Wasatch Funds Trust

2019 SEMI-ANNUAL REPORT AND QUARTERLY COMMENTARIES March 31, 2019 FUND NAME Investor Class Institutional Class Wasatch Core Growth Fund WGROX WIGRX Wasatch Emerging India Fund WAINX WIINX Wasatch Emerging Markets Select Fund WAESX WIESX Wasatch Emerging Markets Small Cap Fund WAEMX WIEMX Wasatch Frontier Emerging Small Countries Fund WAFMX WIFMX Wasatch Global Opportunities Fund WAGOX WIGOX Wasatch Global Value Fund FMIEX WILCX Wasatch International Growth Fund WAIGX WIIGX Wasatch International Opportunities Fund WAIOX WIIOX Wasatch Micro Cap Fund WMICX — Wasatch Micro Cap Value Fund WAMVX — Wasatch Small Cap Growth Fund WAAEX WIAEX Wasatch Small Cap Value Fund WMCVX WICVX Wasatch Ultra Growth Fund WAMCX —Wasatch-Hoisington U.S. Treasury Fund WHOSX - Beginning January 31, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Wasatch Funds’ shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Funds or from your financial intermediary, (such as a broker-dealer or bank). Instead, the reports will be made available on the Wasatch Funds website, and you will be notified by mail each time a report is posted and provided with a website link to access the report. If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from Wasatch Funds electronically by contacting your financial intermediary (such as a broker-dealer or bank) or, for Fund shares held directly with Wasatch Funds, by calling 800.551.1700 or by enrolling in “eDelivery” by logging into your account at https://wasatchfunds.olaccess.com. You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue receiving paper copies of your shareholder reports. If you invest directly with Wasatch Funds, you can call 800.551.1700 to let us know you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all Wasatch Funds held in your account if you invest through a financial intermediary or all Wasatch Funds held with the fund complex if you invest directly with Wasatch Funds.

findings in a McKinsey research report entitled Why It’s Still a World of ‘Grow or Go.’ The report found:

After revisiting the core tenets of The Granularity of Growth, Smit and Atsmon concluded that “outperforming the competition remains possible in all industries, even in sluggish economic times.” They added that high-performing companies “continually seek the kind of growth that generates real and sustainable value.”

Consistent with the principles described by the McKinsey researchers, we’d like to emphasize the following points:

In terms of economic news, we begin with the United States, the world’s largest economy. Real gross domestic product (GDP) in 2018’s fourth quarter rose at an annual rate of 2.2%, down from an earlier estimate of 2.6%. The retail-sales report from the U.S. Department of Commerce downwardly revised December’s percentage decline from -1.2% to -1.6%, further accentuating the worst month for retail sales since the global financial crisis. However, better news followed when it was reported that U.S. retail sales for January 2019 posted a significant 2.3% year-over-year increase. The U.S. Consumer Price Index also edged up recently, but a temporary drop in energy prices helped to hold down the Index on a year-over-year basis. With core inflation running at about a 2.1% annualized pace, the underlying trend remains in line with the Federal Reserve’s target of 2.0%.

Regarding China, the world’s second-largest economy, early data indicate continued deceleration in 2019. Nevertheless, China’s February retail sales rose more than 8% year-over-year, which was in line with forecasts. What’s more important to us, however, is that the selection of high-quality Chinese companies has doubled in the past three years. We continue to devote significant on-the-ground due diligence aimed at identifying emerging leaders in various industries. This research includes the A-share market of approximately 1,400 companies incorporated in mainland China.

We turn now to Japan, the world’s third-largest economy and home to what we believe is one of the most exciting small-cap markets globally. Despite being supported by easy monetary policy, many economic indicators such as GDP growth are uninspiring. However, there are positive factors — such as Japan’s multi-decade low unemployment rate. With the country facing a labor shortage, we’re seeing some wage inflation, which can act as a tailwind for Japan’s domestic consumers. The tight labor market is also creating opportunities for companies that enable businesses to become more efficient and productive.

Continuing this review of developed nations, we land next on the United Kingdom, which remains in upheaval over Brexit. In April, Prime Minister Theresa May secured an extension from the European Council, which gives her until October 31st to work out a compromise deal with the fractious British Parliament. The uncertainty of Brexit has been clouding the British economy and markets since the referendum in 2016, and this haze is likely to persist until we know the outcome.

Among emerging markets, we see attractive company valuations coupled with bureaucratic reforms and stimulative government initiatives. In addition, investor sentiment has improved due to low inflation and reduced concerns over monetary policies in developed nations. These factors have also enhanced the prospects for emerging-market currency valuations. Moreover, country balance sheets have strengthened, as have international fund flows into emerging markets.

Beyond China, we believe Latin America may offer good investment opportunities. The region’s political situation (although still highly imperfect) has become somewhat more stable, and the economic recovery seems to be getting back on track. In Brazil, we saw signs of improving consumer sentiment, and we think the country will make progress regarding deficit reduction and reining in corruption.

As for India, pro-business priorities and structural government-policy changes implemented over the past several years should pay economic dividends beyond the next decade. The government’s efforts — along with attractive demographics and a still rapidly growing economy — help make the country one of our most-fertile grounds for finding promising emerging-market investments.

We recently heard a great adage about investing: “The stock market is the only market where people head for the exit when things go on sale.” And considering what followed 2018’s stock-market rout, heading for the exit certainly wasn’t a wise move. As long-term investors, we prefer to use overall market weakness as an opportunity to increase our positions in exceptional businesses.

During the first quarter of 2019, the U.S. large-cap S&P 500^® Index advanced 13.65%. The technology-heavy Nasdaq Composite Index gained 16.81%. The Russell 2000^® Index of small caps rose 14.58%. And growth-oriented small caps performed extremely well, with the Russell 2000 Growth Index up 17.14%. Value-oriented small caps in the Russell 2000 Value Index were up 11.93%, as value stocks — including those across larger market capitalizations — generally trailed growth stocks. The outperformance of growth stocks relative to value names was a continuation of a trend we’ve seen for a number of years.

For the most part, international stocks also performed very well but generally lagged those in the U.S. The MSCI World ex USA Index rose 10.45% and the MSCI Emerging Markets Index gained 9.92% for the first quarter.

Intermediate- and long-term bond yields fell during the quarter as the inversion of the yield curve signaled subdued inflationary expectations. Because bond prices move in the opposite direction of yields, bond indexes posted positive returns. The Bloomberg Barclays US Aggregate Bond Index increased 2.94%. And the Bloomberg Barclays US 20+ Year Treasury Bond Index was up a solid 4.73%.

At Wasatch, we think the returns for stocks and bonds during the first quarter of 2019 were reminders of the difficulty of using macro events to try to predict asset prices. It appeared to us that the first-quarter rebound was triggered by investors feeling relieved by the pause in tightening of U.S. monetary policy and the outright accommodative monetary policies in Europe and Asia.

Stock investors seemed to ignore the inverted yield curve and the signs of slowing economic growth around the world. For our part, we believe it’s important to note that economic slowdowns and recessions aren’t all bad, as they can help correct excesses that build up during economic expansions. This underscores the importance of owning high-quality companies that are able to maneuver through challenging times. Truly exceptional companies focus on the long term — which provides the potential for investors like us to benefit from the power of compounding returns.

As we’ve said, forecasting macro events and how those events might affect stock prices over the short term isn’t our game. But we do recognize that macro events will sometimes create a tailwind for us, while at other times the wind will be in our faces. Through it all, we remain steadfastly focused on the long-term potential of individual stocks. In 2018, our investment team visited companies in 23 countries. Over the past two years, we’ve had over 1,500 face-to-face meetings with management teams and made over 800 on-site company visits. We believe that interactions with such a broad array of companies, combined with our bottom-up quantitative screens, provide an even more robust view of business conditions and competitive dynamics.

Information in this report regarding market or economic trends, or the factors influencing historical or future performance, reflects the opinions of management as of the date of this report. 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.

Wasatch Funds are distributed by ALPS Distributors, Inc. (ADI). ADI is not affiliated with Wasatch Advisors, Inc.

Definitions of financial terms and index descriptions and disclosures begin on page 34.

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

LOGO

JB Taylor

Lead Portfolio Manager

LOGO

Paul Lambert Portfolio Manager

LOGO

Mike Valentine

Portfolio Manager

OVERVIEW

Stocks roared back in the first quarter of 2019. The Wasatch Core Growth Fund — Investor Class delivered a strong gain of 15.37% for the quarter, outperforming the 14.58% return of its primary benchmark, the Russell 2000 Index. The Fund slightly underperformed the Russell 2000 Growth Index, which rose 17.14%.

The past several quarters delivered a host of geopolitical, economic and technical market events — including the U.S. government shutdown, wrangling over Britain’s exit from the European Union and concerns of a “hard landing” for China’s economy. Two other highly publicized macro issues also stood out to us:

1. The wild up-and-down swings in stock prices over the past 15 months underscored, in our view, what may be a sustained increase in market volatility.

2. In late March 2019, the yield curve inverted for the first time since 2007, primarily due to the release of softer U.S. economic data, accommodative signals provided by Federal Reserve officials and bond investors believing interest-rate increases are over. Of course, many market pundits have opined that every American recession over the past 60 years has been preceded by an inverted yield curve. These same pundits have usually failed to mention, however, that a yield-curve inversion doesn’t predict the exact timing of a recession or how stocks will perform.

We raise these two macro issues — the significant increase in market volatility and the yield-curve inversion — not because our investment decisions rely heavily on macro conditions. Rather, we raise these issues because we think investors may have to get used to greater volatility in stock prices and because we want shareholders to be mindful that economic and market predictions aren’t as accurate as the headlines would have us believe.

DETAILS OF THE QUARTER

The top contributor to performance for the first quarter was Euronet Worldwide, Inc., an electronic-payments business that operates ATMs, traditional point-of-sale (POS) terminals, prepaid POS terminals and money-transfer networks. The company reported significant increases in operating income and adjusted earnings per share. As is often the

case with stronger-than-expected numbers, Euronet’s stock price soared after the report. We continue to be impressed with the company’s operating discipline — as 2018 was the sixth consecutive year that management delivered double-digit growth in adjusted earnings per share.

Another significant contributor was auto-repair chain Monro, Inc. The company started to see a turnaround in 2017 — after which we visited with Brett Ponton, Monro’s newly installed CEO. During this visit, we were encouraged by the company’s long-term growth prospects, along with Mr. Ponton’s strategic direction. In January 2019, Monro reported record revenue and a significant increase in net income. We remain pleased with Monro’s management team and believe the stock price has started to reflect the company’s progress.

The largest detractor from Fund performance was Metro Bank plc, one of the so-called “challenger banks” established in the U.K. after the global financial crisis. Despite Metro’s rapid growth, the stock plunged in January after the bank disclosed that it had applied an incorrectly low risk weighting to parts of its loan book. The stock fell again in February on news that Metro will have to raise additional equity in order to put more capital behind the misclassified loans. The bank now faces the prospect of having to issue stock at prices that are highly dilutive to the ownership stakes of existing shareholders.

Another major detractor was Cimpress N.V., a “mass-market customization” provider of printing, signage and packaging services. In January, the company reported a second consecutive quarter of disappointing earnings. Cimpress grew consolidated revenue just 8% compared to 32% for the year-ago quarter, which disappointed Wall Street. We plan to monitor Cimpress closely to see if the steep decline in consolidated revenue was a one-time aberration or a more-meaningful trend.

OUTLOOK

As we’ve sifted through a multitude of sales and earnings reports over the past few months, we’ve tried to determine whether or not our long-term holdings remain on track. For the most part, we’ve been very pleased with our companies’ progress — which has led to remarkably little turnover in the Fund.

Going forward, we expect the relatively low turnover to continue. We think about it this way: U.S. small-cap stocks are roughly trading at year-ago levels, but there’s been quite a lot of volatility along the way. Meanwhile, our companies have grown their sales and earnings at double-digit rates overall. We think our companies may have improved their competitive positions in the past year because great businesses tend to strengthen during times of slower economic growth, while lesser businesses tend to weaken.

Thank you for the opportunity to manage your assets.

Current and future holdings are subject to risk.

AVERAGE ANNUAL TOTAL RETURNS


	SIX MONTHS*		1 YEAR		5 YEARS		10 YEARS
Core Growth (WGROX) — Investor		-6.18%		6.83%		11.25%		18.45%
Core Growth (WIGRX) — Institutional		-6.11%		6.97%		11.38%		18.54%
Russell 2000^® Index		-8.56%		2.05%		7.05%		15.36%
Russell 2000^® Growth Index		-8.22%		3.85%		8.41%		16.52%

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, 2019 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Core Growth Fund are Investor Class: 1.18% / Institutional Class — Gross: 1.08%, Net: 1.06%. 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.

*	Not annualized.

TOP 10 EQUITY HOLDINGS**


Company	% of Net Assets

Euronet Worldwide, Inc.		4.2%

Monro, Inc.		3.4%

Pool Corp.		3.2%

Copart, Inc.		2.9%

ICON plc (Ireland)		2.8%


Company	% of Net Assets

Balchem Corp.		2.8%

Trex Co., Inc.		2.8%

Guidewire Software, Inc.		2.7%

EPAM Systems, Inc.		2.7%

Tyler Technologies, Inc.		2.6%

As of March 31, 2019, there were 53 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.

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 indexes.

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

LOGO

Ajay Krishnan, CFA

Lead Portfolio Manager

LOGO

Matthew Dreith, CFA

Portfolio Manager

OVERVIEW

Indian equities registered solid gains during the first quarter of the year, with the benchmark MSCI India Investable Market Index (IMI) rising 6.65%. Trailing the benchmark

somewhat, the Wasatch Emerging India Fund — Investor Class returned 5.32%.

Apprehension surrounding India’s upcoming general election helped keep stock-market gains in check during January and February. Investors feared populist measures designed to enhance the ruling coalition’s approval with voters might strain India’s finances. Rising oil prices also raised concerns in a country that imports about 80% of the oil it uses. Sentiment improved in March after war was averted in the conflict with Pakistan along India’s northern border.

Energy stocks led India’s equity market higher as the price of Brent crude surged 25% during the first three months of the year. Energy was the top-performing sector of the Index, and the Fund’s lack of investments in energy stocks was the primary reason the Fund lagged its benchmark. Information-technology (IT) stocks also were strong performers, as the IT component of the Index posted a double-digit percentage gain during the quarter. As with energy, however, the Fund’s significantly underweight position in IT hurt performance relative to the Index.

Consumer discretionary was one of the poorest-performing sectors after a lackluster festival season in 2018 fanned concerns that India’s economy may be slowing. Although the Fund’s consumer-discretionary stocks outperformed their benchmark peers, our overweight position in the sector offset that advantage. Health care and communication services were the Fund’s greatest sources of strength against the benchmark. In both of these sectors, our stocks appreciably surpassed their counterparts in the Index and helped Fund performance.

DETAILS OF THE QUARTER

Financials accounted for a number of the Fund’s best performers. These included the two top contributors for the quarter, ICICI Lombard General Insurance Co. Ltd. and Bajaj Finance Ltd. ICICI Lombard is one of the largest private-sector general insurers in India. The company offers motor-vehicle, health, home, travel and other types of insurance coverage. An upswing in India’s insurance cycle continued to benefit ICICI Lombard and other insurance companies.

A non-bank financial company, Bajaj Finance is the lending arm of the Bajaj Group — a well-regarded Indian industrial house founded in 1926. The company is experiencing secular

demand growth driven by increased financialization, favorable demographics and a cultural shift away from extended-family living arrangements. We believe the company is creating significant headroom for future growth through its innovative use of technology to expand the markets it serves.

The greatest detractor from Fund performance for the quarter was Godrej Consumer Products Ltd. Operating in India and internationally, Godrej is one of the leading manufacturers of household insecticides in India. As consumers seek new forms of protection from mosquito-borne diseases, illegally manufactured mosquito-repellent incense sticks have captured a growing share of India’s household-insecticide market. Now that Godrej has launched its own mosquito-repellent incense stick under the flagship Goodknight brand, we expect the competitive situation to improve.

Other weak stocks in the Fund included GRUH Finance Ltd. and Bandhan Bank Ltd. GRUH provides a range of home loans and insurance products through a network of offices in India. Bandhan is a commercial bank offering traditional and internet-banking services. Investors reacted negatively to news that Bandhan was acquiring GRUH in a stock-swap deal. The stock prices of both companies fell on the news, as the shareholders of both firms were unhappy with the details of the transaction. We liquidated the Fund’s positions in both companies to seek better opportunities elsewhere.

OUTLOOK

According to official government data released in February, India’s year-over-year gross domestic product growth slowed to 6.6% during the fourth quarter of last year — down from a revised 7% in the previous quarter and the weakest reading in six quarters. For a variety of reasons, we don’t view this report as a significant cause for concern.

First, our investment approach isn’t driven by economic forecasts. Although we take macroeconomic factors into account, most of our analysis focuses on the growth prospects of individual companies. And recent financial results from the companies we own in the Fund have generally been positive, with strong top-line growth in a number of our consumer-related businesses.

Second, part of the recent slowdown resulted from sluggish sales of passenger cars and two-wheeled vehicles. Much of this can be attributed to higher financing costs and a shortage of loans during the fourth quarter as India’s shadow-banking system recovered from the default of a major player. But the tighter liquidity conditions are helping the Fund’s non-bank financial companies gain market share as weaker competitors struggle to obtain capital.

Third, a benign inflationary environment has allowed India’s central bank to take a more-accommodative stance with respect to monetary policy. The Reserve Bank of India (RBI) cut interest rates in February to spur economic growth, and new RBI Governor Shaktikanta Das has signaled the possibility of future cuts.

Thank you for the opportunity to manage your assets.

Current and future holdings are subject to risk.

AVERAGE ANNUAL TOTAL RETURNS


	SIX MONTHS*		1 YEAR		5 YEARS		SINCE INCEPTION 4/26/11
Emerging India (WAINX) — Investor		12.62%		4.43%		16.59%		11.49%
Emerging India (WIINX) — Institutional		12.81%		4.64%		16.74%		11.58%
MSCI India IMI		10.06%		2.98%		8.59%		3.07%

As of the January 31, 2019 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Emerging India Fund are Investor Class: 1.70% / Institutional Class — Gross: 1.60%, Net: 1.51%. 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.

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.

*	Not annualized.

TOP 10 EQUITY HOLDINGS**


Company	% of Net Assets

Bajaj Finance Ltd. (India)		7.8%

ICICI Lombard General Insurance Co. Ltd. (India)		6.1%

V-Mart Retail Ltd. (India)		5.6%

HDFC Bank Ltd. (India)		5.2%

Housing Development Finance Corp. Ltd. (India)		4.9%


Company	% of Net Assets

Divi’s Laboratories Ltd. (India)		4.6%

Pidilite Industries Ltd. (India)		4.4%

Dr. Lal PathLabs Ltd. (India)		4.2%

Amara Raja Batteries Ltd. (India)		4.1%

AU Small Finance Bank Ltd. (India)		3.6%

As of March 31, 2019, there were 35 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.

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.

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

LOGO

Ajay Krishnan, CFA

Lead Portfolio Manager

LOGO

Scott Thomas, CFA

Associate Portfolio
Manager

LOGO

Roger Edgley, CFA

Portfolio Manager

LOGO

Matthew Dreith, CFA

Associate Portfolio Manager

OVERVIEW

Emerging-market equities got off to a strong start in 2019, helped by a dovish shift in U.S. monetary policy and the prospect of additional economic stimulus in China. The benchmark MSCI Emerging Markets Index rose 9.92% during first quarter of the year. Outpacing the benchmark, the Wasatch Emerging Markets Select Fund — Investor Class gained 13.20%.

After signaling a “patient” approach to raising interest rates in January, the U.S. Federal

Reserve (Fed) pleased investors again in March by projecting no further rate hikes this year. The central bank also downgraded its outlook for U.S. economic growth and said it would stop shrinking its balance sheet in September. Taken together, the Fed’s moves undercut the U.S. dollar, making riskier investments in emerging markets more attractive to investors.

Strong gains in China and Brazil were the main reasons the Fund surpassed its benchmark. The Chinese government vowed to continue supporting the nation’s economy by cutting taxes and fees. In Brazil, new president Jair Bolsonaro faces the difficult tasks of reforming Brazil’s ailing pension system and reviving the economy, but we believe the companies we own there represent enduring, high-quality businesses with attractive prospects for long-term growth.

The Fund’s overweight position in India hurt performance, as apprehension ahead of upcoming elections kept Indian equities in check. A 25% increase in the U.S.-dollar price of Brent crude during the quarter also impacted sentiment toward India, which imports about 80% of the oil it uses.

DETAILS OF THE QUARTER

Chinese stocks were some of the strongest contributors to Fund performance. Among these was Ctrip.com International Ltd., which soared after the online travel agent reported better-than-expected earnings and revenues in its most-recent quarter. Management cited the company’s customer-centric initiatives and platform improvements, as well as Ctrip’s expansion into lower-tier cities through localized product and

service offerings. Longer term, the company stands to benefit from rising urbanization rates and the transformation of China’s economy from manufacturing and investment to service and consumption.

MercadoLibre, Inc. was another large contributor. The company operates e-commerce platforms in Brazil and other Latin American countries. MercadoLibre’s payment solution, MercadoPago, is driving strong growth at the company as an increasing number of e-commerce sites and brick-and-mortar retailers adopt MercadoPago as a preferred payment method.

The greatest detractor from Fund performance for the quarter was Godrej Consumer Products Ltd. Operating in India and internationally, Godrej is one of India’s leading manufacturers of household insecticides. As Indian consumers seek new forms of protection from mosquito-borne diseases, illegally manufactured mosquito-repellent incense sticks have captured a significant share of the household-insecticide market. Now that Godrej has launched its own mosquito-repellent incense stick under the flagship Goodknight brand, we expect the competitive situation to improve as informal players exit the market.

Second-largest detractor Discovery Ltd. provides insurance products and services in South Africa and other countries. Higher-than-expected mortality experience impacted Discovery’s life-insurance business in the company’s most-recent quarter. Increased spending in Discovery’s new businesses, which include a bank in South Africa and a health-insurance venture in China, also hampered profitability. Given the expected growth in these new areas, however, we think the investments make sense.

OUTLOOK

Part of the reason for the Fund’s recent outperformance is the type of companies we own. Of particular interest to us are stable businesses tied to secular growth in domestic demand from an expanding middle class. We’re less interested in exporters and commodity producers, which are often subject to the whims of the global economy. During the first quarter, heightened concerns about the pace of global growth boosted the appeal of our high-quality, long-duration businesses.

Given recent structural reforms in India, we’re comfortable carrying an above-benchmark weighting in Indian stocks. Although the uncertainty surrounding India’s upcoming general election kept a lid on stock prices for most of the quarter, March was a month of strong gains for Indian equities.

In China, we continue to devote significant research attention to the A-share market, which consists of the stocks of approximately 1,400 companies incorporated in mainland China. Quoted in Chinese renminbi, A-shares are traded on China’s Shanghai or Shenzhen stock exchanges. Identifying long-duration growth opportunities of the type we favor has proven particularly difficult in China. The task is complicated by the need to invest in Chinese companies whose businesses align with the goals of the Chinese government.

Thank you for the opportunity to manage your assets.

Current and future holdings are subject to risk.

AVERAGE ANNUAL TOTAL RETURNS


	SIX MONTHS*		1 YEAR		5 YEARS		SINCE INCEPTION 12/13/12
Emerging Markets Select (WAESX) — Investor		6.35%		-1.60%		2.41%		1.68%
Emerging Markets Select (WIESX) — Institutional		6.53%		-1.32%		2.67%		2.00%
MSCI Emerging Markets Index		1.71%		-7.41%		3.68%		2.64%

As of the January 31, 2019 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Emerging Markets Select Fund are Investor Class — Gross: 1.76%, Net: 1.51% / Institutional Class — Gross: 1.45%, 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.

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.

*Not

annualized.

TOP 10 EQUITY HOLDINGS**


Company	% of Net Assets

Bajaj Finance Ltd. (India)		7.7%

Alibaba Group Holding Ltd. ADR (China)		5.0%

Ctrip.com International Ltd. ADR (China)		4.3%

Tencent Holdings Ltd. (China)		4.2%

BGF Retail Co. Ltd. (Korea)		4.1%


Company	% of Net Assets

HDFC Bank Ltd. (India)		4.0%

Vitasoy International Holdings Ltd. (China)		4.0%

Medytox, Inc. (Korea)		3.8%

Raia Drogasil S.A. (Brazil)		3.4%

ICICI Lombard General Insurance Co. Ltd. (India)		3.3%

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.

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

LOGO

Ajay Krishnan, CFA

Lead Portfolio Manager

LOGO

Dan Chace, CFA

Portfolio Manager

LOGO

Roger Edgley, CFA

Portfolio Manager

LOGO

Andrey Kutuzov, CFA

Associate Portfolio Manager

LOGO

Scott Thomas, CFA

Associate Portfolio Manager

LOGO

Kevin Unger, CFA

Associate Portfolio Manager

OVERVIEW

The Wasatch Emerging Markets Small Cap Fund — Investor Class gained 10.39% for the three months ended March 31, 2019 and outperformed the MSCI Emerging Markets Small Cap Index, which gained 7.76%.

A dovish shift in U.S. monetary policy and the prospect of additional economic stimulus in China helped emerging-market equities get off to a strong start in 2019. While we take macroeconomic factors into account, our primary focus is on analyzing the growth prospects of individual companies in emerging markets. We look for stable businesses benefiting from secular trends tied to a country’s long-term development. We believe the Fund’s holdings are high-quality businesses capable of long-duration growth.

DETAILS OF THE QUARTER

For the quarter, the Fund’s holdings in India substantially outperformed their benchmark counterparts. India is the Fund’s largest country weighting, and the Fund is significantly overweight versus the Index. Info Edge India Ltd., a leader in online classified advertising, was a top contributor to Fund performance. We believe the company has substantial headroom for growth as the Indian market is in the early stages of shifting from print to online advertising. In other markets, we have seen dominant providers of online classified ads demonstrate consistent growth and they are extremely difficult for competitors to dislodge.

The Fund’s holdings in China significantly outperformed those in the benchmark for the quarter led by top overall contributor Vitasoy International Holdings Ltd. This Chinese company offers soy milk, tofu, rice milk, tea, juices and related food-and-beverage products in over 40 countries. Vitasoy reported strong earnings citing improved manufacturing efficiency and favorable trends in commodity prices, particularly sugar and milk powder.

Taiwan was another large contributor to performance led by Win Semiconductors Corp. Win manufactures gallium arsenide (GaAs) wafers, the dominant semiconductor technology for mobile devices. Win is expected to benefit from the deployment of 5G user equipment and network infrastructure. Win also provides optoelectronic device fabrication services for optical communication and 3D sensing applications. Strong demand for 3D sensing has been increasing and diversifying the company’s growth profile.

The Fund’s largest detractor was Douzone Bizon Co. Ltd., the leading accounting software and enterprise-resource planning (ERP) provider in Korea. The company has been transitioning from desktop to cloud software products, which has led to a pickup in growth, margins and returns on capital. Douzone’s ERP business has been more volatile than expected and earnings were below expectations, but we expect the ERP segment to become more consistent over time.

Magazine Luiza S.A., the Fund’s top contributor for 2018, detracted for the first quarter of 2019. The company operates consumer-electronic stores in Brazil. Strong information-technology infrastructure drives its e-commerce business, and its stores act as showrooms and mini-distribution centers.

Muangthai Capital Public Co. Ltd., a provider of lending services in Thailand, was the third-largest detractor. Uncertainty around pending regulation of non-bank financial companies in Thailand and the effect it might have on current interest rates and fees has been substantially resolved.

OUTLOOK

Positive factors that could help emerging markets in 2019 include the U.S. Federal Reserve’s lowered projections for future interest-rate hikes, the potential for a trade deal between the U.S. and China, and the inexpensive prices of emerging-market stocks compared to those in developed markets. Moreover, many emerging-market currencies have stabilized against the U.S. dollar. Lower inflation is supportive of domestic consumers in emerging-market countries.

In India, we expect that when the upcoming national elections are complete, investors will be better able to focus on the strong business momentum and fundamentals that we see every day as we research individual Indian companies.

The emerging-market universe is becoming more diverse across sectors. We are seeing more knowledge-based companies and companies with valuable intellectual property. These and other positive factors support the future of emerging-market equity investing and the long-term growth of companies in these markets.

Thank you for the opportunity to manage your assets.

Current and future holdings are subject to risk.

AVERAGE ANNUAL TOTAL RETURNS


	SIX MONTHS*		1 YEAR		5 YEARS		10 YEARS
Emerging Markets Small Cap (WAEMX) — Investor		3.63%		-10.81%		2.34%		13.77%
Emerging Markets Small Cap (WIEMX) — Institutional		4.01%		-10.43%		2.49%		13.85%
MSCI Emerging Markets Small Cap Index		0.03%		-12.42%		1.76%		10.37%
MSCI Emerging Markets Index		1.71%		-7.41%		3.68%		8.94%

As of the January 31, 2019 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Emerging Markets Small Cap Fund are Investor Class — Gross: 1.97%, Net: 1.95% / Institutional Class — Gross: 1.83%, Net: 1.81%. The expense ratio shown elsewhere in this report may be different. See the prospectus for additional information regarding Fund expenses.

*Not	annualized.

TOP 10 EQUITY HOLDINGS**


Company	% of Net Assets

Vitasoy International Holdings Ltd. (China)		3.5%

ICICI Lombard General Insurance Co. Ltd. (India)		3.3%

Medytox, Inc. (Korea)		3.2%

ASPEED Technology, Inc. (Taiwan)		3.2%

51job, Inc. ADR (China)		2.9%


Company	% of Net Assets

Bajaj Finance Ltd. (India)		2.8%

Magazine Luiza S.A. (Brazil)		2.7%

Info Edge India Ltd. (India)		2.7%

Silergy Corp. (Taiwan)		2.5%

Globant S.A. (Argentina)		2.3%

As of March 31, 2019, 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.

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

LOGO

Scott Thomas, CFA

Lead Portfolio Manager

LOGO

Jared Whatcott, CFA

Portfolio Manager

OVERVIEW

The first quarter of 2019 saw global equity markets rebound from fourth-quarter weakness. In the frontier and emerging small countries universe, the MSCI Frontier Emerging Markets

Index rose 9.44% and the Wasatch Frontier Emerging Small Countries Fund — Investor Class gained 9.66%.

The strength of the U.S. dollar, which has been a persistent headwind for frontier markets and many small emerging-market countries, continued to abate in the first quarter as the U.S. Federal Reserve signaled a “patient” approach to raising interest rates in January and again in March by projecting no further rate hikes this year. What’s more, perceived progress on U.S.-China trade negotiations, however slight, and a recovery in oil prices, after hitting recent lows in December 2018, helped to improve investors’ sentiment on the frontier asset class.

DETAILS OF THE QUARTER

Egypt was the largest contributor to Fund performance for the first quarter. After a difficult period of adjustment and foreign currency liberalization in 2016, the country is now witnessing strong and ameliorating fundamentals such as improving external balances, healthy foreign exchange reserves, inflation normalization, and positive fiscal-reform initiatives. These factors along with high domestic bond yields have attracted asset inflows into the country’s equity and debt markets. Cleopatra Hospital, the largest private hospital operator in Egypt, was a top contributor for the Fund. Cleopatra is at the forefront of consolidating a fragmented and underdeveloped hospital market. With Egypt’s population of 100 million people, a significant undersupply of hospital beds, and one of the lowest levels of health-care spending per capita in the region, we believe demand for Cleopatra’s services is set to grow at a rapid pace.

Two Latin American companies — MercadoLibre, Inc. and Globant S.A. — were the top contributors to Fund performance for the quarter. MercadoLibre operates e-commerce platforms in Brazil and other Latin American countries. The company’s most-recent report highlighted continued strength in sales growth across key markets such as Brazil and Argentina.

Globant, an information-technology services company based in Argentina, has been witnessing strong demand for its digital services and benefits from a portfolio of high-quality, blue-chip customers. Globant’s recently reported results were strong with revenue and margin guidance better

than we had expected driven mostly by the company’s ability to meet the needs of media and financial customers.

Colombia was the top-performing country within the Index, increasing nearly 25% for the quarter. As a result, our underweight exposure to Colombia detracted significantly from performance relative to the benchmark. Colombia’s economic indicators were surprisingly good, making evident a gradual firming of economic growth. The Colombian peso appreciated 1.9% in nominal terms versus the U.S. dollar, aided by higher oil prices, the country’s key export.

Our only holding in Colombia, Banco Davivienda S.A., a universal bank, gained nearly 25% during the quarter. The company has been benefiting from accelerating loan growth and improving credit-quality trends. Mortgages, a key lending segment for the bank, increased 16% from the same period a year ago. Banco Davivienda’s digital customers reached 1.4 million, up 62% from the year-ago period.

