fund			Frontier Emerging Small Countries Fund
Increase (decrease) paid-in-capital in excess of par	$	(9,080,743	)	$	(595,490	)	$	(139,948	)	$	(10,813,869	)	$	(1,538,427	)
Increase (decrease) undistributed net investment income		9,844,664			525,229			80,379			12,283,907			(9,605,659	)
Increase (decrease) undistributed net realized gain (loss)		(763,921	)		70,261			59,569			(1,470,038	)		11,144,086
	Global Opportunities Fund			International Growth Fund			International Opportunities Fund			Large Cap Value Fund			Long/Short Fund
Increase (decrease) paid-in-capital in excess of par	$	(2,335,324	)	$	(8,128,228	)	$	(1,986,766	)	$	(6,732	)	$	(363,108	)
Increase (decrease) undistributed net investment income		2,774,173			7,626,027			1,623,000			138,253			323,078
Increase (decrease) undistributed net realized gain (loss)		(438,849	)		502,201			363,766			(131,521	)		40,030
	Micro Cap Fund			Micro Cap Value Fund			Small Cap Growth Fund			Small Cap Value Fund			Strategic Income Fund
Increase (decrease) paid-in-capital in excess of par	$	(1,824,925	)	$	(28	)	$	(19,286,674	)	$	(45	)	$	(602	)
Increase (decrease) undistributed net investment income		1,813,830			275,855			16,394,422			(317,949	)		(448,072	)
Increase (decrease) undistributed net realized gain (loss)		11,095			(275,827	)		3,390,296			317,994			448,674

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	Ultra Growth Fund			World Innovators Fund			Income Fund
Increase (decrease) paid-in-capital in excess of par	$	(1,044,715	)	$	(15	)	$	—
Increase (decrease) undistributed net investment income		(2,013,479	)		1,639,230			(11,425	)
Increase (decrease) undistributed net realized gain (loss)		3,517,216			(1,600,196	)		11,425

Capital loss carryforwards are available through the date specified below to offset future realized net capital gains for federal income tax purposes. Future capital loss carryover utilization in any given year may be subject to Internal Revenue Code limitations. To the extent future gains are offset by capital loss carryforwards, such gains will not be distributed.

Under the Regulated Investment Company Modernization Act of 2010, a Fund will be permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Post-enactment losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under previous law. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years, which carry an expiration date. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused.

Capital loss carryforwards as of September 30, 2016 were as follows:

	Expiring				Non-expiring
Fund	9/30/2017		9/30/2018		Short Term		Long Term
Emerging Markets Select Fund	$	—	$	—	$	7,565,978	$	713,332
Emerging Markets Small Cap Fund		—		—		55,712,840		22,118,288
Frontier Emerging Small Countries Fund		—		—		73,690,727		74,221,086
International Opportunities Fund		—		—		3,041,476		2,630,545
Small Cap Value Fund		—		13,202,080		—		—
Strategic Income Fund		—		—		4,973,715		2,717,608

During the tax year ended September 30, 2016, the Funds used capital loss carryforwards in the following amounts:

Fund	Amount Used
Small Cap Value Fund	$	6,934,432

The Funds have elected to defer losses incurred from November 1, 2015 through September 30, 2016 in accordance with federal income tax rules. These losses are treated as having arisen on the first day of the following fiscal year. The Funds have elected to defer losses as follows:

Fund	Post-October Capital Losses		Late-Year Ordinary Losses
Core Growth Fund	$	—	$	5,575,059
Emerging India Fund		—		580,549
Emerging Markets Select Fund		—		2,674
Emerging Markets Small Cap Fund		—		4,380,565
Frontier Emerging Small Countries Fund		—		5,872,223
Global Opportunities Fund		—		1,333,351
International Growth Fund		—		1,771,842
International Opportunities Fund		—		235,287
Long/Short Fund		157,644,735		145,368
Micro Cap Fund		—		1,971,779
Micro Cap Value Fund		257,220		689,111
Small Cap Growth Fund		—		10,697,296
Strategic Income Fund		—		16,441
Ultra Growth Fund		—		1,199,720
World Innovators Fund		—		555,051

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Notes to Financial Statements (continued)

The tax character of distributions paid during the year ended September 30, 2016 was as follows:

2016	Core Growth Fund		Emerging India Fund		Emerging Markets Select Fund		Emerging Markets Small Cap Fund		Frontier Emerging Small Countries Fund
Ordinary Income	$	—	$	—	$	—	$	132,483	$	1,618,755
Capital Gain		138,512,554		958,580		—		—		—
Total	$	138,512,554	$	958,580	$	—	$	132,483	$	1,618,755
2016	Global Opportunities Fund		International Growth Fund		International Opportunities Fund		Large Cap Value Fund		Long/Short Fund
Ordinary Income	$	—	$	—	$	—	$	3,793,299	$	2,216,991
Capital Gain		19,687,296		—		22,512,072		20,982,300		70,202,977
Total	$	19,687,296	$	—	$	22,512,072	$	24,775,599	$	72,419,968
2016	Micro Cap Fund		Micro Cap Value Fund		Small Cap Growth Fund		Small Cap Value Fund		Strategic Income Fund
Ordinary Income	$	—	$	2,417,065	$	—	$	1,464,849	$	1,474,213
Capital Gain		40,544,074		15,487,890		322,361,340		—		2,685,547
Return of Capital		—		—		—		—		287,336
Total	$	40,544,074	$	17,904,955	$	322,361,340	$	1,464,849	$	4,447,096
2016	Ultra Growth Fund		World Innovators Fund		Income Fund		U.S. Treasury Fund
Ordinary Income	$	—	$	—	$	1,963,364	$	7,944,602
Capital Gain		8,679,065		24,130,023		—		15,905,989
Total	$	8,679,065	$	24,130,023	$	1,963,364	$	23,850,591

The tax character of distributions paid during the year ended September 30, 2015 was as follows:

2015	Core Growth Fund		Emerging India Fund		Emerging Markets Select Fund		Emerging Markets Small Cap Fund		Frontier Emerging Small Countries Fund
Ordinary Income	$	—	$	29,439	$	237,897	$	1,814,628	$	11,253,991
Capital Gain		24,139,661		—		—		—		14,583,973
Total	$	24,139,661	$	29,439	$	237,897	$	1,814,628	$	25,837,964
2015	Global Opportunities Fund		International Growth Fund		International Opportunities Fund		Large Cap Value Fund		Long/Short Fund
Ordinary Income	$	—	$	—	$	—	$	9,564,501	$	23,730,693
Capital Gain		27,018,684		9,181,913		32,985,697		87,584,255		126,006,657
Total	$	27,018,684	$	9,181,913	$	32,985,697	$	97,148,756	$	149,737,350
2015	Micro Cap Fund		Micro Cap Value Fund		Small Cap Growth Fund		Small Cap Value Fund		Strategic Income Fund
Ordinary Income	$	—	$	—	$	—	$	—	$	2,614,478
Capital Gain		13,800,575		21,640,698		210,961,388		—		7,267,964
Total	$	13,800,575	$	21,640,698	$	210,961,388	$	—	$	9,882,442

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SEPTEMBER 30, 2016

2015	Ultra Growth Fund		World Innovators Fund		Income Fund		U.S. Treasury Fund
Ordinary Income	$	—	$	—	$	1,693,986	$	6,608,427
Capital Gain		29,153,346		25,428,998		—		—
Total	$	29,153,346	$	25,428,998	$	1,693,986	$	6,608,427

The tax character of distributions paid may differ from that shown in the Statements of Changes in Net Assets due to short-term gains being treated as ordinary income for tax purposes.

7. RELATED PARTY TRANSACTIONS

Investment Advisory Fees, Expense Limitations — As the Funds’ investment advisor, the Advisor receives a monthly fee calculated on average daily net assets. The Advisor has contractually agreed to waive its fees and/or reimburse certain Funds should a Fund’s operating expenses exceed a specified annual limitation through at least January 31, 2017. If operating expenses are less than the specified expense limit for the Fund, the Advisor shall be entitled to recoup the fees waived or reduced to the extent that the operating expenses and the amounts reimbursed do not exceed such expense limit for the Fund, under the period of the agreement (currently through January 31, 2017). Such reimbursement shall be paid only while the expense limitation agreement is in effect and only if such amount paid, together with all other amounts reimbursed under this agreement in the fiscal year, do not cause the Fund to exceed the expense limitation. All amounts not recovered at the end of the period expire on January 31, 2017. Ordinary operating expenses exclude any interest, dividend expense on short sales/interest expense, taxes, brokerage commissions, other investment-related costs and extraordinary expenses, such as litigation and other expenses not incurred in the ordinary course of the Funds’ business. In late October 2013, it was discovered that the Long/Short Fund and Large Cap Value Fund had a 12b-1 receivable on the books which dated back to 2008 prior to the conversion of the 1st Source Funds to Wasatch Funds. It was determined that the amount should be written off as an extraordinary expense and posted to other expenses. The balance for the Large Cap Value Fund was $70,993 and the Long/Short Fund was $8,622. The impact of these write-offs is reflected in the Financial Highlights. Investment advisory fees and fees waived, if any, for the year ended September 30, 2016 are disclosed in the Statements of Operations. Investment advisory fee and expense limitation annual rates are shown below.

Fund	Advisory Fee			Expense Limitation Investor Class		Expense Limitation Institutional Class		Contractual Expense Limitation/ Reimbursement Recoverable Expiration Date		Reimbursement Recoverable
Core Growth Fund		1.00%			1.50%		1.05%		1/31/2017	$	58,586
Emerging India Fund		1.25%	1		1.75%		1.50%		1/31/2017		106,144
Emerging Markets Select Fund		1.00%	2		1.50%		1.20%		1/31/2017		126,894
Emerging Markets Small Cap Fund		1.65%	3		1.95%		1.80%		1/31/2017		322,521
Frontier Emerging Small Countries Fund		1.75%			2.25%		2.05%		1/31/2017		1,023,972
Global Opportunities Fund		1.25%	1		1.75%		1.35%		1/31/2017		12,559
International Growth Fund		1.25%			1.75%		1.35%		1/31/2017		14,232
International Opportunities Fund		1.75%	4		2.25%		1.95%		1/31/2017		260,334
Large Cap Value Fund		0.90%			1.10%		0.95%		1/31/2017		153,287
Long/Short Fund		1.10%			1.60%		1.15%		1/31/2017		75,299
Micro Cap Fund		1.75%			1.95%		N/A		1/31/2017		—
Micro Cap Value Fund		1.75%			1.95%		N/A		1/31/2017		140,159
Small Cap Growth Fund		1.00%			1.50%		1.05%		1/31/2017		49,361
Small Cap Value Fund		1.00%			1.50%		1.05%		1/31/2017		23,450
Strategic Income Fund		0.70%			0.95%		N/A		1/31/2017		56,776
Ultra Growth Fund		1.00%			1.50%		N/A		1/31/2017		—
World Innovators Fund		1.50%			1.95%		1.55%		1/31/2017		12,353
Income Fund		0.55%			N/A		N/A		N/A		N/A
U.S. Treasury Fund		0.50%			0.75%		N/A		1/31/2017		—

¹  Effective January 31, 2016, the management fee was reduced from 1.50% to 1.25%.

²  Effective January 31, 2016, the management fee was reduced from 1.25% to 1.00%.

³  Effective January 31, 2016, the management fee was reduced from 1.75% to 1.65%.

⁴ Effective January 31, 2016, the management fee was reduced from 1.95% to 1.75%.

Affiliated Trades — Certain Funds are permitted to purchase or sell securities from or to certain related affiliated funds under specified conditions outlined in the procedures adopted by the Board of Trustees (the “Board”). The procedures have been designed to ensure that any purchase or sale of securities by the Funds from or to another fund (or funds) that are, or could be, considered an affiliate by virtue of having a common investment advisor (or affiliated investment advisors), common Trustees and/or common officers complies with Rule 17a-7 of the 1940 Act. Further, each transaction is effected at the current market

125

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Notes to Financial Statements (continued)

price, as that term is defined under the procedures. During the year ended September 30, 2016, the Funds had no purchases or sales of securities pursuant to Rule 17a-7 of the 1940 Act.

Compensation — Officers of the Funds serve in that capacity without compensation from the Trust. Beginning in the calendar year of 2016, the Funds’ method of compensating Trustees is to pay each Independent Trustee a retainer of $100,000 per year for services rendered and a fee of $12,000 for each Board of Trustees meeting attended in person or telephonically. Also, members of the Audit Committee receive a fee of $8,000 for each Audit Committee meeting attended in person or telephonically, and members of the Nominating Committee receive a fee of $8,000 for each Nominating Committee meeting attended in person or telephonically. In addition, each Independent Trustee receives a fee of $12,000 for attendance at an executive session held with respect to the contract renewal process for the Funds. In addition, the Chairman of the Board receives an additional fee of $25,000 a year as Chairman and $3,000 for attendance in person or telephonically at a Board meeting. The Chairman of the Audit Committee receives an additional $15,000 per year as Chairman and $1,200 for attendance in person or telephonically at an Audit Committee meeting. The Chairman of the Nominating Committee receives an additional $15,000 per year as Chairman and $1,200 for attendance in person or telephonically at a Nominating Committee meeting. Additionally, each Independent Trustee is entitled to reimbursement of expenses related to his or her duties as a Trustee of the Funds. The 2016 calendar year compensation is an increase of approximately 12 percent from the previous calendar year.

Institutional Class Legal Fees — As disclosed in the annual report dated September 30, 2011, the Board approved a multi-class plan pursuant to which the Board established and designated two classes for each series known as Investor Class shares and Institutional Class shares. The Advisor paid the legal costs associated with the establishment and designation of the new share classes for existing funds.

Payments by Advisor — During the 2012 fiscal year, the Advisor discovered a trade allocation error involving several of the Wasatch Funds. In August 2012, the Advisor paid the Global Opportunities Fund $1,167, the Micro Cap Fund $1,074, the Micro Cap Value Fund $1,282, the Small Cap Growth Fund $46,199, the Ultra Growth Fund $940 and the World Innovators Fund $437 as reimbursement for the error plus interest.

During the 2013 and 2014 fiscal years, the Advisor paid certain audit, legal and/or printing fees of the Core Growth, Emerging Markets Small Cap, Large Cap Value, Long/Short (Institutional Class), Small Cap Growth, Small Cap Value, Strategic Income and World Innovators Funds. The Advisor does not intend to be reimbursed for these amounts.

On February 20, 2013, the Advisor discovered a trade error involving the Frontier Emerging Small Countries Fund. The Advisor reimbursed the Fund $4,421. On October 16, 2014, the Advisor discovered a trade error involving the Ultra Growth Fund. The Advisor reimbursed the Fund $12,267. On August 2, 2016, the Advisor discovered a trade error involving the Small Cap Growth Fund. The Advisor reimbursed the Fund $12,890.

The impact of the payments detailed above is reflected in the net expense ratios in the Financial Highlights.

Payments by Sub-Advisor — In June 2016, the Funds filed a proxy statement with the Securities and Exchange Commission to inform shareholders about a Special Meeting of Shareholders of the Wasatch-Hoisington U.S. Treasury Fund. The purpose of the Shareholder Meeting was to ask shareholders to approve a new Sub-Advisory Agreement between Wasatch Advisors, Inc. and Hoisington Investment Management Company with respect to the Wasatch Hoisington U.S. Treasury Fund. Hoisington Investment Management Co., the Sub-Advisor for the Fund, reimbursed the Wasatch-Hoisington U.S. Treasury Fund for the costs associated with the proxy statement filing. The Sub-Advisor does not intend to be reimbursed for this amount.

10% Shareholders — As of September 30, 2016, the Funds had individual shareholder accounts and/or omnibus shareholder accounts (comprised of a group of individual shareholders), which individually amounted to more than 10% of the total shares outstanding of the Fund as detailed below:

Fund	Number of Accounts		Percent of Shares Outstanding
Core Growth Fund		2		52.24	%
Emerging India Fund		2		57.20	%
Emerging Markets Select Fund		3		78.98	%
Emerging Markets Small Cap Fund		3		65.49	%
Frontier Emerging Small Countries Fund		2		79.12	%
Global Opportunities Fund		2		58.96	%
International Growth Fund		2		53.36	%
International Opportunities Fund		2		68.18	%
Large Cap Value Fund		2		76.94	%
Long/Short Fund		2		59.95	%
Micro Cap Fund		2		26.62	%
Micro Cap Value Fund		2		51.48	%
Small Cap Growth Fund		2		54.34	%
Small Cap Value Fund		2		40.75	%
Strategic Income Fund		3		52.50	%
Ultra Growth Fund		2		29.47	%
World Innovators Fund		3		50.07	%
Income Fund		1		84.78	%
U.S. Treasury Fund		3		65.17	%

126

SEPTEMBER 30, 2016

Affiliated Interests — As of September 30, 2016, Wasatch Advisors, Inc. and its affiliates, and the retirement plans of Wasatch Advisors, Inc. and its affiliates, held shares of the Funds which may be redeemed at any time as detailed below:

	Number of Accounts*		Percent of Shares Outstanding
Core Growth Fund		20		0.99	%
Emerging India Fund		22		19.65	%
Emerging Markets Select Fund		17		18.52	%
Emerging Markets Small Cap Fund		15		0.79	%
Frontier Emerging Small Countries Fund		21		0.51	%
Global Opportunities Fund		21		6.32	%
International Growth Fund		15		0.73	%
International Opportunities Fund		24		1.63	%
Large Cap Value Fund		13		1.83	%
Long/Short Fund		8		1.30	%
Micro Cap Fund		11		0.97	%
Micro Cap Value Fund		13		2.09	%
Small Cap Growth Fund		20		2.60	%
Small Cap Value Fund		10		1.97	%
Strategic Income Fund		6		17.10	%
Ultra Growth Fund		8		3.04	%
World Innovators Fund		10		1.86	%
Income Fund		3		0.02	%
U.S. Treasury Fund		10		0.52	%

* Multiple accounts with the same beneficial owner are treated as one account.

Transfer Agent Intermediary Fees Reimbursed to the Advisor — Each Fund paid fees to, and reimbursed certain out-of-pocket expenses of, the Funds’ transfer agent during the period. In addition, the Advisor and the Funds’ distributor have entered into selling dealer agreements and service agreements with certain financial services companies, broker-dealers, banks, advisors, retirement service providers or other authorized agents or organizations (each an “Intermediary,” together, “Intermediaries”) to accept purchase, exchange and redemption orders on the Funds’ behalf. For Investor Class shares of the Funds, some Intermediaries do not charge investors a direct transaction fee, but instead charge a fee for accounting and shareholder services that the agent provided to Fund shareholders on the Funds’ behalf. Those services typically included recordkeeping, transaction processing for shareholders’ accounts, communication of tax information, income distribution and other services. Generally, the fee was either a per account charge based on the number of accounts to which the Intermediary provided such services, or was a percentage (as of September 30, 2016 up to 0.40% annually) of the average value of Fund Investor Class shares held in such accounts. The Advisor paid the Intermediary fees and the Funds reimbursed the Advisor for the portion of such fees, which is intended to compensate the Intermediary for provision of services of the type that would be provided by the Funds’ transfer agent or other service providers if the shares were registered on the books of the Funds’ transfer agent. Institutional Class shares of the Funds do not reimburse the Advisor for payments to Intermediaries. The Funds’ reimbursement of expenses incurred for services provided by Intermediaries are included in “Shareholder servicing fees — Investor Class” in the Statements of Operations.

Custodian Out-of-Pocket Expense Reimbursement — In September 2016, State Street Bank and Trust Company (“SSB”), the Funds’ custodian, provided each Fund with an offer to reimburse the Fund for certain out-of-pocket expenses it charged the Fund between 2003 and 2015. The incorrect charges were due to inaccurate billing rates used by SSB for certain out-of-pocket expenses. The Funds continue to review the information provided by SSB in anticipation of settling the matter. For each Fund, the reimbursement amount offered by SSB is included in “Prepaid expenses and other assets” in the Statements of Assets and Liabilities and reduced “Custody fees,” “Fund accounting fees” and, if applicable, “Reimbursement of expenses by Advisor” in the Statements of Operations. Based on the information provided by SSB, the Funds believe the impact of these errors is immaterial for each Fund.

127

WASATCH FUNDS

Notes to Financial Statements (continued)

8. TRANSACTIONS WITH AFFILIATES

If a Fund’s holding represents ownership of 5% or more of the voting securities of a company, the company is deemed to be an affiliate as defined by the 1940 Act. The following Funds conducted transactions during the year ended September 30, 2016 with an “affiliated company” as so defined:

	Share Activity								Dividends Credited to Income for the period ended 9/30/2016		Gain (Loss) Realized on Sale of Shares for the period ended 9/30/2016
	Balance 9/30/2015		Purchases/ Additions		Sales/ Reductions		Balance 9/30/2016
Frontier Emerging Small Countries Fund
Akzo Nobel Pakistan Ltd.*		3,698,992		—		3,698,992		—	$	191,832	$	(6,365,524	)
Chevron Lubricants Lanka plc*		6,300,185		5,990,614		7,579,094		4,711,705		1,199,001		(1,540,340	)
Tokyo Cement Co. Lanka plc*		11,548,669		—		11,548,669		—		—		(2,246,827	)
Long/Short Fund
Bill Barrett Corp.*		5,653,316		386,486		4,943,608		1,096,194	$	—	$	(48,203,938	)
Small Cap Growth Fund
Argos Therapeutics, Inc.*		1,162,454		471,756		79,289		1,554,921	$	—	$	197,599
Blue Nile, Inc.		828,553		—		—		828,553		579,987		—
Chefs’ Warehouse, Inc. (The)		1,897,093		—		—		1,897,093		—		—
Papa Murphy’s Holdings, Inc.		883,565		159,203		—		1,042,768		—		—
Zumiez, Inc.		1,309,779		—		44,700		1,265,079		—		(334,925	)

* This security was deemed to no longer meet the criteria of an affiliated company at the reporting date.