The largest detractor from Fund performance for the quarter was Discovery Ltd., a South Africa-based insurance company. The company reported worse-than-expected semi-annual results, citing higher investment spending on emerging businesses and a spike in mortality claims. While many investors appear concerned with the company’s elevated spending on what may seem to be initiatives with uncertain outcomes, we remain confident in Discovery’s long-term growth opportunities and see the stock-price weakness as a temporary overreaction.

Muangthai Capital Public Co. Ltd., a provider of lending services in Thailand, was also a large detractor. Uncertainty around pending regulation of non-bank financial companies in Thailand and the effect it might have on current interest rates and fees has been substantially resolved.

OUTLOOK

While specific externalities have been overwhelming many frontier and small emerging markets, including the strong U.S. dollar, others such as weakening commodity prices and external imbalances have largely turned neutral to positive. We believe that the difficult adjustments many frontier and emerging small countries are continuing to make will allow economic stability to continue to improve. Egypt is a good example of how structural reforms are now paying off with better stability and an environment that is more supportive of companies’ efforts to meet their long-term strategic goals.

By continually striving to position the Fund in what we regard as the highest-quality companies across frontier markets and small emerging-market countries, we believe we provide the Fund with the best chance of reaping the potential long-term rewards.

We believe that bottom-up analysis and travel to the regions in which we invest are critical, as economic growth, political structures and willingness to reform vary widely in developing countries. We continue to travel extensively and are excited about the future of frontier and emerging small countries and their expanding role in the global economy.

Thank you for the opportunity to manage your assets.

Current and future holdings are subject to risk.

AVERAGE ANNUAL TOTAL RETURNS


	SIX MONTHS*		1 YEAR		5 YEARS		SINCE INCEPTION 1/31/12
Frontier Emerging Small Countries (WAFMX) — Investor		3.98%		-12.12%		-3.39%		4.14%
Frontier Emerging Small Countries (WIFMX) — Institutional		3.95%		-12.04%		-3.25%		4.25%
MSCI Frontier Emerging Markets Index		5.08%		-8.00%		0.31%		3.86%
MSCI Frontier Markets Index		2.25%		-15.00%		0.57%		5.94%

As of the January 31, 2019 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Frontier Emerging Small Countries Fund are Investor Class — Gross: 2.31%, Net: 2.17% / Institutional Class — Gross: 2.07%, Net: 1.98%. 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.

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.

*	Not annualized.

TOP 10 EQUITY HOLDINGS**


Company	% of Net Assets

Globant S.A. (Argentina)		4.5%

ASA International Group plc (United Kingdom)		4.3%

Safaricom plc (Kenya)		4.3%

PT Bank Central Asia Tbk (Indonesia)		4.2%

Naspers Ltd., Class N (South Africa)		4.0%


Company	% of Net Assets

Grupo Aeroportuario del Sureste S.A.B. de C.V., Class B (Mexico)		4.0%

Raia Drogasil S.A. (Brazil)		3.9%

Clicks Group Ltd. (South Africa)		3.9%

Commercial International Bank S.A.E. (Egypt)		3.9%

Cleopatra Hospital (Egypt)		3.8%

As of March 31, 2019, there were 37 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.

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 indexes are free float-adjusted market capitalization indexes designed to measure the equity market performance of the global frontier and emerging markets. You cannot invest directly in these or any indexes.

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

LOGO

JB Taylor

Lead Portfolio Manager

LOGO

Lead Portfolio Manager

Ajay Krishnan, CFA

OVERVIEW

Led by the U.S. — and growth stocks in particular — the MSCI ACWI Small Cap Index snapped back from its fourth-quarter swoon. The Index gained 13.10% for the first quarter of 2019, recouping a good portion of the losses from the prior period. The Wasatch Global Opportunities Fund — Investor Class outpaced its benchmark, advancing 16.78%.

In our view, global equities were due for a recovery. We saw the fourth-

LOGO

Ken Applegate, CFA

Portfolio Manager

LOGO

Paul Lambert

Portfolio Manager

quarter selloff as the product of an event-driven market that didn’t reflect continuing fundamental business strength both in the U.S. and elsewhere.

During the first quarter, the U.S. Federal Reserve (Fed), after signaling a “patient” approach to raising interest rates, projected no further rate hikes this year, downgraded its outlook for U.S. economic growth and said it would stop shrinking its balance sheet in September. The Fed’s moves undercut the U.S. dollar, making investments in international stocks outside the U.S. somewhat more attractive to investors. Hopes of a constructive solution to the U.S.-China trade dispute also buoyed the markets.

DETAILS OF THE QUARTER

The U.S., aided in particular by strong results from information-technology companies, contributed the most to the Fund’s outperformance of the Index in the first quarter. Japan was the next-best country contributor.

The Fund’s top-contributing holding for the quarter was MercadoLibre, Inc., which operates e-commerce platforms in Brazil and other Latin American countries. MercadoLibre’s payment solution, MercadoPago, is driving strong growth at the company as an increasing number of e-commerce sites and brick-and-mortar retailers adopt MercadoPago as a preferred payment method.

The second-best contributor was U.S.-based financial transaction processing services provider Euronet Worldwide, Inc. All three segments of the business — Electronic Financial Transaction (EFT) Processing, Money Transfer and epay — showed double-digit operating-profit growth driven by margin expansion, with particular strength in epay.

Zendesk, Inc. was another top contributor from the U.S. information-technology sector. This Software-as-a-Service company focuses on providing customer service and engagement products that help organizations support their customers across various channels including phone, chat, email and social media. Zendesk continued to execute its growth plans.

The greatest detractor from Fund performance was Metro Bank plc. This U.K. retail bank has been disrupting the high street banking industry and winning new customers with its customer-first, employee-empowered strategy and culture. During the quarter, an internal misclassification forced Metro to raise its risk weightings on certain commercial-property loans and buy-to-let mortgages. This required a capital increase 12% higher than analysts had been expecting. Despite the volatility in Metro’s stock price and short-term uncertainties, we believe there is significant upside potential if the company can execute its business strategy.

Cimpress N.V., a “mass-market customization” printed-materials provider, also weighed on Fund performance. The company reported surprisingly disappointing results across its business lines, owing in part to higher customer-acquisitions costs. We’re looking into our concerns regarding the competitive environment.

Finally, the Fund’s position in Sangamo Therapeutics, Inc. was down for the quarter. A clinical-stage biopharmaceutical company, Sangamo specializes in the treatment and cure of gene disorders. Investors reacted negatively to interim results from an early-stage study using the company’s zinc-finger editing technology for the treatment of Hurler syndrome. However, we think it’s too early to draw conclusions until results from the study’s high-dose subjects have been released.

OUTLOOK

After the swift snapback in stock prices that we’ve seen thus far in 2019, we’re remaining watchful of heightened equity valuations. Over the longer term, we believe that the fundamentals supporting the growth of the U.S. economy remain in place. While incoming data suggest softening of industrial-production numbers, businesses are generally cautiously optimistic. Bolstered by more accommodative Fed policy, stocks may have further room to appreciate in 2019, particularly if driven by positive economic political catalysts.

In Japan, where stocks generally experienced a difficult fourth quarter, valuations of many companies bounced back in the first quarter. We continue to see strong fundamentals among our Japanese holdings.

For stocks in the United Kingdom, uncertainty is the greatest problem caused by Brexit. As we have said before, many of the Fund’s U.K. holdings generate the majority of their earnings in foreign markets.

We continue to monitor global political and economic developments that could affect the Fund’s performance. At the same time, our primary focus remains, as ever, on investing in companies with solid fundamentals and strong long-term growth prospects.

Thank you for the opportunity to manage your assets.

Current and future holdings are subject to risk.

AVERAGE ANNUAL TOTAL RETURNS


	SIX MONTHS*		1 YEAR		5 YEARS		10 YEARS
Global Opportunities (WAGOX) — Investor		-2.68%		2.32%		8.42%		15.82%
Global Opportunities (WIGOX) — Institutional		-2.68%		2.57%		8.53%		15.88%
MSCI ACWI Small Cap Index		-5.85%		-2.72%		5.54%		14.29%

As of the January 31, 2019 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Global Opportunities Fund are Investor Class: 1.55% / Institutional Class — Gross: 1.66%, Net: 1.36%. 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.

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.

*	Not annualized.

TOP 10 EQUITY HOLDINGS**


Company	% of Net Assets

Euronet Worldwide, Inc.		3.1%

Ensign Group, Inc. (The)		2.7%

Copart, Inc.		2.7%

Zendesk, Inc.		2.4%

Globant S.A. (Argentina)		2.3%


Company	% of Net Assets

Trex Co., Inc.		2.2%

Monro, Inc.		2.2%

Medytox, Inc. (Korea)		2.2%

MercadoLibre, Inc. (Brazil)		2.1%

HubSpot, Inc.		2.0%

As of March 31, 2019, there were 74 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.

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 ACWI (All Country World Index) 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.

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

LOGO

David Powers, CFA

Lead Portfolio Manager

OVERVIEW

The Wasatch Global Value Fund —
Investor Class gained 9.64% in the first quarter of 2019, but underperformed the benchmark MSCI ACWI (All Country World Index), which returned 12.18%.

Large-cap U.S. equities, as measured by the S&P 500^® Index, returned 13.65% in the quarter compared to 9.98% for large- and mid-cap international equities as gauged by the MSCI

EAFE Index. After the fourth-quarter 2018 rout in financial markets, the Federal Reserve (Fed) signaled a patient approach entering 2019 and eventually indicated it would likely hold interest rates steady through year-end. The European Central Bank and the People’s Bank of China also moved toward more-stimulative stances. Taken together with indications of progress toward resolving the U.S.-China trade dispute, the tenor of central-bank communications outweighed investor concerns about slowing global economic growth.

Within the global equity universe, information technology, real estate and energy were outperforming sectors, while health care and financials were underperforming sectors. The Fund benefited relative to its benchmark from stock selection in the energy, real-estate and materials sectors. While information technology was the leading contributor to the Fund’s return, our underweight position in the sector detracted from relative performance as did our selection of consumer-discretionary holdings.

The United States, the United Kingdom (U.K.) and Switzerland added the most to the Fund’s return. Relative to the benchmark, the U.K. and Switzerland were strong contributors, while the U.S., China and Japan were significant detractors. As of quarter-end, a little over half of the Fund’s assets were invested in the U.S. with the remainder spread across 13 other countries. Outside the U.S., our typical country weight is small and driven predominantly by company- and sector-specific factors.

DETAILS OF THE QUARTER

EPR Properties was the top contributor to Fund performance in the first quarter. A real estate investment trust (REIT), EPR owns recreational and entertainment properties including megaplex theaters, amusement parks and ski areas, as well as properties leased to charter schools, private schools and early-education providers. With a dividend of nearly 6%, EPR’s shares benefited in the quarter along with the larger REIT segment as interest rates declined and the Fed signaled a halt to hikes in its benchmark rate. In addition, issues around a delinquent educational tenant that leases a number of EPR properties moved closer toward resolution.

Technology company Cisco Systems, Inc. was the second-best contributor. Cisco has recently begun to reap the benefits of an investment cycle, seeing a notable increase in

recurring revenue as it moves from selling hardware and networking services to a subscription-based business model.

Within energy, exploration and production company Suncor Energy, Inc. performed well. Suncor specializes in the development of oil sands to produce bitumen (asphalt), which can be used in paving and roofing materials or refined into higher-value synthetic crude oil or diesel fuel. Suncor shares benefited in the quarter as the price of oil rose more than 25% supported by OPEC production cuts.

On the downside, our large position in CVS Health Corp. weighed heavily on performance. Investors were disappointed by management’s guidance for the retail drugstore and pharmacy benefit management (PBM) businesses. More broadly, investors are concerned about the pricing environment for PBMs, given proposals to eliminate rebates paid by drug companies and political rhetoric around lowering drug prices. Disappointing earnings from competitor Walgreens did nothing to boost optimism for CVS stock. The company’s cash flow and dividend remain attractive, and we believe CVS is well-positioned for the long term given its many consumer touchpoints. However, given the complexity in valuing the stock, we trimmed the position in the quarter.

Taiwan financial-services company Fubon Financial Holding Co. Ltd. was the second-largest detractor. In addition to its principal life-insurance arm, Fubon has a significant banking and investment business, which posted poor results in the wake of the fourth-quarter 2018 equity-market decline. The unit was also negatively affected by currency-hedging costs and exchange-rate losses. We view Fubon as an excellent way to gain exposure to Asia’s developing middle class.

An overweight position in Japan Airlines Co. Ltd. detracted from relative performance in the quarter as rising fuel costs impacted investor sentiment regarding the broader airline segment. Investors have also been concerned that the airline may make a significant expenditure on international airport slots in the run-up to the 2020 Olympics in Tokyo. We view any such investment as likely to benefit the long-term outlook for Japan Airlines and have maintained the position.

OUTLOOK

The rebound in global equities in early 2019 reflected investors’ perception that risks to corporate-earnings growth had been reduced given signals of monetary support from major central banks, a somewhat better outlook for U.S.-China trade relations and large-scale stimulus being injected into China’s economy. At current levels, stock prices appear quite vulnerable to any signs of softening earnings. With growth stocks trading at significant premiums as investors anticipate the end of the current cycle, value stocks appear attractive on a relative basis.

We continue to prefer a defensive-minded approach that we expect to be beneficial as late-cycle dynamics gain traction. The Fund remains tilted toward higher-quality companies within the global large-cap value universe, as gauged by lower market sensitivity, lower valuations, higher cash flows, higher dividends and stronger balance sheets.

Thank you for the opportunity to manage your assets.

Current and future holdings are subject to risk.

AVERAGE ANNUAL TOTAL RETURNS


	SIX MONTHS*		1 YEAR		5 YEARS		10 YEARS
Global Value (FMIEX) — Investor		-1.80%		5.33%		6.35%		10.99%
Global Value (WILCX) — Institutional		-1.72%		5.49%		6.50%		11.09%
MSCI ACWI		-2.13%		2.60%		6.45%		11.98%

As of the January 31, 2019 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Global Value Fund are Investor Class — Gross: 1.19%, Net: 1.11% / Institutional Class — Gross: 1.58%, 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.

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 entails special risks, such as currency fluctuations and political uncertainties, which are described in more detail in the prospectus. Loss of principal is a risk of investing.

*	Not annualized.

TOP 10 EQUITY HOLDINGS**


Company	% of Net Assets

Novartis AG (Switzerland)		4.3%

Exelon Corp.		4.3%

Muenchener Rueckversicherungs-Gesellschaft AG in Muenchen (Germany)		4.3%

Royal Dutch Shell plc ADR (United Kingdom)		4.3%

China Mobile Ltd. (China)		4.2%


Company	% of Net Assets

Wells Fargo & Co.		3.8%

Pfizer, Inc.		3.7%

AT&T, Inc.		3.5%

EPR Properties		3.4%

Entergy Corp.		3.4%

As of March 31, 2019, there were 36 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.

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 ACWI (All Country World Index) captures large- and mid-cap representation across 23 developed-market and 24 emerging-market countries. With 2,771 constituents, the Index covers approximately 85% of the global investable equity opportunity set. You cannot invest directly in this or any index.

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

LOGO

Ken Applegate, CFA

Lead Portfolio Manager

LOGO

Roger Edgley, CFA

Portfolio Manager

LOGO

Linda Lasater, CFA

Portfolio Manager

OVERVIEW

The Wasatch International Growth Fund — Investor Class gained 13.72% in the first quarter of 2019, outperforming the MSCI ACWI (All Country World Index) ex USA Small Cap Index, which returned 10.26%.

Astute investors know that wealth is created by focusing on the long term and letting the power of compounding work its magic. During the first quarter of 2019, equity markets had a strong rally following a weak fourth quarter. Although quarter-to-quarter swings in performance can be quite distracting, the important point we want to make is that the more you stay focused on the long term and the longer your timeframe, the more the power of compounding can work for you. For example, the Fund’s average annual total return for the 10 years ended March 31, 2019 was 15.96% compared to 11.86% for the Index. In other words, if a shareholder had hypothetically invested $10,000 in the Wasatch International Growth Fund 10 years ago on March 31, 2009, it would have been worth nearly $44,000 as of March 31, 2019, versus about $31,000 if one had invested the same amount in the Index.* This is the power of compounding.

DETAILS OF THE QUARTER

Wasatch’s investment team visited the United Kingdom during January and found that Brexit-related uncertainties continued to prevail. Most U.K. companies have been preparing for a hard Brexit — the U.K. leaves the European Union without a deal — and weakness was evident in many domestic-facing companies. We reduced our exposure to U.K. domestic-focused companies following the 2016 referendum. Since then, the majority of the Fund’s U.K.-listed holdings derive a meaningful portion of their earnings and growth from outside the country.

An example is Fevertree Drinks plc, a strong contributor to the Fund’s first-quarter performance. London-based Fevertree provides premium tonics and drink mixers. After refining the Fevertree brand in the U.K., it has been successfully expanding globally. The initial foray abroad was to Europe, where Fevertree is now seeing strong growth. More recently, the company has been expanding throughout the U.S. Fevertree reported another quarter of strong financial results.

The greatest detractor from Fund performance was Metro Bank plc, a retail bank in the U.K. that has been disrupting the high street banking industry and winning new customers with its customer-first, employee-empowered strategy and culture. During the quarter, an internal misclassification forced Metro to raise its risk weightings on certain commercial-property loans and buy-to-let mortgages. This required a capital increase 12% higher than analysts had been expecting. Despite the volatility in Metro’s stock price and short-term uncertainties, we believe that if the company can execute its business strategy, there will be significant upside potential.

Japan, the Fund’s largest country weighting, added significantly to the Fund’s return and outperformance of the benchmark in the first quarter. Although the fourth quarter was difficult from a stock-price performance perspective, it provided us the opportunity to add to what we consider some of our highest-quality companies. An example is Nihon M&A Center, Inc., which has seen business reaccelerate following a slowdown in deal flow last year. With business succession a growing issue in Japan, Nihon M&A helps small-business owners, often those nearing retirement, to find buyers for their companies. Nihon M&A ended the first quarter as one of the Fund’s top contributors.

Conversely, Pigeon Corp., a Japanese provider of baby bottles, lotions and related products, detracted from Fund performance as earnings were below expectations due to weak sales in China. Our research indicates this weakness is likely transitory. Pigeon continues to innovate and has two key product launches scheduled, which we believe will accelerate growth in years to come.

OUTLOOK

In May, we will spend two weeks in Europe, where we see positive changes occurring. Although Europe faces numerous headwinds — including weak economic data — valuations relative to other developed regions are becoming more compelling.

The U.K. remains a challenging investment environment but the country has a deep pool of high-quality companies, many of which generate the majority of their earnings outside the U.K. This is a key reason the Fund is overweight versus the benchmark in the U.K.

Despite being one of the world’s largest developed economies, Japan’s market is still inefficient and misunderstood by many investors, which provides opportunities for us to use our expertise and on-the-ground research to find companies with outstanding investment potential.

We remain confident in the ability of our companies across the globe to navigate turbulent environments by virtue of their experienced management teams, solid business models and strong competitive positions. We remain optimistic regarding their long-term prospects given recent meetings and calls with management teams, which point to continued investment in their businesses.

Thank you for the opportunity to manage your assets.

*	Please see the “Growth of a Hypothetical $10,000 Investment” graph on the next page.

Current and future holdings are subject to risk.

AVERAGE ANNUAL TOTAL RETURNS


	SIX MONTHS*		1 YEAR		5 YEARS		10 YEARS
International Growth (WAIGX) — Investor		-10.69%		-8.51%		4.47%		15.96%
International Growth (WIIGX) — Institutional		-10.63%		-8.40%		4.54%		16.00%
MSCI ACWI ex USA Small Cap Index		-5.64%		-9.49%		3.26%		11.86%
MSCI World ex USA Small Cap Index		-7.00%		-8.66%		3.69%		12.25%

As of the January 31, 2019 prospectus, the Total Annual Fund Operating Expenses for the Wasatch International Growth Fund are Investor Class: 1.45% / Institutional Class — Gross: 1.36%, 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.

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.

*	Not annualized.

TOP 10 EQUITY HOLDINGS**


Company	% of Net Assets

Vitasoy International Holdings Ltd. (China)		3.0%

XING SE (Germany)		2.3%

Fevertree Drinks plc (United Kingdom)		2.0%

Cochlear Ltd. (Australia)		2.0%

MISUMI Group, Inc. (Japan)		1.8%


Company	% of Net Assets

Nihon M&A Center, Inc. (Japan)		1.8%

Chr. Hansen Holding A/S (Denmark)		1.8%

Asahi Intecc Co. Ltd. (Japan)		1.8%

Patrizia Immobilien AG (Germany)		1.8%

Abcam plc (United Kingdom)		1.7%

As of March 31, 2019, there were 88 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.

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 ACWI (All Country World Index) ex USA 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 USA 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 indexes.

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

LOGO

Lead Portfolio Manager

Linda Lasater, CFA

LOGO

Jared Whatcott, CFA

Portfolio Manager

LOGO

Allison He, CFA

Associate Portfolio Manager

OVERVIEW

The International Opportunities Fund — Investor Class was up 13.49% for the first quarter and outperformed the benchmark MSCI ACWI ex USA Small Cap Index, which rose 10.26%.

The first quarter of 2019 saw a strong rebound in the world’s equity markets as concerns about a potential escalation in the U.S.-China trade dispute and worries that higher interest rates would dampen global growth quickly faded with the New Year.

While a number of economic and political risks could potentially slow global growth and increase equity-market volatility, keeping our focus on investing in high-quality companies is the best way we know to mitigate those risks. With that perspective, we aim to construct a portfolio of micro-cap businesses with sustainable competitive advantages that are able to thrive, not just survive, in uncertain environments like those we have been witnessing.

DETAILS OF THE QUARTER

The countries that made the largest contributions to Fund performance during the first quarter were Japan, Australia and China. The United Kingdom was the largest detractor from performance relative to the benchmark.

Japan regained its title as the largest contributor to the Fund’s return in the quarter. Leading the way for Japan was Digital Arts, Inc., a developer of email-filtering and web- security software. With sales to public-sector customers accelerating, Digital Arts also has been seeing margin expansion, leading to strong stock performance on the back of a vigorous rebound in Japan’s information-technology (IT) sector.

In Australia, following lackluster gross domestic product (GDP) growth and consumer spending in 2018, as well as a housing downturn last year, the equity market roared to life in 2019, with the health-care and IT sectors performing especially well. Pro Medicus Ltd. was the top overall contributor to Fund performance. This Australian company provides enterprise medical imaging and radiology information system software to world-class medical groups, and has been seeing strong revenue growth and margin expansion.

Australia’s Webjet Ltd., an online travel-booking company, was another strong contributor. Webjet continued to

grab market share and was able to achieve profit-margin targets earlier than had been expected.

The Fund’s performance in China was helped by Yihai International Holdings Ltd., our second-best contributor. Yihai makes and sells hotpot soup flavorings, hotpot dipping sauces and Chinese-style compound condiments under its parent’s Haidilao brand name. Yihai reported strong results for the second half of its fiscal year.

While we were pleased with the performance of the aforementioned companies, the performance of a few companies was disappointing. The Fund’s biggest detractors from performance for the quarter were accesso Technology Group plc, TCI Co. Ltd. and Qol Co. Ltd.

London-listed accesso develops IT solutions such as virtual queuing, ticketing, point of sales, group ticketing and guest management for entertainment and leisure venues. Following some earlier issues regarding a surprise increase in research and development spending as well as increased capitalization of product development, the company recently announced unexpected management changes while not adequately addressing questions regarding future investment plans. We exited the position due to lack of confidence.

Taiwanese health-supplement maker TCI was the Fund’s second-largest detractor for the quarter on concerns over China’s regulatory crackdown on inaccurate advertising. Our team discussed the issue with TCI management and came away feeling comfortable that the regulatory concerns are not likely to impact growth. Furthermore, we believe the opportunity in health food and beauty products remains intact.

Japan-listed dispensing pharmacy Qol was the third-largest detractor. In addition to a regulation change in Japan that disproportionately affects dispensing pharmacies, Qol’s earnings have not met our expectations. We decided to move on.

OUTLOOK

International equity markets ended the first quarter riding a wave of optimism over less contentious U.S.-China trade relations as well as more-dovish central-bank attitudes. It remains to be seen, however, whether easier monetary policy and more-stable trade policies will be enough to support the global equity markets through the rest of 2019. China bears watching to see if the government’s efforts will be enough to adequately stimulate domestic Chinese demand.

We continue to find many gems among micro-cap companies in the Japanese market. In addition to Japan, the Wasatch team made research trips to the U.K., India and Taiwan during 2019’s first quarter. We found a number of exciting new names and invested in companies that we see as high quality.

Our ongoing travels to the four corners of the globe have given us opportunities to refine the Fund as we have met with the management teams of prospective investments and current holdings alike. As we gain confidence in the business models and strategies of our portfolio companies, our optimism for the Fund’s long-term prospects also grows.

Thank you for the opportunity to manage your assets.

Current and future holdings are subject to risk.

AVERAGE ANNUAL TOTAL RETURNS


	SIX MONTHS*		1 YEAR		5 YEARS		10 YEARS
International Opportunities (WAIOX) — Investor		-5.85%		-4.79%		7.18%		16.41%
International Opportunities (WIIOX) — Institutional		-5.79%		-4.47%		7.42%		16.54%
MSCI ACWI ex USA Small Cap Index		-5.64%		-9.49%		3.26%		11.86%
MSCI World ex USA Small Cap Index		-7.00%		-8.66%		3.69%		12.25%

As of the January 31, 2019 prospectus, the Total Annual Fund Operating Expenses for the Wasatch International Opportunities Fund are Investor Class: 2.09% / 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.

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.

*	Not annualized.

TOP 10 EQUITY HOLDINGS**


Company	% of Net Assets

Pro Medicus Ltd. (Australia)		3.1%

Yihai International Holding Ltd. (China)		2.4%

Vitasoy International Holdings Ltd. (China)		2.4%

Hypoport AG (Germany)		2.3%

Philippine Seven Corp. (Philippines)		2.2%


Company	% of Net Assets

Webjet Ltd. (Australia)		2.0%

Open Door, Inc. (Japan)		2.0%

Gulf Oil Lubricants India Ltd. (India)		2.0%

V-Mart Retail Ltd. (India)		1.7%

Fortnox AB (Sweden)		1.6%

As of March 31, 2019, there were 98 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.

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 ACWI (All Country World Index) ex USA 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 USA 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 indexes.

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

LOGO

Ken Korngiebel, CFA

Lead Portfolio Manager

LOGO

Dan Chace, CFA

Portfolio Manager

OVERVIEW

Micro-cap equities staged a strong rally during the first quarter of the year, recouping some of the ground lost during the final months of 2018. The benchmark Russell Microcap Index

rose 13.10%. The Wasatch Micro Cap Fund surpassed the Index with a gain of 18.86%.

U.S. stocks advanced as the Federal Reserve (Fed) in January signaled a “patient” approach to raising interest rates and then went a step further in March by saying that another hike in 2019 would be unlikely. Improved hopes for a speedy resolution to the U.S.-China trade dispute also underpinned support for equities.

Yields on U.S. Treasury bonds and notes fell sharply in March as the Fed downgraded its forecast for the U.S. economy and announced the end of its program to reduce the debt securities it holds on its balance sheet. With the weaker outlook threatening to crimp demand for loans and further depress lending rates, financial stocks were significant laggards. However, the Fund’s below-benchmark exposure to financials — about 9% compared to about 24% for the Index — significantly benefited relative performance.

For the most part, the prospect of lower interest rates and scarce growth in the economy made the innovative, growing companies we seek to own more appealing to investors. The information-technology (IT) sector was by far the Fund’s largest source of outperformance relative to the benchmark, followed by industrials, consumer discretionary and communication services.

DETAILS OF THE QUARTER

The strongest contributor to Fund performance for the quarter was Tandem Diabetes Care, Inc. The company offers insulin-delivery systems for people with diabetes. Tandem’s share price jumped in February on better-than-expected quarterly results and strong guidance for 2019. Total pump shipments surged 133% versus the year-ago quarter, sending revenues 89% higher and pushing earnings into the black sooner than analysts had been expecting.

Cybersecurity companies Rapid7, Inc. and CyberArk Software Ltd. were the Fund’s second- and third-best contributors, respectively. Rapid7 provides analytics solutions including vulnerability management and incident detection. Helped by the shift to a subscription-based business model and increased demand, revenues in Rapid7’s most-recent quarter surpassed Wall Street estimates.

CyberArk specializes in products and services for organizations to safeguard and monitor their privileged accounts.

Adjusted earnings per share jumped 117% in the company’s most-recent quarter on 36% revenue growth. Management said the trend toward cloud-based computing is boosting demand for CyberArk’s cybersecurity solutions and helping to make the company a “critical component” of its customers’ digital transformations.

The greatest detractor from Fund performance for the quarter was Metro Bank plc. One of the so-called challenger banks established in the U.K. after the financial crisis, Metro is noted for outstanding customer experience. In January, the bank disclosed that it had applied an incorrectly low risk weighting to parts of its loan book. In February, Metro revealed that it would have to raise additional equity in order to put more capital behind the misclassified loans. The bank now faces the prospect of having to issue stock at prices that are highly dilutive to the ownership stakes of existing shareholders. Events at Metro Bank have raised concerns about the bank’s internal controls — and management’s shifting account as to how the errors were discovered hasn’t soothed investors. Meanwhile, the bank’s ambitious growth plans have largely been shelved until the equity raise has been completed. We continue to hold the stock at a low weight but are watching developments closely.

The second-largest detractor was USANA Health Sciences, Inc. The company manufactures and sells nutritional supplements and personal-care products directly to associates and customers in the U.S. and other countries. USANA’s stock price declined amid ongoing regulatory questions in China that were first disclosed about two years ago. With the company’s internal investigation into the matter now substantially complete, management reported that it doesn’t expect a material impact. In our own experience, it’s not unusual for firms employing USANA’s multi-level distribution model to attract the attention of regulators. We remain patient pending further developments.

Sangamo Therapeutics, Inc. was another significant detractor. A clinical-stage biopharmaceutical company, Sangamo specializes in the treatment and cure of gene disorders. Investors reacted negatively to interim results from an early-stage study using the company’s zinc-finger editing technology for the treatment of Hurler syndrome. However, we think it’s too early to draw conclusions until results from the study’s high-dose subjects have been released.

OUTLOOK

Although the Fed’s policy shift appeared to alter investor perceptions during the first quarter, our investment process doesn’t depend on a particular outlook or forecast. Regardless of which types of stocks happen to be in or out of vogue, we continue to do our job the same way. As bottom-up, fundamental investors focused on the long term, we seek companies that can grow regardless of the overall economic environment. We believe our disciplined, research-driven investment approach has the potential to generate attractive returns over time.

Thank you for the opportunity to manage your assets.

Current and future holdings are subject to risk.

AVERAGE ANNUAL TOTAL RETURNS


	SIX MONTHS*		1 YEAR		5 YEARS		10 YEARS
Micro Cap		-5.53%		15.71%		12.05%		18.43%
Russell Microcap^® Index		-11.94%		-2.36%		5.03%		14.97%

As of the January 31, 2019 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Micro Cap Fund are 1.65%. The expense ratio shown elsewhere in this report may be different. See the prospectus for additional information regarding Fund expenses.

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.

*	Not annualized.

TOP 10 EQUITY HOLDINGS**


Company	% of Net Assets

V-Mart Retail Ltd. (India)		2.2%

Freshpet, Inc.		2.1%

Kadant, Inc.		2.1%

CyberArk Software Ltd. (Israel)		2.1%

Kornit Digital Ltd. (Israel)		2.1%


Company	% of Net Assets

Bandwidth, Inc., Class A		2.0%

Upland Software, Inc.		2.0%

Tandem Diabetes Care, Inc.		1.9%

Fabrinet		1.8%

Rapid7, Inc.		1.8%

As of March 31, 2019, there were 85 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.

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 indexes.

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

LOGO

Brian Bythrow, CFA

Lead Portfolio Manager

OVERVIEW

U.S. equity markets rebounded sharply in the first quarter of 2019, with some swaths of the market — high-growth stocks, in particular — now more expensive than they were prior to the fourth quarter’s sharp selloff. The Wasatch Micro Cap Value Fund gained 13.82%, approximately in line with the benchmark Russell Microcap Index, which advanced 13.10%.

Dovish commentary from U.S.

Federal Reserve (Fed) officials kicked off the rebound early in the quarter. In our view, U.S. equities were due for a recovery. We believed the fourth quarter selloff was overdone. We had expected the Fed to strike a more moderate stance on interest rates because inflation has remained tame and there haven’t been many signs of excessive risk-taking among businesses and consumers. Other positives during the quarter included the end of the partial government shutdown and de-escalation of U.S.-China trade-war rhetoric.

During the market’s strong first-quarter upswing, the Fund’s more “growthy” names led the way. We trimmed some of them, including microchip makers Inphi Corp. and MaxLinear, Inc., as stock-price performance increased their weights in the Fund to be larger than we desired. Reducing the size of a position to keep it in line with our ongoing assessment of the company’s growth prospects and valuation level is an important aspect of our risk-management process.

With the U.S. economy still on solid footing, one would normally expect economically cyclical, value-oriented names to be more in favor. Yet investors seem as willing as ever to pay high premiums for growth stocks.

DETAILS OF THE QUARTER

Inphi and MaxLinear, mentioned above, were among the Fund’s top contributors to first-quarter performance. These companies are leaders in the “connected home” space, which is increasing the need for fast data connections. In our view, Inphi and MaxLinear are poised to benefit as DOCSIS 3.1, a new international cable modem standard, becomes more widely adopted. Both companies also stand to benefit as more new 5G wireless infrastructure is built. We had originally purchased Inphi and MaxLinear as beaten-up technology names and were pleased to see their stock prices bounce back sharply in the first quarter.

Construction Partners, Inc., an asphalt-paving firm, was another top contributor. The company’s stock price was pulled down in 2018 along with other names in its industry as investors fretted about inflation in road-aggregate asphalt prices. We recognized that Construction Partners’ business was actually somewhat insulated from those price increases and added to our position. When the company announced its most-recent quarterly results, we think investors came to understand that materials pricing really wasn’t an issue, and the stock snapped back in the first quarter.

Among the Fund’s detractors in the first quarter, the two largest were medical-technology companies Neuronetics, Inc. and Ra Medical Systems, Inc. Neuronetics develops devices to treat psychiatric disorders and has seen strong organic growth. The stock’s decline may have been a reflection of investors’ wariness about a new competitor in Neuronetics’ space, but so far we haven’t seen competitive forces impacting the business.

Ra Medical is a newly public company that missed its sales forecast right out of the chute. The company designs and markets lasers and catheters used to treat skin and cardiovascular diseases. What appeared to hold back Ra Medical’s product success, and hurt revenues in the fourth quarter of 2018, was the need to hire qualified sales personnel and improve training for the entire sales team to ensure that doctors are comfortable using the company’s innovative devices. Ra Medical’s management believes that the newly hired chief commercial officer will alleviate the sales-force hiring and training issues.

OUTLOOK

International stocks have lagged those in the U.S. over the last several years and now appear quite undervalued. While the Fund’s international holdings have also lagged, the businesses themselves have performed quite well. As a result, we believe the Fund’s international stocks will eventually play catch-up to their U.S. counterparts. We continue to manage down the Fund’s exposure to international industrial activity, which is slowing.

With the Fed softening its policy stance and with the release of strong corporate earnings reports, the U.S. equity market has swung from extreme pessimism in the fourth quarter of 2018 to seemingly boundless optimism so far in 2019. This upward spike in sentiment appears to have generated considerable changes in appetite for investment risk and increased valuations. Given historical patterns following strong market rallies, we wouldn’t be surprised to see stocks pause over the next several months. For the rally to continue throughout 2019, we believe we’ll need to see a more complete resolution of the U.S.-China trade disagreement.

As always, we’ll continue doing what we believe we do best and that is using our bottom-up research process to find outstanding micro-cap companies with the potential to contribute to the Fund’s long-term performance.

Thank you for the opportunity to manage your assets.

Current and future holdings are subject to risk.

AVERAGE ANNUAL TOTAL RETURNS


	SIX MONTHS*		1 YEAR		5 YEARS		10 YEARS
Micro Cap Value		-6.88%		5.83%		9.33%		18.20%
Russell Microcap^® Index		-11.94%		-2.36%		5.03%		14.97%

As of the January 31, 2019 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Micro Cap Value Fund are 1.74%. The expense ratio shown elsewhere in this report may be different. See the prospectus for additional information regarding Fund expenses.

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.

*Not	annualized.

TOP 10 EQUITY HOLDINGS**


Company	% of Net Assets

Freshpet, Inc.		2.0%

Fabrinet		1.8%

Construction Partners, Inc., Class A		1.8%

Arbor Realty Trust, Inc.		1.7%

Napco Security Technologies, Inc.		1.7%


Company	% of Net Assets

Radiant Logistics, Inc.		1.6%

Globant S.A. (Argentina)		1.5%

Esquire Financial Holdings, Inc.		1.5%

OrthoPediatrics Corp.		1.5%

SharpSpring, Inc.		1.5%

As of March 31, 2019, there were 95 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.

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 indexes.

The Wasatch Small Cap Growth Fund is managed by a team of Wasatch portfolio managers led by JB Taylor, Ken Korngiebel and Ryan Snow.

LOGO

JB Taylor

Lead Portfolio Manager

LOGO

Ken Korngiebel, CFA

Portfolio Manager

LOGO

Ryan Snow

Portfolio Manager

OVERVIEW

Stocks bounced back in the first quarter of 2019. The Wasatch Small Cap Growth Fund — Investor Class gained 20.49% and outpaced the 17.14% return of its primary benchmark, the Russell 2000 Growth Index. The Fund also outperformed the Russell 2000 Index, which was up 14.58%.

The U.S. economy has continued to demonstrate some resilience in the face of slowing global growth and a backdrop of political uncertainty. Nevertheless, a downward revision of fourth-quarter U.S. gross domestic product growth and a forecast of only about 1.5% growth in the first quarter have lowered the economic bar for calendar 2019. The good news is that the U.S. economy is at least slowing from a solid position.

During the first quarter, the information-technology sector delivered the best returns for both the Fund and the Russell 2000 Growth Index. This wasn’t surprising to us given that businesses are increasingly turning to technology to make their operations more efficient in an environment of slower growth, increasing competition and a tight labor market. The Fund benefited relative to the benchmark from excellent stock selection and an overweight allocation in information technology.

Notwithstanding the above comments, the macro environment is not our main focus. One good way to describe our investment approach is that we’re “macro-aware” rather than “macro-driven.” We spend the overwhelming majority of our time kicking the tires of high-quality companies and analyzing their fundamentals. Moreover, when we remain impressed by the operating performance and valuation of our companies, we don’t buy and sell just for the sake of showing activity in the Fund.

DETAILS OF THE QUARTER

price soared after the report. We continue to be impressed with the company’s operating discipline — as 2018 was the sixth consecutive year that management delivered double-digit growth in adjusted earnings per share.

Paylocity Holding Corp. also boosted Fund performance. The company provides software for payroll and human-capital management. Paylocity saw its stock price rise after a competitor agreed to be acquired at a premium by a private-equity firm. Incidentally, we also owned that competitor — Ultimate Software Group, Inc. We think Paylocity now stands to benefit as Ultimate adjusts to the influences of its new owners.

Healthcare Services Group, Inc. (HCSG) was also a significant detractor. HCSG provides outsourced housekeeping and nutritional services for hospitals, nursing homes and other health-care institutions. HCSG shares fell sharply in early March after the company disclosed that it would file its 2018 10-K report 15 days late. Management revealed that the company had received a letter from the Securities and Exchange Commission in November 2017 seeking information about the way HCSG calculates and reports its earnings per share. We continue to monitor the situation for further developments.

OUTLOOK

We’re always aware of macro events but they don’t play major roles in our time-tested, fundamental investment approach. Our fixation is on vigorously analyzing “micro events” that occur at the company-specific level. And while we’re never really just standing still at Wasatch (there’s always another company to research), the first quarter of 2019 was particularly quiet from a trading perspective. This was because the companies we owned were mostly delivering the operating results we had expected.

But we also had a few disappointments like Metro Bank and Healthcare Services Group that are currently under our research microscope. Having said that, our other holdings more than compensated for our disappointments.

In short, we remain as confident as ever that the Wasatch Small Cap Growth Fund currently owns a group of high-quality companies that will grow their top and bottom lines significantly over the coming years. This is exactly the positioning we want to have over the long term — and also during whatever comes next.

Thank you for the opportunity to manage your assets.

Current and future holdings are subject to risk.

AVERAGE ANNUAL TOTAL RETURNS


	SIX MONTHS*		1 YEAR		5 YEARS		10 YEARS
Small Cap Growth (WAAEX) — Investor		-2.22%		15.62%		9.99%		17.28%
Small Cap Growth (WIAEX) — Institutional		-2.14%		15.76%		10.11%		17.35%
Russell 2000^® Growth Index		-8.22%		3.85%		8.41%		16.52%
Russell 2000^® Index		-8.56%		2.05%		7.05%		15.36%

As of the January 31, 2019 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Small Cap Growth Fund are Investor Class: 1.20% / 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.

*	Not annualized.

TOP 10 EQUITY HOLDINGS**


Company	% of Net Assets

Euronet Worldwide, Inc.		4.2%

HEICO Corp., Class A		3.7%

Monro, Inc.		2.9%

ICON plc (Ireland)		2.8%

Zendesk, Inc.		2.7%


Company	% of Net Assets

Copart, Inc.		2.6%

Ollie’s Bargain Outlet Holdings, Inc.		2.6%

RBC Bearings, Inc.		2.6%

Five Below, Inc.		2.5%

Neogen Corp.		2.4%

As of March 31, 2019, there were 66 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.

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 indexes.

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

LOGO

Jim Larkins

Lead Portfolio Manager

OVERVIEW

U.S equities rebounded from 2018’s poor finish to register one of their best quarters of the post-financial crisis era. Investors were encouraged by stabilizing domestic growth data, signs that the United States and China were working to resolve their trade dispute, and indications that the U.S. Federal Reserve was unlikely to raise interest rates again in 2019. These factors helped the benchmark Russell 2000

Value Index to gain 11.93%.

The Wasatch Small Cap Value Fund — Investor Class gained 11.67%, a return in line with that of the benchmark. We view this as a positive result given that we outperformed when the market posted a double-digit loss in the fourth quarter of 2018 — an indication that our stock-selection process may have helped to mitigate the downside and allowed the Fund to participate in the subsequent rally. We believe this favorable risk/return profile reflects our emphasis on higher-quality, fundamentally sound and financially strong companies.

DETAILS OF THE QUARTER

The vast majority of the Fund’s holdings delivered positive returns in the first quarter. Several top contributors illustrate key elements of our strategy and process, including the role of patience in value investing. In many cases, it takes some time for an investment thesis to play out and there are often bumps along the way. However, we’ll generally stay invested in an underperforming holding as long as the fundamental story remains intact. An example is truckload company Knight-Swift Transportation Holdings, Inc., which lagged in 2018 as the company worked to integrate a large acquisition. We thought the selloff in Knight-Swift’s shares was greatly exaggerated given the company’s history of strong execution. In the first quarter, management announced strong results and boosted its 2019 earnings outlook, and Knight-Swift’s stock regained most of the lost ground.

Another top contributor, Sleep Number Corp. provides an excellent example of our unique Fallen Angel discipline. “Fallen Angel” is the term we use to describe a high-quality company with an outstanding business model whose shares have descended into value territory due to short-term factors. In 2017, we built up a meaningful position in Sleep Number after a stretch of weakness on the belief that the company’s efforts to transform its mattress business were not fully reflected in its earnings. Investors have begun to take notice of the company’s fundamental changes. Sleep Number’s stock gained over 40% in the first quarter.

The Fund typically has low exposure to the materials and energy sectors. That’s because we would rather not allocate capital to companies whose fortunes are tied to commodity prices. When we do invest in these areas, we tend to favor

businesses that have more control over their own destinies. One such business is Innospec, Inc., a materials company with a suite of specialty chemicals that can perform independently of the generic “commodity cycle.” We invested in Innospec based on its good cash flow, multiple products and modest growth story. Innospec was one of the top contributors to Fund performance in the quarter.

Despite having many winners, the Fund gave back some ground through weakness in a handful of individual stocks. Among the largest detractors were Stamps.com, Inc., Atlas Financial Holdings, Inc. and Cimpress N.V. Stamps.com announced the end of an exclusive agreement with the U.S. Postal Service and the stock slumped. As portfolio managers, one of our most important tasks is to determine whether to keep an underperforming position, or whether fundamental deterioration indicates that a stock may have become a “value trap.” We chose to hold Stamps.com because we think the company may now be in a better position to take advantage of other growth opportunities. We also like its potential for international expansion and ability to capitalize on the growth of e-commerce. With that said, we’re closely monitoring developments.

In contrast, we sold our position in Atlas Financial, a commercial auto insurer, because the company announced it would need to increase its reserves to cover previous losses.

U.S.-listed, Dutch-domiciled Cimpress, a “mass-market customization” printed-materials provider, reported surprisingly disappointing results across its business lines, owing in part to increasing competitive pressures. We reduced our position during the quarter in recognition of this risk, but our long experience with the company reminds us that Cimpress has overcome headwinds before. We’ll continue to monitor results.

OUTLOOK AND POSITIONING

Our portfolio activity was relatively light over the past three months, with the only notable changes involving shifts within the financials sector. We’ve been underweight in financials for quite some time, but recent volatility gave us the chance to compare our holdings with other opportunities. As part of this process, we sold three underperforming banks and one real estate investment trust, as we believe these companies may continue to face headwinds. We redeployed some of the sales proceeds into financial companies that we believe have better long-term prospects.

From a broader standpoint, we view the volatility of the past six months as a positive development since rapid market movements often create a wider range of opportunities for us to put our Fallen Angel strategy to work. We believe our focus on high-quality companies with recurring revenues, deeply entrenched customer bases, and limited competition continues to provide the foundation for competitive performance in both up and down markets.

Thank you for the opportunity to manage your assets.

Current and future holdings are subject to risk.

AVERAGE ANNUAL TOTAL RETURNS


	SIX MONTHS*		1 YEAR		5 YEARS		10 YEARS
Small Cap Value (WMCVX) — Investor		-5.76%		3.46%		8.21%		17.35%
Small Cap Value (WICVX) — Institutional		-5.72%		3.57%		8.31%		17.47%
Russell 2000^® Value Index		-8.97%		0.17%		5.59%		14.12%
Russell 2000^® Index		-8.56%		2.05%		7.05%		15.36%

As of the January 31, 2019 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Small Cap Value Fund are Investor Class: 1.20% / Institutional Class — Gross: 1.13%, Net: 1.06%. 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.

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.

*	Not annualized.

TOP 10 EQUITY HOLDINGS**


Company	% of Net Assets

Euronet Worldwide, Inc.		4.7%

Monro, Inc.		3.9%

Knight-Swift Transportation Holdings, Inc.		3.7%

Kadant, Inc.		3.7%

Dorman Products, Inc.		3.7%


Company	% of Net Assets

Ensign Group, Inc. (The)		3.3%

Innospec, Inc.		3.1%

Arbor Realty Trust, Inc.		2.7%

Lithia Motors, Inc., Class A		2.6%

Altra Industrial Motion Corp.		2.6%

As of March 31, 2019, there were 49 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.

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 indexes.

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

LOGO

John Malooly, CFA

Lead Portfolio Manager

OVERVIEW

The Wasatch Ultra Growth Fund gained 18.90% during the first quarter of 2019 and outpaced its benchmark, the Russell 2000 Growth Index, which rose 17.14%. Equity prices moved higher amid signs of easier U.S. monetary policy and hopes for a speedy resolution to the U.S.-China trade dispute. On the economic front, data released during the quarter showed a slowing U.S. economy leading Federal Reserve

officials to signal no interest-rate hikes this year.

As bottom-up investors, we don’t make macroeconomic or political forecasts. Instead, we take events and data as they come, factoring them into our assessments of individual companies and industry exposures. We continually reassess the near-term risks and earnings profiles of our companies as they relate to macro issues such as their trade exposure to China. Generally speaking, corporate earnings face more difficult year-over-year comparisons in 2019 after benefiting from a tax cut last year.

With the economic outlook appearing more uncertain, growth stocks outperformed value stocks during the first quarter. A mainstay for growth investors, information-technology (IT) led the advance in equities. The Fund’s IT stocks outgained the IT positions in the benchmark, and our overweight position was a tailwind to performance. Consumer discretionary was another source of strength relative to the benchmark driven by the strong performance of our holdings across the sector and outsized gains in a few individual holdings.

DETAILS OF THE QUARTER

The strongest contributor to Fund performance for the first quarter was Paylocity Holding Corp. The company provides software for payroll and human-capital management using the Software-as-a-Service business model. Paylocity saw its stock price rise after a competitor agreed to be acquired at a premium by a private investor group. Incidentally, we also owned the competitor that was acquired — Ultimate Software Group, Inc. We think Paylocity stands to benefit as Ultimate adjusts to the influences of its new owners. For Paylocity, better-than-expected revenues, earnings and forward guidance also helped push its stock higher during the quarter.

Tandem Diabetes Care, Inc. was the second-best contributor. The company offers insulin-delivery systems for people with diabetes. Shares of Tandem jumped in February on better-than-expected quarterly results and strong guidance for 2019. Total pump shipments surged 133% versus the year-ago quarter, sending revenues 89% higher and pushing earnings into the black sooner than analysts had been expecting.

The greatest detractor from Fund performance for the quarter was Metro Bank plc. One of the so-called challenger banks established in the U.K. after the financial crisis, Metro

is noted for outstanding customer experience. In January, the bank disclosed that it had applied an incorrectly low risk weighting to parts of its loan book. In February, Metro revealed that it would have to raise additional equity in order to put more capital behind the misclassified loans. The bank now faces the prospect of having to issue stock at prices that are highly dilutive to the ownership stakes of existing shareholders. Events at Metro Bank have raised concerns about the bank’s internal controls — and management’s shifting account as to how the errors were discovered hasn’t soothed investors. We continue to hold the stock at a low weight but are watching developments closely.

The Fund’s second-largest detractor was Sangamo Therapeutics, Inc. A clinical-stage biopharmaceutical company, Sangamo specializes in the treatment and cure of single-gene disorders. Investors reacted negatively in February to interim results from an early-stage study using the company’s zinc-finger gene-editing technology for the treatment of Hurler syndrome. However, we think it’s too early to draw conclusions until results from the study’s high-dose subjects have been released.

Healthcare Services Group, Inc. (HCSG) was also a significant detractor. HCSG provides outsourced housekeeping and nutritional services for hospitals, nursing homes and other health-care institutions. HCSG shares fell sharply in early March after the company disclosed that it would file its 2018 10-K report 15 days late. Management revealed the company had received a letter from the Securities and Exchange Commission in November 2017 seeking information about the way HCSG calculates and reports its earnings per share. The company also disclosed it received a subpoena from the commission concerning the matter in March 2018. With little else to go on, investors assumed the worst and sold the stock. We continue to monitor the situation for further developments.

OUTLOOK

One of the main principles behind the Wasatch investment approach is the thesis that in the long run, earnings drive stock prices. Simply put, we believe companies that can compound their earnings at favorable rates over time will generate attractive long-term investment returns. Even so, fluctuations in expectations can have an outsized impact over shorter periods. We think the currently high levels of uncertainty provide good reason for investors to be cautious.

Regardless of the near-term outlook, our disciplined investment approach keeps us squarely focused on the growth prospects of individual businesses over long periods of time. We look for dynamic, innovative companies that can take market share and grow even in unfavorable economic environments. Interestingly, those types of companies tend to be the ones investors seek most during an economic downturn. While the current investment environment demands modest expectations for short-term returns, we believe our investment approach retains its appeal over appropriately longer horizons.

Thank you for the opportunity to manage your assets.

Current and future holdings are subject to risk.

AVERAGE ANNUAL TOTAL RETURNS


	SIX MONTHS*		1 YEAR		5 YEARS		10 YEARS
Ultra Growth		-2.60%		23.17%		13.92%		19.96%
Russell 2000^® Growth Index		-8.22%		3.85%		8.41%		16.52%

As of the January 31, 2019 prospectus, the Total Annual Fund Operating Expenses for the Wasatch Ultra Growth Fund are 1.25%. 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.

*Not	annualized.

TOP 10 EQUITY HOLDINGS**


Company	% of Net Assets

Paylocity Holding Corp.		2.8%

Trex Co., Inc.		2.4%

Zendesk, Inc.		2.2%

Freshpet, Inc.		2.2%

Knight-Swift Transportation Holdings, Inc.		2.1%


Company	% of Net Assets

InterXion Holding N.V. (Netherlands)		2.0%

Kornit Digital Ltd. (Israel)		1.9%

Proto Labs, Inc.		1.9%

Five Below, Inc.		1.9%

Tandem Diabetes Care, Inc.		1.9%

As of March 31, 2019, there were 82 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.

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 indexes.

LOGO

Van Hoisington

Lead Portfolio Manager

LOGO

Van R. Hoisington, Jr.

Portfolio Manager

LOGO

David Hoisington

Portfolio Manager

OVERVIEW

U.S. Treasury bond yields decreased in the first calendar quarter of 2019 after increasing for much of 2018. The 30-year Treasury bond yield declined to 2.81% down from 3.02% at the end of 2018. Fiscal-policy actions, which stimulated gross domestic product (GDP) growth early last year, proved to be fleeting. By late 2018, that stimulus was almost impossible to detect in the broad economic aggregates.

DETAILS OF THE PERIOD

For the three months ended March 31, 2019, the Wasatch-Hoisington U.S. Treasury Fund gained 5.37%, while the benchmark Bloomberg Barclays US Aggregate Bond Index only rose 2.94%. For the 12-months ended March 31, 2019, the Fund gained 5.85%, outperforming the Index, which increased 4.48%.

OUTLOOK FOR THE YEAR

The slowdown in U.S. economic activity that started in 2018 has continued into 2019, as confirmed by deteriorating indicators in cyclical bellwether sectors — autos, housing and capital spending — and broad economic aggregates. This has been acknowledged by the Federal Open Market Committee (FOMC) and recognized in the market, as revealed by declining yields in high-grade money and bond markets. These developments reflect the unfolding of two major economic theorems. First, federal-debt accelerations ultimately lead to lower, not higher, interest rates. Debt-funded traditional fiscal stimulus is extremely fleeting when debt levels are already inordinately high. Thus, additional and large deficits provide only transitory gains in economic activity, which are quickly followed by weaker business conditions. With slower economic growth and inflation, long-term rates inevitably fall. Second, monetary decelerations eventually lead to lower, not higher, interest rates as originally theorized by economist Milton Friedman.

In the past 20 years, gross government debt as a percentage of GDP advanced dramatically in all major economic areas of the world, yet long-term government bond yields dropped sharply in these areas. This result contradicts the view that the supply of government debt determines long-term risk-free yields. In microeconomic models and standard supply/demand analysis, increasing the issuance of debt could push yields higher. Quite possibly in the short run, heavy issuance

of government debt has this presumed effect, but it is not the ultimate determinant of long-term risk-free rates.

The Fisher equation (i=r+ p^e) defines the long-term risk-free rate as being equal to the real rate plus expected inflation. This means that any short-run increase in yields caused by greater supply is eventually reversed by deteriorating economic and inflation fundamentals. Undoubtedly, government debt will rise sharply relative to GDP over the next several years. This increased debt level will weaken economic activity, thus inflation, pushing long-term yields lower, thereby continuing the now almost three-decade-long trend toward lower long-term Treasury yields.

Irving Fisher’s equation of exchange (M2*V=GDP) states that money times its turnover (velocity) is equal to nominal GDP. The Federal Reserve (Fed) has virtually no control over the velocity of money, but it can influence the monetary and credit aggregates. The Fed’s actions over the past four years fit a pattern that has many precedents in economic history. The reserve aggregates, such as the monetary base and excess reserves, peaked in the summer of 2014. The federal-funds rate has been raised nine times since December 2015. The year-over-year growth in M2 and bank credit peaked in October 2016 and then decelerated sharply thereafter. Meanwhile, the velocity of money fell sharply. Also, symptomatic of the monetary restraint, the yield curve flattened dramatically, with parts of the curve inverting. Moreover, the fall in the monetary base resulted in an unprecedented contraction in world dollar liquidity that led to monetary decelerations in Europe, Japan and China and from there to a synchronized global economic slowdown.

The Fed appears to have a high sensitivity to coincident or contemporaneous indicators of economic activity, however, the economic variables (i.e., money and interest rates) over which it has influence are slow moving and have enormous lags. In the most recent episode, in the last half of 2018, the Fed raised interest rates twice in reaction to strong mid-year GDP numbers. These actions were taken despite the fact that the results of the Fed’s previous rate hikes and monetary deceleration were beginning to show that they were actually slowing economic growth. It appears that history is being repeated — too tight for too long, slower growth, lower rates.

As a result of these considerations, we conclude that the Fund’s investments in long-term U.S. Treasury securities are appropriate.

Thank you for the opportunity to manage your assets.

AVERAGE ANNUAL TOTAL RETURNS


	SIX MONTHS*		1 YEAR		5 YEARS		10 YEARS
U.S. Treasury		9.75%		5.85%		5.85%		5.11%
Bloomberg Barclays US Aggregate Bond Index		4.63%		4.48%		2.74%		3.77%

As of the January 31, 2019 prospectus, the Total Annual Fund Operating Expenses for the Wasatch-Hoisington U.S. Treasury Fund are 0.70%. The expense ratio shown elsewhere in this report may be different. See the prospectus for additional information regarding Fund expenses.

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.

*	Not annualized.

TOP U.S. TREASURY HOLDINGS**


Holding	Maturity Date		% of Net Assets

U.S. Treasury Bond, 2.250%		8/15/46		30.5%

U.S. Treasury Strip, principal only		8/15/45		25.3%

U.S. Treasury Bond, 3.000%		8/15/48		15.2%

U.S. Treasury Strip, principal only		5/15/44		12.1%


Holding	Maturity Date		% of Net Assets

U.S. Treasury Strip, principal only		8/15/40		6.6%

U.S. Treasury Bond, 2.500%		2/15/45		5.2%

U.S. Treasury Bond, 3.750%		11/15/43		3.9%

U.S. Treasury Bond, 3.125%		8/15/44		0.9%

As of March 31, 2019, there were 8 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.

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 Bloomberg Barclays US Aggregate Bond Index is a broadbased flagship benchmark that measures the investment grade, US dollar denominated, fixed-rate taxable bond market. The index includes Treasuries, government-related and corporate securities, MBS (agency fixed-rate and hybrid ARM pass-throughs), ABS and CMBS (agency and non-agency). You cannot invest directly in this or any index.

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.

China A-shares, along with B-shares, are sold on mainland China’s two stock exchanges, which are in Shanghai and Shenzhen. The key difference between A-shares and B-shares is that A-shares are denominated in mainland China’s currency, the renminbi, and B-shares are denominated in foreign currency (U.S. dollars in Shanghai and Hong Kong dollars in Shenzhen).

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.

The U.S. 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 credit aggregate measures the stock of bank loans outstanding at a point in time.

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

Earnings per share or EPS is the portion of a company’s profit allocated to each outstanding share of common stock. EPS growth rates help investors identify companies that are increasing or decreasing in profitability.

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

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.

M2 money supply consists of currency and checking accounts, consumer-type time and savings accounts and equivalent near monies, while M3 money supply consists of M2 plus business-type time deposits and less liquid near monies. Both M2 and M3 exclude monies and near monies owned by the Treasury, depository institutions and foreign banks and official institutions and IRA and Keogh balances owned by consumers.

A monetary aggregate measures the stock of money outstanding within an economy at a point in time.

The monetary base is the total amount of a currency that is either circulated in the hands of the public or in the commercial bank deposits held in the central bank’s reserves. This measure of the money supply typically only includes the most liquid currencies.

OPEC is an acronym for the Organization of Petroleum Exporting Countries. OPEC was founded in 1960. It is a collective of countries that export large amounts of petroleum and was formed to establish oil-exporting policies and set prices.

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.

Return on equity (ROE) measures a company’s efficiency at generating profits from shareholders’ equity.

The Shanghai Stock Exchange is the largest stock exchange in mainland China. It is a non-profit organization run by the China Securities Regulatory Commission (CSRC).

The Shenzhen Stock Exchange, based in Shenzhen, Guangdong, is one of China’s three stock exchanges. The other two are the Shanghai Stock Exchange and the Hong Kong Stock Exchange.

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

The velocity of money (V) is defined as the rate at which money circulates, changes hands or turns over in an economy.

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.

INDEX DESCRIPTIONS AND DISCLOSURES

The Bloomberg Barclays US Aggregate Bond Index is a broad-based flagship benchmark that measures the investment grade, US dollar denominated, fixed-rate taxable bond market. The index includes Treasuries, government-related and corporate securities, mortgage-backed securities (MBS) (agency fixed-rate and hybrid adjustable-rate mortgage [ARM] pass-throughs), asset-backed securities (ABS) and commercial mortgage-backed securities (CMBS) (agency and non-agency).

The Bloomberg Barclays US 20+ Year Treasury Bond Index measures the performance of U.S. Treasury securities that have remaining maturities of 20 or more years.

The MSCI EAFE Index is an equity index that captures large- and mid-cap representation across 21 developed-market countries around the world, excluding the United States and Canada. With 920 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country.

The MSCI Emerging Markets Index captures large- and mid-cap representation across 24 emerging market countries. With 1,136 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country.

The MSCI World ex USA Index captures large- and mid-cap representation across 22 of 23 developed market countries—excluding the United States. With 1,012 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country.

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)

Launched in 1971, the Nasdaq Composite Index is a market-capitalization weighted index of the more than 3,000 securities listed on The Nasdaq Stock Market. The types of

securities in the index include American depositary receipts, common stocks, limited partnership interests, ordinary shares, real estate investment trusts (REITs), shares of beneficial interest (SBIs) and tracking stocks.

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 is widely used in the industry to measure the performance of small-company stocks.

The Russell 2000 Growth Index measures the performance of Russell 2000 Index companies with higher price-to-book ratios and higher forecasted growth values.

The Russell 2000 Value Index measures the performance of Russell 2000 Index companies with lower price-to-book ratios and lower forecasted growth values.

Pertaining to the use of Russell information. All rights in the Russell 2000, Russell 2000 Growth and Russell 2000 Value vest in the relevant London Stock Exchange Group plc (collectively, the “LSE Group”), which owns these indexes. Russell^® is a trademark of the relevant LSE Group company and is used by any other LSE Group company under license. These indexes are calculated by or on behalf of FTSE International Limited or its affiliate, agent or partner. The LSE Group does not accept any liability whatsoever to any person arising out of (a) the use of, reliance on or any error in the Index or (b) investment in or operation of any Wasatch portfolio. The LSE Group makes no claim, prediction, warranty or representation either as to the results to be obtained from any Wasatch portfolio or the suitability of these indexes for the purpose to which they are being put by Wasatch Advisors, Inc.

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.

You cannot invest directly in these or any indexes.

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 March 31, 2019.

ACTUAL EXPENSES

The first line of the table on the next page 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 March 31, 2019. 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.

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.

*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 (182/365).