9. RESTRICTED SECURITIES 

The Funds may own investments that were purchased through private placement transactions or under Rule 144A of the Securities Act of 1933 (the “Securities Act”) and cannot be sold without prior registration under the Securities Act or may be limited due to certain restrictions. These securities are generally deemed to be illiquid and are valued at fair value as determined by a designated Pricing Committee of the Advisor (“Pricing Committee”), comprised of personnel of the Advisor, with oversight by the Board of Trustees and in accordance with Board-approved Pricing Policies and Procedures. If and when such securities are registered, the costs of registering such securities are paid by the issuer. At September 30, 2016, the Funds held the following restricted securities:

	Security Type	Acquisition Date		Cost		Fair Value		Value as Percent of Net Assets
Core Growth Fund
Argos Therapeutics, Inc.	Warrant		7/28/16	$	—	$	193,457		0.02	%
DocuSign, Inc., Series F Pfd.	Preferred Stock		4/30/15		4,000,004		3,257,725		0.24	%
				$	4,000,004	$	3,451,182		0.26	%
Emerging India Fund
ICICI Prudential Life Insurance Co. Ltd.	Common Stock		9/16/16	$	746,314	$	670,810		0.82	%
Global Opportunities Fund
ICICI Prudential Life Insurance Co. Ltd.	Common Stock		9/16/16	$	1,251,167	$	1,124,588		0.72	%
Micro Cap Fund
Argos Therapeutics, Inc.	PIPE		3/14/16	$	80,250	$	74,550		0.03	%
Argos Therapeutics, Inc.	PIPE		6/22/16		120,375		111,825		0.04	%
Argos Therapeutics, Inc.	Warrant		6/22/16		2,109		16,031		0.00	%
				$	202,734	$	202,406		0.07	%
Micro Cap Value Fund
Acetylon Pharmaceuticals, Inc., Series B Pfd.	Preferred Stock		2/3/11 - 5/25/12	$	499,999	$	1,379,998		0.77	%
Synergetics USA, Inc.	Right		10/14/15		71,250		37,500		0.02	%
Vertex Energy, Inc.	Warrant		6/22/15		95,000		25,000		0.01	%
Vertex Energy, Inc., Pfd. Series B	Convertible Preferred Stock		6/22/15 - 7/8/16		1,551,745		1,387,781		0.78	%
				$	2,217,994	$	2,830,279		1.58	%

128

SEPTEMBER 30, 2016

	Security Type	Acquisition Date		Cost		Fair Value		Value as Percent of Net Assets
Small Cap Growth Fund
Argos Therapeutics, Inc.	PIPE		3/14/16	$	280,608	$	260,676		0.01	%
Argos Therapeutics, Inc.	PIPE		6/22/16		421,045		391,139		0.02	%
Argos Therapeutics, Inc.	Warrant		6/22/16		7,378		56,073		0.00	%
Argos Therapeutics, Inc.	Warrant		7/28/16		—		428,743		0.02	%
DataStax, Inc., Series E Pfd.	Preferred Stock		8/12/14		8,000,002		6,286,400		0.33	%
DocuSign, Inc., Series B Pfd.	Preferred Stock		3/3/14		437,257		517,753		0.03	%
DocuSign, Inc., Series B-1 Pfd.	Preferred Stock		3/3/14		130,983		155,096		0.01	%
DocuSign, Inc., Series D Pfd.	Preferred Stock		3/3/14		313,930		371,723		0.02	%
DocuSign, Inc., Series E Pfd.	Preferred Stock		3/3/14		8,117,819		9,612,263		0.51	%
DocuSign, Inc., Series F Pfd.	Preferred Stock		4/30/15		2,999,984		2,443,278		0.13	%
Drilling Info Holdings, Inc., Series B Pfd.	Preferred Stock		9/5/13		15,350,001		12,365,651		0.66	%
ForeScout Technologies, Inc., Series G	Preferred Stock		11/25/15		6,000,003		6,000,003		0.32	%
Greenspring Global Partners II-B, L.P.	LP Interest		10/10/03 - 7/16/15		2,822,731		2,470,429		0.13	%
Greenspring Global Partners III-B, L.P.	LP Interest		3/16/06 - 11/17/15		1,409,316		1,165,125		0.06	%
Nanosys, Inc., Series D Pfd.	Preferred Stock		11/8/05		2,000,000		100,407		0.01	%
Nanosys, Inc., Series E Pfd.	Preferred Stock		8/13/10		184,939		95,764		0.01	%
				$	48,475,996	$	42,720,523		2.27	%
Small Cap Value Fund
Argos Therapeutics, Inc.	Warrant		7/28/16	$	—	$	108,300		0.04	%
Strategic Income Fund
Redcorp Ventures Ltd. Series D	Corporate Bond		7/5/07	$	151,992	$	314		0.00	%
Star Asia Financial Ltd.	Common Stock		2/22/07 - 5/11/15		572,598		497,999		0.90	%
				$	724,590	$	498,313		0.90	%
Ultra Growth Fund
Argos Therapeutics, Inc.	PIPE		3/14/16	$	39,055	$	36,281		0.04	%
Argos Therapeutics, Inc.	PIPE		6/22/16		58,582		54,422		0.05	%
Argos Therapeutics, Inc.	Warrant		6/22/16		1,027		7,802		0.01	%
Argos Therapeutics, Inc.	Warrant		7/28/16		—		13,122		0.01	%
Data Sciences International, Inc., Series B Pfd.	Preferred Stock		1/20/06		399,811		275,840		0.27	%
Drilling Info Holdings, Inc., Series B Pfd.	Preferred Stock		9/5/13		1,150,001		926,417		0.91	%
Greenspring Global Partners II-B, L.P.	LP Interest		10/10/03 - 7/16/15		2,540,448		2,223,376		2.19	%
Greenspring Global Partners III-B, L.P.	LP Interest		3/16/06 - 11/17/15		1,409,316		1,165,125		1.15	%
Nanosys, Inc., Series D Pfd.	Preferred Stock		11/8/05		500,001		25,102		0.03	%
Nanosys, Inc., Series E Pfd.	Preferred Stock		8/13/10		46,235		23,941		0.02	%
				$	6,144,476	$	4,751,428		4.68	%
World Innovators Fund
Greenspring Global Partners II-B, L.P.	LP Interest		10/10/03 - 7/16/15	$	282,273	$	247,043		0.12	%

10. PURCHASE COMMITMENTS

In September 2003, the Small Cap Growth, Ultra Growth and World Innovators Funds entered into subscription agreements to acquire limited partnership interests in Greenspring Global Partners II-B, L.P. The remaining commitment amounts at September 30, 2016 were $50,000, $45,000 and $5,000, respectively.

In December 2005, the Small Cap Growth and Ultra Growth Funds entered into subscription agreements to acquire limited partnership interests in Greenspring Global Partners III-B, L.P. The remaining commitment amounts at September 30, 2016 were $45,000 per Fund.

Securities held by the Funds have been designated to meet these purchase commitments as indicated in the Schedules of Investments.

11. LINE OF CREDIT

Effective May 20, 2016, the Funds in the Trust renewed and amended agreements for two open lines of credit totaling $300,000,000, one of which is $100,000,000 committed, and the other of which is $200,000,000 uncommitted, with State Street Bank and Trust Company (together, the “Line”). The agreements, as amended, have no change in the committed, uncommitted and total amounts available on the Line. The Funds incur commitment fees on the undrawn portion of the committed part of the Line, and interest expense to the extent of amounts drawn (borrowed) under the entire Line. Interest is based on the higher of (a) the federal funds rate in effect on the date of borrowing, plus a margin, or (b) the overnight London Interbank Offered Rate (LIBOR) in effect on the date of borrowing, plus a margin. Commitment fees are pro-rated among the Funds based upon relative average net assets. Interest expense is charged directly to a Fund based upon actual amounts borrowed by that Fund.

129

WASATCH FUNDS

Notes to Financial Statements (continued)

For the year ended September 30, 2016, the following Funds had borrowings:

Funds Utilizing the Line of Credit	Average Daily Borrowings		Number of Days Outstanding		Interest Expense		Weighted Average Annualized Interest Rate	Balance at 9/30/2016
Emerging India Fund	$	609,924		45	$	1,284	1.68%	$	—
Emerging Markets Select Fund		652,567		50		1,528	1.69%		132,095
Emerging Markets Small Cap Fund		6,035,797		105		29,277	1.66%		—
Frontier Emerging Small Countries Fund		7,352,023		33		11,519	1.71%		—
Global Opportunities Fund		1,132,996		75		3,955	1.68%		—
International Growth Fund		1,782,118		7		580	1.67%		—
International Opportunities Fund		3,481,926		1		164	1.69%		—
Large Cap Value Fund		737,199		14		486	1.70%		—
Long/Short Fund		16,606,483		6		4,650	1.68%		—
Small Cap Growth Fund		4,910,654		20		4,602	1.69%		—
Ultra Growth Fund		488,273		22		503	1.68%		—
Income Fund		334,993		1		16	1.70%		—

12. PRINCIPAL RISKS

Market and Credit Risk — In the normal course of business the Funds trade financial instruments and enter into financial transactions where risk of loss exists due to changes in the market (market risk) or the failure of the other party to a transaction to perform (credit risk). Similar to credit risk, the Funds may be exposed to counterparty risk, or the risk that an institution or other entity with which the Funds have unsettled or open transactions will default. The potential loss could exceed the value of the financial assets recorded in the financial statements. Financial assets, which potentially expose the Funds to credit risk, consist principally of cash due from counterparties and investments. The extent of the Funds’ exposure to credit and counterparty risks with respect to these financial assets approximates their carrying value as recorded in the Funds’ Statements of Assets and Liabilities.

Inflation Risk — Inflation risk is the possibility that inflation will reduce the purchasing power of a currency, and subsequently reduce the value of a security or asset, and may result in rising interest rates. Inflation is the overall upward price movement of goods and services in an economy that causes the value of a currency to decline.

Interest Rate Risk — Interest rate risk is the risk that fixed income securities will decline in value because of changes in interest rates. A rise in interest rates typically causes a fall in values. Interest rate risk should be modest for shorter-term securities, moderate for intermediate-term securities and high for longer-term securities. Generally, an increase in the average maturity of a fund will make it more sensitive to interest rate risk. The interest rate is the amount charged, expressed as a percentage of principal, by a lender to a borrower for the use of assets.

Foreign Currency Risk — If a fund invests directly in foreign currencies or in securities that trade in, and receive revenues in, foreign currencies, or in derivatives that provide exposure to foreign currencies, it will be subject to the risk that those currencies will decline in value relative to the U.S. dollar. This also includes the risk associated with higher transaction costs, delayed settlements, currency controls and adverse economic developments related to foreign investments.

Region Risk — The Funds, except the U.S. Treasury Fund, invest in equity and fixed income securities of non-U.S. issuers. Because certain foreign markets are illiquid, market prices may not necessarily represent realizable value. Although the Funds maintain diversified investment portfolios, political or economic developments within a particular country or region may have an adverse effect on the ability of domiciled issuers to meet their obligations. These risks are exaggerated for securities of issuers tied economically to emerging and frontier market countries. Additionally, political or economic developments may have an adverse effect on the liquidity and volatility of portfolio securities and currency holdings.

Liquidity Risk — The trading market for a particular security may be less liquid than it appears and the market prices may not represent realizable value. This may be likely when a fund has a proportionately large investment in securities with small market capitalizations or securities in foreign markets that trade infrequently. Reduced liquidity will have an adverse impact on a fund’s ability to sell such securities quickly at the currently marked price if necessary to meet redemptions.

Shareholder Concentration Risk — A significant portion of the net assets of the Frontier Emerging Small Countries Fund and International Opportunities Fund are owned by a group of shareholders advised by a common investment advisor. If these shareholders simultaneously redeem on the advice of their investment advisor, Fund expenses may increase and performance may be materially affected. However, the Advisor has contractually agreed to waive its fees and/or reimburse both the Frontier Emerging Small Countries Fund and the International Opportunities Fund should the operating expenses exceed 2.25% for the Investor Class and 2.05% and 1.95%, respectively, for the Institutional Class through at least January 31, 2017. The Emerging Markets Select Fund also has a significant portion of net assets concentrated in relatively few related accounts. The Advisor has contractually agreed to waive its fees and/or reimburse the Emerging Markets Select Fund should the operating expenses exceed 1.50% for the Investor Class and 1.20% for the Institutional Class through at least January 31, 2017.

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13. FAIR VALUE MEASUREMENTS AND INVESTMENTS

The fair value of a financial instrument is the amount 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. The Funds use various methods to measure the fair value of their investments on a recurring basis. U.S. GAAP established a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:

• Level 1 — Unadjusted quoted prices in active markets for identical assets or liabilities that the Funds have the ability to access.