Shares			Value

		COMMON STOCKS 98.6%

		Airlines 0.9%
	157,762	Allegiant Travel Co.	$	20,425,446


		Application Software 14.8%
	570,798	Altair Engineering, Inc., Class A*		21,011,075
	415,018	DocuSign, Inc.*		21,514,533
	651,048	Envestnet, Inc.*		42,572,029
	595,651	Five9, Inc.*		31,468,242
	612,096	Guidewire Software, Inc.*		59,471,247
	552,749	Paylocity Holding Corp.*		49,299,683
	565,776	Q2 Holdings, Inc.*		39,185,646
	275,738	Tyler Technologies, Inc.*		56,360,847

				320,883,302


		Asset Management & Custody Banks 1.7%
	850,123	Hamilton Lane, Inc., Class A		37,048,360


		Automotive Retail 4.3%
	1,372,067	Camping World Holdings, Inc., Class A		19,085,452
	843,509	Monro, Inc.		72,980,399

				92,065,851


		Biotechnology 1.8%
	1,889,430	Abcam plc (United Kingdom)		27,931,073
	1,202,934	Sangamo Therapeutics, Inc.*		11,475,990

				39,407,063


		Building Products 2.8%
	977,473	Trex Co., Inc.*		60,134,139


		Commercial Printing 1.2%
	325,217	Cimpress N.V.*		26,059,638


		Commodity Chemicals 1.4%
	1,671,408	Valvoline, Inc.		31,021,333


		Consumer Finance 2.3%
	111,090	Credit Acceptance Corp.*		50,204,904


		Data Processing & Outsourced Services 4.2%
	636,472	Euronet Worldwide, Inc.*		90,754,543


		Distributors 3.2%
	413,621	Pool Corp.		68,235,056


		Diversified Banks 1.3%
	9,378,173	City Union Bank Ltd. (India)		27,684,394


		Diversified Support Services 4.2%
	1,036,527	Copart, Inc.*		62,803,171
	861,028	Healthcare Services Group, Inc.		28,405,314

				91,208,485


		General Merchandise Stores 2.3%
	594,016	Ollie’s Bargain Outlet Holdings, Inc.*		50,687,385


		Health Care Equipment 1.8%
	582,223	Cantel Medical Corp.		38,944,896


		Health Care Facilities 2.1%
	877,503	Ensign Group, Inc. (The)		44,919,379


		Health Care Supplies 2.0%
	743,693	Neogen Corp.*		42,680,541


Shares			Value


		Home Improvement Retail 1.2%
	605,897	Floor & Decor Holdings, Inc., Class A*	$	24,975,074


		Industrial Machinery 9.8%
	1,159,177	Altra Industrial Motion Corp.		35,992,446
	935,088	Barnes Group, Inc.		48,072,874
	400,716	Kadant, Inc.		35,246,979
	424,962	RBC Bearings, Inc.*		54,042,418
	855,167	Sun Hydraulics Corp.		39,773,817

				213,128,534


		Industrial REITs 2.1%
	3,522,940	Monmouth Real Estate Investment Corp.		46,432,349


		Internet & Direct Marketing Retail 1.1%
	160,794	Wayfair, Inc., Class A*		23,869,869


		IT Consulting & Other Services 4.4%
	340,521	EPAM Systems, Inc.*		57,592,317
	579,785	InterXion Holding N.V.* (Netherlands)		38,689,053

				96,281,370


		Leisure Facilities 1.3%
	419,085	Planet Fitness, Inc., Class A*		28,799,521


		Life Sciences Tools & Services 3.9%
	448,477	ICON plc* (Ireland)		61,252,989
	394,860	Medpace Holdings, Inc.*		23,284,894

				84,537,883


		Managed Health Care 1.6%
	468,456	HealthEquity, Inc.*		34,656,375


		Regional Banks 6.4%
	1,013,416	Eagle Bancorp, Inc.*		50,873,483
	283,542	Independent Bank Corp.		22,969,738
	1,425,499	Metro Bank plc* (United Kingdom)		14,073,336
	295,626	Texas Capital Bancshares, Inc.*		16,138,223
	688,458	Webster Financial Corp.		34,884,167

				138,938,947


		Semiconductors 2.3%
	371,229	Monolithic Power Systems, Inc.		50,297,817


		Specialty Chemicals 2.8%
	655,075	Balchem Corp.		60,790,960


		Specialty Stores 1.9%
	326,768	Five Below, Inc.*		40,600,924


		Systems Software 2.3%
	402,672	Proofpoint, Inc.*		48,896,461


		Trading Companies & Distributors 1.0%
	393,225	SiteOne Landscape Supply, Inc.*		22,472,809


		Trucking 4.2%
	1,373,610	Knight-Swift Transportation Holdings, Inc.		44,889,575
	311,699	Old Dominion Freight Line, Inc.		45,006,218

				89,895,793


		Total Common Stocks (cost $1,499,110,342)		2,136,939,401


Principal Amount			Value

		SHORT-TERM INVESTMENTS 1.3%

		Repurchase Agreement 1.3%
	$27,396,297	Repurchase Agreement dated 3/29/19, 0.50% due 4/1/19 with Fixed Income Clearing Corp. collateralized by $27,765,000 of United States Treasury Notes 2.375% due 3/15/22; value: $27,946,167; repurchase proceeds: $27,397,438 (cost $27,396,297)	$	27,396,297


		Total Short-Term Investments (cost $27,396,297)		27,396,297


		Total Investments (cost $1,526,506,639) 99.9%		2,164,335,698

		Other Assets less Liabilities 0.1%		1,114,518


		NET ASSETS 100.0%	$	2,165,450,216


		*Non-income producing. REIT Real Estate Investment Trust. See Notes to Financial Statements.


Shares			Value

		COMMON STOCKS 100.6%

		Apparel, Accessories & Luxury Goods 2.1%
	15,580	Page Industries Ltd. (India)	$	5,622,283


		Auto Parts & Equipment 5.1%
	539,607	Endurance Technologies Ltd. (India)		9,012,274
	1,373,282	Minda Corp. Ltd. (India)		2,681,146
	20,595	WABCO India Ltd. (India)		1,981,758

				13,675,178


		Building Products 4.4%
	1,004,527	Kajaria Ceramics Ltd. (India)		8,578,537
	510,611	Somany Ceramics Ltd. (India)		3,081,725

				11,660,262


		Commodity Chemicals 5.9%
	1,750,899	Berger Paints India Ltd. (India)		8,201,613
	631,445	Gulf Oil Lubricants India Ltd. (India)		7,621,092

				15,822,705


		Consumer Finance 7.8%
	478,855	Bajaj Finance Ltd. (India)		20,878,838


		Department Stores 5.6%
	386,245	V-Mart Retail Ltd. (India)		14,931,554


		Diversified Banks 8.0%
	1,486,586	City Union Bank Ltd. (India)		4,388,406
	411,915	HDFC Bank Ltd. (India)		13,771,132
	327,006	RBL Bank Ltd. (India)		3,200,434

				21,359,972


		Diversified Chemicals 4.4%
	650,037	Pidilite Industries Ltd. (India)		11,715,210


		Electrical Components & Equipment 4.1%
	1,057,771	Amara Raja Batteries Ltd. (India)		10,992,268


		Financial Exchanges & Data 1.4%
	182,059	CRISIL Ltd. (India)		3,823,830


		Health Care Services 4.2%
	750,330	Dr. Lal PathLabs Ltd. (India)		11,237,349


		Hotels, Resorts & Cruise Lines 1.1%
	2,477,397	Lemon Tree Hotels Ltd.* (India)		2,878,823


		Industrial Conglomerates 2.4%
	18,308	3M India Ltd.* (India)		6,408,791


		Industrial Machinery 2.8%
	2,053,884	Elgi Equipments Ltd. (India)		7,333,500


		Interactive Media & Services 3.0%
	308,495	Info Edge India Ltd. (India)		8,129,305


		Internet & Direct Marketing Retail 2.3%
	222,895	MakeMyTrip Ltd.* (India)		6,151,902


		IT Consulting & Other Services 3.2%
	344,780	Larsen & Toubro Infotech Ltd. (India)		8,485,744


		Life & Health Insurance 2.1%
	646,492	ICICI Prudential Life Insurance Co. Ltd. (India)		3,268,156
	378,028	Max Financial Services Ltd.* (India)		2,365,028

				5,633,184


		Life Sciences Tools & Services 4.6%
	494,321	Divi’s Laboratories Ltd. (India)		12,194,797


Shares			Value


		Packaged Foods & Meats 2.9%
	173,667	Britannia Industries Ltd. (India)	$	7,730,971


		Personal Products 3.9%
	706,936	Godrej Consumer Products Ltd. (India)		6,983,130
	21,352	Procter & Gamble Hygiene & Health Care Ltd. (India)		3,328,477

				10,311,607


		Pharmaceuticals 0.5%
	310,677	Amrutanjan Health Care Ltd. (India)		1,386,218


		Property & Casualty Insurance 6.1%
	1,095,917	ICICI Lombard General Insurance Co. Ltd. (India)		16,222,419


		Regional Banks 3.6%
	1,113,188	AU Small Finance Bank Ltd. (India)		9,585,228


		Specialty Chemicals 1.2%
	149,470	Asian Paints Ltd. (India)		3,214,873


		Thrifts & Mortgage Finance 7.9%
	477,632	Aavas Financiers Ltd.* (India)		7,944,446
	462,552	Housing Development Finance Corp. Ltd. (India)		13,113,708

				21,058,154


		Total Common Stocks (cost $205,196,252)		268,444,965


Principal Amount			Value

		SHORT-TERM INVESTMENTS 1.0%

		Repurchase Agreement 1.0%
	$2,624,967	Repurchase Agreement dated 3/29/19, 0.50% due 4/1/19 with Fixed Income Clearing Corp. collateralized by $2,665,000 of United States Treasury Notes 2.375% due 3/15/22; value: $2,682,389; repurchase proceeds: $2,625,077 (cost $2,624,967)	$	2,624,967


		Total Short-Term Investments (cost $2,624,967)		2,624,967


		Total Investments (cost $207,821,219) 101.6%		271,069,932

		Liabilities less Other Assets (1.6%)		(4,211,296	)


		NET ASSETS 100.0%	$	266,858,636


		*Non-income producing. See Notes to Financial Statements.

At March 31, 2019, Wasatch Emerging India Fund’s investments, excluding short-term investments, were in the following country:


Country	%
India		100.0

TOTAL		100.0	%


Shares			Value

		COMMON STOCKS 96.2%

		Airport Services 4.0%
	98,526	Grupo Aeroportuario del Pacifico S.A.B. de C.V., Class B (Mexico)	$	873,474
	58,968	Grupo Aeroportuario del Sureste S.A.B. de C.V., Class B (Mexico)		952,955

				1,826,429


		Apparel, Accessories & Luxury Goods 2.3%
	2,918	Page Industries Ltd. (India)		1,053,005


		Biotechnology 3.8%
	3,407	Medytox, Inc. (Korea)		1,752,274


		Consumer Finance 7.7%
	80,422	Bajaj Finance Ltd. (India)		3,506,527


		Diversified Banks 10.2%
	55,273	HDFC Bank Ltd. (India)		1,847,885
	105,776	Kasikornbank Public Co. Ltd. (Thailand)		626,623
	758,064	PT Bank Central Asia Tbk (Indonesia)		1,477,267
	40,559	TCS Group Holding plc (Russia)		719,517

				4,671,292


		Diversified Chemicals 1.7%
	43,501	Pidilite Industries Ltd. (India)		783,991


		Drug Retail 3.4%
	93,766	Raia Drogasil S.A. (Brazil)		1,563,824


		Electrical Components & Equipment 1.9%
	85,497	Amara Raja Batteries Ltd. (India)		888,478


		Food Retail 4.1%
	9,755	BGF Retail Co. Ltd. (Korea)		1,877,779


		Health Care Equipment 1.9%
	909,116	Microport Scientific Corp. (China)		854,690


		Household Appliances 2.9%
	200,000	Techtronic Industries Co. Ltd. (Hong Kong)		1,343,958


		Human Resource & Employment Services 3.0%
	17,693	51job, Inc. ADR* (China)		1,377,931


		Industrial Machinery 1.8%
	176,901	Weg S.A. (Brazil)		813,265


		Interactive Media & Services 4.2%
	41,625	Tencent Holdings Ltd. (China)		1,914,232


		Internet & Direct Marketing Retail 14.6%
	12,413	Alibaba Group Holding Ltd. ADR* (China)		2,264,752
	45,230	Ctrip.com International Ltd. ADR* (China)		1,976,099
	36,466	MakeMyTrip Ltd.* (India)		1,006,462
	2,828	MercadoLibre, Inc.* (Brazil)		1,435,860

				6,683,173


		Life & Health Insurance 3.1%
	66,023	Discovery Ltd. (South Africa)		625,969
	156,718	ICICI Prudential Life Insurance Co. Ltd. (India)		792,243

				1,418,212


Shares			Value


		Packaged Foods & Meats 8.4%
	27,354	Britannia Industries Ltd. (India)	$	1,217,692
	74,400	M Dias Branco S.A. (Brazil)		825,643
	375,393	Vitasoy International Holdings Ltd. (China)		1,817,201

				3,860,536


		Personal Products 4.3%
	98,322	Godrej Consumer Products Ltd. (India)		971,227
	780	LG Household & Health Care Ltd. (Korea)		973,712

				1,944,939


		Property & Casualty Insurance 3.3%
	103,448	ICICI Lombard General Insurance Co. Ltd. (India)		1,531,299


		Semiconductors 5.9%
	62,297	ASPEED Technology, Inc. (Taiwan)		1,427,027
	84,959	Silergy Corp. (Taiwan)		1,268,024

				2,695,051


		Specialty Chemicals 2.9%
	61,654	Asian Paints Ltd. (India)		1,326,084


		Thrifts & Mortgage Finance 0.8%
	28,235	PNB Housing Finance Ltd. (India)		353,126


		Total Common Stocks (cost $34,588,693)		44,040,095


		PREFERRED STOCKS 2.8%

		Diversified Banks 2.8%
	107,840	Banco Davivienda S.A., 2.19% (Colombia)		1,265,112


		Total Preferred Stocks (cost $1,038,135)		1,265,112


Principal Amount			Value

		SHORT-TERM INVESTMENTS 1.8%

		Repurchase Agreement 1.8%
	$811,475	Repurchase Agreement dated 3/29/19, 0.50% due 4/1/19 with Fixed Income Clearing Corp. collateralized by $825,000 of United States Treasury Notes 2.375% due 3/15/22; value: $830,383; repurchase proceeds: $811,509 (cost $811,475)	$	811,475


		Total Short-Term Investments (cost $811,475)		811,475


		Total Investments (cost $36,438,303) 100.8%		46,116,682

		Liabilities less Other Assets (0.8%)		(345,775	)


		NET ASSETS 100.0%	$	45,770,907


		*Non-income producing. ADR American Depositary Receipt. See Notes to Financial Statements.

At March 31, 2019, Wasatch Emerging Markets Select Fund’s investments, excluding short-term investments, were in the following countries:


Country	%
Brazil		10.2
China		22.5
Colombia		2.8
Hong Kong		3.0
India		33.7
Indonesia		3.3
Korea		10.2
Mexico		4.0
Russia		1.6
South Africa		1.4
Taiwan		5.9
Thailand		1.4

TOTAL		100.0	%


Shares			Value

		COMMON STOCKS 97.4%

		Air Freight & Logistics 1.3%
	4,240,925	Aramex PJSC (United Arab Emirates)	$	5,495,774


		Airport Services 3.2%
	1,642,525	Grupo Aeroportuario del Centro Norte S.A.B. de C.V. (Mexico)		9,260,134
	312,071	Grupo Aeroportuario del Sureste S.A.B. de C.V., Class B (Mexico)		5,043,234

				14,303,368


		Application Software 2.3%
	142,488	Globant S.A.* (Argentina)		10,173,643


		Auto Parts & Equipment 1.4%
	1,915,768	Minth Group Ltd. (Hong Kong)		6,027,996


		Automotive Retail 1.5%
	2,642,235	Zhongsheng Group Holdings Ltd. (China)		6,556,824


		Biotechnology 3.2%
	27,686	Medytox, Inc. (Korea)		14,239,350


		Building Products 1.8%
	937,516	Kajaria Ceramics Ltd. (India)		8,006,272


		Commodity Chemicals 3.0%
	1,789,356	Berger Paints India Ltd. (India)		8,381,754
	4,923,202	TOA Paint Thailand Public Co. Ltd. (Thailand)		5,003,097

				13,384,851


		Consumer Finance 6.6%
	285,899	Bajaj Finance Ltd. (India)		12,465,650
	3,467,575	Muangthai Capital Public Co. Ltd. (Thailand)		4,807,730
	3,587,463	Srisawad Corp. Public Co. Ltd. (Thailand)		5,991,352
	2,693,786	Unifin Financiera S.A.B. de C.V. SOFOM ENR (Mexico)		5,805,235

				29,069,967


		Department Stores 1.5%
	573,946	Poya International Co. Ltd. (Taiwan)		6,787,798


		Distillers & Vintners 1.4%
	917,857	Sichuan Swellfun Co. Ltd., Class A (China)		6,131,157


		Diversified Banks 5.0%
	2,037,263	City Union Bank Ltd. (India)		6,014,006
	876,567	RBL Bank Ltd. (India)		8,579,032
	434,715	TCS Group Holding plc (Russia)		7,711,844

				22,304,882


		Diversified Chemicals 1.6%
	385,792	Pidilite Industries Ltd. (India)		6,952,888


		Drug Retail 4.1%
	700,894	Clicks Group Ltd. (South Africa)		8,948,224
	556,710	Raia Drogasil S.A. (Brazil)		9,284,780

				18,233,004


		Electrical Components & Equipment 3.3%
	473,147	Amara Raja Batteries Ltd. (India)		4,916,904
	491,021	Voltronic Power Technology Corp. (Taiwan)		9,622,708

				14,539,612


		Electronic Equipment & Instruments 0.9%
	854,616	Chroma ATE, Inc. (Taiwan)		4,062,272


		Food Retail 1.4%
	32,958	BGF Retail Co. Ltd. (Korea)		6,344,219


Shares			Value


		General Merchandise Stores 2.7%
	271,138	Magazine Luiza S.A. (Brazil)	$	11,969,863


		Health Care Equipment 2.7%
	143,859	DIO Corp.* (Korea)		4,796,990
	7,640,465	Microport Scientific Corp. (China)		7,183,056

				11,980,046


		Health Care Services 1.9%
	557,713	Dr. Lal PathLabs Ltd. (India)		8,352,613


		Highways & Railtracks 1.2%
	6,584,875	Yuexiu Transport Infrastructure Ltd. (China)		5,360,206


		Home Furnishings 0.6%
	4,680,425	Man Wah Holdings Ltd. (China)		2,742,687


		Hotels, Resorts & Cruise Lines 2.0%
	207,815	Huazhu Group Ltd. ADR (China)		8,757,324


		Human Resource & Employment Services 2.9%
	164,990	51job, Inc. ADR* (China)		12,849,421


		Industrial Conglomerates 1.9%
	23,916	3M India Ltd.* (India)		8,371,895


		Industrial Machinery 2.2%
	744,583	Airtac International Group (Taiwan)		9,639,318


		Interactive Media & Services 2.7%
	450,549	Info Edge India Ltd. (India)		11,872,641


		Internet & Direct Marketing Retail 1.4%
	217,028	MakeMyTrip Ltd.* (India)		5,989,973


		Internet Services & Infrastructure 1.1%
	52,943	Cafe24 Corp.* (Korea)		5,037,304


		IT Consulting & Other Services 1.6%
	287,260	Larsen & Toubro Infotech Ltd. (India)		7,070,058


		Life & Health Insurance 0.9%
	639,001	Max Financial Services Ltd.* (India)		3,997,734


		Packaged Foods & Meats 6.8%
	161,508	Britannia Industries Ltd. (India)		7,189,700
	640,339	M Dias Branco S.A. (Brazil)		7,106,064
	3,211,755	Vitasoy International Holdings Ltd. (China)		15,547,448

				29,843,212


		Pharmaceuticals 0.7%
	13,017,213	China Animal Healthcare Ltd.* *** (China)		16,582
	8,110	Hanmi Pharm Co. Ltd. (Korea)		3,258,004

				3,274,586


		Property & Casualty Insurance 3.3%
	979,424	ICICI Lombard General Insurance Co. Ltd. (India)		14,498,020


		Real Estate Operating Companies 0.9%
	1,519,653	Parque Arauco S.A. (Chile)		4,064,288


		Regional Banks 2.2%
	834,369	AU Small Finance Bank Ltd. (India)		7,184,426
	497,462	Regional S.A.B. de C.V. (Mexico)		2,505,731

				9,690,157


		Restaurants 0.9%
	587,622	Gourmet Master Co. Ltd. (Taiwan)		3,908,519


Shares			Value


		Semiconductor Equipment 1.2%
	71,774	Koh Young Technology, Inc. (Korea)	$	5,406,288


		Semiconductors 9.0%
	618,374	ASPEED Technology, Inc. (Taiwan)		14,164,989
	90,148	LEENO Industrial, Inc. (Korea)		4,741,288
	206,735	Parade Technologies Ltd. (Taiwan)		3,467,886
	748,126	Silergy Corp. (Taiwan)		11,165,879
	918,760	Win Semiconductors Corp. (Taiwan)		6,483,681

				40,023,723


		Specialty Chemicals 0.8%
	15,563,324	D&L Industries, Inc. (Philippines)		3,331,399


		Systems Software 1.7%
	185,648	Douzone Bizon Co. Ltd. (Korea)		7,621,528


		Thrifts & Mortgage Finance 0.6%
	224,636	PNB Housing Finance Ltd. (India)		2,809,450


		Total Common Stocks (cost $311,897,447)		431,076,130


		PREFERRED STOCKS 1.5%

		Personal Products 1.5%
	9,288	LG Household & Health Care Ltd., 1.11% (Korea)		6,840,602


		Total Preferred Stocks (cost $3,781,885)		6,840,602


		Total Investments (cost $315,679,332) 98.9%		437,916,732

		Other Assets less Liabilities 1.1%		4,773,467


		NET ASSETS 100.0%	$	442,690,199


		Non-income producing. **Security was fair valued under procedures adopted by the Board of Trustees (see Note 12). ADR American Depositary Receipt. See Notes to Financial Statements.

At March 31, 2019, Wasatch Emerging Markets Small Cap Fund’s investments, were in the following countries:


Country	%
Argentina		2.3
Brazil		6.5
Chile		0.9
China		14.9
Hong Kong		1.4
India		30.3
Korea		13.3
Mexico		5.2
Philippines		0.8
Russia		1.8
South Africa		2.0
Taiwan		15.8
Thailand		3.6
United Arab Emirates		1.2

TOTAL		100.0	%


Shares			Value

		COMMON STOCKS 95.1%

		Air Freight & Logistics 3.4%
	1,664,587	Aramex PJSC (United Arab Emirates)	$	2,157,122


		Airport Services 4.8%
	148,500	Airports Corp. of Vietnam JSC (Vietnam)		542,060
	157,364	Grupo Aeroportuario del Sureste S.A.B. de C.V., Class B (Mexico)		2,543,086

				3,085,146


		Application Software 4.5%
	39,783	Globant S.A.* (Argentina)		2,840,506


		Consumer Finance 11.5%
	469,473	ASA International Group plc* (United Kingdom)		2,745,478
	552,189	Delta Brac Housing Finance Corp. Ltd. (Bangladesh)		905,708
	612,100	Muangthai Capital Public Co. Ltd. (Thailand)		848,665
	543,000	Srisawad Corp. Public Co. Ltd. (Thailand)		906,854
	894,920	Unifin Financiera S.A.B. de C.V. SOFOM ENR (Mexico)		1,928,595

				7,335,300


		Diversified Banks 21.4%
	311,720	Bank for Foreign Trade of Vietnam JSC (Vietnam)		904,101
	622,715	Commercial International Bank S.A.E (Egypt)		2,465,276
	9,616	Credicorp Ltd. (Peru)		2,307,359
	32,587	Grupo Financiero Galicia S.A. ADR (Argentina)		831,620
	624,760	HDBank (Vietnam)		807,740
	472,850	National Bank of Kuwait SAK (Kuwait)		1,399,425
	1,370,200	PT Bank Central Asia Tbk (Indonesia)		2,670,158
	125,215	TCS Group Holding plc (Russia)		2,221,314

				13,606,993


		Drug Retail 7.8%
	194,452	Clicks Group Ltd. (South Africa)		2,482,544
	150,400	Raia Drogasil S.A. (Brazil)		2,508,363

				4,990,907


		Financial Exchanges & Data 1.1%
	93,337	Bolsas y Mercados Argentinos S.A. (Argentina)		695,241


		Food Retail 6.2%
	733,800	CP ALL Public Co. Ltd. (Thailand)		1,728,425
	929,404	Philippine Seven Corp. (Philippines)		2,212,445

				3,940,870


		Health Care Distributors 2.2%
	1,940,962	Ibnsina Pharma S.A.E.* (Egypt)		1,417,704


		Health Care Facilities 3.8%
	6,612,880	Cleopatra Hospital* (Egypt)		2,445,462


		Hypermarkets & Super Centers 3.7%
	65,616	InRetail Peru Corp.* (Peru)		2,342,491


		Industrial Machinery 2.0%
	282,100	Weg S.A. (Brazil)		1,296,896


Shares			Value


		Internet & Direct Marketing Retail 6.9%
	3,631	MercadoLibre, Inc.* (Brazil)	$	1,843,568
	11,040	Naspers Ltd., Class N (South Africa)		2,549,550

				4,393,118


		Life & Health Insurance 2.6%
	177,991	Discovery Ltd. (South Africa)		1,687,545


		Pharmaceuticals 1.3%
	251,849	Square Pharmaceuticals Ltd. (Bangladesh)		799,587


		Property & Casualty Insurance 0.5%
	125,000	Qualitas Controladora S.A.B. de C.V. (Mexico)		307,441


		Real Estate Operating Companies 4.7%
	1,000,200	Central Pattana Public Co. Ltd. (Thailand)		2,308,639
	245,215	Parque Arauco S.A. (Chile)		655,823

				2,964,462


		Restaurants 0.5%
	29,019	AmRest Holdings SE* (Poland)		314,422


		Technology Distributors 1.9%
	606,719	FPT Corp. (Vietnam)		1,189,696


		Wireless Telecommunication Services 4.3%
	9,888,138	Safaricom plc (Kenya)		2,707,466


		Total Common Stocks (cost $57,534,594)		60,518,375


		PREFERRED STOCKS 3.2%

		Diversified Banks 3.2%
	170,073	Banco Davivienda S.A., 2.19% (Colombia)		1,995,191


		Total Preferred Stocks (cost $1,852,963)		1,995,191


Principal Amount			Value

		SHORT-TERM INVESTMENTS 1.4%

		Repurchase Agreement 1.4%
	$917,970	Repurchase Agreement dated 3/29/19, 0.50% due 4/1/19 with Fixed Income Clearing Corp. collateralized by $935,000 of United States Treasury Notes 2.375% due 3/15/22; value: $941,101; repurchase proceeds: $918,008 (cost $917,970)	$	917,970


		Total Short-Term Investments (cost $917,970)		917,970


		Total Investments (cost $60,305,527) 99.7%^§		63,431,536

		Other Assets less Liabilities 0.3%^§§		217,449


		NET ASSETS 100.0%	$	63,648,985


		*Non-income producing. ^§The aggregate amount of foreign securities fair valued pursuant to a systematic valuation model as a percent of net assets was 11.37%. ^§^§Other Assets less Liabilities included a position in Zimbabwe’s currency, the RTGS dollar, which was fair valued during the period (see Note 12). ADR American Depositary Receipt. See Notes to Financial Statements.

At March 31, 2019, Wasatch Frontier Emerging Small Countries Fund’s investments, excluding short-term investments, were in the following countries:


Country	%
Argentina		7.0
Bangladesh		2.7
Brazil		9.0
Chile		1.1
Colombia		3.2
Egypt		10.1
Indonesia		4.3
Kenya		4.3
Kuwait		2.2
Mexico		7.6
Peru		7.4
Philippines		3.5
Poland		0.5
Russia		3.6
South Africa		10.8
Thailand		9.3
United Arab Emirates		3.5
United Kingdom		4.4
Vietnam		5.5

TOTAL		100.0	%


Shares			Value

		COMMON STOCKS 97.7%

		Airlines 1.2%
	10,950	Allegiant Travel Co.	$	1,417,697


		Application Software 14.5%
	27,605	Envestnet, Inc.*		1,805,091
	21,978	Five9, Inc.*		1,161,098
	36,777	Globant S.A.* (Argentina)		2,625,878
	14,067	HubSpot, Inc.*		2,338,076
	102,965	Infomart Corp. (Japan)		1,252,340
	19,680	Paylocity Holding Corp.*		1,755,259
	16,906	Q2 Holdings, Inc.*		1,170,909
	40,097	Systena Corp. (Japan)		434,870
	8,052	Tyler Technologies, Inc.*		1,645,829
	32,756	Zendesk, Inc.*		2,784,260

				16,973,610


		Automotive Retail 2.2%
	29,414	Monro, Inc.		2,544,899


		Biotechnology 6.0%
	104,041	Abcam plc (United Kingdom)		1,538,018
	26,113	Exact Sciences Corp.*		2,261,908
	4,930	Medytox, Inc. (Korea)		2,535,577
	73,350	Sangamo Therapeutics, Inc.*		699,759

				7,035,262


		Building Products 2.2%
	42,529	Trex Co., Inc.*		2,616,384


		Commercial Printing 0.8%
	11,711	Cimpress N.V.*		938,402


		Consumer Finance 5.0%
	33,630	Bajaj Finance Ltd. (India)		1,466,321
	4,007	Credit Acceptance Corp.*		1,810,884
	713,371	Srisawad Corp. Public Co. Ltd. (Thailand)		1,191,387
	644,500	Unifin Financiera S.A.B. de C.V. SOFOM ENR (Mexico)		1,388,928

				5,857,520


		Data Processing & Outsourced Services 3.8%
	25,109	Euronet Worldwide, Inc.*		3,580,292
	12,800	GMO Payment Gateway, Inc. (Japan)		907,769

				4,488,061


		Diversified Chemicals 1.1%
	73,457	Pidilite Industries Ltd. (India)		1,323,870


		Diversified Real Estate Activities 0.8%
	43,781	Patrizia Immobilien AG (Germany)		973,878


		Diversified Support Services 2.6%
	51,029	Copart, Inc.*		3,091,847


		Drug Retail 0.8%
	11,990	Ain Holdings, Inc. (Japan)		900,088


		Electrical Components & Equipment 2.4%
	93,878	Amara Raja Batteries Ltd. (India)		975,572
	90,744	Voltronic Power Technology Corp. (Taiwan)		1,778,342

				2,753,914


		General Merchandise Stores 1.9%
	25,532	Ollie’s Bargain Outlet Holdings, Inc.*		2,178,646


		Health Care Equipment 2.5%
	21,998	Cantel Medical Corp.		1,471,446
	11,790	Cochlear Ltd. (Australia)		1,450,611

				2,922,057


Shares			Value


		Health Care Facilities 2.7%
	60,716	Ensign Group, Inc. (The)	$	3,108,052


		Health Care Services 1.1%
	84,902	Dr. Lal PathLabs Ltd. (India)		1,271,538


		Health Care Supplies 1.6%
	40,800	Asahi Intecc Co. Ltd. (Japan)		1,914,283


		Homebuilding 1.3%
	26,256	LGI Homes, Inc.*		1,581,661


		Household Products 0.8%
	21,700	Pigeon Corp. (Japan)		885,974


		Human Resource & Employment Services 1.5%
	25,200	en-japan, Inc. (Japan)		732,148
	57,230	SMS Co. Ltd. (Japan)		1,032,237

				1,764,385


		Industrial Conglomerates 1.3%
	4,226	3M India Ltd.* (India)		1,479,329


		Industrial Machinery 7.6%
	36,548	Altra Industrial Motion Corp.		1,134,815
	17,697	Barnes Group, Inc.		909,803
	70,100	MISUMI Group, Inc. (Japan)		1,740,640
	18,328	RBC Bearings, Inc.*		2,330,772
	338,508	Rotork plc (United Kingdom)		1,246,836
	31,329	Sun Hydraulics Corp.		1,457,112

				8,819,978


		Interactive Media & Services 0.8%
	2,805	XING SE (Germany)		970,698


		Internet & Direct Marketing Retail 5.1%
	62,227	MakeMyTrip Ltd.* (India)		1,717,465
	4,847	MercadoLibre, Inc.* (Brazil)		2,460,967
	11,621	Wayfair, Inc., Class A*		1,725,138

				5,903,570


		Life & Health Insurance 1.2%
	284,505	ICICI Prudential Life Insurance Co. Ltd. (India)		1,438,234


		Managed Health Care 1.9%
	29,529	HealthEquity, Inc.*		2,184,555


		Packaged Foods & Meats 1.7%
	406,000	Vitasoy International Holdings Ltd. (China)		1,965,363


		Pharmaceuticals 0.3%
	25,188	Intra-Cellular Therapies, Inc.*		306,790


		Property & Casualty Insurance 1.4%
	108,691	ICICI Lombard General Insurance Co. Ltd. (India)		1,608,909


		Regional Banks 4.5%
	221,452	AU Small Finance Bank Ltd. (India)		1,906,837
	42,437	Canadian Western Bank (Canada)		886,307
	35,208	Eagle Bancorp, Inc.*		1,767,442
	66,347	Metro Bank plc* (United Kingdom)		655,015

				5,215,601


		Research & Consulting Services 1.7%
	706	Funai Soken Holdings, Inc. (Japan)		16,964
	72,700	Nihon M&A Center, Inc. (Japan)		1,987,557

				2,004,521


		Restaurants 1.0%
	37,066	Domino’s Pizza Enterprises Ltd. (Australia)		1,142,758


Shares			Value


		Semiconductor Equipment 0.7%
	71,800	Japan Material Co. Ltd. (Japan)	$	878,470


		Semiconductors 4.3%
	48,000	ASPEED Technology, Inc. (Taiwan)		1,099,528
	10,534	Melexis N.V. (Belgium)		637,501
	15,681	Monolithic Power Systems, Inc.		2,124,619
	75,000	Silergy Corp. (Taiwan)		1,119,385

				4,981,033


		Soft Drinks 1.4%
	41,499	Fevertree Drinks plc (United Kingdom)		1,631,780


		Specialty Chemicals 0.8%
	107,669	Hexpol AB (Sweden)		905,030


		Specialty Stores 1.8%
	17,000	Five Below, Inc.*		2,112,250


		Technology Distributors 0.7%
	113,051	Electrocomponents plc (United Kingdom)		827,213


		Trading Companies & Distributors 0.8%
	44,500	MonotaRO Co. Ltd. (Japan)		988,131


		Trucking 1.9%
	66,431	Knight-Swift Transportation Holdings, Inc.		2,170,965


		Total Common Stocks (cost $80,156,360)		114,077,206


Principal Amount			Value

		SHORT-TERM INVESTMENTS 1.9%

		Repurchase Agreement 1.9%
	$2,196,646	Repurchase Agreement dated 3/29/19, 0.50% due 4/1/19 with Fixed Income Clearing Corp. collateralized by $2,230,000 of United States Treasury Notes 2.375% due 3/15/22; value: $2,244,551; repurchase proceeds: $2,196,738 (cost $2,196,646)	$	2,196,646


		Total Short-Term Investments (cost $2,196,646)		2,196,646


		Total Investments (cost $82,353,006) 99.6%		116,273,852

		Other Assets less Liabilities 0.4%		437,208


		NET ASSETS 100.0%	$	116,711,060


		*Non-income producing. See Notes to Financial Statements.

At March 31, 2019, Wasatch Global Opportunities Fund’s investments, excluding short-term investments, were in the following countries:


Country	%
Argentina		2.3
Australia		2.3
Belgium		0.6
Brazil		2.1
Canada		0.8
China		1.7
Germany		1.7
India		11.6
Japan		12.0
Korea		2.2
Mexico		1.2
Sweden		0.8
Taiwan		3.5
Thailand		1.0
United Kingdom		5.2
United States		51.0

TOTAL		100.0	%


Shares			Value

		COMMON STOCKS 97.5%

		Airlines 3.1%
	150,868	Japan Airlines Co. Ltd. (Japan)	$	5,307,537


		Casinos & Gaming 1.1%
	64,000	Kangwon Land, Inc. (Korea)		1,804,246


		Commodity Chemicals 1.1%
	920,000	PTT Global Chemical Public Co. Ltd. (Thailand)		1,949,582


		Communications Equipment 3.1%
	100,000	Cisco Systems, Inc.		5,399,000


		Diversified Banks 14.8%
	71,000	Citigroup, Inc.		4,417,620
	279,000	ING Groep N.V. ADR (Netherlands)		3,387,060
	2,782,500	Mizuho Financial Group, Inc. (Japan)		4,300,661
	671,000	Nordea Bank Abp (Sweden)		5,106,133
	50,000	Sumitomo Mitsui Financial Group, Inc. (Japan)		1,748,624
	133,000	Wells Fargo & Co.		6,426,560

				25,386,658


		Diversified Metals & Mining 1.7%
	111,000	Anglo American plc (United Kingdom)		2,968,784


		Electric Utilities 7.7%
	60,968	Entergy Corp.		5,830,370
	146,500	Exelon Corp.		7,344,045

				13,174,415


		Electrical Components & Equipment 3.2%
	68,000	Eaton Corp. plc		5,478,080


		Environmental & Facilities Services 1.7%
	79,280	ABM Industries, Inc.		2,881,828


		Health Care Services 5.7%
	96,246	CVS Health Corp.		5,190,547
	30,001	Laboratory Corp. of America Holdings*		4,589,553

				9,780,100


		Hypermarkets & Super Centers 2.7%
	47,000	Walmart, Inc.		4,583,910


		Integrated Oil & Gas 7.2%
	116,700	Royal Dutch Shell plc ADR, Class A (United Kingdom)		7,304,253
	154,000	Suncor Energy, Inc. (Canada)		4,991,013

				12,295,266


		Integrated Telecommunication Services 3.5%
	193,572	AT&T, Inc.		6,070,418


		Life & Health Insurance 2.7%
	3,100,000	Fubon Financial Holding Co. Ltd. (Taiwan)		4,626,791


		Oil & Gas Drilling 0.8%
	345,000	Ensco plc, Class A		1,355,850


		Oil & Gas Equipment & Services 2.8%
	111,000	Schlumberger Ltd.		4,836,270


		Packaged Foods & Meats 2.2%
	50,000	Danone S.A. (France)		3,852,651


Shares			Value


		Pharmaceuticals 8.0%
	76,368	Novartis AG (Switzerland)	$	7,345,747
	149,726	Pfizer, Inc.		6,358,863

				13,704,610


		Property & Casualty Insurance 2.5%
	78,500	Axis Capital Holdings Ltd.		4,300,230


		Reinsurance 4.3%
	31,000	Muenchener Rueckversicherungs-Gesellschaft AG in Muenchen (Germany)		7,337,369


		Specialized REITs 4.9%
	76,000	EPR Properties		5,844,400
	115,000	VICI Properties, Inc.		2,516,200

				8,360,600


		Systems Software 5.1%
	31,000	Check Point Software Technologies Ltd.* (Israel)		3,921,190
	90,000	Oracle Corp.		4,833,900

				8,755,090


		Technology Hardware, Storage & Peripherals 1.2%
	52,000	Samsung Electronics Co. Ltd. (Korea)		2,045,459


		Tobacco 2.2%
	41,000	KT&G Corp. (Korea)		3,738,437


		Wireless Telecommunication Services 4.2%
	700,000	China Mobile Ltd. (China)		7,133,803


		Total Common Stocks (cost $153,600,085)		167,126,984


Principal Amount			Value

		SHORT-TERM INVESTMENTS 2.1%

		Repurchase Agreement 2.1%
	$3,535,378	Repurchase Agreement dated 3/29/19, 0.50% due 4/1/19 with Fixed Income Clearing Corp. collateralized by $3,585,000 of United States Treasury Notes 2.375% due 3/15/22; value: $3,608,392; repurchase proceeds: $3,535,525 (cost $3,535,378)	$	3,535,378


		Total Short-Term Investments (cost $3,535,378)		3,535,378


		Total Investments (cost $157,135,463) 99.6%		170,662,362

		Other Assets less Liabilities 0.4%		728,014


		NET ASSETS 100.0%	$	171,390,376


		*Non-income producing. ADR American Depositary Receipt. REIT Real Estate Investment Trust. See Notes to Financial Statements.

At March 31, 2019, Wasatch Global Value Fund’s investments, excluding short-term investments, were in the following countries:


Country	%
Canada		3.0
China		4.3
France		2.3
Germany		4.4
Israel		2.3
Japan		6.8
Korea		4.5
Netherlands		2.0
Sweden		3.1
Switzerland		4.4
Taiwan		2.8
Thailand		1.2
United Kingdom		6.1
United States		52.8

TOTAL		100.0	%


Shares			Value

		COMMON STOCKS 96.6%

		Airport Services 1.1%
	2,589,053	Grupo Aeroportuario del Centro Norte S.A.B. de C.V. (Mexico)	$	14,596,415


		Apparel, Accessories & Luxury Goods 3.8%
	504,590	Moncler S.p.A. (Italy)		20,331,581
	42,999	Page Industries Ltd. (India)		15,516,851
	610,305	Ted Baker plc (United Kingdom)		12,384,410

				48,232,842


		Application Software 10.6%
	500,822	Aveva Group plc (United Kingdom)		21,043,051
	919,670	GB Group plc (United Kingdom)		5,863,348
	1,364,179	Infomart Corp. (Japan)		16,592,198
	273,316	Kinaxis, Inc.* (Canada)		15,946,757
	505,101	Miroku Jyoho Service Co. Ltd. (Japan)		12,947,685
	70,193	Nemetschek SE (Germany)		11,968,331
	1,139,265	Systena Corp. (Japan)		12,355,829
	3,113,326	Technology One Ltd. (Australia)		17,684,931
	1,265,171	WiseTech Global Ltd. (Australia)		20,769,490

				135,171,620


		Asset Management & Custody Banks 2.1%
	661,876	Burford Capital Ltd. (United Kingdom)		14,534,335
	2,101,950	Netwealth Group Ltd. (Australia)		12,298,110

				26,832,445


		Biotechnology 2.5%
	1,501,149	Abcam plc (United Kingdom)		22,191,191
	18,386	Medytox, Inc. (Korea)		9,456,212

				31,647,403


		Commodity Chemicals 1.9%
	3,267,867	Berger Paints India Ltd. (India)		15,307,439
	8,874,291	TOA Paint Thailand Public Co. Ltd. (Thailand)		9,018,304

				24,325,743


		Construction Machinery & Heavy Trucks 0.6%
	452,500	Takeuchi Manufacturing Co. Ltd. (Japan)		7,949,269


		Data Processing & Outsourced Services 1.8%
	628,850	Afterpay Touch Group Ltd.* (Australia)		9,354,485
	185,900	GMO Payment Gateway, Inc. (Japan)		13,183,921

				22,538,406


		Diversified Real Estate Activities 1.8%
	1,012,158	Patrizia Immobilien AG (Germany)		22,514,755


		Diversified Support Services 0.0%
	36,479	Prestige International, Inc. (Japan)		457,510


		Drug Retail 4.6%
	173,028	Ain Holdings, Inc. (Japan)		12,989,199
	890,912	Clicks Group Ltd. (South Africa)		11,374,159
	190,900	Kusuri no Aoki Holdings Co. Ltd. (Japan)		13,641,866
	509,200	Raia Drogasil S.A. (Brazil)		8,492,411
	142,800	Tsuruha Holdings, Inc. (Japan)		11,596,138

				58,093,773


		Electrical Components & Equipment 1.5%
	857,669	Amara Raja Batteries Ltd. (India)		8,912,825
	528,277	Voltronic Power Technology Corp. (Taiwan)		10,352,827

				19,265,652


Shares			Value


		Electronic Equipment & Instruments 1.7%
	1,011,841	Halma plc (United Kingdom)	$	22,034,819


		General Merchandise Stores 1.3%
	3,307,768	B&M European Value Retail S.A. (United Kingdom)		16,095,440


		Health Care Equipment 4.6%
	202,513	Cochlear Ltd. (Australia)		24,916,678
	202,351	DiaSorin S.p.A. (Italy)		20,360,760
	5,491,000	Microport Scientific Corp. (China)		5,162,272
	457,164	Nakanishi, Inc. (Japan)		8,922,185

				59,361,895


		Health Care Supplies 1.8%
	483,700	Asahi Intecc Co. Ltd. (Japan)		22,694,577


		Health Care Technology 1.5%
	779,320	M3, Inc. (Japan)		13,057,812
	568,277	RaySearch Laboratories AB* (Sweden)		6,338,434

				19,396,246


		Home Furnishing Retail 0.7%
	484,486	Maisons du Monde S.A. (France)		9,358,593


		Hotels, Resorts & Cruise Lines 0.9%
	629,622	Corporate Travel Management Ltd. (Australia)		11,382,223


		Household Products 1.5%
	458,284	Pigeon Corp. (Japan)		18,710,955


		Human Resource & Employment Services 5.2%
	280,948	51job, Inc. ADR* (China)		21,880,230
	525,849	Benefit One, Inc. (Japan)		10,305,369
	367,397	en-japan, Inc. (Japan)		10,674,171
	668,642	SMS Co. Ltd. (Japan)		12,060,050
	510,774	UT Group Co. Ltd. (Japan)		11,687,475

				66,607,295


		Industrial Machinery 3.6%
	925,915	MISUMI Group, Inc. (Japan)		22,991,230
	4,411,442	Rotork plc (United Kingdom)		16,248,786
	143,523	Stabilus S.A. (Germany)		6,922,870

				46,162,886


		Interactive Media & Services 4.2%
	371,703	Info Edge India Ltd. (India)		9,794,931
	2,173,091	Rightmove plc (United Kingdom)		14,434,742
	84,610	XING SE (Germany)		29,280,134

				53,509,807


		Internet & Direct Marketing Retail 2.2%
	155,152	ASOS plc* (United Kingdom)		6,466,485
	1,747,752	Webjet Ltd. (Australia)		18,056,418
	276,133	Yume No Machi Souzou Iinkai Co. Ltd. (Japan)		3,963,977

				28,486,880


		Investment Banking & Brokerage 1.4%
	304,044	Avanza Bank Holding AB (Sweden)		13,048,256
	102,403	M&A Capital Partners Co. Ltd.* (Japan)		4,656,782

				17,705,038


		IT Consulting & Other Services 1.3%
	256,866	Reply S.p.A. (Italy)		16,539,208


		Life Sciences Tools & Services 0.9%
	49,033	Tecan Group AG (Switzerland)		11,562,087


Shares			Value


		Movies & Entertainment 1.1%
	289,148	CTS Eventim AG & Co KGaA (Germany)	$	13,700,622


		Oil & Gas Equipment & Services 1.7%
	770,504	Pason Systems, Inc. (Canada)		11,243,183
	400,035	TGS-NOPEC Geophysical Co. ASA (Norway)		10,913,482

				22,156,665


		Other Diversified Financial Services 1.2%
	77,885	Hypoport AG* (Germany)		15,638,786


		Packaged Foods & Meats 3.0%
	7,985,449	Vitasoy International Holdings Ltd. (China)		38,655,923


		Property & Casualty Insurance 1.4%
	1,223,064	ICICI Lombard General Insurance Co. Ltd. (India)		18,104,525


		Regional Banks 3.2%
	1,840,175	AU Small Finance Bank Ltd. (India)		15,845,029
	869,524	Canadian Western Bank (Canada)		18,160,224
	734,246	Metro Bank plc* (United Kingdom)		7,248,894

				41,254,147


		Research & Consulting Services 2.9%
	560,015	Funai Soken Holdings, Inc. (Japan)		13,455,923
	840,828	Nihon M&A Center, Inc. (Japan)		22,987,538

				36,443,461


		Restaurants 1.4%
	565,845	Domino’s Pizza Enterprises Ltd. (Australia)		17,445,205


		Semiconductor Equipment 1.6%
	915,000	Japan Material Co. Ltd. (Japan)		11,194,983
	80,562	Koh Young Technology, Inc. (Korea)		6,068,233
	81,255	Lasertec Corp. (Japan)		3,390,818

				20,654,034


		Semiconductors 2.6%
	196,244	Melexis N.V. (Belgium)		11,876,379
	993,165	Silergy Corp. (Taiwan)		14,823,118
	91,824	U-Blox Holding AG* (Switzerland)		6,971,523

				33,671,020


		Soft Drinks 2.0%
	647,923	Fevertree Drinks plc (United Kingdom)		25,476,951


		Specialty Chemicals 2.7%
	224,454	Chr. Hansen Holding A/S (Denmark)		22,750,949
	1,444,896	Hexpol AB (Sweden)		12,145,314

				34,896,263


		Systems Software 0.7%
	202,567	Douzone Bizon Co. Ltd. (Korea)		8,316,115


		Technology Distributors 1.6%
	2,737,421	Electrocomponents plc (United Kingdom)		20,030,153


		Trading Companies & Distributors 4.4%
	903,264	Diploma plc (United Kingdom)		17,152,727
	156,906	IMCD N.V. (Netherlands)		11,942,234
	598,324	MonotaRO Co. Ltd. (Japan)		13,285,892
	759,074	Richelieu Hardware Ltd. (Canada)		13,456,402

				55,837,255


		Total Common Stocks (cost $943,804,331)		1,233,514,907


Principal Amount			Value

		SHORT-TERM INVESTMENTS 3.2%

		Repurchase Agreement 3.2%
	$40,838,984	Repurchase Agreement dated 3/29/19, 0.50% due 4/1/19 with Fixed Income Clearing Corp. collateralized by $41,390,000 of United States Treasury Notes 2.375% due 3/15/22; value: $41,660,070; repurchase proceeds: $40,840,686 (cost $40,838,984)	$	40,838,984


		Total Short-Term Investments (cost $40,838,984)		40,838,984


		Total Investments (cost $984,643,315) 99.8%		1,274,353,891

		Other Assets less Liabilities 0.2%		2,747,976


		NET ASSETS 100.0%	$	1,277,101,867


		*Non-income producing. ADR American Depositary Receipt. See Notes to Financial Statements.

At March 31, 2019, Wasatch International Growth Fund’s investments, excluding short-term investments, were in the following countries:


Country	%
Australia		10.7
Belgium		1.0
Brazil		0.7
Canada		4.8
China		5.3
Denmark		1.8
France		0.8
Germany		8.1
India		6.8
Italy		4.6
Japan		24.8
Korea		1.9
Mexico		1.2
Netherlands		1.0
Norway		0.9
South Africa		0.9
Sweden		2.6
Switzerland		1.5
Taiwan		2.0
Thailand		0.7
United Kingdom		17.9

TOTAL		100.0	%


Shares			Value

		COMMON STOCKS 95.4%

		Aerospace & Defense 0.8%
	186,861	Avon Rubber plc (United Kingdom)	$	3,163,902


		Apparel, Accessories & Luxury Goods 0.2%
	525,500	JNBY Design Ltd. (China)		1,056,362


		Application Software 11.3%
	132,371	BusinessOn Communication Co. Ltd. (Korea)		1,533,502
	77,861	Esker S.A. (France)		5,956,629
	48,995	Fixstars Corp. (Japan)		614,924
	672,164	Fortnox AB (Sweden)		6,795,889
	791,092	GB Group plc (United Kingdom)		5,043,600
	15,356,300	Humanica Public Co. Ltd. (Thailand)		4,524,387
	535,500	Infomart Corp. (Japan)		6,513,164
	162,800	Miroku Jyoho Service Co. Ltd. (Japan)		4,173,191
	270,086	Rakus Co. Ltd. (Japan)		4,917,744
	597,476	Systena Corp. (Japan)		6,479,890

				46,552,920


		Auto Parts & Equipment 1.8%
	906,000	Hota Industrial Manufacturing Co. Ltd. (Taiwan)		3,336,448
	2,157,686	Minda Corp. Ltd. (India)		4,212,588

				7,549,036


		Automotive Retail 0.1%
	436,336	Hascol Petroleum Ltd. (Pakistan)		396,810


		Brewers 1.7%
	607,145	Carlsberg Brewery Malaysia Berhad, Class B (Malaysia)		3,976,744
	42,497	Royal Unibrew A/S (Denmark)		3,135,202

				7,111,946


		Building Products 1.1%
	513,260	Kajaria Ceramics Ltd. (India)		4,383,177


		Commodity Chemicals 3.9%
	867,649	Berger Paints India Ltd. (India)		4,064,267
	666,740	Gulf Oil Lubricants India Ltd. (India)		8,047,078
	255,016	Supreme Industries Ltd. (India)		4,016,571

				16,127,916


		Consumer Finance 3.9%
	819,635	ASA International Group plc* (United Kingdom)		4,793,225
	318,806	Gruppo MutuiOnline S.p.A. (Italy)		6,601,678
	2,204,062	Unifin Financiera S.A.B. de C.V. SOFOM ENR (Mexico)		4,749,857

				16,144,760


		Department Stores 2.7%
	335,908	Poya International Co. Ltd. (Taiwan)		3,972,631
	184,712	V-Mart Retail Ltd. (India)		7,140,642

				11,113,273


		Diversified Banks 0.4%
	203,826	Sbanken ASA (Norway)		1,850,396


		Diversified Support Services 3.1%
	703,567	Clipper Logistics plc (United Kingdom)		2,437,519
	248,100	Japan Elevator Service Holdings Co. Ltd. (Japan)		5,034,529
	427,841	Prestige International, Inc. (Japan)		5,365,867

				12,837,915


Shares			Value


		Drug Retail 1.5%
	50,000	Kusuri no Aoki Holdings Co. Ltd. (Japan)	$	3,573,040
	103,400	Yakuodo Co. Ltd. (Japan)		2,478,875

				6,051,915


		Electrical Components & Equipment 2.0%
	223,393	Amara Raja Batteries Ltd. (India)		2,321,481
	310,627	Voltronic Power Technology Corp.* (Taiwan)		6,087,465

				8,408,946


		Electronic Equipment & Instruments 0.9%
	97,175	Isra Vision AG (Germany)		3,629,903


		Electronic Manufacturing Services 0.9%
	222,458	HMS Networks AB (Sweden)		3,861,844


		Financial Exchanges & Data 0.1%
	142,821	Morningstar Japan KK (Japan)		389,172


		Food Retail 4.3%
	7,210,397	7-Eleven Malaysia Holdings Berhad, Class B (Malaysia)		2,613,934
	3,819,129	Philippine Seven Corp. (Philippines)		9,091,433
	70,499	Rami Levy Chain Stores Hashikma Marketing 2006 Ltd. (Israel)		3,567,758
	3,241,400	Sheng Siong Group Ltd. (Singapore)		2,487,405

				17,760,530


		Health Care Equipment 0.9%
	7,096,000	AK Medical Holdings Ltd. (China)		3,905,085


		Health Care Facilities 1.0%
	10,980,379	Cleopatra Hospital* (Egypt)		4,060,576


		Health Care Services 0.9%
	255,177	Dr. Lal PathLabs Ltd. (India)		3,821,669


		Health Care Supplies 2.6%
	946,875	Advanced Medical Solutions Group plc (United Kingdom)		3,903,258
	1,303,464	Nanosonics Ltd.* (Australia)		4,035,286
	3,696,900	Riverstone Holdings Ltd. (Singapore)		2,973,342

				10,911,886


		Health Care Technology 5.6%
	151,307	Craneware plc (United Kingdom)		4,788,795
	99,198	Nexus AG (Germany)		2,637,227
	1,221,333	Pro Medicus Ltd. (Australia)		12,834,666
	262,144	RaySearch Laboratories AB* (Sweden)		2,923,895

				23,184,583


		Home Furnishing Retail 0.4%
	438,322	Nick Scali Ltd. (Australia)		1,764,676


		Home Improvement Retail 2.5%
	3,984,055	Italtile Ltd. (South Africa)		3,727,609
	52,787,300	PT Ace Hardware Indonesia Tbk (Indonesia)		6,598,413

				10,326,022


		Human Resource & Employment Services 2.1%
	59,588	en-japan, Inc. (Japan)		1,731,240
	234,262	SMS Co. Ltd. (Japan)		4,225,298
	128,400	UT Group Co. Ltd. (Japan)		2,938,035

				8,894,573


Shares			Value


		Interactive Media & Services 2.7%
	5,036	Atrae, Inc.* (Japan)	$	176,076
	128,900	Itokuro, Inc.* (Japan)		3,558,910
	40,400	Wantedly, Inc.* (Japan)		1,791,627
	16,043	XING SE (Germany)		5,551,840

				11,078,453


		Internet & Direct Marketing Retail 6.0%
	558,706	On the Beach Group plc (United Kingdom)		3,190,905
	273,418	Open Door, Inc.* (Japan)		8,289,132
	817,570	Webjet Ltd. (Australia)		8,446,499
	333,221	Yume No Machi Souzou Iinkai Co. Ltd. (Japan)		4,783,493

				24,710,029


		Internet Services & Infrastructure 0.6%
	26,836	Cafe24 Corp.* (Korea)		2,553,333


		Investment Banking & Brokerage 2.4%
	206,596	HUB24 Ltd. (Australia)		2,031,704
	110,709	M&A Capital Partners Co. Ltd.* (Japan)		5,034,498
	135,800	Strike Co. Ltd. (Japan)		2,793,684

				9,859,886


		IT Consulting & Other Services 1.9%
	233,971	Appen Ltd. (Australia)		3,701,400
	58,505	Aubay (France)		2,077,126
	17,786	Avant Corp. (Japan)		250,830
	188,109	eWork Group AB (Sweden)		1,881,637

				7,910,993


		Life Sciences Tools & Services 0.7%
	78,830	Biotage AB (Sweden)		1,003,891
	1,029,021	Horizon Discovery Group plc* (United Kingdom)		1,996,969

				3,000,860


		Oil & Gas Equipment & Services 1.7%
	583,959	Computer Modelling Group Ltd. (Canada)		2,687,430
	663,361	Spectrum ASA (Norway)		4,230,153

				6,917,583


		Other Diversified Financial Services 2.3%
	46,464	Hypoport AG* (Germany)		9,329,660


		Packaged Foods & Meats 4.7%
	2,003,120	Vitasoy International Holdings Ltd. (China)		9,696,694
	2,214,000	Yihai International Holding Ltd. (China)		9,857,298

				19,553,992


		Personal Products 3.0%
	244,665	Jamieson Wellness, Inc. (Canada)		3,447,481
	543,629	Sarantis S.A. (Greece)		4,293,105
	343,474	TCI Co. Ltd. (Taiwan)		4,702,910

				12,443,496


		Property & Casualty Insurance 1.5%
	2,589,300	Qualitas Controladora S.A.B. de C.V. (Mexico)		6,368,449


		Research & Consulting Services 1.7%
	40,458	Akka Technologies (France)		2,750,257
	257,000	IR Japan Holdings Ltd. (Japan)		4,208,743

				6,959,000


Shares			Value


		Restaurants 0.6%
	141,500	Arcland Service Holdings Co. Ltd. (Japan)	$	2,590,485
	630,045	Patisserie Holdings plc* *** (United Kingdom)		8,206

				2,598,691


		Semiconductor Equipment 1.7%
	332,900	Japan Material Co. Ltd. (Japan)		4,073,016
	200,000	Machvision, Inc. (Taiwan)		2,822,797

				6,895,813


		Semiconductors 2.0%
	158,000	ASPEED Technology, Inc. (Taiwan)		3,619,279
	85,270	LEENO Industrial, Inc. (Korea)		4,484,732

				8,104,011


		Specialized Finance 0.1%
	23,245	eGuarantee, Inc. (Japan)		231,758


		Systems Software 2.3%
	50,200	Digital Arts, Inc. (Japan)		4,099,161
	270,669	Minwise Co. Ltd. (Korea)		5,257,908

				9,357,069


		Technology Hardware, Storage & Peripherals 0.7%
	57,241	MGI Digital Graphic Technology* (France)		2,960,086


		Thrifts & Mortgage Finance 2.1%
	291,446	Aavas Financiers Ltd.* (India)		4,847,617
	78,690	Equitable Group, Inc. (Canada)		3,811,579

				8,659,196


		Total Common Stocks (cost $281,897,406)		394,752,151


Principal Amount			Value

		SHORT-TERM INVESTMENTS 4.6%

		Repurchase Agreement 4.6%
	$18,950,264	Repurchase Agreement dated 3/29/19, 0.50% due 4/1/19 with Fixed Income Clearing Corp. collateralized by $19,205,000 of United States Treasury Notes 2.375% due 3/15/22; value: $19,330,313; repurchase proceeds: $18,951,053 (cost $18,950,264)	$	18,950,264


		Total Short-Term Investments (cost $18,950,264)		18,950,264


		Total Investments (cost $300,847,670) 100.0%^§		413,702,415

		Liabilities less Other Assets (<0.1%)		(137,556	)


		NET ASSETS 100.0%	$	413,564,859


		Non-income producing. **Security was fair valued under procedures adopted by the Board of Trustees (see Note 12). ^§The aggregate amount of foreign securities fair valued pursuant to a systematic valuation model as a percent of net assets was 1.84%. See Notes to Financial Statements.

At March 31, 2019, Wasatch International Opportunities Fund’s investments, excluding short-term investments, were in the following countries:


Country	%
Australia		8.3
Canada		2.5
China		6.2
Denmark		0.8
Egypt		1.0
France		3.5
Germany		5.4
Greece		1.1
India		10.9
Indonesia		1.7
Israel		0.9
Italy		1.7
Japan		22.9
Korea		3.5
Malaysia		1.7
Mexico		2.8
Norway		1.5
Pakistan		0.1
Philippines		2.3
Singapore		1.4
South Africa		0.9
Sweden		4.2
Taiwan		6.2
Thailand		1.1
United Kingdom		7.4

TOTAL		100.0	%


Shares			Value

		COMMON STOCKS 98.8%

		Alternative Carriers 2.0%
	133,376	Bandwidth, Inc., Class A*	$	8,930,857


		Apparel Retail 1.0%
	156,715	Boot Barn Holdings, Inc.*		4,613,690


		Apparel, Accessories & Luxury Goods 1.1%
	288,821	Superior Group of Cos., Inc.		4,800,205


		Application Software 8.1%
	139,029	Digimarc Corp.*		4,362,730
	64,600	Esker S.A. (France)		4,942,118
	135,017	Five9, Inc.*		7,132,948
	610,000	Fortnox AB (Sweden)		6,167,382
	64,828	Globant S.A.* (Argentina)		4,628,719
	207,680	Upland Software, Inc.*		8,797,325

				36,031,222


		Asset Management & Custody Banks 0.5%
	800,000	Tatton Asset Management plc (United Kingdom)		2,229,794


		Biotechnology 6.3%
	217,286	ChemoCentryx, Inc.*		3,018,102
	343,634	Cytokinetics, Inc.*		2,779,999
	98,439	Esperion Therapeutics, Inc.*		3,952,326
	41,011	Exact Sciences Corp.*		3,552,373
	249,116	Flexion Therapeutics, Inc.*		3,108,968
	622,873	Inovio Pharmaceuticals, Inc.*		2,323,316
	165,612	MacroGenics, Inc.*		2,977,704
	478,490	Sangamo Therapeutics, Inc.*		4,564,794
	829,394	Selecta Biosciences, Inc.*		1,965,664

				28,243,246


		Construction & Engineering 1.8%
	623,957	Construction Partners, Inc., Class A* ‡‡		7,967,931


		Department Stores 2.2%
	258,292	V-Mart Retail Ltd. (India)		9,985,116


		Diversified Banks 1.1%
	1,607,909	City Union Bank Ltd. (India)		4,746,552


		Diversified Support Services 1.4%
	313,300	Japan Elevator Service Holdings Co. Ltd. (Japan)		6,357,590


		Drug Retail 1.1%
	200,000	Qol Holdings Co. Ltd. (Japan)		2,721,285
	100,000	Yakuodo Co. Ltd. (Japan)		2,397,365

				5,118,650


		Electronic Equipment & Instruments 3.9%
	28,114	Mesa Laboratories, Inc.		6,480,277
	248,433	Napco Security Technologies, Inc.*		5,152,501
	266,590	nLight, Inc.*		5,939,625

				17,572,403


		Electronic Manufacturing Services 1.8%
	153,316	Fabrinet*		8,027,626


		Environmental & Facilities Services 1.5%
	243,587	Heritage-Crystal Clean, Inc.*		6,686,463


		Food Distributors 1.0%
	142,997	Chefs’ Warehouse, Inc. (The)*		4,440,057


Shares			Value


		Health Care Distributors 0.9%
	125,534	PetIQ, Inc.*	$	3,943,023


		Health Care Equipment 6.4%
	158,062	AtriCure, Inc.*		4,234,481
	187,662	CryoLife, Inc.*		5,474,100
	767,398	IRIDEX Corp.* ‡‡		3,499,335
	217,253	LeMaitre Vascular, Inc.		6,734,843
	135,438	Tandem Diabetes Care, Inc.*		8,600,313

				28,543,072


		Health Care Supplies 1.5%
	152,159	OrthoPediatrics Corp.*		6,729,992


		Health Care Technology 5.0%
	84,059	Inspire Medical Systems, Inc.*		4,772,870
	59,252	Omnicell, Inc.*		4,789,932
	340,465	Simulations Plus, Inc.		7,187,216
	95,787	Tabula Rasa HealthCare, Inc.*		5,404,302

				22,154,320


		Heavy Electrical Equipment 1.5%
	234,952	TPI Composites, Inc.*		6,724,326


		Home Furnishings 0.9%
	145,390	Lovesac Co. (The)*		4,043,296


		Homebuilding 2.2%
	95,803	LGI Homes, Inc.*		5,771,173
	213,990	Skyline Champion Corp.		4,065,810

				9,836,983


		Human Resource & Employment Services 1.3%
	251,100	UT Group Co. Ltd. (Japan)		5,745,643


		Industrial Machinery 7.5%
	166,478	Altra Industrial Motion Corp.		5,169,142
	616,621	Elgi Equipments Ltd. (India)		2,201,677
	108,044	Kadant, Inc.		9,503,550
	388,122	Kornit Digital Ltd.* (Israel)		9,237,304
	161,139	Sun Hydraulics Corp.		7,494,575

				33,606,248


		Insurance Brokers 2.2%
	177,233	Goosehead Insurance, Inc., Class A		4,941,256
	176,761	Health Insurance Innovations, Inc., Class A*		4,740,730

				9,681,986


		Internet & Direct Marketing Retail 3.8%
	249,768	Duluth Holdings, Inc., Class B*		5,954,469
	399,361	Medallia, Inc.* *** †		5,990,415
	166,800	Open Door, Inc.* (Japan)		5,056,826

				17,001,710


		Internet Services & Infrastructure 2.5%
	1,631,733	Limelight Networks, Inc.*		5,270,497
	45,722	Twilio, Inc., Class A*		5,906,368

				11,176,865


		Investment Banking & Brokerage 1.0%
	94,000	M&A Capital Partners Co. Ltd.* (Japan)		4,274,655


		Leisure Products 1.5%
	298,461	MasterCraft Boat Holdings, Inc.*		6,736,265


		Oil & Gas Equipment & Services 0.9%
	256,613	Solaris Oilfield Infrastructure, Inc., Class A		4,218,718


Shares			Value


		Oil & Gas Exploration & Production 1.4%
	2,524,023	Abraxas Petroleum Corp.*	$	3,155,029
	795,192	Lonestar Resources US, Inc., Class A*		3,188,720

				6,343,749


		Packaged Foods & Meats 2.1%
	226,577	Freshpet, Inc.*		9,581,941


		Personal Products 0.8%
	42,178	USANA Health Sciences, Inc.*		3,537,469


		Pharmaceuticals 0.7%
	263,301	Intra-Cellular Therapies, Inc.*		3,207,006


		Regional Banks 3.2%
	226,140	CBTX, Inc.		7,342,766
	117,638	Metro Bank plc* (United Kingdom)		1,161,389
	221,094	People’s Utah Bancorp		5,830,249

				14,334,404


		Research & Consulting Services 1.0%
	273,000	IR Japan Holdings Ltd. (Japan)		4,470,766


		Restaurants 1.3%
	252,983	Chuy’s Holdings, Inc.*		5,760,423


		Semiconductors 4.4%
	119,509	Ambarella, Inc.*		5,162,789
	136,419	Inphi Corp.*		5,966,967
	34,504	LEENO Industrial, Inc. (Korea)		1,814,720
	257,654	MaxLinear, Inc., Class A*		6,577,906

				19,522,382


		Specialized Consumer Services 1.0%
	347,147	Select Interior Concepts, Inc., Class A*		4,321,980


		Systems Software 5.9%
	79,685	CyberArk Software Ltd.* (Israel)		9,486,499
	101,000	Douzone Bizon Co. Ltd. (Korea)		4,146,419
	157,784	Rapid7, Inc.*		7,985,448
	81,764	Varonis Systems, Inc.*		4,875,588

				26,493,954


		Technology Hardware, Storage & Peripherals 0.7%
	757,927	USA Technologies, Inc.*		3,145,397


		Thrifts & Mortgage Finance 0.8%
	78,507	Equitable Group, Inc. (Canada)		3,802,715


		Trading Companies & Distributors 1.6%
	321,455	Transcat, Inc.*		7,387,036


		Total Common Stocks (cost $344,903,067)		442,077,726


Shares			Value

		PREFERRED STOCKS 0.6%

		Internet & Direct Marketing Retail 0.6%
	183,333	Medallia, Inc., Series F* *** †	$	2,749,995


		Total Preferred Stocks (cost $2,749,995)		2,749,995


Principal Amount			Value
		SHORT-TERM INVESTMENTS 0.9%

		Repurchase Agreement 0.9%
	$4,054,338	Repurchase Agreement dated 3/29/19, 0.50% due 4/1/19 with Fixed Income Clearing Corp. collateralized by $4,110,000 of United States Treasury Notes 2.375% due 3/15/22; value: $4,136,818; repurchase proceeds: $4,054,507 (cost $4,054,338)	$	4,054,338


		Total Short-Term Investments (cost $4,054,338)		4,054,338


		Total Investments (cost $351,707,400) 100.3%		448,882,059

		Liabilities less Other Assets (0.3%)		(1,469,853	)


		NET ASSETS 100.0%	$	447,412,206


		Non-income producing. **Security was fair valued under procedures adopted by the Board of Trustees (see Note 12). †Security purchased in a private placement transaction or under Rule 144A of the Securities Act of 1933 (see Note 9). ‡‡Affiliated company (see Note 8). See Notes to Financial Statements.