• Level 2 — Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. The inputs may include quoted prices for the identical investment on an inactive market, prices for similar investments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

• Level 3 — Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Funds’ own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether a security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

Equity Securities (common and preferred stock) —  Securities are valued as of the close of the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern Time) on the valuation date. Equity securities and listed warrants are valued using a commercial pricing service at the last quoted sales price taken from the primary market in which each security trades and, with respect to equity securities traded on the National Association of Securities Dealer Automated Quotation system (“NASDAQ”), such securities are valued using the NASDAQ Official Closing Price (“NOCP”) or last sales price if no NOCP is available. If there are no sales on the primary exchange or market on a day, then the security shall be valued at the mean of the last bid and ask price on the primary exchange or market as provided by a pricing service. If the mean cannot be calculated or there is no trade activity on a day, then the security shall be valued at the previous trading day’s price as provided by a pricing service. In some instances, particularly on foreign exchanges, an official close or evaluated price may be used if the pricing service is unable to provide the last trade or most recent mean price. To the extent that

these securities are actively traded and valuation adjustments are not applied, they are categorized in Level 1 of the fair value hierarchy. Additionally, a fund’s investments are valued at fair value by the Pricing Committee if the Advisor determines that an event impacting the value of an investment occurred between the closing time of a security’s primary market or exchange (for example, a foreign exchange or market) and the time the fund’s share price is calculated. Significant events include, but are not limited to the following: significant fluctuations in domestic markets, foreign markets or foreign currencies; occurrences not directly tied to the securities markets such as natural disasters, armed conflicts or significant governmental actions; and major announcements affecting a single issuer or an entire market or market sector. In responding to a significant event, the Pricing Committee determines the fair value of affected securities by considering factors including, but not limited to: index options and futures traded subsequent to the close; American Depositary Receipts (“ADRs”), Global Depositary Receipts (“GDRs”) or other related receipts; currency spot or forward markets that trade after pricing of the foreign exchange; other derivative securities traded after the close such as Standard & Poor’s Depositary Receipts (“SPDRs”) and other exchange-traded funds (“ETFs”); and alternative market quotes on the affected securities. When applicable, the Funds use a systematic fair valuation model provided by an independent third party to assist in adjusting the valuation of foreign securities. When a Fund uses this fair value pricing method, the values assigned to the Fund’s foreign securities may not be the quoted or published prices of the investments on their primary markets or exchanges, and the securities are categorized in Level 2 of the fair value hierarchy. These valuation procedures apply equally to long or short equity positions in a fund.

Participation Notes — Investments are valued at the market price of the underlying security. Counterparty risk is regularly reviewed and considered for valuation.

Corporate Debt Securities — Investments are valued at current market value by a pricing service, or by using the last sale or bid price based on observable inputs. Observable inputs may include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data including market research publications. Although most corporate bonds are categorized in Level 2 of the fair value hierarchy, in instances where observable inputs are not available, they are categorized as Level 3.

Short-Term Notes — Investments maturing in 60 days or less at the time of purchase, are generally valued at amortized cost, unless it is determined that the amortized cost method would not represent fair value, in which case the securities are marked-to-market. To the extent the inputs are observable and timely, the values would be categorized in Level 2 of the fair value hierarchy.

Asset-Backed Securities — Investments are priced using the closing bid as supplied by a pricing service based on observable inputs. Observable inputs may include benchmark yields, reported trades, broker/dealer quotes, issuer

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spreads, two-sided markets, benchmark securities, bids, offers and reference data including market research publications, new issue data, monthly payment information and collateral performance. Although most asset-backed securities are categorized in Level 2 of the fair value hierarchy, in instances where observable inputs are not available, they are categorized as Level 3.

U.S. Government Issuers — Investments are priced using the closing bid as supplied by a pricing service based on observable inputs. Observable inputs may include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data including market research publications. Although most U.S. government bonds are categorized in Level 2 of the fair value hierarchy, in instances where observable inputs are not available, they are categorized as Level 3.

Derivative Instruments — Listed derivatives that are actively traded are valued based on quoted prices from the exchange and are categorized in Level 1 of the fair value hierarchy. Exchange-traded options are valued at the last sale price in the market where they are principally traded. If there are no sales on the primary exchange or market on a given day, then the option is valued at the mean of the last bid price and ask price on the primary exchange or market as provided by a pricing service. Forward foreign currency contracts are valued at the market rate provided by the pricing service.

Restricted Securities — If market quotations are not readily available for the Funds’ investments in securities

such as restricted securities, private placements, securities for which trading has been halted or other illiquid securities, these investments are valued at fair value in accordance with Board-approved Pricing Policies and Procedures by the Pricing Committee with oversight by the Board of Trustees. Fair value is defined as the price that would be received upon the sale of an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date under current market conditions. For each applicable investment that is fair valued, the Pricing Committee considers, to the extent applicable, various factors including, but not limited to, the financial condition of the company or limited partnership, operating results, prices paid in follow-on rounds, comparable companies in the public market, the nature and duration of the restrictions for holding the securities, a stated net asset value (NAV) for the partnership, if applicable, and other relevant factors. Depending on the relative significance of valuation inputs, these instruments may be classified in either Level 2 or Level 3 of the fair value hierarchy.

When the last day of the reporting period is a non-business day, certain foreign markets may be open on days the NYSE is closed, which could result in differences between the value of a fund’s portfolio securities on the last business day and the last calendar day of the reporting period. Any significant security valuation changes due to an open foreign market are adjusted and reflected by the fund for financial reporting purposes.

The following is a summary of the fair valuations according to the inputs used as of September 30, 2016 in valuing the Funds’ assets and liabilities:

Fund	Category	Quoted Prices in Active Markets for Identical Investments (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Value at 9/30/2016
Core Growth Fund
Assets
Common Stocks		$	1,219,688,592	$	—	$	—	$	1,219,688,592
Preferred Stocks			—		—		3,257,725		3,257,725
Warrants			—		—		193,457		193,457
Short-Term Investments			—		105,044,901		—		105,044,901
		$	1,219,688,592	$	105,044,901	$	3,451,182	$	1,328,184,675
Emerging India Fund
Assets
Common Stocks	Life & Health Insurance	$	1,640,802	$	—	$	670,810	$	2,311,612
	Other		74,930,357		—		—		74,930,357
Corporate Bonds			—		16,387		—		16,387
Short-Term Investments			—		681,622		—		681,622
		$	76,571,159	$	698,009	$	670,810	$	77,939,978
Emerging Markets Select Fund
Assets
Common Stocks	Health Care Facilities	$	—	$	1,031,827	$	—	$	1,031,827
	Other		36,909,993		—		—		36,909,993
		$	36,909,993	$	1,031,827	$	—	$	37,941,820

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SEPTEMBER 30, 2016

Fund	Category	Quoted Prices in Active Markets for Identical Investments (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Value at 9/30/2016
Emerging Markets Small Cap Fund
Assets
Common Stocks	Consumer Finance	$	87,270,888	$	11,240,663	$	—	$	98,511,551
	Electronic Components		11,583,158		4,190,597		—		15,773,755
	Home Improvement Retail		—		12,067,038		—		12,067,038
	Hotels, Resorts & Cruise Lines		—		13,387,608		—		13,387,608
	Hypermarkets & Super Centers		17,548,132		6,849,068		—		24,397,200
	Pharmaceuticals		31,520,978		—		16,783		31,537,761
	Reinsurance		—		3,285,822		—		3,285,822
	Specialty Chemicals		10,003,482		11,140,066		—		21,143,548
	Other		613,092,887		—		—		613,092,887
Warrants			237,623		—		—		237,623
Preferred Stocks			9,257,234		—		—		9,257,234
Short-Term Investments			—		6,831,827		—		6,831,827
		$	780,514,382	$	68,992,689	$	16,783	$	849,523,854
Frontier Emerging Small Countries Fund
Assets
Common Stocks	Air Freight & Logistics	$	—	$	3,410,905	$	—	$	3,410,905
	Diversified Banks		106,970,726		23,373,247		—		130,343,973
	Food Retail		7,642,522		12,644,132		—		20,286,654
	Pharmaceuticals		45,923,142		2,987,521		—		48,910,663
	Wireless Telecommunication
	Services		14,051,686		557,062		—		14,608,748
	Other		309,815,499		—		—		309,815,499
Preferred Stocks			11,712,831		—		—		11,712,831
Short-Term Investments			—		31,123,151		—		31,123,151
		$	496,116,406	$	74,096,018	$	—	$	570,212,424
Global Opportunities Fund
Assets
Common Stocks	Consumer Finance	$	9,993,200	$	1,535,025	$	—	$	11,528,225
	Life & Health Insurance		105,201		—		1,124,588		1,229,789
	Specialty Chemicals		15,825		2,263,900		—		2,279,725
	Other		137,940,463		—		—		137,940,463
Warrants			16,762		—		—		16,762
Short-Term Investments			—		2,287,860		—		2,287,860
		$	148,071,451	$	6,086,785	$	1,124,588	$	155,282,824
International Growth Fund
Assets
Common Stocks	Home Improvement Retail	$	—	$	17,134,719	$	—	$	17,134,719
	Hotels, Resorts & Cruise Lines		10,519,362		25,110,387		—		35,629,749
	Specialty Chemicals		31,223,598		22,849,474		—		54,073,072
	Other		1,321,503,716		—		—		1,321,503,716
Short-Term Investments			—		25,975,306		—		25,975,306
		$	1,363,246,676	$	91,069,886	$	—	$	1,454,316,562
International Opportunities Fund
Assets
Common Stocks	Advertising	$	—	$	3,001,443	$	—	$	3,001,443
	Apparel, Accessories & Luxury Goods		—		3,331,189		—		3,331,189
	Diversified Banks		—		6,730,840		—		6,730,840
	Food Distributors		—		2,235,377		—		2,235,377
	Food Retail		38,393,203		3,661,788		—		42,054,991
	Pharmaceuticals		8,462,499		373,161		—		8,835,660
	Other		592,957,351		—		—		592,957,351
Short-Term Investments			—		26,393,932		—		26,393,932
		$	639,813,053	$	45,727,730	$	—	$	685,540,783

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Notes to Financial Statements (continued)

Fund	Category	Quoted Prices in Active Markets for Identical Investments (Level 1)			Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Value at 9/30/2016
Large Cap Value Fund
Assets
Common Stocks		$	186,407,323		$	—	$	—	$	186,407,323
Short-Term Investments			—			4,332,782		—		4,332,782
		$	186,407,323		$	4,332,782	$	—	$	190,740,105
Long/Short Fund
Assets
Common Stocks		$	211,126,168		$	—	$	—	$	211,126,168
Short-Term Investments			—			52,568,539		—		52,568,539
		$	211,126,168		$	52,568,539	$	—	$	263,694,707
Liabilities
Securities Sold Short		$	(110,873,290	)	$	—	$	—	$	(110,873,290	)
		$	(110,873,290	)	$	—	$	—	$	(110,873,290	)
Micro Cap Fund
Assets
Common Stocks	Biotechnology	$	15,591,071		$	186,375	$	—	$	15,777,446
	Other		249,761,490			—		—		249,761,490
Warrants			—			—		16,031		16,031
Short-Term Investments			—			15,116,164		—		15,116,164
		$	265,352,561		$	15,302,539	$	16,031	$	280,671,131
Micro Cap Value Fund
Assets
Common Stocks		$	162,692,853		$	—	$	—	$	162,692,853
Convertible Preferred Stocks			—			—		1,387,781		1,387,781
Preferred Stocks			—			—		1,379,998		1,379,998
Warrants			—			—		25,000		25,000
Rights			—			—		37,500		37,500
Short-Term Investments			—			14,498,386		—		14,498,386
		$	162,692,853		$	14,498,386	$	2,830,279	$	180,021,518
Small Cap Growth Fund
Assets
Common Stocks	Air Freight & Logistics	$	30,355,100		$	38,971,103	$	—	$	69,326,203
	Biotechnology		139,768,652			651,815		—		140,420,467
	Other		1,585,222,225			—		—		1,585,222,225
Preferred Stocks			—			—		37,948,338		37,948,338
Limited Partnership Interest			—			—		3,635,554		3,635,554
Warrants			—			—		484,816		484,816
Short-Term Investments			—			37,296,316		—		37,296,316
		$	1,755,345,977		$	76,919,234	$	42,068,708	$	1,874,333,919
Small Cap Value Fund
Assets
Common Stocks		$	268,468,462		$	—	$	—	$	268,468,462
Limited Partnership Interest			3,811,314			—		—		3,811,314
Warrants			—			—		108,300		108,300
Short-Term Investments			—			22,861,806		—		22,861,806
		$	272,279,776		$	22,861,806	$	108,300	$	295,249,882
Strategic Income Fund
Assets
Common Stocks	Diversified REITs	$	761,753		$	497,999	$	—	$	1,259,752
	Other		38,325,239			—		—		38,325,239
Exchange-Traded Funds			478,282			—		—		478,282
Limited Liability Company Membership Interest			46,326			—		—		46,326
Limited Partnership Interest			3,894,710			—		—		3,894,710
Corporate Bonds			—			—		314		314
Short-Term Investments			—			11,117,499		—		11,117,499
		$	43,506,310		$	11,615,498	$	314	$	55,122,122