At March 31, 2019, Wasatch Micro Cap Fund’s investments, excluding short-term investments, were in the following countries:


Country	%
Argentina		1.0
Canada		0.9
France		1.1
India		3.8
Israel		4.2
Japan		7.0
Korea		1.3
Sweden		1.4
United Kingdom		0.8
United States		78.5

TOTAL		100.0	%


Shares			Value

		COMMON STOCKS 95.0%

		Air Freight & Logistics 1.6%
	623,000	Radiant Logistics, Inc.*	$	3,924,900


		Airlines 0.8%
	15,000	Allegiant Travel Co.		1,942,050


		Alternative Carriers 1.9%
	202,000	Gamma Communications plc (United Kingdom)		2,573,067
	342,000	ORBCOMM, Inc.*		2,318,760

				4,891,827


		Apparel Retail 0.4%
	400,000	RTW RetailWinds, Inc.*		960,000


		Apparel, Accessories & Luxury Goods 0.8%
	115,000	Superior Group of Cos., Inc.		1,911,300


		Application Software 8.9%
	43,000	Ebix, Inc.		2,122,910
	231,500	eGain Corp.*		2,419,175
	37,000	Esker S.A. (France)		2,830,624
	47,000	Everbridge, Inc.*		3,525,470
	54,000	Globant S.A.* (Argentina)		3,855,600
	90,000	Miroku Jyoho Service Co. Ltd. (Japan)		2,307,047
	229,000	SharpSpring, Inc.*		3,668,580
	260,000	Telenav, Inc.*		1,578,200

				22,307,606


		Asset Management & Custody Banks 2.4%
	850,000	Fiducian Group Ltd. (Australia)		2,897,003
	69,000	Hamilton Lane, Inc., Class A		3,007,020

				5,904,023


		Biotechnology 1.8%
	175,000	Cytokinetics, Inc.*		1,415,750
	182,000	Sangamo Therapeutics, Inc.*		1,736,280
	631,000	Selecta Biosciences, Inc.*		1,495,470

				4,647,500


		Building Products 0.9%
	52,000	Patrick Industries, Inc.*		2,356,640


		Communications Equipment 1.3%
	265,000	Digi International, Inc.*		3,357,550


		Construction & Engineering 2.9%
	352,000	Construction Partners, Inc., Class A*		4,495,040
	49,000	NV5 Global, Inc.*		2,908,640

				7,403,680


		Consumer Electronics 0.7%
	193,000	ZAGG, Inc.*		1,750,510


		Consumer Finance 0.7%
	850,000	Unifin Financiera S.A.B. de C.V. SOFOM ENR (Mexico)		1,831,790


		Data Processing & Outsourced Services 1.2%
	129,000	i3 Verticals, Inc., Class A*		3,098,580


		Diversified Banks 1.2%
	1,000,000	City Union Bank Ltd. (India)		2,952,003


		Diversified Support Services 1.0%
	1,450,000	Johnson Service Group plc (United Kingdom)		2,625,087


Shares			Value


		Electronic Equipment & Instruments 1.7%
	203,000	Napco Security Technologies, Inc.*	$	4,210,220


		Electronic Manufacturing Services 1.8%
	86,000	Fabrinet*		4,502,960


		Financial Exchanges & Data 0.4%
	350,000	Infront ASA (Norway)		933,339


		Health Care Distributors 2.0%
	3,300,000	Ibnsina Pharma S.A.E.* (Egypt)		2,410,364
	85,000	PetIQ, Inc.*		2,669,850

				5,080,214


		Health Care Equipment 4.1%
	80,000	AtriCure, Inc.*		2,143,200
	486,000	IRIDEX Corp.*		2,216,160
	224,000	Neuronetics, Inc.*		3,416,000
	170,000	RA Medical Systems, Inc.*		578,000
	35,000	Tactile Systems Technology, Inc.*		1,845,200

				10,198,560


		Health Care Facilities 1.1%
	53,000	Ensign Group, Inc. (The)		2,713,070


		Health Care Services 2.3%
	30,000	LHC Group, Inc.*		3,325,800
	512,000	Viemed Healthcare, Inc.* (Canada)		2,524,848

				5,850,648


		Health Care Supplies 1.5%
	83,000	OrthoPediatrics Corp.*		3,671,090


		Health Care Technology 3.4%
	122,000	Nexus AG (Germany)		3,243,429
	31,000	Omnicell, Inc.*		2,506,040
	222,533	OptimizeRx Corp.*		2,830,620

				8,580,089


		Heavy Electrical Equipment 1.3%
	117,175	TPI Composites, Inc.*		3,353,548


		Home Furnishing Retail 1.2%
	64,215	Sleep Number Corp.*		3,018,105


		Home Furnishings 1.1%
	102,000	Lovesac Co. (The)*		2,836,620


		Homebuilding 2.4%
	43,000	LGI Homes, Inc.*		2,590,320
	176,000	Skyline Champion Corp.		3,344,000

				5,934,320


		Human Resource & Employment Services 2.2%
	112,000	BG Staffing, Inc.		2,446,080
	139,000	UT Group Co. Ltd. (Japan)		3,180,583

				5,626,663


		Industrial Machinery 3.0%
	24,000	John Bean Technologies Corp.		2,205,360
	31,000	Kadant, Inc.		2,726,760
	56,000	Sun Hydraulics Corp.		2,604,560

				7,536,680


		Industrial REITs 1.2%
	235,000	Monmouth Real Estate Investment Corp.		3,097,300


Shares			Value


		Insurance Brokers 2.2%
	118,000	Goosehead Insurance, Inc., Class A	$	3,289,840
	79,000	Health Insurance Innovations, Inc., Class A*		2,118,780

				5,408,620


		Integrated Telecommunication Services 1.3%
	240,000	Ooma, Inc.*		3,177,600


		Internet Services & Infrastructure 1.0%
	30,000	Tucows, Inc., Class A*		2,435,400


		IT Consulting & Other Services 2.4%
	114,238	Endava plc, ADR* (United Kingdom)		3,141,545
	186,000	Hackett Group, Inc. (The)		2,938,800

				6,080,345


		Mortgage REITs 1.7%
	333,262	Arbor Realty Trust, Inc.		4,322,408


		Oil & Gas Equipment & Services 1.3%
	196,000	Solaris Oilfield Infrastructure, Inc., Class A		3,222,240


		Oil & Gas Exploration & Production 1.6%
	300,000	Lonestar Resources US, Inc., Class A*		1,203,000
	225,000	Magnolia Oil & Gas Corp.*		2,700,000

				3,903,000


		Packaged Foods & Meats 3.4%
	118,000	Freshpet, Inc.*		4,990,220
	790,000	Yihai International Holding Ltd. (China)		3,517,284

				8,507,504


		Personal Products 0.9%
	291,000	Sarantis S.A. (Greece)		2,298,062


		Pharmaceuticals 0.8%
	243,000	Cocrystal Pharma, Inc.* *** †		597,780
	109,000	Intra-Cellular Therapies, Inc.*		1,327,620

				1,925,400


		Property & Casualty Insurance 1.0%
	167,000	Kingstone Cos., Inc.		2,461,580


		Regional Banks 5.3%
	170,463	Capital Bancorp, Inc.*		1,980,780
	166,925	Esquire Financial Holdings, Inc.*		3,799,213
	99,000	Investar Holding Corp.		2,248,290
	136,000	SmartFinancial, Inc.*		2,571,760
	78,000	Sound Financial Bancorp, Inc.		2,648,100

				13,248,143


		Research & Consulting Services 1.0%
	160,000	IR Japan Holdings Ltd. (Japan)		2,620,229


		Semiconductors 2.7%
	73,000	Inphi Corp.*		3,193,020
	140,000	MaxLinear, Inc., Class A*		3,574,200

				6,767,220


		Specialized Consumer Services 1.0%
	199,708	Select Interior Concepts, Inc., Class A*		2,486,365


		Specialty Chemicals 0.9%
	124,000	Ferro Corp.*		2,347,320


		Systems Software 1.0%
	130,000	Minwise Co. Ltd. (Korea)		2,525,328


Shares			Value


		Technology Hardware, Storage & Peripherals 1.7%
	725,000	One Stop Systems, Inc.* ‡‡	$	1,479,000
	682,000	USA Technologies, Inc.*		2,830,300

				4,309,300


		Thrifts & Mortgage Finance 2.0%
	90,000	Axos Financial, Inc.*		2,606,400
	310,000	Mortgage Advice Bureau Holdings Ltd. (United Kingdom)		2,361,992

				4,968,392


		Trading Companies & Distributors 1.8%
	283,000	Hardwoods Distribution, Inc. (Canada)		2,689,490
	32,000	SiteOne Landscape Supply, Inc.*		1,828,800

				4,518,290


		Water Utilities 0.8%
	198,233	Global Water Resources, Inc.		1,944,666


		Total Common Stocks (cost $183,264,538)		238,485,884


		CONVERTIBLE PREFERRED STOCKS 0.8%

		Oil & Gas Refining & Marketing 0.8%
	616,494	Vertex Energy, Inc., Pfd., 6.00% PIK, Series B*** †		1,898,802


		Total Convertible Preferred Stocks (cost $1,816,132)		1,898,802


		RIGHTS 0.2%

		Pharmaceuticals 0.2%
	1	Acetylon Pharmaceuticals, Inc.* *** †		391,628
	1	Acetylon Pharmaceuticals, Inc.* *** †		—


		Total Rights (cost $0)		391,628


		LIMITED LIABILITY COMPANY MEMBERSHIP INTEREST 0.0%

		Pharmaceuticals 0.0%
	50,528	Regenacy Pharmaceuticals, LLC* *** †		20,211


		Total Limited Liability Company Membership Interest (cost $30,001)		20,211


		WARRANTS 0.0%

		Oil & Gas Refining & Marketing 0.0%
	250,000	Vertex Energy, Inc., expiring 12/24/2020* *** †		22,500


		Total Warrants (cost $95,000)		22,500


Principal Amount			Value

		SHORT-TERM INVESTMENTS 4.0%

		Repurchase Agreement 4.0%
	$10,052,067	Repurchase Agreement dated 3/29/19, 0.50% due 4/1/19 with Fixed Income Clearing Corp. collateralized by $10,190,000 of United States Treasury Notes 2.375% due 3/15/22; value: $10,256,490; repurchase proceeds: $10,052,486 (cost $10,052,067)	$	10,052,067


		Total Short-Term Investments (cost $10,052,067)		10,052,067


		Total Investments (cost $195,257,738) 100.0%^§		250,871,092

		Other Assets less Liabilities <0.1%		20,628


		NET ASSETS 100.0%	$	250,891,720


		Non-income producing. **Security was fair valued under procedures adopted by the Board of Trustees (see Note 12). †Security purchased in a private placement transaction or under Rule 144A of the Securities Act of 1933 (see Note 9). ‡‡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 0.96%. ADR American Depositary Receipt. PIK Payment in kind. REIT Real Estate Investment Trust. See Notes to Financial Statements.

At March 31, 2019, Wasatch Micro Cap Value Fund’s investments, excluding short-term investments, were in the following countries:


Country	%
Argentina		1.6
Australia		1.2
Canada		2.2
China		1.5
Egypt		1.0
France		1.2
Germany		1.3
Greece		0.9
India		1.2
Japan		3.4
Korea		1.0
Mexico		0.8
Norway		0.4
United Kingdom		4.4
United States		77.9

TOTAL		100.0	%


Shares			Value

		COMMON STOCKS 97.8%

		Aerospace & Defense 3.7%
	734,512	HEICO Corp., Class A	$	61,743,079


		Air Freight & Logistics 1.8%
	22,829,736	Aramex PJSC (United Arab Emirates)		29,584,837


		Airlines 0.8%
	106,117	Allegiant Travel Co.		13,738,968


		Application Software 15.0%
	724,671	DocuSign, Inc.*		37,566,945
	526,090	Envestnet, Inc.*		34,401,025
	571,629	Five9, Inc.*		30,199,160
	442,106	Globant S.A.* (Argentina)		31,566,368
	194,449	HubSpot, Inc.*		32,319,368
	450,878	Paylocity Holding Corp.*		40,213,809
	533,810	Zendesk, Inc.*		45,373,850

				251,640,525


		Automotive Retail 2.9%
	564,672	Monro, Inc.		48,855,421


		Biotechnology 8.3%
	1,910,468	Abcam plc (United Kingdom)		28,242,073
	211,310	Atara Biotherapeutics, Inc.*		8,399,572
	989,000	ChemoCentryx, Inc.*		13,737,210
	1,153,665	Cytokinetics, Inc.*		9,333,150
	433,453	Denali Therapeutics, Inc.*		10,064,779
	212,807	Esperion Therapeutics, Inc.*		8,544,201
	311,808	Exact Sciences Corp.*		27,008,809
	362,824	Flexion Therapeutics, Inc.*		4,528,043
	2,153,878	Inovio Pharmaceuticals, Inc.*		8,033,965
	512,111	MacroGenics, Inc.*		9,207,756
	1,288,714	Sangamo Therapeutics, Inc.*		12,294,332

				139,393,890


		Building Products 2.3%
	847,175	AAON, Inc.		39,122,541


		Data Processing & Outsourced Services 4.1%
	489,090	Euronet Worldwide, Inc.*		69,739,343


		Diversified Support Services 3.8%
	721,673	Copart, Inc.*		43,726,167
	617,016	Healthcare Services Group, Inc.		20,355,358

				64,081,525


		General Merchandise Stores 2.6%
	507,537	Ollie’s Bargain Outlet Holdings, Inc.*		43,308,132


		Health Care Distributors 0.9%
	466,163	PetIQ, Inc.*		14,642,180


		Health Care Equipment 3.6%
	506,367	Cantel Medical Corp.		33,870,889
	274,400	Insulet Corp.*		26,092,696

				59,963,585


		Health Care Facilities 2.1%
	676,679	Ensign Group, Inc. (The)		34,639,198


		Health Care Supplies 2.4%
	710,502	Neogen Corp.*		40,775,710


		Home Improvement Retail 1.5%
	609,912	Floor & Decor Holdings, Inc., Class A*		25,140,573


		Homebuilding 1.3%
	366,512	LGI Homes, Inc.*		22,078,683


Shares			Value


		Industrial Machinery 6.2%
	676,974	Barnes Group, Inc.	$	34,803,233
	338,326	RBC Bearings, Inc.*		43,024,918
	567,934	Sun Hydraulics Corp.		26,414,610

				104,242,761


		Insurance Brokers 0.9%
	562,804	Goosehead Insurance, Inc., Class A		15,690,975


		Internet & Direct Marketing Retail 1.1%
	121,842	Wayfair, Inc., Class A*		18,087,445


		IT Consulting & Other Services 1.5%
	372,861	InterXion Holding N.V.* (Netherlands)		24,881,014


		Life Sciences Tools & Services 4.2%
	345,388	ICON plc* (Ireland)		47,173,093
	407,022	Medpace Holdings, Inc.*		24,002,087

				71,175,180


		Managed Health Care 2.2%
	500,601	HealthEquity, Inc.*		37,034,462


		Pharmaceuticals 0.5%
	733,342	Intra-Cellular Therapies, Inc.*		8,932,106


		Regional Banks 4.7%
	646,584	Eagle Bancorp, Inc.*		32,458,517
	1,160,259	Metro Bank plc* (United Kingdom)		11,454,736
	409,784	Pinnacle Financial Partners, Inc.		22,415,185
	233,050	Texas Capital Bancshares, Inc.*		12,722,199

				79,050,637


		Restaurants 2.3%
	639,545	Chuy’s Holdings, Inc.*		14,562,440
	410,487	Shake Shack, Inc., Class A*		24,280,306

				38,842,746


		Semiconductors 2.4%
	300,471	Monolithic Power Systems, Inc.		40,710,816


		Specialty Stores 4.5%
	330,925	Five Below, Inc.*		41,117,431
	1,120,666	National Vision Holdings, Inc.*		35,222,533

				76,339,964


		Systems Software 6.8%
	271,156	CyberArk Software Ltd.* (Israel)		32,281,122
	296,211	Proofpoint, Inc.*		35,968,902
	602,626	Rapid7, Inc.*		30,498,902
	259,928	Varonis Systems, Inc.*		15,499,506

				114,248,432


		Trading Companies & Distributors 1.2%
	357,911	SiteOne Landscape Supply, Inc.*		20,454,614


		Trucking 2.2%
	1,115,152	Knight-Swift Transportation Holdings, Inc.		36,443,167


		Total Common Stocks (cost $1,081,891,191)		1,644,582,509


Shares			Value

		PREFERRED STOCKS 1.3%

		Biotechnology 0.0%
	677,966	Nanosys, Inc., Series D Pfd.* *** †	$	454,237
	161,519	Nanosys, Inc., Series E Pfd.* *** †		192,208

				646,445


		Internet & Direct Marketing Retail 0.6%
	666,667	Medallia, Inc., Series F* *** †		10,000,005


		Systems Software 0.7%
	1,114,610	DataStax, Inc., Series E Pfd.* *** †		11,536,213


		Total Preferred Stocks (cost $20,184,946)		22,182,663


		LIMITED PARTNERSHIP INTEREST 0.2%

		Asset Management & Custody Banks 0.2%
	1	Greenspring Global Partners II-B, L.P.* *** †		1,635,311
	1	Greenspring Global Partners III-B, L.P.* *** †		917,101

				2,552,412


		Total Limited Partnership Interest (cost $2,391,236)		2,552,412


		SELLER’S NOTE 0.1%

		Oil & Gas Equipment & Services 0.1%
	1,728,000	Drilling Info Holdings, Inc., Series B, 7.25%*** †		1,728,000


		Total Seller’s Note (cost $937,635)		1,728,000


Principal Amount			Value

		SHORT-TERM INVESTMENTS 0.4%

		Repurchase Agreement 0.4%
	$6,841,818	Repurchase Agreement dated 3/29/19, 0.50% due 4/1/19 with Fixed Income Clearing Corp. collateralized by $6,935,000 of United States Treasury Notes 2.375% due 3/15/22; value: $6,980,251; repurchase proceeds: $6,842,103 (cost $6,841,818)	$	6,841,818


		Total Short-Term Investments (cost $6,841,818)		6,841,818


		Total Investments (cost $1,112,246,826) 99.8%		1,677,887,402

		Other Assets less Liabilities 0.2%		2,944,825


		NET ASSETS 100.0%	$	1,680,832,227


		Non-income producing. **Security was fair valued under procedures adopted by the Board of Trustees (see Note 12). †Security purchased in a private placement transaction or under Rule 144A of the Securities Act of 1933 (see Note 9). See Notes to Financial Statements.

At March 31, 2019, Wasatch Small Cap Growth Fund’s investments, excluding short-term investments, were in the following countries:


Country	%
Argentina		1.9
Ireland		2.8
Israel		1.9
Netherlands		1.5
United Arab Emirates		1.8
United Kingdom		2.4
United States		87.7

TOTAL		100.0	%


Shares			Value

		COMMON STOCKS 98.7%

		Aerospace & Defense 2.0%
	120,497	HEICO Corp., Class A	$	10,128,978


		Airlines 3.4%
	59,012	Allegiant Travel Co.		7,640,284
	117,159	Copa Holdings S.A., Class A (Panama)		9,444,187

				17,084,471


		Application Software 1.5%
	147,372	Ebix, Inc.		7,275,756


		Asset Management & Custody Banks 4.3%
	383,194	Artisan Partners Asset Management, Inc., Class A		9,644,993
	277,490	Hamilton Lane, Inc., Class A		12,093,014

				21,738,007


		Auto Parts & Equipment 3.7%
	211,138	Dorman Products, Inc.*		18,599,146


		Automotive Retail 7.8%
	438,695	Camping World Holdings, Inc., Class A		6,102,247
	142,868	Lithia Motors, Inc., Class A		13,251,007
	225,974	Monro, Inc.		19,551,271

				38,904,525


		Commercial Printing 1.0%
	63,526	Cimpress N.V.*		5,090,338


		Commodity Chemicals 1.8%
	479,196	Valvoline, Inc.		8,893,878


		Consumer Electronics 1.3%
	700,405	ZAGG, Inc.*		6,352,673


		Consumer Finance 1.8%
	19,739	Credit Acceptance Corp.*		8,920,646


		Data Processing & Outsourced Services 4.7%
	163,639	Euronet Worldwide, Inc.*		23,333,285


		Diversified Banks 1.2%
	2,032,526	City Union Bank Ltd. (India)		6,000,023


		Diversified Support Services 1.1%
	91,089	Copart, Inc.*		5,519,082


		Electronic Manufacturing Services 2.6%
	247,761	Fabrinet*		12,972,766


		Health Care Facilities 3.3%
	325,815	Ensign Group, Inc. (The)		16,678,470


		Health Care Services 2.0%
	92,502	LHC Group, Inc.*		10,254,772


		Home Furnishing Retail 2.0%
	213,796	Sleep Number Corp.*		10,048,412


		Home Furnishings 1.0%
	172,087	Lovesac Co. (The)*		4,785,739


		Homebuilding 1.6%
	132,395	LGI Homes, Inc.*		7,975,475


		Hotel & Resort REITs 2.6%
	1,131,647	Summit Hotel Properties, Inc.		12,912,092


Shares			Value


		Industrial Machinery 8.1%
	418,104	Altra Industrial Motion Corp.	$	12,982,129
	211,928	Kadant, Inc.		18,641,187
	196,682	Sun Hydraulics Corp.		9,147,680

				40,770,996


		Industrial REITs 2.0%
	759,398	Monmouth Real Estate Investment Corp.		10,008,866


		Internet & Direct Marketing Retail 0.7%
	44,697	Stamps.com, Inc.*		3,638,783


		IT Consulting & Other Services 1.8%
	581,706	Hackett Group, Inc. (The)		9,190,955


		Life Sciences Tools & Services 1.7%
	62,939	ICON plc* (Ireland)		8,596,209


		Mortgage REITs 4.9%
	1,052,840	Arbor Realty Trust, Inc.		13,655,335
	1,480,484	MFA Financial, Inc.		10,763,118

				24,418,453


		Oil & Gas Equipment & Services 0.7%
	212,508	Oil States International, Inc.*		3,604,136


		Oil & Gas Exploration & Production 1.2%
	2,704,257	Gran Tierra Energy, Inc.* (Colombia)		6,138,663


		Personal Products 1.4%
	151,058	Nu Skin Enterprises, Inc., Class A		7,229,636


		Regional Banks 12.3%
	324,187	FB Financial Corp.		10,296,179
	127,031	People’s Utah Bancorp		3,349,808
	203,846	Pinnacle Financial Partners, Inc.		11,150,376
	130,255	Prosperity Bancshares, Inc.		8,995,410
	141,901	South State Corp.		9,697,514
	100,536	Texas Capital Bancshares, Inc.*		5,488,260
	251,716	Webster Financial Corp.		12,754,450

				61,731,997


		Semiconductors 1.6%
	491,453	Tower Semiconductor Ltd.* (Israel)		8,138,462


		Specialized REITs 1.8%
	313,289	National Storage Affiliates Trust		8,931,869


		Specialty Chemicals 3.1%
	185,975	Innospec, Inc.		15,501,016


		Thrifts & Mortgage Finance 1.9%
	334,184	Axos Financial, Inc.*		9,677,969


		Trucking 4.8%
	571,714	Knight-Swift Transportation Holdings, Inc.		18,683,613
	38,894	Old Dominion Freight Line, Inc.		5,615,905

				24,299,518


		Total Common Stocks (cost $410,673,053)		495,346,062


Principal Amount			Value

		SHORT-TERM INVESTMENTS 2.0%

		Repurchase Agreement 2.0%
	$10,112,910	Repurchase Agreement dated 3/29/19, 0.50% due 4/1/19 with Fixed Income Clearing Corp. collateralized by $10,250,000 of United States Treasury Notes 2.375% due 3/15/22; value: $10,316,881; repurchase proceeds: $10,113,331 (cost $10,112,910)	$	10,112,910


		Total Short-Term Investments (cost $10,112,910)		10,112,910


		Total Investments (cost $420,785,963) 100.7%		505,458,972

		Liabilities less Other Assets (0.7%)		(3,427,346	)


		NET ASSETS 100.0%	$	502,031,626


		*Non-income producing. REIT Real Estate Investment Trust. See Notes to Financial Statements.


Shares			Value

		COMMON STOCKS 90.5%

		Alternative Carriers 1.2%
	92,251	Bandwidth, Inc., Class A*	$	6,177,127


		Application Software 13.0%
	301,751	Box, Inc., Class A*		5,826,812
	89,085	DocuSign, Inc.*		4,618,166
	108,856	Five9, Inc.*		5,750,863
	88,431	Globant S.A.* (Argentina)		6,313,973
	55,102	HubSpot, Inc.*		9,158,504
	173,774	Instructure, Inc.*		8,188,231
	154,807	Paylocity Holding Corp.*		13,807,236
	127,664	Zendesk, Inc.*		10,851,440

				64,515,225


		Automotive Retail 1.6%
	92,862	Monro, Inc.		8,034,420


		Biotechnology 11.1%
	44,765	Atara Biotherapeutics, Inc.*		1,779,409
	110,271	Bellicum Pharmaceuticals, Inc.*		371,613
	423,176	ChemoCentryx, Inc.*		5,877,915
	511,952	Cytokinetics, Inc.*		4,141,692
	45,161	Denali Therapeutics, Inc.*		1,048,638
	152,106	Esperion Therapeutics, Inc.*		6,107,056
	68,962	Exact Sciences Corp.*		5,973,488
	150,148	Flexion Therapeutics, Inc.*		1,873,847
	1,159,411	Inovio Pharmaceuticals, Inc.*		4,324,603
	227,473	MacroGenics, Inc.*		4,089,964
	1,104,100	MEI Pharma, Inc.*		3,389,587
	931,390	Sangamo Therapeutics, Inc.*		8,885,461
	45,320	Seattle Genetics, Inc.*		3,319,237
	1,187,354	Selecta Biosciences, Inc.*		2,814,029
	252,861	Unum Therapeutics, Inc.*		1,110,060

				55,106,599


		Building Products 3.7%
	132,459	AAON, Inc.		6,116,957
	195,651	Trex Co., Inc.*		12,036,449

				18,153,406


		Construction & Engineering 1.3%
	110,599	NV5 Global, Inc.*		6,565,157


		Department Stores 0.8%
	101,855	V-Mart Retail Ltd. (India)		3,937,536


		Diversified Banks 1.5%
	2,489,169	City Union Bank Ltd. (India)		7,348,034


		Diversified Support Services 0.6%
	94,457	Healthcare Services Group, Inc.		3,116,136


		Electronic Equipment & Instruments 0.8%
	174,076	nLight, Inc.*		3,878,413


		Electronic Manufacturing Services 0.7%
	21,825	IPG Photonics Corp.*		3,312,599


		General Merchandise Stores 1.6%
	91,751	Ollie’s Bargain Outlet Holdings, Inc.*		7,829,113


		Health Care Equipment 8.0%
	291,948	AtriCure, Inc.*		7,821,287
	307,267	CryoLife, Inc.*		8,962,978
	72,875	Glaukos Corp.*		5,711,214
	82,334	Insulet Corp.*		7,829,140
	148,951	Tandem Diabetes Care, Inc.*		9,458,389

				39,783,008


Shares			Value


		Health Care Technology 2.6%
	128,888	Inspire Medical Systems, Inc.*	$	7,318,261
	42,190	Veeva Systems, Inc., Class A*		5,352,223

				12,670,484


		Heavy Electrical Equipment 1.5%
	262,887	TPI Composites, Inc.*		7,523,826


		Home Improvement Retail 1.7%
	207,186	Floor & Decor Holdings, Inc., Class A*		8,540,207


		Homebuilding 1.6%
	134,675	LGI Homes, Inc.*		8,112,822


		Industrial Machinery 5.1%
	115,393	Barnes Group, Inc.		5,932,354
	405,851	Kornit Digital Ltd.* (Israel)		9,659,254
	91,596	Proto Labs, Inc.*		9,630,403

				25,222,011


		Industrial REITs 1.3%
	490,843	Monmouth Real Estate Investment Corp.		6,469,311


		Insurance Brokers 1.0%
	183,741	Goosehead Insurance, Inc., Class A		5,122,699


		Internet & Direct Marketing Retail 1.6%
	53,610	Wayfair, Inc., Class A*		7,958,405


		Internet Services & Infrastructure 0.8%
	31,989	Twilio, Inc., Class A*		4,132,339


		IT Consulting & Other Services 2.0%
	149,278	InterXion Holding N.V.* (Netherlands)		9,961,321


		Managed Health Care 1.2%
	79,666	HealthEquity, Inc.*		5,893,691


		Oil & Gas Equipment & Services 1.4%
	68,010	Oil States International, Inc.*		1,153,450
	350,724	Solaris Oilfield Infrastructure, Inc., Class A		5,765,902

				6,919,352


		Packaged Foods & Meats 2.2%
	252,284	Freshpet, Inc.*		10,669,090


		Pharmaceuticals 1.6%
	323,443	Cocrystal Pharma, Inc.*		882,999
	523,000	Cocrystal Pharma, Inc.* *** †		1,286,580
	470,728	Intra-Cellular Therapies, Inc.*		5,733,467

				7,903,046


		Regional Banks 5.3%
	181,646	Bank OZK		5,264,101
	110,478	Eagle Bancorp, Inc.*		5,545,996
	212,041	Esquire Financial Holdings, Inc.*		4,826,053
	305,082	Metro Bank plc* (United Kingdom)		3,011,943
	84,083	Pinnacle Financial Partners, Inc.		4,599,340
	571,531	Republic First Bancorp, Inc.*		3,000,538

				26,247,971


		Restaurants 2.0%
	281,836	Chuy’s Holdings, Inc.*		6,417,406
	325,770	Habit Restaurants, Inc. (The), Class A*		3,524,831

				9,942,237


		Semiconductors 3.5%
	89,344	Ambarella, Inc.*		3,859,661
	136,627	Inphi Corp.*		5,976,065
	47,969	Monolithic Power Systems, Inc.		6,499,320
	12,733	NVE Corp.		1,246,433

				17,581,479


Shares			Value


		Specialty Chemicals 1.4%
	72,878	Balchem Corp.	$	6,763,078


		Specialty Stores 1.9%
	76,906	Five Below, Inc.*		9,555,570


		Systems Software 2.8%
	72,618	Proofpoint, Inc.*		8,818,004
	260,041	Zuora, Inc., Class A*		5,208,621

				14,026,625


		Trucking 2.1%
	322,736	Knight-Swift Transportation Holdings, Inc.		10,547,012


		Total Common Stocks (cost $386,732,020)		449,519,349


		LIMITED PARTNERSHIP INTEREST 0.5%

		Asset Management & Custody Banks 0.5%
	1	Greenspring Global Partners II-B, L.P.* *** †		1,471,772
	1	Greenspring Global Partners III-B, L.P.* *** †		917,101

				2,388,873


		Total Limited Partnership Interest (cost $2,213,566)		2,388,873


		PREFERRED STOCKS 0.5%

		Biotechnology 0.0%
	169,492	Nanosys, Inc., Series D Pfd.* *** †		113,560
	40,380	Nanosys, Inc., Series E Pfd.* *** †		48,052

				161,612


		Internet & Direct Marketing Retail 0.5%
	150,000	Medallia, Inc., Series F* *** †		2,250,000


		Total Preferred Stocks (cost $2,796,236)		2,411,612


		SELLER’S NOTE 0.0%

		Oil & Gas Equipment & Services 0.0%
	132,000	Drilling Info Holdings, Inc., Series B, 7.25%*** †		132,000


		Total Seller’s Note (cost $70,858)		132,000


Principal Amount			Value


		SHORT-TERM INVESTMENTS 9.7%

		Repurchase Agreement 9.7%
	$48,318,364	Repurchase Agreement dated 3/29/19, 0.50% due 4/1/19 with Fixed Income Clearing Corp. collateralized by $48,970,000 of United States Treasury Notes 2.375% due 3/15/22; value: $49,289,529; repurchase proceeds: $48,320,377 (cost $48,318,364)	$	48,318,364


		Total Short-Term Investments (cost $48,318,364)		48,318,364


		Total Investments (cost $440,131,044) 101.2%		502,770,198

		Liabilities less Other Assets (1.2%)		(5,802,044	)


		NET ASSETS 100.0%	$	496,968,154


		Non-income producing. **Security was fair valued under procedures adopted by the Board of Trustees (see Note 12). †Security purchased in a private placement transaction or under Rule 144A of the Securities Act of 1933 (see Note 9). See Notes to Financial Statements.