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SEPTEMBER 30, 2016

Fund	Category	Quoted Prices in Active Markets for Identical Investments (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Value at 9/30/2016
Ultra Growth Fund
Assets
Common Stocks	Biotechnology	$	12,260,016	$	90,703	$	—	$	12,350,719
	Other		79,656,025		—		—		79,656,025
Preferred Stocks			—		—		1,251,300		1,251,300
Limited Partnership Interest			—		—		3,388,501		3,388,501
Warrants			—		—		20,924		20,924
Short-Term Investments			—		3,908,753		—		3,908,753
		$	91,916,041	$	3,999,456	$	4,660,725	$	100,576,222
World Innovators Fund
Assets
Common Stocks		$	159,596,901	$	—	$	—	$	159,596,901
Limited Partnership Interest			—		—		247,043		247,043
Short-Term Investments			—		39,800,296		—		39,800,296
		$	159,596,901	$	39,800,296	$	247,043	$	199,644,240
Income Fund
Assets
Asset-Backed Securities		$	—	$	9,202,522	$	—	$	9,202,522
Collateralized Mortgage Obligations			—		15,938,518		—		15,938,518
Commercial Mortgage-Backed Securities			—		3,028,712		—		3,028,712
Corporate Bonds			—		46,265,720		—		46,265,720
Municipal Bonds			—		5,549,492		—		5,549,492
Exchange-Traded Funds			874,125		—		—		874,125
U.S. Government Agency Securities			—		5,072,572		—		5,072,572
U.S. Treasury Notes			—		10,718,432		—		10,718,432
Preferred Stocks			1,212,320		—		—		1,212,320
Short-Term Investments			—		1,147,491		—		1,147,491
		$	2,086,445	$	96,923,459	$	—	$	99,009,904
U.S. Treasury Fund
Assets
U.S. Government Obligations		$	—	$	486,064,438	$	—	$	486,064,438
Short-Term Investments			—		5,292,824		—		5,292,824
		$	—	$	491,357,262	$	—	$	491,357,262

If the securities of an Asset Class are all the same level, the asset class is shown in total. If the securities of an Asset Class cross levels, the level with the smallest number of categories and with multiple levels within a category is displayed by category. The remaining categories that do not cross levels are combined into the “Other” category.

The valuation techniques used by the Funds to measure fair value for the year ended September 30, 2016 maximized the use of observable inputs and minimized the use of unobservable inputs.

The Funds’ policy is to recognize transfers between levels at the end of the reporting period. The table below shows the significant transfers between Level 1 and Level 2 due to fair valuation in certain foreign markets pursuant to a systematic valuation model.

Fund	Transfers Out Of Level 1 at Market Value		Transfers Into Level 2 at Market Value
International Opportunities Fund	$	373,161	$	373,161
Fund	Transfers Out Of Level 2 at Market Value		Transfers Into Level 1 at Market Value
Core Growth Fund	$	75,032,907	$	75,032,907
Emerging India Fund		43,164,341		43,164,341
Emerging Markets Select Fund		12,934,081		12,934,081
Emerging Markets Small Cap Fund		455,216,944		455,216,944
Frontier Emerging Small Countries Fund		175,258,115		175,258,115
Global Opportunities Fund		31,840,920		31,840,920

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Notes to Financial Statements (continued)

Fund	Transfers Out Of Level 2 at Market Value		Transfers Into Level 1 at Market Value
International Growth Fund	$	776,899,604	$	776,899,604
International Opportunities Fund		410,108,419		410,108,419
Micro Cap Fund		16,649,897		16,649,897
Micro Cap Value Fund		15,311,789		15,311,789
Small Cap Growth Fund		152,817,056		152,817,056
Small Cap Value Fund		12,940,805		12,940,805
Ultra Growth Fund		3,365,185		3,365,185
World Innovators Fund		37,009,567		37,009,567

The following is a reconciliation of the fair valuations using significant unobservable inputs (Level 3) for the Funds during the year ended September 30, 2016:

Fund	Market Value Beginning Balance 9/30/2015		Purchases at Cost		Sales (Proceeds)			Accrued Discounts (Premiums)		Realized Gain/ (Loss)			Change in Unrealized Appreciation (Depreciation)			Transfers in at Market Value		Transfers out at Market Value		Market Value Ending Balance 9/30/2016		Net Change in Unrealized Appreciation (Depreciation) on Investments Held at 9/30/2016
Core Growth Fund
Preferred Stocks	$	4,000,004	$	—	$	—		$	—	$	—		$	(742,279	)	$	—	$	—	$	3,257,725	$	(742,279	)
Warrants		—		—		—			—		—			193,457			—		—		193,457		193,457
		4,000,004		—		—			—		—			(548,822	)		—		—		3,451,182		(548,822	)
Emerging India Fund
Common Stocks		—		746,314		—			—		—			(75,504	)		—		—		670,810		(75,504	)
		—		746,314		—			—		—			(75,504	)		—		—		670,810		(75,504	)
Emerging Markets Small Cap Fund
Common Stocks		873,390		—		—			—		—			(856,607	)		—		—		16,783		(856,607	)
		873,390		—		—			—		—			(856,607	)		—		—		16,783		(856,607	)
Global Opportunities Fund
Common Stocks		—		1,251,167		—			—		—			(126,579	)		—		—		1,124,588		(126,579	)
		—		1,251,167		—			—		—			(126,579	)		—		—		1,124,588		(126,579	)
Micro Cap Fund
Warrants		—		2,109		—			—		—			13,922			—		—		16,031		13,922
		—		2,109		—			—		—			13,922			—		—		16,031		13,922
Micro Cap Value Fund
Convertible Preferred Stocks		1,310,000		96,745		—			—		—			(18,964	)		—		—		1,387,781		(18,964	)
Preferred Stocks		1,801,050		—										(421,052	)						1,379,998		(421,052	)
Warrants		42,019		—		—			—		—			(17,019	)		—		—		25,000		(17,019	)
Rights		—		71,250		—			—		—			(33,750	)		—		—		37,500		(33,750	)
		3,153,069		167,995		—			—		—			(490,785	)		—		—		2,830,279		(490,785	)
Small Cap Growth Fund
Preferred Stocks		36,789,588		6,000,003		—			—		—			(4,841,253	)		—		—		37,948,338		(4,841,253	)
Limited Partnership Interest		4,827,863		15,000		(1,100,730	)		—		602,686			(709,265	)		—		—		3,635,554		(709,265	)
Warrants		—		7,378		—			—		—			477,438			—		—		484,816		477,438
		41,617,451		6,022,381		(1,100,730	)		—		602,686			(5,073,080	)		—		—		42,068,708		(5,073,080	)
Small Cap Value Fund
Warrants		—		—		—			—		—			108,300			—		—		108,300		108,300
		—		—		—			—		—			108,300			—		—		108,300		108,300
Strategic Income Fund
Corporate Bonds		804		—		(580	)		—		(11	)		101			—		—		314		101
		804		—		(580	)		—		(11	)		101			—		—		314		101
Ultra Growth Fund
Common Stocks		914		—		(99,065	)		—		—			98,151			—		—		—		98,151
Preferred Stocks		1,573,562		—		(75,191	)		—		—			(247,071	)		—		—		1,251,300		(247,071	)
Limited Partnership Interest		4,511,302		15,000		(1,027,558	)		—		568,536			(678,779	)		—		—		3,388,501		(678,779	)
Warrants		—		1,027		—			—		—			19,897			—		—		20,924		19,897
		6,085,778		16,027		(1,201,814	)		—		568,536			(807,802	)		—		—		4,660,725		(807,802	)

136

SEPTEMBER 30, 2016

Fund	Market Value Beginning Balance 9/30/2015		Purchases at Cost		Sales (Proceeds)			Accrued Discounts (Premiums)		Realized Gain/ (Loss)		Change in Unrealized Appreciation (Depreciation)			Transfers in at Market Value		Transfers out at Market Value		Market Value Ending Balance 9/30/2016		Net Change in Unrealized Appreciation (Depreciation) on Investments Held at 9/30/2016
World Innovators Fund
Common Stocks	$	65	$	—	$	(7,076	)	$	—	$	—	$	7,011		$	—	$	—	$	—	$	7,011
Limited Partnership Interest		316,546		—		(73,171	)		—		34,152		(30,484	)		—		—		247,043		(30,484	)
		316,611		—		(80,247	)		—		34,152		(23,473	)		—		—		247,043		(23,473	)

QUANTITATIVE INFORMATION ABOUT LEVEL 3 FAIR VALUE MEASUREMENTS

Fund	Description	Fair Value at 9/30/2016		Valuation Technique	Unobservable Input	Range (Average)
Core Growth Fund	Direct Venture Capital Investments: Systems Software	$	3,257,725	Market comparable companies	EV/R* multiple Discount for lack of marketability		6.9 - 10.7(8.3) 20%
Emerging India Fund	Common Stock: Life & Health Insurance	$	670,810	Discount to market	Discount for lack of marketability		4%
Global Opportunities Fund	Common Stock: Life & Health Insurance	$	1,124,588	Discount to market	Discount for lack of marketability		4%
Micro Cap Value Fund	Direct Venture Capital Investments: Pharmaceuticals	$	1,379,998	Probability of product approval	Product approval payout		50%
Micro Cap Value Fund	Private Investment in a Public Equity: Oil & Gas Refining & Marketing	$	1,387,781	Underlying price Liquidation preference	Probability weighting Probability weighting		25% 75%
Small Cap Growth Fund	Direct Venture Capital Investments: Biotechnology	$	196,171	Market comparable companies	EV/R* multiple Discount for lack of marketability		1.2 - 5.4(3.2) 20%
Small Cap Growth Fund	Direct Venture Capital Investments: Computer Services Software & Systems	$	6,286,400	Market comparable companies	EV/GP† multiple Discount for lack of marketability		4.2 - 15.7(8.7) 20%
Small Cap Growth Fund	Direct Venture Capital Investments: Oil & Gas Equipment & Services	$	12,365,650	Market comparable companies	EV/R* multiple Discount for lack of marketability		1.4 - 8.8(5.3) 20%
Small Cap Growth Fund	Direct Venture Capital Investments: Systems Software	$	13,100,113	Market comparable companies	EV/R* multiple Discount for lack of marketability		6.9 - 10.7(8.3) 20%
Ultra Growth Fund	Direct Venture Capital Investments: Biotechnology	$	49,043	Market comparable companies	EV/R* multiple Discount for lack of marketability		1.2 - 5.4(3.2) 20%
Ultra Growth Fund	Direct Venture Capital Investments: Health Care Technology	$	275,840	Probability of completion of repurchase	Discount to repurchase amount		20%
Ultra Growth Fund	Direct Venture Capital Investments: Oil & Gas Equipment & Services	$	926,417	Market comparable companies	EV/R* multiple Discount for lack of marketability		1.4 - 8.8(5.3) 20%

*Enterprise-Value-To-Revenue Multiple — (“EV/R”) A measure of the value of a stock that compares a company’s enterprise value to its revenue.     

†Enterprise-Value-To-Gross Profit Multiple — (“EV/GP”) A measure of the value of a stock that compares a company’s enterprise value to its gross profit.     

Changes in multiples may change the fair value of an investment. Generally, a decrease in the multiple will result in a decrease in the fair value of an investment.

The Funds’ other Level 3 investments have been valued using observable inputs, unadjusted third-party transactions and quotations, unadjusted historical third party information or the unadjusted NAV. No unobservable inputs internally developed by the Funds have been applied to these investments, thus they have been excluded from the above table.

14. OFFSETTING

Each Fund is party to various netting arrangements. The FASB requires disclosure about certain netting arrangements and similar agreements to enable users of a Fund’s financial statements to evaluate the effect or potential effect of netting arrangements on the Fund’s financial position. The scope of the disclosure is limited to derivative instruments, repurchase agreements and reverse repurchase agreements, and securities borrowing and securities lending transactions.

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Notes to Financial Statements (continued)

The following tables present information about financial instruments that were subject to enforceable netting arrangements as of September 30, 2016:

REPURCHASE AGREEMENTS

		Gross Amounts Not Offset in the Statements of Assets and Liabilities
Fund	Counterparty	Gross Asset Amounts Presented in Statements of Assets and Liabilities		Financial Instrument		Collateral Received1			Net Amount (Not Less Than 0)
Core Growth Fund	State Street Bank and Trust Co.	$	105,044,901	$	—	$	(105,044,901	)	$	—
Emerging India Fund	State Street Bank and Trust Co.		681,622		—		(681,622	)		—
Emerging Markets Small Cap Fund	State Street Bank and Trust Co.		6,831,827		—		(6,831,827	)		—
Frontier Emerging Small Countries Fund	State Street Bank and Trust Co.		31,123,151		—		(31,123,151	)		—
Global Opportunities Fund	State Street Bank and Trust Co.		2,287,860		—		(2,287,860	)		—
International Growth Fund	State Street Bank and Trust Co.		25,975,306		—		(25,975,306	)		—
International Opportunities Fund	State Street Bank and Trust Co.		26,393,932		—		(26,393,932	)		—
Large Cap Value Fund	State Street Bank and Trust Co.		4,332,782		—		(4,332,782	)		—
Long/Short Fund	State Street Bank and Trust Co.		52,568,539		—		(52,568,539	)		—
Micro Cap Fund	State Street Bank and Trust Co.		15,116,164		—		(15,116,164	)		—
Micro Cap Value Fund	State Street Bank and Trust Co.		14,498,386		—		(14,498,386	)		—
Small Cap Growth Fund	State Street Bank and Trust Co.		37,296,316		—		(37,296,316	)		—
Small Cap Value Fund	State Street Bank and Trust Co.		22,861,806		—		(22,861,806	)		—
Strategic Income Fund	State Street Bank and Trust Co.		11,117,499		—		(11,117,499	)		—
Ultra Growth Fund	State Street Bank and Trust Co.		3,908,753		—		(3,908,753	)		—
World Innovators Fund	State Street Bank and Trust Co.		39,800,296		—		(39,800,296	)		—
Income Fund	State Street Bank and Trust Co.		1,147,491		—		(1,147,491	)		—
U.S. Treasury Fund	State Street Bank and Trust Co.		5,292,824		—		(5,292,824	)		—

¹ Repurchase agreements are classified as short-term investments in the Statements of Assets and Liabilities. The market value of the collateral received is greater than the amounts indicated in the table above. For further information, see Note 3 — Securities and Other Investments “Repurchase Agreements” and the Schedules of Investments.

SECURITIES BORROWED FOR SHORT SALES

		Gross Amounts Not Offset in the Statements of Assets and Liabilities
Fund	Counterparty	Gross Liability Amounts Presented in Statements of Assets and Liabilities		Financial Instrument		Collateral Pledged1			Net Amount (Not Less Than 0)
Long/Short Fund	JPMorgan Chase	$	110,873,290	$	—	$	(110,873,290	)	$	—

¹ The market value of the collateral received is greater than the amounts indicated in the table above. For further information, see Note 3 — Securities and Other Investments “Short Sales” and the Schedule of Investments.

15. FAIR VALUE OF DERIVATIVE INSTRUMENTS*

The following is a summary of the fair valuations of the Funds’ derivative instruments categorized by risk exposure:

WASATCH LARGE CAP VALUE FUND

The Effect of Derivative Instruments on the Statement of Operations for the year ended September 30, 2016:

	Derivatives not accounted for as hedging instruments under Statement 133
	Interest Rate Contracts		Foreign Exchange Contracts		Credit Contracts		Equity Contracts		Other Contracts		Total
Realized Gain on Derivatives Recognized in Income
Net realized gain on options written	$	—	$	—	$	—	$	132,873	$	—	$132,873

138

SEPTEMBER 30, 2016

WASATCH WORLD INNOVATORS FUND

Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of September 30, 2016:

	Derivatives not accounted for as hedging instruments under Statement 133
	Interest Rate Contracts		Foreign Exchange Contracts		Credit Contracts		Equity Contracts		Other Contracts		Total
Liabilities Derivatives
Unrealized depreciation on foreign currency contracts	$	—	$	113,367	$	—	$	—	$	—	$	113,367

The Effect of Derivative Instruments on the Statement of Operations for the year ended September 30, 2016:

	Derivatives not accounted for as hedging instruments under Statement 133
	Interest Rate Contracts		Foreign Exchange Contracts			Credit Contracts		Equity Contracts		Other Contracts		Total
Realized Gain on Derivatives Recognized in Income
Net realized gain on investments and foreign currency translations	$	—	$	1,861,473		$	—	$	—	$	—	$1,861,473
Net Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Income
Change in unrealized appreciation (depreciation) on investments and foreign currency translations	$	—	$	(113,367	)	$	—	$	—	$	—	$(113,367)

For the year ended September 30, 2016, the average monthly balance of outstanding derivative financial instruments was as follows:

	Large Cap Value Fund
Option contracts:
Average number of call contracts written		125
Average value of call contracts written	$	16,242
	World Innovators Fund
Forward currency contracts:
Average number of contracts — U.S. dollars purchased		—	1
Average U.S. dollar amounts	$	6,266,095
Average number of contracts — U.S. dollars sold		1
Average U.S. dollar amounts sold	$	15,439,326

* See Note 4 — Financial Derivative Instruments for additional information.

¹  Amount represents less than 0.05.

16. SUBSEQUENT EVENTS

Management has evaluated the possibility of subsequent events and has determined that there are no additional events that would require adjustment to or additional disclosure in the Funds’ financial statements.

139

WASATCH FUNDS SEPTEMBER 30, 2016

Report of Independent Registered Public Accounting Firm

To the Board of Trustees and Shareholders of

Wasatch Funds Trust:

In our opinion, the accompanying statements of assets and liabilities, including the schedules of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Wasatch Core Growth Fund, Wasatch Emerging India Fund, Wasatch Emerging Markets Select Fund, Wasatch Emerging Markets Small Cap Fund, Wasatch Frontier Emerging Small Countries Fund, Wasatch Global Opportunities Fund, Wasatch International Growth Fund, Wasatch International Opportunities Fund, Wasatch Large Cap Value Fund, Wasatch Long/Short Fund, Wasatch Micro Cap Fund, Wasatch Micro Cap Value Fund, Wasatch Small Cap Growth Fund, Wasatch Small Cap Value Fund, Wasatch Strategic Income Fund, Wasatch Ultra Growth Fund, Wasatch World Innovators Fund, Wasatch-1st Source Income Fund, and Wasatch-Hoisington U.S. Treasury Fund (hereafter referred to as the “Funds”) at September 30, 2016, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period then ended and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at September 30, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

Kansas City, Missouri

November 22, 2016

140

WASATCH FUNDS SEPTEMBER 30, 2016 (UNAUDITED)

Supplemental Information

MANAGEMENT INFORMATION

The business affairs of Wasatch Funds are overseen by its Board of Trustees. The Board consists of five Independent Trustees and one Interested Trustee. Three of the Independent Trustees and the Interested Trustee were elected by shareholders to serve until their successors are qualified, appointed or elected in accordance with the Trust’s Declaration of Trust and By-Laws. Two Independent Trustees have been appointed by the elected Independent Trustees to serve until his or her successor is qualified, appointed or elected in accordance with the Trust’s Declaration of Trust and By-Laws.

The Trustees and executive officers of Wasatch Funds and their principal occupations for at least the last five years are set forth below. The Advisor retains proprietary rights to the Trust name.

Name, Address and Age	Position(s) Held with Wasatch Funds	Term of Office1 and Length of Time Served	Principal Occupation(s) during Past 5 Years	Number of Portfolios in Fund Complex Overseen by Trustee		Other Directorships Held by Trustees during Past 5 Years2
Independent Trustees
James U. Jensen, J.D., MBA 505 Wakara Way 3rd Floor Salt Lake City, UT 84108 Age 72	Trustee and Chairman of the Board	Indefinite Served as Chairman of the Board since 2004 and Trustee since 1986	Chief Executive Officer of Clearwater Law & Governance Group (an operating law firm board governance consulting company) April 2008 to present; Co-Founder and Chairman of the Board of Intelisum, Inc. (a company pursuing computer and measurement technology and products) 2001 - 2008; Consultant on corporate growth and technology transfer since 2004; Vice President, Corporate Development, Legal Affairs and General Counsel, and Secretary, NPS Pharmaceuticals, Inc. from 1991 to 2004.		19	Director and Board Chairman of Agricon Global Corporation (formerly known as Bayhill Capital Corporation (telephone communications) since December 2007 to February 2014; Trustee, Northern Lights Fund Trust III (30 portfolios) since 2012.
D. James Croft, Ph.D. 505 Wakara Way 3rd Floor Salt Lake City, UT 84108 Age 74	Trustee and Chairman of the Governance and Nominating Committee	Indefinite Served as Trustee since 2005	Consultant to the mortgage industry on issues of mortgage quality, identification of mortgage fraud, strategic planning and client development since 2004; Founder & Executive Director, Mortgage Asset Research Institute, from 1990 to 2004.		19	None.
Miriam M. Allison 505 Wakara Way 3rd Floor Salt Lake City, UT 84108 Age 69	Trustee and Chairman of the Audit Committee	Indefinite Served as Trustee since 2010	Rancher since 2004. From 2001 to 2005, Chairman of UMB Fund Services, Inc.		19	Director, Northwestern Mutual Series Fund, Inc. (27 portfolios) since 2006.
Heikki Rinne 505 Wakara Way 3rd Floor Salt Lake City, UT 84108 Age 64	Trustee	Indefinite Served as Trustee since October 2012	Chief Executive Officer of the Halton Group Ltd. (an indoor environmental control manufacturing and technology company), from 2002 to 2016.		19	Director, Halton Group Ltd. since 2016.
Kristen M. Fletcher 505 Wakara Way 3rd Floor Salt Lake City, UT 84108 Age 63	Trustee	Indefinite Served as Trustee since October 2014	Director, Youth Sports Alliance since 2015; Director, Utah Symphony/Utah Opera since 2005; Director, Woodlands Commercial Bank 2009 - 2012; Chairman and CEO, ABN AMRO, Inc. and U.S. Country Representative, ABN AMRO Bank, NV from 2002 - 2004.		19	Director, Youth Sports Alliance since 2015; Director, Woodlands Commercial Bank 2009 - 2012; Director Utah Symphony/Utah Opera since 2005.
Interested Trustee
Samuel S. Stewart, Jr.3, Ph.D. CFA 505 Wakara Way 3rd Floor Salt Lake City, UT 84108 Age 74	President and Trustee	Indefinite Served as President and Trustee since 1986	Chairman of the Board for the Advisor since 1975; Chief Investment Officer of the Advisor from 2004 to June 2009; Director of Research of the Advisor from 1975 to 2004; Chairman of the Board of Wasatch Funds from 1986 to 2004.		19	None.

¹ A Trustee may serve until his/her death, resignation, removal or retirement. Each Independent Trustee shall retire as Trustee at the end of the calendar year in which he/she attains the age of 75 years.

² Directorships are those held by a Trustee in any company with a class of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934 or subject to the requirements of Section 15(d) of the Securities Exchange Act or any company registered as an investment company under the 1940 Act.

³  Dr. Stewart is an Interested Trustee because he serves as the Chairman of the Board of the Advisor and is an employee of the Advisor.