At March 31, 2019, Wasatch Ultra Growth Fund’s investments, excluding short-term investments, were in the following countries:


Country	%
Argentina		1.4
India		2.5
Israel		2.1
Netherlands		2.2
United Kingdom		0.7
United States		91.1

TOTAL		100.0	%


Principal Amount			Value

		U.S. GOVERNMENT OBLIGATIONS 99.7%

$	48,030,000	U.S. Treasury Bond, 3.00%, 8/15/48	$	49,718,555
	112,300,000	U.S. Treasury Bond, 2.25%, 8/15/46		100,140,016
	18,000,000	U.S. Treasury Bond, 2.50%, 2/15/45		16,983,281
	2,700,000	U.S. Treasury Bond, 3.125%, 8/15/44		2,861,894
	11,000,000	U.S. Treasury Bond, 3.75%, 11/15/43		12,895,352
	39,000,000	U.S. Treasury Strip, principal only, 8/15/40		21,784,634
	81,000,000	U.S. Treasury Strip, principal only, 5/15/44		39,688,823
	175,700,000	U.S. Treasury Strip, principal only, 8/15/45		82,992,937


		Total U.S. Government Obligations (cost $335,447,710)		327,065,492


Principal Amount			Value

		SHORT-TERM INVESTMENTS 0.3%

		Repurchase Agreement 0.3%
	$ 940,990	Repurchase Agreement dated 3/29/19, 0.50% due 4/1/19 with Fixed Income Clearing Corp. collateralized by $955,000 of United States Treasury Notes 2.375% due 3/15/22; value: $961,231; repurchase proceeds: $941,029 (cost $940,990)	$	940,990


		Total Short-Term Investments (cost $940,990)		940,990


		Total Investments (cost $336,388,700) 100.0%		328,006,482

		Other Assets less Liabilities <0.1%		33,808


		NET ASSETS 100.0%	$	328,040,290


		See 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 15 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, Global Value Fund (formerly Large Cap Value Fund), International Growth Fund, International Opportunities Fund, Micro Cap Fund, Micro Cap Value Fund, Small Cap Growth Fund, Small Cap Value Fund, Ultra Growth Fund, 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 11 funds offer Institutional Class shares: Core Growth Fund, Global Value Fund and Small Cap Value Fund, which commenced operations on January 31, 2012, Emerging Markets Select 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 and Small Cap Growth 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, Global Value, International Growth, International Opportunities, Micro Cap, Micro Cap Value, Small Cap Growth, Small Cap Value and Ultra Growth 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 March 31, 2019. 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 12.

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 October 2018, the U.S. Securities and Exchange Commission adopted amendments to certain disclosure requirements that had become “redundant, duplicative, overlapping, outdated or superseded, in light of the other Commission disclosure requirements, GAAP or changes in the information environment.” The compliance date for the amendments to Regulation S-X is November 5, 2018 (for reporting period end dates of September 30, 2018 or after). Management has evaluated the impact of the amendments and determined the effect on the financial statements of adopting the simplification rules will be limited to a change in disclosures at March 31, 2019.

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.

Short Sales — The 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.

Participation Notes — Certain 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. 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.

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 an 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.

Options Transactions — The Equity Funds 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 13 (Offsetting) for more information about the offsetting of assets and liabilities.

The cost of investment securities purchased and proceeds from sales of investment securities, excluding U.S. government and short-term securities, for the six months ended March 31, 2019 are summarized below:

Purchases and sales of U.S. government securities in the U.S. Treasury Fund were $42,067,174 and $44,297,021, respectively.

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 2016. 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.

As of March 31, 2019, the cost and unrealized appreciation (depreciation) of securities on a tax basis were as follows:

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 (PFICs), partnership adjustments and other temporary tax adjustments.

The amount and character of tax-basis distributions and composition of net assets are finalized at fiscal year-end. Accordingly, tax basis balances have not been determined as of the date of this report.

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 two funds. The Global Value 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. The reclassifications generally relate to the tax treatment of net operating losses, the netting of net operating loss to short-term gains, investments in REITs and partnerships, redemptions in-kind, distribution reclassifications, foreign capital gains taxes, Section 988 currency gains and losses, PFICs, paydown gains and losses, non-REIT return of capital dividends and equalization. These reclassifications have no impact on the net asset values of the Funds.

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.

During the tax year ended September 30, 2018, the Funds used capital loss carryforwards in the following amounts:

The Funds have elected to defer losses incurred from November 1, 2017 through September 30, 2018 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:

EU Reclaims — As a result of several court cases in certain countries across the European Union, the Emerging Markets Small Cap Fund, Global Opportunities Fund, Global Value Fund, International Growth Fund and International Opportunities Fund filed tax reclaims for previously withheld taxes on dividends earned in Finland and Poland (EU Reclaims). These additional filings are subject to various administrative proceedings by the local jurisdictions’ tax authorities within the European Union, as well as a number of related judicial proceedings. Income recognized, if any, for EU reclaims is reflected as dividend income in the Statements of Operations and related receivables, if any, are reflected as interest and dividends receivable in the Statements of Assets and Liabilities. When uncertainty exists as to the ultimate resolution of these proceedings, the likelihood of receipt of these EU reclaims and the potential timing of payment, no amounts are reflected in the financial statements.

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, 2020. 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, 2020). The Funds may only make repayments to the Advisor for the amounts reimbursed if such repayment does not cause the Funds’ expense ratio, after repayment is take into account, to exceed both (i) the expense cap at the time such amounts were waived; and (ii) the Fund’s current expense cap. All amounts not recovered at the end of the period expire on January 31, 2020. Shareholder expenses will increase if the Advisor does not renew the contractual expense cap after its expiration date. 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. The Wasatch Funds’ Board of Trustees determined that the costs of the Proxy Statement related to the identification and shareholder approval of Trustee Nominees were extraordinary expenses. Investment advisory fees and fees waived, if any, for the six months ended March 31, 2019 are disclosed in the Statements of Operations. Investment advisory fee and expense limitation annual rates are shown below.

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 price, as that term is defined under the procedures. During the six months ended March 31, 2019, the Funds did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the 1940 Act.

In-Kind Transaction — In April 2017, the Wasatch International Opportunities Fund had a large in-kind redemption with an affiliated person. The transaction was effected consistent with the Funds’ Procedures for Effecting In-Kind Redemptions and was approved in advance by the Independent Trustees of the Wasatch Funds Trust.

Compensation — Officers serve in that capacity without compensation from the Trust. Beginning in the calendar year of 2018, the Funds’ method of compensating Trustees is to pay each Independent Trustee a retainer of $120,000 per year for services rendered and a fee of $24,000 for each Board of Trustees meeting attended in person or telephonically. In addition, each Independent Trustee receives a fee of $24,000 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 $30,000 a year as Chairman and $6,000 for attendance in person or telephonically at a Board meeting; the Chairman of the Audit Committee and the Chairman of the Nominating Committee each receive an additional $18,000 per year as Chairman and $3,600 for attendance in person or telephonically at a Board meeting. Additionally, each Independent Trustee is entitled to reimbursement of expenses related to his or her duties as a Trustee of the Funds.

Payments by Advisor — During the 2014 fiscal year, the Advisor paid certain audit, legal and/or printing fees of the Core Growth, Emerging Markets Small Cap, Global Value, Small Cap Growth and Small Cap Value Funds. The Advisor does not intend to be reimbursed for these amounts.

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.

During 2018, the Advisor paid for a portion of the expenses in connection with the merger of the Long/Short and Global Value Funds.

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 (HIMCO) with respect to the Wasatch-Hoisington U.S. Treasury Fund. HIMCO, 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.

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 March 31, 2019 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. SSB made the reimbursements in May 2017.

10% Shareholders — As of March 31, 2019, 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:

Affiliated Interests — As of March 31, 2019, 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:

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 six months ended March 31, 2019 with an “affiliated company” as so defined:

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 March 31, 2019, the Funds held the following restricted securities:

Effective May 17, 2018, 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 overnight federal-funds rate in effect on the date of borrowing, plus a margin, or (b) the daily 1-Month 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.

11. 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. For example, after the date of this report, there has been significant political upheaval in Zimbabwe, and as a result the Pricing Committee has applied a discount to the Zimbabwe assets held by the Frontier Emerging Small Countries Fund. This discount is included in the change in unrealized gain/(loss).

India Region Risk — The securities markets in the India region (India, Bangladesh, Pakistan and Sri Lanka) are substantially smaller, less liquid and more volatile than the major securities markets in the United States and the securities industries in these countries are comparatively underdeveloped. Financial intermediaries may not perform as well as their counterparts in the United States or in other countries with more developed securities markets. In some cases, physical delivery of securities in small lots has been required in India and shortages of vault capacity and trained personnel have existed among qualified custodial Indian banks. A fund may be unable to sell securities when the registration process is incomplete and may experience delays in receipt of dividends. If trading volume is limited by operational difficulties, the ability of the fund to invest may be impaired and the fund’s ability to buy or sell Indian securities may be impaired if the fund’s ability to transact is denied, delayed, suspended or not renewed by local regulators. In recent years, exchange-listed companies in the information technology sector and related industries (such as software) have grown so as to represent a significant portion of the total capitalization of the Indian market. The value of these companies will generally fluctuate in response to technological and regulatory developments. In addition, governmental actions can have a significant effect on economic conditions in the India region, which could adversely affect the value and liquidity of investments. Although the governments of India, Bangladesh, Pakistan and Sri Lanka have recently begun to institute economic reform policies, there can be no assurance that they will continue to pursue such policies or, if they do, that such policies will succeed. The region is an uncertain tax environment and it is difficult to know and predict the potential implications of future tax developments. Religious, cultural and military disputes persist in India, and between India and Pakistan (as well as sectarian groups within each country). The longstanding border dispute with Pakistan remains unresolved. In recent years, terrorists believed to be based in Pakistan struck Mumbai (India’s financial capital), further damaging relations between the two countries. If the Indian government is unable to control the violence and disruption associated

with these tensions (including both domestic and external sources of terrorism), the result may be military conflict, which could destabilize the economy of India. Both India and Pakistan have tested nuclear arms, and the threat of deployment of such weapons could hinder development of the Indian economy, and escalating tensions could impact the broader region, including China.

Liquidity Risk — The trading market for a particular security may be less liquid than it appears and 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 is owned by a group of shareholders advised by a common investment advisor. The Emerging Markets Select Fund also has a significant portion of net assets concentrated in relatively few related accounts. In the event of significant redemption activity by these shareholders, the Funds could experience a loss when selling portfolio securities to meet such redemption requests. The Funds could be forced to sell portfolio securities at unfavorable prices in an effort to generate sufficient cash to pay redeeming shareholders. Fund expenses may increase and performance may be materially affected.

12. 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 (“NASDAQ”) system, 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. To the extent the inputs are observable and timely, the values would be categorized in Level 2 of the fair value hierarchy.

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 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 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 and categorized as Level 2.

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 March 31, 2019 in valuing the Funds’ assets and liabilities:

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 six months ended March 31, 2019 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.

There were transfers of $10,632,125 in the Core Growth Fund and $42,754,388 in the Small Cap Growth Fund from Level 3 to Level 1 due to a change in pricing strategy on a private company that came public. This transfer amount represents the beginning of the period value for DocuSign, Inc., which transferred to Level 1 during the period in order to properly represent the activity on the Level 3 Rollforward presented below.

There was a transfer of $2,628,758 in Emerging India Fund out of Level 3 to Level 1 due to a change in pricing strategy on a private company that came public. This transfer amount represents the beginning of the period value for Aavas Financiers Ltd., which transferred to Level 1 during the period in order to properly represent the activity on the Level 3 Rollforward presented below.

There was a transfer of $8,206 in the International Opportunities Fund from Level 1 to Level 3.

The following is a reconciliation of the fair valuations using significant unobservable inputs (Level 3) for the Funds during the six months ended March 31, 2019:

Changes in EV/R multiples may change the fair value of an investment. Generally, a decrease in this 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 or unadjusted historical third party information. No unobservable inputs internally developed by the Funds have been applied to these investments, thus they have been excluded from the above table.

Other information regarding the Funds is available in the Funds’ most recent Prospectus and Report to Shareholders. This information is available on the Funds’ website at www.WasatchFunds.com and on the Securities and Exchange Commission’s website at www.sec.gov.

Each Fund is party to various netting arrangements. The Financial Accounting Standards Board (“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.

The following tables present information about financial instruments that were subject to enforceable netting arrangements as of March 31, 2019:

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.

Management Information. The business affairs of Wasatch Funds are overseen by its Board of Trustees. The Board consists of four Independent Trustees, all of whom 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.

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. The Funds’ Statement of Additional Information includes additional information about the Trustees and is available, without charge, online at www.WasatchFunds.com or upon request by calling Wasatch Funds at 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		$	99,220,332
Emerging India Fund			4,591,525
Global Opportunities Fund			10,899,209
Global Value Fund			20,535,691
International Growth Fund			41,285,234
International Opportunities Fund			34,016,624
Micro Cap Fund			44,480,704
Micro Cap Value Fund			17,823,539
Small Cap Growth Fund			177,876,579
Small Cap Value Fund			23,502,378
Ultra Growth Fund			11,827,106

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 on 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).

BOARD CONSIDERATIONS FOR ADVISORY AND SUB-ADVISORY AGREEMENTS OF THE WASATCH FUNDS

At a meeting held on November 6-7, 2018 (the “Meeting”), the Board of Trustees (the “Board”) of Wasatch Funds Trust (the “Trust”), including the disinterested Trustees (hereinafter, the “Independent Trustees”), unanimously approved the Advisory and Service Contract (the “Advisory Agreement”) between the Trust and Wasatch Advisors, Inc. (the “Advisor”) on behalf of each series of the Trust (each a “Fund”) and the sub-advisory agreement (the “Sub-Advisory Agreement”) between the Advisor and Hoisington Investment Management Company (“HIMCO” or the “Sub-Advisor”) on behalf of the Wasatch-Hoisington U.S. Treasury Fund (the “U.S. Treasury Fund”). The Advisory Agreement and Sub-Advisory Agreement are collectively the “Advisory Agreements.”

The Board, including the Independent Trustees, is responsible for overseeing the management of the Funds and as such, the Board determines each year as required by law whether to continue the Advisory Agreement with the Advisor on behalf of each Fund, and the Sub-Advisory Agreement with HIMCO on behalf of the U.S. Treasury Fund. In preparation for their review of the Advisory Agreements, the Independent Trustees requested through independent legal counsel and received extensive materials specifically prepared for the annual review of such agreements by the Advisor as well as certain materials provided by Broadridge Financial Solutions, Inc. (“Broadridge” or “Lipper”), an independent provider of investment company data. The materials covered a breadth of subject matters including, among other things, an overview of the organization; leadership structure and investment process of the Advisor, including its investment risk management process; the services performed pursuant to the Advisory Agreement; the experience of the relevant investment personnel; the performance of each Fund in absolute terms and as compared to the performance of peers compiled by Broadridge and benchmark(s); the brokerage policies and practices; the fees and expenses of each Fund and as compared to peers compiled by Broadridge; and the profitability of the Advisor. With respect to the Sub-Advisor, the materials also covered, among other things, an evaluation of the Sub-Advisor by the Advisor; the organizational and leadership structure of the Sub-Advisor; the services performed pursuant to the Sub-Advisory Agreement; the experience of the relevant investment personnel; the performance of the U.S. Treasury Fund in absolute terms and as compared to the performance of peers compiled by Broadridge and a benchmark; the fees and expenses of the U.S. Treasury Fund and as compared to peers compiled by Broadridge; and certain financial data regarding the Sub-Advisor. These materials supplement the materials that the Independent Trustees received and discussed throughout the year covering topics that are also pertinent to the annual review of Advisory Agreements, such as Fund performance, compliance, risk and liquidity management, brokerage allocation, distribution activity and trade execution. The Independent Trustees consider their review of Advisory Agreements to be an ongoing process that encompasses the information received, knowledge gained and discussions held during their Board and committee meetings held

throughout the year as well as while serving as Trustees. The Independent Trustees also received a memorandum from independent legal counsel outlining their fiduciary duties and legal standards in reviewing the Advisory Agreements.

In continuing their practice, the Independent Trustees met in executive session at a meeting held on October 23-24, 2018 (the “October Executive Session”) to consider and discuss the materials provided in connection with their review of the Advisory and Sub-Advisory Agreements. In their review, the Independent Trustees evaluated the advisory arrangements separately on a Fund-by-Fund and per class basis. The Independent Trustees invited members of management of the Advisor to attend the executive session from time to time to respond to questions and provide additional information. As a result of these discussions, as well as a result of the culmination of the Board’s year-round oversight of the Funds, the Independent Trustees presented the Advisor with additional questions and requests for additional information (through their independent counsel) and the Advisor provided written and oral responses to this request.

At this Meeting, the Independent Trustees met, including in executive session without management present, to further consider, in relevant part, the renewal of the Advisory and Sub-Advisory Agreements. The Independent Trustees had the benefit of independent legal counsel throughout the process. After their discussions and taking into account the information specifically provided for the evaluation of the Advisory Agreements, the information provided during the year, the accumulated knowledge and experience gained during their tenure as trustees, and the legal advice provided by legal counsel, the Independent Trustees approved the renewal of the Advisory Agreement and the Sub-Advisory Agreement. The Independent Trustees’ consideration of the contractual fee arrangements for the Funds were the result of several years of review and discussion between the Independent Trustees and Fund management, and the Independent Trustees’ conclusions may be based, in part, on their consideration of the fee arrangements and other factors developed in prior years. The Independent Trustees did not identify any single factor as all-important or controlling, but rather the decision reflected the comprehensive consideration of all the information presented, and each Trustee may have attributed different weights to the various factors and information considered in the approval process. The following summarizes the principal factors, but not all the factors, the Board considered in its review of the Advisory and Sub-Advisory Agreements and its conclusions.

A. NATURE, EXTENT AND QUALITY OF SERVICES

The Board, including the Independent Trustees, considered the nature, extent and quality of the Advisor’s and the Sub-Advisor’s services to the Funds and the resulting performance of each Fund, as described in further detail below. The Board considered the comprehensive set of management, oversight and administrative services the Advisor provides to manage and operate the Funds. The Independent Trustees recognized that the Advisor provides portfolio management services for the Funds (other than the U.S. Treasury Fund). In connection with providing these portfolio management services, the

Board considered the Advisor’s investment approach and philosophy, its research capabilities, the experience and tenure of the portfolio managers and the research and trading teams. In considering its investment approach, the Board recognized that the Advisor followed a research-intensive approach in evaluating companies and considered information reflecting, among other things, the Advisor’s investment process, risk identification and management process, due diligence followed in assessing companies, the portfolio construction process and the Advisor’s sell discipline. The Independent Trustees also continue to seek to meet with the portfolio manager(s) of the various Funds during the year to discuss and keep updated on, among other things, the investment approach employed, any adjustments thereto, market conditions, risk management, liquidity and investment performance. As noted below, the Independent Trustees also reviewed Fund performance in considering the investment management performance of the Advisor or HIMCO, as applicable.

In addition to portfolio management services, the Board considered the quality of the administrative or non-advisory services the Advisor provides to manage and operate the Funds (in addition to those provided by other third-parties). The Advisor oversees the day-to-day operations of the Funds providing the officers and other personnel necessary for their operation and/or overseeing the service providers involved in the daily operations of the Funds. As illustrative, these services included, but are not limited to, service provider oversight services (such as coordinating and evaluating the services of the the various third-party service providers, including the Sub-Advisor, accountants, administrator, attorneys, custodian and transfer agent), Board support and administration (such as overseeing the organization of the Board and committee meetings and preparing or overseeing the timely preparation of various materials and/or presentations for such meetings), shareholder communications (such as overseeing the preparation of annual and semi-annual and other periodic shareholder reports); Fund regulatory and other administration services (such as overseeing the preparation of the Fund’s registration statements and other regulatory filings; overseeing the valuation of portfolio securities and daily pricing; reviewing and certifying the Funds’ financial statements; overseeing the Funds’ distributions; analyzing trade execution including monitoring and evaluating cross-trades [if any]; and overseeing and assisting with compliance with foreign registration requirements); and compliance services (such as helping to maintain and update the Funds’ compliance program and related policies and procedures as necessary or appropriate to meet new regulatory requirements; testing for compliance; providing compliance training for personnel; and evaluating the compliance programs of the Funds’ service providers). The Independent Trustees also considered the various material entrepreneurial, reputational and regulatory risks the Advisor incurs in managing the Funds in a highly regulated industry.

In helping to ensure the continuity of services, the Independent Trustees also assessed the stability, organizational structure, financial strength and resources of the Advisor. The Independent Trustees considered, among other things, information regarding the history and experience of the Advisor as an investment advisor; its leadership structure

(including committee structure); its compensation arrangements and whether they were sufficient to attract and retain qualified personnel and deter taking undue risks in portfolio management; its succession planning for key personnel; its risk identification and management process in seeking to address identified risks faced by the Advisor; its business continuity policies and procedures; and certain financial data of the Advisor, including its profitability.

With respect to the Sub-Advisor, the Independent Trustees considered the nature, extent and quality of services the Sub-Advisor provides to the U.S. Treasury Fund. The Independent Trustees recognized that the Sub-Advisor primarily provides portfolio management services for the U.S. Treasury Fund and was not expected to supply other significant administrative services. The Independent Trustees considered the background and experience of the investment personnel of the Sub-Advisor and the performance history of the U.S. Treasury Fund. The Independent Trustees also reviewed the Advisor’s evaluation of the Sub-Advisor and its performance. Similarly, in seeking to help ensure the continuity of the services of the Sub-Advisor, the Independent Trustees considered the stability, organizational structure, financial strength and resources of the Sub-Advisor. The Independent Trustees considered, among other things, the history and experience of the Sub-Advisor as a registered investment advisor; its leadership structure; its compensation arrangements; its disaster recovery plans and process; its compliance program, including its regulatory history; its process to assess enterprise risk; and certain financial data of the Sub-Advisor as described in further detail below. The Board noted that the Advisor recommended the renewal of the Sub-Advisory Agreement.

Based on their review, the Independent Trustees found that, overall, the nature, extent and quality of services provided under the Advisory Agreement and the Sub-Advisory Agreement were satisfactory on behalf of each applicable Fund.

B. THE INVESTMENT PERFORMANCE OF THE FUNDS

As part of its evaluation of services provided by the Advisor and the Sub-Advisor, the Board reviewed the performance history of each Fund. Prior to the October Executive Session, the Board received and reviewed a report (the “Broadridge Report”) prepared by Broadridge Financial Solutions, Inc. “Broadridge” an independent data provider, which generally provided a Fund’s performance data for the one-, two-, three-, four-, five-, and 10-year periods ended August 31, 2018 (or for the periods available for Funds that did not exist for part of the foregoing timeframe) on an absolute basis and as compared to the performance of unaffiliated funds with similar investment objectives or classifications (a “Broadridge Peer Universe”), to a more focused subset of peers (a “Broadridge Peer Group”) and a benchmark provided by Broadridge for the prescribed periods. The Board was provided with information describing the methodology Broadridge used to create the Broadridge Peer Group and Broadridge Peer Universe.

In addition to the Broadridge Report, the Independent Trustees also reviewed materials reflecting, among other things, the respective Fund’s historical performance for the quarter, one-, three-, five-, and 10-year periods ended

September 30, 2018 (or for the periods available for Funds that did not exist for part of the foregoing time frame), and annual returns from 2000 through 2017 (or for the calendar years available for Funds that did not exist for part of the foregoing time frame) in absolute terms and as compared to the Fund’s respective benchmark(s) as described below.

The Board also considered information reflecting a Fund’s peer ranking in its respective Morningstar investment category and any Morningstar ratings on the Fund. The Independent Trustees further received analyst reports provided by an unaffiliated party for the following Funds: the Core Growth Fund, the International Opportunities Fund, the Small Cap Growth Fund, and the U.S. Treasury Fund. The Independent Trusts also reviewed the performance of the following Funds (the Core Growth Fund, the Emerging Markets Select Fund, the Emerging Markets Small Cap Fund, the Frontier Emerging Small Countries Fund, the Global Opportunities Fund, the International Growth Fund, the International Opportunities Fund, the Micro Cap Fund, the Micro Cap Value Fund, the Small Cap Growth Fund, the Small Cap Value Fund and the Ultra Growth Fund), compared to the performance of certain composites of separate accounts for the one-, three-, five- and 10-year periods ended September 30, 2018 (or for such shorter periods if a Fund or separate account composite did not exist for part of the foregoing timeframe). The performance data prepared for the review of the Advisory and Sub-Advisory Agreements supplements the performance data the Trustees received throughout the year as the Board regularly reviews and meets with portfolio manager(s) during the year to discuss, in relevant part, the performance of their respective Fund.

In evaluating performance, the Independent Trustees understand certain limitations of assessing performance data which may impact the weight given to particular performance data, including the following:

•

The performance data reflects a snapshot in time as of a particular period (in this case, the periods ended August 31, 2018 and September 30, 2018) and a different performance period could generate significantly different results;

•

Long-term performance can be affected by even one period of significant underperformance or overperformance so that a single investment decision or theme has the ability to disproportionately affect long-term performance;

•

The investment experience of a particular shareholder in the Funds will vary depending on the shareholder’s particular investment period and the Fund’s performance during that period and the class held (if multiple classes are offered in a Fund);

•

Although the performance data included in the Broadridge Report was based on the performance of the Investor Class shares of the Funds, the Board recognized that certain Funds also offer an Institutional Class. The performance of another class of a Fund, however, should be substantially similar on a relative basis because the classes are invested in the same portfolio of securities and differences in performance between the classes could be principally attributed to the variation in the expenses of each class; and

•

There may be difficulties in establishing appropriate peer groups and benchmarks for certain Funds. In this regard,

the Independent Trustees considered that the Advisor and the Sub-Advisor are responsible for managing the respective Fund in accordance with its investment objective(s), investment parameters and guidelines and that peers and/or benchmarks may be following different objectives, investment parameters and guidelines and risk tolerance levels which will lead to differing performance results and may limit the value of the comparative performance data in assessing a particular Fund’s performance. The Independent Trustees have recognized some limitations with the Broadridge Peer Group for the Micro Cap Fund and Micro Cap Value Fund (collectively, the “Micro Cap Funds”) as the respective Broadridge Peer Group generally focuses on companies with larger market capitalizations than those sought by the Micro Cap Funds. As a result, the Independent Trustees also reviewed the Micro Cap Funds’ performance compared to a custom no-load peer group provided by the Advisor for the one-, three-, five- and 10-year periods ended September 30, 2018.

Based on their review of the performance data, the Independent Trustees determined the following:

Core Growth Fund

With respect to the Core Growth Fund, the Fund’s Investor Class outperformed the median of the Broadridge Peer Group for the one-, two-, three-, four-, five- and 10-year periods ended August 31, 2018. The Fund’s Investor Class and Institutional Class also outperformed the Russell 2000 Index and Russell 2000 Growth Index for the one-, three-, five- and 10-year periods ended September 30, 2018. The Board was satisfied with the Fund’s overall performance.

Emerging India Fund

With respect to the Emerging India Fund, the Fund’s Investor Class outperformed the median of its Broadridge Peer Group in the one-, two-, three-, four- and five-year periods ended August 31, 2018. The Fund’s Investor Class and Institutional Class also outperformed the MSCI India Investable Market Index for the one-, three- and five-year periods ended September 30, 2018. The Board considered that the Fund’s performance had been generally favorable.

Emerging Markets Select Fund

With respect to the Emerging Markets Select Fund, the Independent Trustees noted that although the Fund’s Investor Class slightly underperformed the median of the Broadridge Peer Group for the two-, three- and five-year periods, the class matched the median of the Broadridge Peer Group in the four-year period and outperformed the median of its Broadridge Peer Group in the one-year period ended August 31, 2018. Similarly, although the Fund’s Investor Class and Institutional Class underperformed the MSCI Emerging Markets Index over the three- and five-year periods ended September 30, 2018, each class outperformed such index for the one-year period ended September 30, 2018. Although the Fund’s performance relative to the benchmark over the longer periods was somewhat challenged, the Fund’s performance over the shorter one-year period had improved. The Board considered the Fund portfolio positions that underperformed

those in the benchmark as well as the challenged performance of the emerging market asset class. The Board was satisfied with the explanation of the Fund’s performance and the improved performance over the one-year period, but would continue to monitor this Fund closely.

Emerging Markets Small Cap Fund

With respect to the Emerging Markets Small Cap Fund, the Independent Trustees noted that the Fund’s Investor Class provided positive absolute performance for the two-, three-, four-, five- and 10-year periods ended August 31, 2018, but the relative performance was somewhat challenged. In this regard, the Fund’s Investor Class underperformed the median of its Broadridge Peer Group for two-, three-, and five-year periods ended August 31, 2018. The Fund’s Investor Class, however, outperformed the median of its Broadridge Peer Group for the one-year period and matched the median for the Broadridge Peer Group for the four-year period ended August 31, 2018. In addition, although the Fund’s Investor Class and Institutional Class underperformed the MSCI Emerging Markets Small Cap Index and MSCI Emerging Markets Index for the one-, three- and five-year periods ended September 30, 2018, each class outperformed such indexes in the 10-year period ended September 30, 2018. The Board considered the Fund’s portfolio positions that detracted from Fund performance as well as the challenged performance of the emerging market asset class. In light of the foregoing, the Board would continue to monitor this Fund closely.