141

WASATCH FUNDS

Supplemental Information(continued)

Name, Address and Age	Position(s) Held with Trust	Term of Office and Length of Time Served	Principal Occupation(s) during Past 5 Years
Officers
Daniel D. Thurber 505 Wakara Way 3rd Floor Salt Lake City, UT 84108 Age 47	Vice President	Indefinite Served as Vice President since February 2007	General Counsel, Chief Compliance Officer and Director of Compliance for the Advisor since 2006.
Russell L. Biles 505 Wakara Way 3rd Floor Salt Lake City, UT 84108 Age 48	Chief Compliance Officer, Vice President and Secretary	Indefinite Served as Chief Compliance Officer and Vice President since February 2007 and Secretary since November 2008	Chief Compliance Officer and Vice President for Wasatch Funds since February 2007; Secretary for Wasatch Funds since November 2008; Counsel for the Advisor since October 2006.
Cindy B. Firestone, CPA 505 Wakara Way 3rd Floor Salt Lake City, UT 84108 Age 58	Treasurer	Indefinite Served as Treasurer since May 2009	Treasurer for Wasatch Funds since May 2009; Assistant Treasurer for Wasatch Funds from November 2008 to May 2009; Internal Auditor for the Advisor from December 2002 to August 2011.
David Corbett 505 Wakara Way 3rd Floor Salt Lake City, UT 84108 Age 43	Assistant Vice President	Indefinite Served as Assistant Vice President since August 2012	Assistant Vice President for Wasatch Funds since August 2012; Director of Mutual Fund Services for the Advisor since June 2007.

Additional information about the Funds’ trustees is provided in the Statement of Additional Information and is available without charge, upon request, by calling 800.551.1700.

ADDITIONAL TAX INFORMATION

The Funds hereby designate the following amounts or maximum amounts allowable as long term capital gain dividends for the purpose of the dividends paid deduction. The amounts designated here include the utilization of earnings and profits distributed to shareholders on the redemption of shares.

Fund	Amount
Core Growth Fund	$	138,512,554
Emerging India		958,580
Global Opportunities Fund		19,687,296
International Opportunities Fund		22,512,072
Large Cap Value Fund		20,982,300
Long/Short Fund		70,202,977
Micro Cap Fund		40,544,074
Micro Cap Value Fund		15,487,890
Small Cap Growth Fund		322,361,340
Strategic Income Fund		2,685,547
Ultra Growth Fund		8,679,065
World Innovators Fund		24,130,023
U.S. Treasury Fund		15,905,989

For the fiscal year ended September 30, 2016, certain dividends paid by each Fund may be subject to a maximum tax rate of 20% as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. To the extent dividends are paid during the calendar year 2016, complete information will be reported on shareholders’ 2016 Form 1099-DIV.

The amount designated as qualified dividend income for the year ended September 30, 2016 will be at the highest amount permitted by law.

Corporate shareholders should note for the year ended September 30, 2016, the percentage of the Funds’ investment income (i.e., net investment income plus short-term capital gains) that qualified for the corporate dividends received deductions are as follows:

Fund	Percentage
Frontier Emerging Small Countries Fund		4	%
Large Cap Value Fund		100	%
Long/Short Fund		100	%
Small Cap Value Fund		100	%
Strategic Income Fund		38	%
Income Fund		4	%

SHAREHOLDER MEETING RESULTS

A Special Meeting of Shareholders of the Wasatch-Hoisington U.S. Treasury Fund was held on July 28, 2016. The purpose of the Shareholder Meeting was to ask shareholders to approve a new Sub-Advisory Agreement between Wasatch Advisors, Inc. and Hoisington Investment Management Company with respect to the Wasatch-Hoisington U.S. Treasury Fund.

The results of the voting are as follows:

Affirmative	Against	Abstain	Total
9,489,754	122,474	1,777,164	11,389,393

142

SEPTEMBER 30, 2016 (UNAUDITED)

PROXY VOTING POLICIES, PROCEDURES AND RECORD

A description of the policies and procedures that Wasatch Advisors uses to vote proxies related to the Funds’ portfolio securities is set forth in the Funds’ Statement of Additional Information which is available without charge, upon request, on the Funds’ website at www.WasatchFunds.com or by calling 800.551.1700 and on the Securities and Exchange Commission’s (SEC) website at www.sec.gov.

Wasatch Funds’ proxy voting record is available without charge on the Funds’ website at www.WasatchFunds.com and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.

QUARTERLY PORTFOLIO HOLDINGS DISCLOSURE ON FORM N-Q

The Funds file their complete schedules of investments with the SEC for their first and third quarters of each fiscal year on Form N-Q. The Funds’ Form N-Q filings are available on the SEC’s website at www.sec.gov, and may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. (information on the operation of the Public Reference room may be obtained by calling 800.SEC.0330).

143

WASATCH FUNDS SEPTEMBER 30, 2016 (UNAUDITED)

Service Providers

INVESTMENT ADVISOR

Wasatch Advisors, Inc.

505 Wakara Way, 3rd Floor

Salt Lake City, UT 84108

SUB-ADVISOR FOR THE WASATCH-1ST SOURCE INCOME FUND

1st Source Corporation Investment Advisors, Inc.

100 North Michigan Street

South Bend, IN 46601

SUB-ADVISOR FOR THE U.S. TREASURY FUND

Hoisington Investment Management Co.

6836 Bee Caves Road

Building 2, Suite 100

Austin, TX 78746

ADMINISTRATOR AND FUND ACCOUNTANT

State Street Bank and Trust Company

801 Pennsylvania Avenue

Kansas City, MO 64105

DISTRIBUTOR

ALPS Distributors, Inc.

1290 Broadway, Suite 1100

Denver, CO 80203

TRANSFER AGENT

UMB Fund Services, Inc.

235 West Galena Street

Milwaukee, WI 53212

CUSTODIAN

State Street Bank and Trust Company

801 Pennsylvania Avenue

Kansas City, MO 64105

LEGAL COUNSEL TO WASATCH FUNDS AND INDEPENDENT TRUSTEES

Chapman and Cutler, LLP

111 West Monroe Street

Chicago, IL 60603

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

PricewaterhouseCoopers LLP

1100 Walnut Street, Suite 1300

Kansas City, MO 64106

CONTACT WASATCH

TELEPHONE

800.551.1700

M - F, 7:00 a.m. to 7:00 p.m. Central Time

Automated Line, 24 Hours

U.S. MAIL

Wasatch Funds

P.O. Box 2172

Milwaukee, WI 53201-2172

OVERNIGHT DELIVERY

Wasatch Funds

235 West Galena Street

Milwaukee, WI 53212

ONLINE

www.WasatchFunds.com

shareholderservice@wasatchfunds.com

144

WASATCH
FUNDS
2016 Annual Report
www.WasatchFunds.com 800.551.1700
FSC
www.fsc.org
MIX
Paper from
responsible source
FSC C132107

Item 2:  Code of Ethics.

(a) Wasatch Funds Trust (the “Registrant”) has adopted a Code of Ethics that applies to the Registrant’s principal executive officer and principal financial officer.

(b) No disclosures are required by this Item 2(b).

(c) There have been no amendments to the Registrant’s Code of Ethics during the reporting period for this form N-CSR.

(d) There have been no waivers granted by the Registrant to individuals covered by the Registrant’s Code of Ethics during the reporting period for this Form N-CSR.

(e) Not applicable.

(f) A copy of the Registrant’s Code of Ethics is attached as an exhibit to this Form N-CSR.

Item 3:  Audit Committee Financial Expert.

(a) (1) The Board of Trustees of the Registrant has determined that the Registrant has at least one member serving on the Registrant’s Audit Committee that possesses the attributes identified in Instruction 2(b) of Item 3 to Form N-CSR to qualify as “audit committee financial expert.”

(2) The name of the audit committee financial expert is Miriam M. Allison. Ms. Allison is deemed to be “independent” as that term is defined in Item 3(a)(2) of Form N-CSR.

Item 4.  Principal Accountant Fees and Services.

(a) Audit Fees - The aggregate fees billed for professional services rendered by the independent registered public accounting firm for the audit of the Registrant’s annual financial statements or services normally provided in connection with statutory and regulatory filings or engagements for the last two fiscal years ended September 30, 2016 and 2015 were $464,935 and $469,663, respectively.

(b) Audit Related Fees – During the fiscal years ended September 30, 2016 and 2015, the Registrant was not billed any fees by the independent registered public accounting firm for assurance and related services rendered by the independent registered public accounting firm to the Registrant that are reasonably related to the performance of the audit of the Registrant’s financial statements and are not reported under paragraph (a) of this Item 4.

During the fiscal years ended September 30, 2016 and 2015, no fees for assurance and related services that relate directly to the operations and financial reporting of the Registrant were billed by the independent registered public accounting firm to the Registrant’s investment adviser (the “Advisor”) or any other entity controlling, controlled by, or under common control with the Advisor that provides ongoing services to the Registrant.

(c) Tax Fees - The aggregate fees billed for professional services rendered by the independent registered public accounting firm to the Registrant for tax compliance, tax advice, tax planning and tax return preparation for the last two fiscal years ended September 30, 2016 and 2015 were $101,430 and $111,965, respectively. These services consisted of the independent registered public accounting firm reviewing the Registrant’s excise tax returns, distribution requirements and RIC tax returns, as well as consultations regarding the liquidation of a series of the Trust.

During the fiscal years ended September 30, 2016 and 2015, no fees for tax compliance, tax advice or tax planning services that relate directly to the operations and financial reporting of the Registrant were billed by the independent registered public accounting firm to the Advisor or any other entity controlling, controlled by, or under common control with the Advisor that provides ongoing services to the Registrant.

(d) All Other Fees – The aggregate fees billed for products and services provided by the independent registered public accounting firm to the Registrant, other than the services reported in paragraph (a) – (c) of this Item 4, for the fiscal years ended September 30, 2016 and 2015 were $0 and $0, respectively.

During the fiscal years ended September 30, 2016 and 2015, no fees for other services that relate directly to the operations and financial reporting of the Registrant were billed by the independent registered public accounting firm to the Advisor or any other entity controlling, controlled by, or under common control with the Advisor that provides ongoing services to the Registrant.

(e) Pre-Approval Policies and Procedures

(1)      Pursuant to the registrant’s Audit Committee Charter, the Audit Committee shall evaluate the independence of the independent public accountants, including evaluating whether the independent public accountants provide audit services or consulting services to the Registrant or consulting services to the Advisor, and to receive the specific representations of the independent registered public accounting firm as to their independence. Specifically, the Audit Committee will be responsible for evaluating the provision of non-audit services to the Registrant as required by Section 201 of the Sarbanes-Oxley Act, any pre-approval requests submitted by the independent registered public accounting firm as required by Section 202 of the Sarbanes-Oxley Act or as otherwise required under Section 2-01 of Regulation S-X, and shall monitor the conflict of interest requirements in Section 206 of the Sarbanes-Oxley Act, and the prohibitions on improper influence on the conduct of audits in Section 303 of the Sarbanes-Oxley Act. The Audit Committee shall pre-approve any engagement of the independent registered public accounting firm to provide any services (other than prohibited non-audit services) including the fees and other compensation to be paid to the independent registered public accounting firm.

The independent registered public accounting firm is authorized by the Audit Committee to provide non-audit services to the extent allowable under the Sarbanes-Oxley Act of 2002 for the Registrant provided that (i) the fees payable with respect to such services do not exceed $5,000 in any calendar quarter and (ii) such fees are ratified by the Audit Committee at its next meeting. The fees payable with respect to non-audit services may be increased by the affirmative vote of a majority of the members of the Audit Committee.

(2)      There were no pre-approval requirements waived for the services provided to the Registrant described in paragraphs (b)-(d) of Item 4 by the Audit Committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X (the “De Minimis Rule”). There were no fees billed for services provided to the Advisor described in paragraphs (b)-(d) of Item 4 that were required to be pre-approved by the Audit Committee as described in paragraph (e)(1) of Item 4.

(f) No disclosures are required by this Item 4(f).

(g) For the fiscal years ended September 30, 2016 and 2015, the aggregate non-audit fees billed by the independent registered public accounting firm for services rendered to the Registrant and the Advisor and any entity controlling, controlled by, or under common control with the Advisor that provided ongoing services to the Registrant were approximately $0 and $0, respectively.

(h) No disclosures are required by this Item 4(h).

Item 5.  Audit Committee of Listed Registrants.

Not applicable.

Item 6.  Schedule of Investments.

(a) Schedule of Investments is included as a part of the report to shareholders filed under Item 1 of this Form N-CSR.

(b) Not applicable.

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

Not applicable.

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

Not applicable.

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

Not applicable.

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

There have been no material changes to the procedures by which shareholders may recommend nominees to the Registrant’s board of trustees, where those changes were implemented after the Registrant last provided disclosure in response to this item.

Item 11.  Controls and Procedures.

(a) The Registrant’s principal executive and principal financial officers have concluded that the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective, as of a date within 90 days of the filing date of this Form N-CSR based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934).

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

Item 12.  Exhibits.

(a)(1) Code of Ethics is attached hereto.

(a)(2) The certifications required by Rule 30a-2(a) of the 1940 Act are attached hereto.

(a)(3) Not applicable.

(b) The certifications required by Rule 30a-2(b) of the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto.

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.

WASATCH FUNDS TRUST

By:	/s/ Samuel S. Stewart, Jr.
	Samuel S. Stewart, Jr.
	President (principal executive officer) of Wasatch Funds Trust

Date:    December 6, 2016

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

By:	/s/ Samuel S. Stewart, Jr.
	Samuel S. Stewart, Jr.
	President (principal executive officer) of Wasatch Funds Trust

Date:    December 6, 2016

By:	/s/ Cindy B. Firestone
	Cindy B. Firestone
	Treasurer (principal financial officer) of Wasatch Funds Trust

Date:    December 6, 2016

EX-99.CODE ETH

Exhibit 12(a)(1)

WASATCH FUNDS TRUST

CODE OF ETHICS FOR PRINCIPAL EXECUTIVE AND

SENIOR FINANCIAL OFFICERS

I. Covered Officers/Purpose of the Code

This Code of Ethics (the “Code”) shall apply to Wasatch Funds Trust’s (the “Company”) Principal Executive Officer and Principal Financial Officer (the “Covered Officers,” each of whom is named in Exhibit A attached hereto), consistent with and in furtherance of their fiduciary duties, and for the purpose of promoting:

· honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

· full, fair, accurate, timely and understandable disclosure in reports and documents that the Company files with, or submits to, the Securities and Exchange Commission (“SEC”) and in other public communications made by the Company;

· compliance with applicable laws and governmental rules and regulations;

· the prompt internal reporting of violations of the Code to an appropriate person or persons identified in the Code; and

· accountability for adherence to the Code.

Each Covered Officer should adhere to a high standard of business ethics and should be sensitive to situations that may give rise to actual as well as apparent conflicts of interest.

II. Covered Officers Should Handle Ethically Actual and Apparent Conflicts of Interest

Overview. A “conflict of interest” occurs when a Covered Officer’s private interest has the potential to interfere with the interests of, or his or her service to, the Company. For example, a conflict of interest would arise if a Covered Officer, or a member of his or her family, receives improper personal benefits as a result of his or her position with the Company. Covered Officers must avoid conduct that conflicts, or appears to conflict, with their duties to the Company. All Covered Officers should conduct themselves such that any reasonable observer would have no grounds for belief that a conflict of interest has not been appropriately addressed and resolved. Covered Officers are not permitted to self-deal or otherwise to use their positions with the Company to further their own or any other related person’s business opportunities.

This Code does not, and is not intended to, repeat or replace the programs and procedures or codes of ethics of the Company’s investment advisor.

Although typically not presenting an opportunity for improper personal benefit, conflicts may arise from, or as a result of, the contractual relationship between the Company and its investment advisor and administrator of which the Covered Officers may be officers or employees. As a result, this Code recognizes that the Covered Officers will, in the normal course of their duties (whether formally for the Company, the investment advisor or the administrator), be involved in establishing policies and implementing decisions that will have different effects on the service providers and the Company. The participation of the Covered Officers in such activities is inherent in the contractual relationship between the Company and its service providers and is consistent with the performance by the Covered Officers of their duties as officers of the Company. Thus, if performed in conformity with the provisions of the Investment Company Act of 1940, as amended (“Investment Company Act”) and the Investment Advisers Act of 1940, as amended, such activities will be deemed to have been handled ethically.

The following list provides examples of conflicts of interest under the Code, but Covered Officers should keep in mind that these examples are not exhaustive. The overarching principle is that the personal interest of a

Covered Officer should be properly disclosed to the Company and resolved by persons who do not have a personal interest.

*                  *                  *                  *

Each Covered Officer must not:

· use his or her personal influence or personal relationship improperly to influence investment decisions or financial reporting by the Company whereby the Covered Officer would benefit personally;

· cause the Company to take action, or fail to take action, for the improper personal benefit of the Covered Officer; or

· retaliate against any other Covered Officer or any employee of the Company or its affiliated persons for reports that are made in good faith of actual or of potential violations by the Company or such affiliated persons of applicable rules and regulations.

Each Covered Officer must discuss certain material conflict of interest situations with the Company’s Audit Committee. Examples of such situations include:

· service as a director on the Board of a publicly traded company held by a Wasatch Fund;

· accepting directly or indirectly investment opportunities, gifts or other gratuities from individuals conducting or seeking to conduct business with the Company or the Company’s investment advisor. However, Covered Officers may accept gifts from a single giver in aggregate amounts not exceeding $100, and may attend business meals, sporting events and other entertainment events at the expense of a giver as long as the expense is reasonable and both the giver(s) and the Covered Officer(s) are present;

· any direct or indirect ownership interest in, financial relationships with, or any consulting or employment relationship with, any of the Company’s service providers; and

· a direct or indirect financial interest in commissions, transaction charges or spreads paid by the Company for effecting portfolio transactions or for selling or redeeming shares.

III. Disclosure and Compliance

· Each Covered Officer should familiarize himself or herself with the disclosure requirements generally applicable to the Company.

· Each Covered Officer should not knowingly or negligently misrepresent, or cause others to misrepresent, facts about the Company to others, whether within or outside the Company, including to the Company’s Board, Audit Committee and independent auditors, and to governmental regulators, self-regulators and self-regulatory organizations.

· Each Covered Officer should, to the extent appropriate within his or her area of responsibility, consult with other officers and employees of the Company and its service providers with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents that the Company files with, or submits to, the SEC and in other public communications made by the Company.

· It is the responsibility of each Covered Officer to promote and encourage professional integrity in all aspects of the Company’s operations.

IV. Reporting and Accountability

Each Covered Officer must:

· upon adoption of this Code (or thereafter as applicable, upon becoming a Covered Officer), sign and return a report in the form of Exhibit B to the person named in Exhibit A affirming that he or she has received, read and understands the Code;

· annually sign and return a report in the form of Exhibit C to the person named in Exhibit A affirming that he or she has complied with the requirements of the Code; and

· notify the Company’s Audit Committee promptly if he or she knows of any violation of this Code. Failure to do so is itself a violation of this Code.

The Company’s Audit Committee is responsible for applying this Code to specific situations in which questions are presented under it and has the authority to interpret this Code in any particular situation including any approvals or waivers sought by the Covered Officers.

The Audit Committee will follow these procedures in investigating and enforcing this Code:

· The Audit Committee will take all appropriate actions to investigate any potential violations reported to the Committee.

· If, after such investigation, the Audit Committee believes that no violation has occurred, the Audit Committee is not required to take any further action.

· Any matter that the Audit Committee believes is a violation of this Code will be reported to the full Board.

· If the Board concurs that a violation has occurred, it will consider appropriate action, which may include review of, and appropriate modifications to, applicable policies and procedures; notification to the appropriate personnel of the investment advisor, administrator or its board; and possible dismissal of the Covered Officer as an officer of the Company.

· The Audit Committee will be responsible for granting waivers of provisions of this Code, as appropriate.

· Any changes to or waivers of this Code will, to the extent required, be disclosed as provided by SEC rules.

V. Other Policies and Procedures

This Code shall be the sole code of ethics adopted by the Company for purposes of Section 406 of the Sarbanes-Oxley Act and the rules and forms applicable to registered investment companies thereunder. Insofar as other policies or procedures of the Company or the Company’s investment advisor govern or purport to govern the behavior or activities of the Covered Officers who are subject to this Code, they are superseded by this Code to the extent that they overlap or conflict with the provisions of this Code. The Company’s and the investment advisor’s code of ethics under Rule 17j-1 under the Investment Company Act and the investment advisor’s other policies and procedures are separate requirements applying to the Covered Officers and others, and are not part of this Code.

VI. Amendments

Any amendments to this Code, other than amendments to Exhibit A, must be approved or ratified by a majority vote of the Board, including a majority of independent trustees.

VII. Confidentiality

All reports and records prepared or maintained pursuant to this Code will be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this Code, such matters shall not be disclosed to anyone other than the Company’s Board or Audit Committee.

VIII. Internal Use

The Code is intended solely for internal use by the Company and does not constitute an admission, by or on behalf of Company, as to any fact, circumstance or legal conclusion.

Date: November 11, 2009

Originally adopted by Wasatch Funds, Inc. August 27, 2003

EXHIBIT A

Persons Covered by this Code of Ethics:

Samuel S. Stewart, Jr. (Principal Executive Officer)

Cindy Firestone (Principal Financial Officer)

Recipient of reports under Article IV

Russell L. Biles (Chief Compliance Officer and Vice President, Wasatch Funds Trust)

Adopted November 11, 2009

(Exhibit A Amended by Wasatch Funds, Inc.: December 23, 2008; Amended by Wasatch Funds Trust: May 10, 2011)

EXHIBIT B

INITIAL CERTIFICATION FORM

This is to certify that I have read and understand the Code of Ethics for Principal Executive and Senior Financial Officers of Wasatch Funds Trust, dated November 11, 2009, and that I recognize that I am subject to the provisions thereof and will comply with the policy and procedures stated therein.

Please sign your name here:                                                                                           

Please print your name here:                                                                                           

Please date here:                                                                                                              

EXHIBIT C

ANNUAL CERTIFICATION FORM

This is to certify that I have read and understand the Code of Ethics for Principal Executive and Senior Financial Officers of Wasatch Funds Trust dated November 11, 2009, (the “Code”) and that I recognize that I am subject to the provisions thereof and will comply with the policy and procedures stated therein.

This is to further certify that I have complied with the requirements of the Code during the period of                      through                     .

Please sign your name here:                                                                                

Please print your name here:                                                                               

Please date here:                                                                                                   

EX-99.CERT

Exhibit 12(a)(2)

I, Samuel S. Stewart, Jr., President of Wasatch Funds Trust, certify that:

1. I have reviewed this report on Form N-CSR of Wasatch Funds Trust;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:    December 6, 2016

By:	/s/ Samuel S. Stewart, Jr.
	Samuel S. Stewart, Jr.
	President (principal executive officer) of Wasatch Funds Trust

I, Cindy B. Firestone, Treasurer of Wasatch Funds Trust, certify that:

1. I have reviewed this report on Form N-CSR of Wasatch Funds Trust;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:    December 6, 2016

By:	/s/ Cindy B. Firestone
	Cindy B. Firestone
	Treasurer (principal financial officer) of Wasatch Funds Trust

EX-99.906CERT

Exhibit 12(b)

I, Samuel S. Stewart, President and I, Cindy B. Firestone, Treasurer of Wasatch Funds Trust (the “Registrant”), each certify that:

1. The N-CSR of the Registrant (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

By:	/s/ Samuel S. Stewart, Jr.
	Samuel S. Stewart, Jr.
	President (principal executive officer) of Wasatch Funds Trust
Date:	December 6, 2016

By:	/s/ Cindy B. Firestone
	Cindy B. Firestone
	Treasurer (principal financial officer) of Wasatch Funds Trust
Date:	December 6, 2016