Frontier Emerging Small Countries Fund

With respect to the Frontier Emerging Small Countries Fund, the Independent Trustees noted that the Fund has experienced periods of challenged performance with the Investor Class underperforming the median of its Broadridge Peer Group for the one-, two-, three-, four- and five-year periods ended August 31, 2018. The Fund’s Investor Class and Institutional Class similarly underperformed the MSCI Frontier Emerging Markets Index and MSCI Frontier Markets Index for the one-, three- and five-year periods ended September 30, 2018. The Board considered, among other things, the portfolio positions that detracted from Fund performance and the challenged performance of the asset class. The Board also considered the steps management had taken to address performance issues, including the changes to portfolio managers of the Fund in 2016 and modifications to the investment approach of the Fund under the new management team. The Board would continue to monitor this Fund closely.

Global Opportunities Fund

With respect to the Global Opportunities Fund, the Independent Trustees noted that the Fund’s Investor Class outperformed the median of its Broadridge Peer Group for the one-, two-, three-, four- and five-year periods ended August 31, 2018. Similarly, the Fund’s Investor Class and Institutional Class outperformed its benchmark, the MSCI ACWI (All Country World) Small Cap Index, for the one-, three- and five-year periods ended September 30, 2018. The

Board determined that the Fund’s overall performance over time had been generally favorable.

Global Value Fund

With respect to the Global Value Fund (formerly, the Large Cap Value Fund), the Independent Trustees noted that although the Fund’s Investor Class underperformed the median of its Broadridge Peer Group for the 10-year period ended August 31, 2018, the Fund’s Investor Class outperformed or matched the median of its Broadridge Peer Group for the one-, two-, three-, four- and five-year periods ended August 31, 2018. The Fund’s Investor Class and Institutional Class, however, underperformed the MSCI ACWI (All Country World Index) and Russell 1000^® Value Index for the one-, three-, five- and 10-year periods ended September 30, 2018. In reviewing the performance, the Independent Trustees recognized that the Board had approved a change in the principal investment strategies of the Fund to permit the Fund greater ability to invest in foreign securities becoming a global value fund effective October 31, 2017, and the performance prior to such effective date would not reflect the foregoing change. Although the Fund previously had experienced periods of challenged performance, the Board recognized the steps the Advisor has taken to address performance issues and was satisfied with the Fund’s improved performance.

International Growth Fund

With respect to the International Growth Fund, the Independent Trustees noted that although the Fund’s Investor Class underperformed the median of its Broadridge Peer Group in the five-year period ended August 31, 2018, the Class outperformed the median in the one-, two-, three-, four- and 10-year periods ended August 31, 2018. The Independent Trustees further noted that the Fund’s Investor Class and Institutional Class outperformed the benchmarks, the MSCI ACWI (All Country World Index) ex-USA Small Cap Index and MSCI World ex-USA Small Cap Index, for the one-, three-, five- and 10-year periods ended September 30, 2018. The Board recognized the improved performance of the Fund and determined that it was satisfied with the Fund’s overall performance.

International Opportunities Fund

With respect to the International Opportunities Fund, the Independent Trustees noted that the Fund’s Investor Class outperformed the median of its Broadridge Peer Group for the one-, two-, three-, four-, five- and 10-year periods ended August 31, 2018. Similarly, the Independent Trustees noted that the Fund’s Investor Class and Institutional Class outperformed its benchmarks the MSCI ACWI ex USA. Small Cap Index and MSCI World ex USA. Small Cap Index for the one-, three-, five- and 10-year periods ended September 30, 2018. The Board determined the Fund’s overall performance had been generally favorable.

Micro Cap Fund

With respect to the Micro Cap Fund, the Independent Trustees noted that the Fund’s Investor Class outperformed

the median of its Broadridge Peer Group for the one-, two-, three- four-, five- and 10-year periods ended August 31, 2018. In addition, the Fund’s Investor Class outperformed its benchmark, the Russell Microcap^® Index, for the one-, three-, five- and 10-year periods ended September 30, 2018. In considering the comparative data, the Independent Trustees recognized that the Broadridge Peer Group may not adequately reflect the investment strategies and investable universe of the Fund thereby limiting some of the value of the comparative data. Accordingly, the Independent Trustees also reviewed the Fund’s performance compared to a custom peer group provided by the Advisor for the one-, three-, five- and 10-year periods ended September 30, 2018. In considering the foregoing, the Board determined the Fund’s overall performance had been generally favorable.

Micro Cap Value Fund

With respect to the Micro Cap Value Fund, the Independent Trustees noted that the Fund’s Investor Class outperformed the median of its Broadridge Peer Group for the one-, two, three-, four-, five- and 10-year periods ended August 31, 2018. Similarly, the Fund’s Investor Class outperformed its benchmark, the Russell Microcap Index, for the one-, three-, five- and 10-year periods ended September 30, 2018. In considering the comparative data, as noted above with the Micro Cap Fund, the Independent Trustees recognized that the Broadridge Peer Group may not adequately reflect the investment strategies and investable universe of the Fund thereby limiting some of the usefulness of the comparative data. The Independent Trustees accordingly also reviewed the Fund’s performance compared to a custom peer group provided by the Advisor for the one-, three-, five- and 10-year periods ended September 30, 2018? In considering the foregoing, the Board determined that the Fund’s overall performance had been generally favorable.

Small Cap Growth Fund

With respect to the Small Cap Growth Fund, the Independent Trustees noted that although the Fund’s Investor Class underperformed the median of its Broadridge Peer Group for the five-year period ended August 31, 2018, the Class outperformed such median for the one-, two-, three-, four- and 10-year periods. In addition, although the Fund’s Investor Class and Institutional Class underperformed the Russell 2000 Growth Index for the five-year period, each class outperformed such index for the one-, three- and 10-year periods ended September 30, 2018. Similarly, the Fund’s Investor Class and Institutional Class outperformed the Russell 2000 Index for the one- three-, five- and 10-year periods ended September 30, 2018. The Board was satisfied with the Fund’s overall performance.

Small Cap Value Fund

With respect to the Small Cap Value Fund, the Independent Trustees noted that the Fund’s Investor Class outperformed the performance of the median of its Broadridge Peer Group for the one-, two-, three-, four-, five- and 10-year periods ended August 31, 2018. Except that the Investor Class shares of the Fund underperformed the Russell 2000

Value Index for the three-year period ended September 30, 2018, the Institutional Class outperformed such index in such period and the Fund’s Investor Class and Institutional Class each outperformed such index for the one-, five- and 10-year periods ended September 30, 2018. Similarly, although the Fund’s Investor Class and Institutional Class underperformed the Russell 2000 Index for the one- and three-year periods ended September 30, 2018, each class outperformed such index in the five- and 10-year periods ended September 30, 2018. The Board was satisfied with the Fund’s performance.

Ultra Growth Fund

With respect to the Ultra Growth Fund, the Independent Trustees noted that the Fund’s Investor Class outperformed the median of its Broadridge Peer Group for the one-, two-, three-, four-, five- and 10-year periods ended August 31, 2018. In addition, the Fund’s Investor Class outperformed the Russell 2000^® Growth Index for the one-, three-, five- and 10-year periods ended September 30, 2018. In light of the foregoing, the Board was satisfied with the Fund’s overall performance.

U.S. Treasury Fund

With respect to the U.S. Treasury Fund, the Independent Trustees noted that although the Fund’s Investor Class underperformed the median of its Broadridge Peer Group for the one- and two-year periods ended August 31, 2018, the Fund outperformed the median of its Broadridge Peer Group for the three-, four-, five- and 10-year periods ended August 31, 2018. Similarly, although the Fund’s Investor Class underperformed its benchmark, the Bloomberg Barclays US Aggregate Bond Index, in the one- and three-year periods ended September 30, 2018, the Fund outperformed such index in the five- and 10-year periods ended September 30, 2018. The Board was satisfied with the Fund’s overall performance.

C. FEES, EXPENSES AND PROFITABILITY

1.	Fees and Expenses

In its annual review, the Board considered the fees paid to the Advisor and Sub-Advisor and the total operating expense ratio of each Fund before and after any expense cap undertaken by the Advisor to limit the respective Fund’s operating expenses to certain levels. More specifically, the Independent Trustees reviewed, among other things, the contractual management fee rate, the net management fee rate (i.e., the management fee after taking into account expense reimbursements and/or fee waivers, if any) and net total expense ratio of each class of the respective Fund in relation to those of a comparable universe of funds (the “Broadridge Expense Universe”) and to a more focused subset of comparable funds (the “Broadridge Expense Group”) established by Broadridge. The Board reviewed information regarding the methodology followed by Broadridge to develop the Broadridge Expense Universe and Broadridge Expense Group. The Board considered the net total expense ratio of each class of each Fund (expressed as a percentage of average net assets) as the expense ratio is more reflective of the investors’ net experience in a Fund as it directly reflects the costs of investing in a Fund.

In reviewing the comparative data provided by Broadridge, the Board was aware of some of the limitations of such data that arise as a result of differences between the investment strategies of the Funds and the peers, particularly with respect to the Micro Cap Fund and Micro Cap Value Fund, and that the data may vary depending on the selection and composition of the peer group. In light of the foregoing, the Independent Trustees also reviewed comparisons of the Micro Cap Fund’s and Micro Cap Value Fund’s management fee and net expense ratio with those of a custom peer group provided by the Advisor.

Aside from the comparative data provided by Broadridge, the Independent Trustees also considered information regarding fees charged by the Advisor and Sub-Advisor to other types of clients, as described in further detail below.

In addition to the foregoing fee and expense data, the Board considered information regarding the various factors that the Advisor considers in proposing a management fee level for a respective Fund, including, among other things, the potential value of the service (such as the potential for the strategy to deliver alpha and the experience of the management team with the respective strategy), the competitive marketplace (such as the uniqueness of the Fund and the fees of competitor funds) and the economics to the Advisor (such as, the costs to provide the advisory services to the particular Fund and the existence of any capacity constraints of the Fund, which may reduce the potential for revenues to the Advisor). In this regard, the Board also noted the research-intensive approach followed by the Advisor and the related costs incurred of such approach, particularly for evaluating small- or micro-cap companies as well as foreign companies; the quality and experience of the portfolio managers; and the Advisor’s willingness to close capacity-constrained Funds when necessary to protect performance and forego potential revenues that could be derived from higher asset levels. The Board further considered the Advisor’s contractual commitment to limit certain operating expenses of each of the classes of various Funds to the benefit of shareholders and reviewed the amounts, if any, the Advisor had reimbursed to the applicable Fund for the last three fiscal years.

In considering the fees of the Sub-Advisor for the U.S. Treasury Fund, the Independent Trustees considered the fee rate paid to the Sub-Advisor with respect to such Fund in absolute terms and as compared to the Sub-Advisor’s pricing schedule for portfolio management services for other clients. The Independent Trustees also noted that the Sub-Advisor fee is an obligation of the Advisor from its own revenues and not of the Fund. Further, the Independent Trustees recognized that the Advisor and the Sub-Advisor are not affiliates and the sub-advisory fee was established through arm’s length negotiations between the Advisor and the Sub-Advisor.

In its evaluation of the advisory and sub-advisory fees of the Funds, the Board observed, among other things, the following:

With respect to the Core Growth Fund, the Independent Trustees recognized that although the contractual management fee rate for the Investor and Institutional Class shares was above the median of its respective Broadridge Expense Group, the Fund had a net expense ratio that was slightly higher (within 5 basis points) than the median of its Broadridge Expense Group

for the Investor Class shares and higher than the median of its Broadridge Expense Group for the Institutional Class shares. The Independent Trustees also noted, in part, the capacity constraints of this Fund, the experience and expertise of the Advisor with this strategy, the costs of the research-intensive approach, and the potential for the Fund to deliver alpha. Based on its review, the Board determined that the advisory fee for the foregoing Fund was acceptable in light of the nature, extent and quality of services provided.

With respect to the Emerging India Fund, although the Fund’s contractual management fee rate for the Investor Class and Institutional Class shares was higher than the median of its Broadridge Expense Group, its net expense ratio was the same as the median of its Broadridge Expense Group for the Investor Class shares and below the median for the Institutional Class shares. The Independent Trustees also noted, in part, the capacity constraints of this Fund, the uniqueness of the Fund in the marketplace, and the additional expenses associated with evaluating and investing in companies in India. Based on its review, the Board determined that the advisory fee for the foregoing Fund was acceptable in light of the nature, extent and quality of services provided.

With respect to the Emerging Markets Select Fund, the Independent Trustees noted that the Fund’s contractual management fee rate was slightly higher (within 5 basis points) than the median of its Broadridge Expense Group for the Investor Class shares and the Institutional Class shares and the net expense ratio for the Investor Class shares was higher than the median for the Broadridge Expense Group, but the net expense ratio for the Institutional Class was lower than the median. While the Independent Trustees recognized that the Fund had more capacity than other Funds, which are focused on small- and/or micro-cap securities, the Trustees also recognized the uniqueness of the Fund’s approach to the emerging markets segment. Based on its review, the Board determined that the advisory fee for the foregoing Fund was acceptable in light of the nature, extent and quality of services provided.

With respect to the Emerging Markets Small Cap Fund, the Independent Trustees noted that the Fund’s contractual management fee rate and net total expense ratio for the Investor Class shares and Institutional Class shares were above the median of its Broadridge Expense Group. The Independent Trustees also noted, in part, the capacity constraints of this Fund, the uniqueness of the Fund in the marketplace, and the additional expenses associated with evaluating and investing in companies dispersed among the various emerging market countries. Based on its review, the Board determined that the advisory fee for the foregoing Fund was acceptable in light of the nature, extent and quality of services provided.

With respect to the Frontier Emerging Small Countries Fund, the Independent Trustees noted that the contractual management fee rate and net expense ratio were above the median of its Broadridge Expense Group for the Investor and Institutional Class shares. The Trustees further recognized, however, that the management fee and expense cap on the classes of this Fund were reduced in 2017. The Independent Trustees also noted, in part, the capacity constraints

of this Fund, the uniqueness of the Fund in the marketplace, and the additional expenses associated with evaluating and investing in companies dispersed among the various emerging market and frontier countries. Based on its review, the Board determined that the advisory fee for the foregoing Fund was acceptable in light of the nature, extent and quality of services provided.

With respect to the Global Opportunities Fund, the Independent Trustees noted that although the contractual management fee rate of the Fund was above the median of its Broadridge Expense Group for the Investor Class shares and the Institutional Class shares, the Fund’s net expense ratio was the same as the median of its Broadridge Expense Group for the Investor Class shares and below the median for the Institutional Class shares. In addition, the Independent Trustees noted, in part, the capacity constraints of this Fund. Based on its review, the Board determined that the advisory fee for the foregoing Fund was acceptable in light of the nature, extent and quality of services provided.

With respect to the Global Value Fund, the Independent Trustees noted that the contractual management fee rate was slightly higher (within 5 basis points) than the median of its Broadridge Expense Group for the Investor Class shares and Institutional Class shares, and the Fund’s net expense ratio was below the median of its Broadridge Expense Group for the Investor Class shares and Institutional Class shares. In addition, the Independent Trustees recognized that the Fund generally had no capacity constraints given its investment strategies. Based on its review, the Board determined that the advisory fee for the foregoing Fund was acceptable in light of the nature, extent and quality of services provided.

With respect to the International Growth Fund, the Independent Trustees noted that although the Fund’s contractual management fee rate for the Investor Class shares and Institutional Class shares was above the median of its Broadridge Expense Group, its net expense ratio was below the median of the Broadridge Expense Group for its Investor Class shares and Institutional Class shares. In addition, the Independent Trustees noted, in part, the capacity constraints of the Fund, the uniqueness of the strategy of the Fund, and the additional costs incurred in evaluating and investing in foreign companies. Based on its review, the Board determined that the advisory fee for the foregoing Fund was acceptable in light of the nature, extent and quality of services provided.

With respect to the International Opportunities Fund, the Independent Trustees noted that the Fund’s contractual management fee rate and net expense ratio were above the median of its Broadridge Expense Group for the Investor Class shares and Institutional Class shares. In addition, the Independent Trustees noted, in part, the capacity constraints of the Fund, the uniqueness of the strategy of the Fund, and the additional costs incurred in evaluating and investing in foreign companies. Based on its review, the Board determined that the advisory fee for the foregoing Fund was acceptable in light of the nature, extent and quality of services provided.

With respect to the Micro Cap Fund and the Micro Cap Value Fund, the Independent Trustees noted that each Fund’s contractual management fee rate and net expense ratio were above the

median of its Broadridge Expense Group. The Trustees, however, recognized that the management fees for these Funds were reduced in 2016. In addition, the Independent Trustees noted, in part, the capacity constraints of the Funds, the uniqueness of the Funds and their potential to deliver alpha, the Advisor’s experience in this asset category, and the costs associated with applying the Advisor’s research-intensive approach to the micro-cap asset class. Based on its review, the Board determined that the advisory fee for each of the foregoing Funds was acceptable in light of the nature, extent and quality of services provided.

With respect to the Small Cap Growth Fund, the Independent Trustees noted that the Fund’s contractual management fee rate was above the median of its Broadridge Expense Group for the Investor Class shares and Institutional Class shares and its net expense ratio was above the median of its Broadridge Expense Group for the Investor Class shares and slightly above (within 5 basis points) the median for the Institutional Class shares. In addition, the Trustees noted, in part, the capacity constraints of the Fund, the potential to deliver alpha, the expertise of the Advisor with the strategy and the costs associated with applying the Advisor’s research-intensive approach to the small-cap asset class. Based on its review, the Board determined that the advisory fee for the foregoing Fund was acceptable in light of the nature, extent and quality of services provided.

With respect to the Small Cap Value Fund, the Independent Trustees noted that the Fund’s contractual management fee rate was above the median of its Broadridge Expense Group for the Investor Class shares and Institutional Class shares, and the net expense ratio of the Investor Class shares was above the median of its Broadridge Expense Group but below the median for the Institutional Class shares. In addition, the Trustees noted, in part, the capacity constraints of the Fund, the potential to deliver alpha, the expertise of the Advisor with the strategy and the costs associated with applying the Advisor’s research-intensive approach to the small-cap asset class. Based on its review, the Board determined that the advisory fee for the foregoing Fund was acceptable in light of the nature, extent and quality of services provided.

With respect to the Ultra Growth Fund, the Independent Trustees noted that the Fund’s contractual management fee rate and net expense ratio for its Investor Class shares were slightly higher than (within 5 basis points) the respective median of the Broadridge Expense Group. In addition, the Independent Trustees noted, in part, the capacity constraints of the Fund, the Advisor’s expertise in the small-cap asset class and the costs associated with applying the Advisor’s research-intensive approach to the small-cap asset class. Based on its review, the Board determined the advisory fee for the Fund was acceptable in light of the nature, extent and quality of services provided.

With respect to the U.S. Treasury Fund, the Independent Trustees noted that the Fund’s contractual management fee matched the median of its Broadridge Expense Group, and the Fund’s net expense ratio was below the median of its Broadridge Expense Group for the Investor Class shares. In addition, the Independent Trustees recognized that the Fund did not have any capacity constraints. Based on its

review, the Board determined that the advisory fee for the foregoing Fund was acceptable in light of the nature, extent and quality of services provided. In addition to the advisory fee of the U.S. Treasury Fund, the Board recognized that the Fund is sub-advised and separately considered the sub-advisory fee rate paid to the Sub-Advisor by the Advisor and as compared to the Sub-Advisor’s pricing schedule for portfolio management services to other clients. With respect to the U.S. Treasury Fund, the Independent Trustees noted that the sub-advisory fee rate was in line with the Sub-Advisor’s fee schedule in light of the asset size of the Fund. In addition, the Independent Trustees also recognized that the Advisor pays the Sub-Advisor from its own revenues and the sub-advisory fee to the Sub-Advisor was established through arm’s length negotiations between the Advisor and the Sub-Advisor, which is unaffiliated with the Advisor. Based on its review, the Board determined that the sub-advisory fee for the U.S. Treasury Fund was acceptable in light of the nature, extent and quality of services provided.

2.	Fees Charged to Other Advisor and Sub-Advisor Clients

In their review of the appropriateness of fees, the Board also considered information regarding the nature of services and fee rates offered by the Advisor to other clients, including separate accounts, unified managed accounts, model accounts, collective investment trusts and certain domestic and foreign funds outside the Wasatch family of funds for which the Advisor serves as a sub-advisor. The Independent Trustees reviewed, among other things, information regarding the fee rates of certain separate accounts and if multiple separate accounts existed with varying fee rates, the range of fees and their weighted average of such accounts that are managed in a style similar to that of certain Funds. Such Funds included the Core Growth Fund, Emerging Markets Select Fund, Emerging Markets Small Cap Fund, Frontier Emerging Small Countries Fund, Global Opportunities Fund, Global Value Fund, International Growth Fund, Micro Cap Fund, Micro Cap Value Fund, Small Cap Growth Fund, Small Cap Value Fund and Ultra Growth Fund.

The Independent Trustees noted that the fee rates or weighted average fee rates for separate accounts and other types of clients were generally lower than the fees for the comparable Fund, subject to certain exceptions. The Independent Trustees considered the rationale the Advisor provided for the variations in fee rates between the Funds and other types of clients including, in particular, the material differences in the services provided to the Funds compared to other types of clients, the extensive regulatory requirements associated with operating registered investment companies, and the differences in the investment parameters and strategies between the investment companies and other clients. The Independent Trustees noted that although the Advisor may provide portfolio management services to separate accounts similar to those for the Funds, the services may still be quite different given the varying investment parameters. The Independent Trustees noted that, in general, the Advisor assessed higher fees to clients requiring a higher degree of service. The Independent Trustees acknowledged that the additional services provided to support the Funds included, among other things, fund

administrative services and operations, shareholder communications, oversight of third party service providers, oversight of shareholder servicing, Board support, tax administration and compliance, and that such services were not required to the same extent or at all for other types of clients. The Independent Trustees further acknowledged the entrepreneurial, reputational and regulatory risk the Advisor incurs in managing the Funds. The Board determined that the varying levels of fees were justified given, among other things, the inherent differences in the products and level of services provided to the Funds versus other clients and the entrepreneurial and other risks incurred in sponsoring and advising the Funds.

In addition, with respect to the Sub-Advisory fees for the Sub-Advisor of the U.S. Treasury Fund, the Independent Trustees, as noted above, had reviewed the sub-advisory fee rate paid to the Sub-Advisor compared to the Sub-Advisor’s pricing schedule for portfolio management services for other clients, including the fee rate for a separate account with a similar size as the Fund. The Independent Trustees had noted that the fee rate paid to the Sub-Advisor for its sub-advisory services was reasonable in comparison to its respective pricing schedule. The Trustees further noted that the Sub-Advisor was unaffiliated with the Advisor and therefore the respective sub-advisory fee was the result of arms-length negotiations. As noted, the Board considered the sub-advisory fee to be acceptable in light of the nature, extent and quality of services provided.

3.	Profitability of the Advisor

In conjunction with their review of fees, the Independent Trustees reviewed information reflecting the Advisor’s financial condition. The Independent Trustees reviewed the consolidated financial statements of WA Holdings, Inc. (the parent of the Advisor) and its subsidiary (the Advisor) for the years ended December 31, 2017 and 2016.

The Independent Trustees also reviewed the profitability information for the Advisor derived from its relationship with each Fund for the calendar year ended December 31, 2017 on an actual and adjusted basis. The Independent Trustees evaluated, among other things, the Advisor’s revenues, expenses and net income (pre-tax and after-tax) and the net profit margins (pre-tax and after-tax). The Independent Trustees also reviewed the level of profitability realized by the Advisor including and excluding distribution expenses incurred by the Advisor from its own resources.

In its evaluation of profitability, the Independent Trustees reviewed the Advisor’s methodology used to allocate revenue and expenses for the purposes of calculating profitability per Fund. However, the Independent Trustees recognized the difficulty in calculating profitability at the individual Fund level given that the use of different but reasonable expense allocation methodologies may lead to significantly different results. Further, the Independent Trustees recognized that employee compensation was the primary expense for the Advisor and as a privately held S corporation owned by employees, the Advisor’s level of profitability could be influenced, in part, by paying employees through compensation expense as opposed to dividends as shareholders. As a result, the Independent Trustees also reviewed the Advisor’s profitability data for 2017 with

certain adjustments to the compensation expense to assist in the comparability of the Advisor’s profitability to certain industry peers. In this regard, the Independent Trustees received and reviewed comparative profitability data which included, among other things, the revenues, expenses and profit margin (pre-tax) of certain other public advisory firms in the industry which the Advisor considers resemble its business model. The Trustees, however, noted the difficulty in comparing the profitability of various investment advisors given the limited public information available and the subjective nature of calculating profitability which can be affected by numerous factors, including variations in fee waivers and expense reimbursements by the advisor, the types of funds managed, other lines of business, the cost allocation methodology, and the capital structure. Based on the information presented and recognizing the above limitations, the Independent Trustees noted that the Advisor’s profitability (with and without the compensation adjustment) appeared reasonable when compared to the peer group of unaffiliated advisors. In addition to the comparative data, the Independent Trustees also considered in assessing profitability any indirect benefits (such as soft dollars) that the Advisor or Sub-Advisor received that were directly attributable to the management of the applicable Funds as discussed in further detail below. Based on its review, the Board was satisfied that the Advisor’s level of profitability from its relationship with each Fund was not unreasonable in light of the services provided.

In addition to the Advisor’s profitability, the Independent Trustees reviewed information reflecting the financial condition of the Sub-Advisor. Although profitability on a per account level was not available, the Trustees reviewed the Sub-Advisor’s financial statements for the years ended December 31, 2017 and 2016. Based on its review, including the Sub-Advisor’s fee schedule and the fact that the sub-advisory fee was established through arm’s length negotiations, the Independent Trustees concluded that the Sub-Advisor’s profitability from its relationship with the U.S. Treasury Fund was not unreasonable.

ECONOMIES OF SCALE AND WHETHER FEE LEVELS REFLECT THESE ECONOMIES OF SCALE

The Board considered information provided by the Advisor regarding the possible existence of economies of scale as a Fund’s assets grow and whether the Funds have appropriately benefited from such economies of scale. In its review, the Independent Trustees recognized that economies of scale are difficult to assess or quantify, particularly on a Fund-by-Fund basis. The Independent Trustees observed that economies of scale generally occur as assets grow. However, several Funds have capacity constraints, particularly those investing primarily in small- and micro-cap companies. In light of these constraints, the Advisor has periodically closed Funds to new investments to protect performance that may not be able to be replicated at higher asset levels. Such practice may prevent such Funds from achieving economies of scale that may exist at such higher asset levels. Although the Independent Trustees recognized that closing a Fund may prevent certain economies of scale from being achieved, the Trustees noted the benefit of protecting performance for existing

shareholders and maintaining the assets of these Funds at levels the Advisor believes can be effectively managed. The Independent Trustees also recognized the costs of the Advisor’s research-intensive investment process in managing Funds and the Advisor’s loss of potential revenues that could be earned on higher asset levels when a Fund is closed to new investments. With respect to Funds without capacity constraints, the Independent Trustees considered the Advisor’s position that such Funds were not of a sufficient scale to benefit from breakpoints in the fee schedule. Further, although the management fees would remain the same as assets increased since they are not subject to investment advisory fee breakpoints, the Board recognized that shareholders would benefit from the temporary expense limitation agreements that limit the overall net expense ratios on the respective classes of the Funds and which may be considered another means for sharing economies of scale.

Considering the factors above, the Independent Trustees concluded the absence of breakpoints in the management fees was acceptable and that such economies as exist are adequately reflected in the Advisor’s fee structure.

E. INDIRECT BENEFITS

The Independent Trustees received and considered information regarding indirect benefits the Advisor and Sub-Advisor may receive as a result of their relationship with the respective Fund(s). In this regard, the Independent Trustees recognized that the Advisor may receive benefits from soft dollar arrangements whereby the Advisor may use a portion of the brokerage commissions paid by the Funds to acquire research that may be useful to the Advisor in managing the Funds and other clients. The Independent Trustees recognized that the Advisor’s profitability would be lower if it paid for such research with its own revenues. With respect to the Sub-Advisor, the Independent Trustees recognized that the Sub-Advisor has not participated in soft dollar arrangements with respect to the U.S. Treasury Fund’s portfolio transactions. The Independent Trustees further considered the reputational and/or marketing benefits the Advisor and Sub-Advisor may receive as a result of their association with the Funds. The Independent Trustees took these indirect benefits into account when accessing the level of advisory fees paid to the Advisor and sub-advisory fee to the Sub-Advisor and concluded that the indirect benefits received were reasonable.

ANNUAL APPROVAL OF ADVISORY AND SUB-ADVISORY AGREEMENTS

The Independent Trustees did not identify any single factor discussed previously as all-important or controlling. The Board concluded that the terms of the Advisory Agreement for each Fund and the Sub-Advisory Agreement with the Sub-Advisor on behalf of the U.S. Treasury Fund were fair and reasonable, that the Advisor’s and Sub-Advisor’s fees are reasonable in light of the services provided to each respective Fund, and that the Advisory Agreement should be approved on behalf of each Fund and the Sub-Advisory Agreement should be approved on behalf of the U.S. Treasury Fund.

INVESTMENT ADVISOR

Wasatch Advisors, Inc.

505 Wakara Way, 3rd Floor

Salt Lake City, UT 84108

SUB-ADVISOR FOR THE WASATCH-HOISINGTON 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

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

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

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

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.

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.


(Name and Address of Agent for Service)		Copy to:

Eric S. Bergeson Wasatch Advisors, Inc. 505 Wakara Way, 3^rd Floor Salt Lake City, UT 84108		Eric F. Fess, Esq. Chapman & Cutler LLP 111 West Monroe Street Chicago, IL 60603



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 Global Value Fund^® Management Discussion			16

Portfolio Summary			17

Wasatch International Growth Fund^® Management Discussion			18

Portfolio Summary			19

Wasatch International Opportunities Fund^® Management Discussion			20

Portfolio Summary			21

Wasatch Micro Cap Fund^® Management Discussion			22

Portfolio Summary			23

Wasatch Micro Cap Value Fund^® Management Discussion			24

Portfolio Summary			25

Wasatch Small Cap Growth Fund^® Management Discussion			26

Portfolio Summary			27

Wasatch Small Cap Value Fund^® Management Discussion			28

Portfolio Summary			29

Wasatch Ultra Growth Fund^® Management Discussion			30

Portfolio Summary			31

Wasatch-Hoisington U.S. Treasury Fund^® Management Discussion			32

Portfolio Summary			33

Management Discussions — Definitions of Financial Terms			34

Operating Expenses			36

Schedule of Investments			39

Statements of Assets and Liabilities			70

Statements of Operations			74

Statements of Changes in Net Assets			78

Financial Highlights			84

Notes to Financial Highlights			90

Notes to Financial Statements			91

Supplemental Information			107

Management of the Trust			107

Additional Tax Information			108

Proxy Voting Policies, Procedures and Record			108

Quarterly Portfolio Holdings Disclosure on Form N-Q			108

Board Considerations for Advisory and Sub-Advisory Agreements of the Wasatch Funds			109

Service Providers			118

Contact Wasatch			118


	Account Value				Expenses Paid During Period*		Annualized Expense Ratio*
Fund/Class and Return	Beginning of Period October 1, 2018		End of Period March 31, 2019		Expenses Paid During Period*		Annualized Expense Ratio*
Core Growth Fund — Investor Class

Actual		$1,000.00		$938.20		$5.75		1.19%
Hypothetical (5% before expenses)		$1,000.00		$1,019.00		$5.99		1.19%
Core Growth Fund — Institutional Class

Actual		$1,000.00		$938.90		$5.08		1.05%
Hypothetical (5% before expenses)		$1,000.00		$1,019.70		$5.29		1.05%
Emerging India Fund — Investor Class

Actual		$1,000.00		$1,126.20		$9.12		1.72%
Hypothetical (5% before expenses)		$1,000.00		$1,016.36		$8.65		1.72%
Emerging India Fund — Institutional Class

Actual		$1,000.00		$1,128.10		$8.01		1.51%
Hypothetical (5% before expenses)		$1,000.00		$1,017.40		$7.59		1.51%
Emerging Markets Select Fund — Investor Class

Actual		$1,000.00		$1,063.50		$7.77		1.51%
Hypothetical (5% before expenses)		$1,000.00		$1,017.40		$7.59		1.51%
Emerging Markets Select Fund — Institutional Class

Actual		$1,000.00		$1,065.30		$6.23		1.21%
Hypothetical (5% before expenses)		$1,000.00		$1,018.90		$6.09		1.21%
Emerging Markets Small Cap Fund — Investor Class

Actual		$1,000.00		$1,036.30		$10.00		1.97%
Hypothetical (5% before expenses)		$1,000.00		$1,015.11		$9.90		1.97%
Emerging Markets Small Cap Fund — Institutional Class

Actual		$1,000.00		$1,040.10		$9.26		1.82%
Hypothetical (5% before expenses)		$1,000.00		$1,015.86		$9.15		1.82%
Frontier Emerging Small Countries Fund — Investor Class

Actual		$1,000.00		$1,039.80		$11.44		2.25%
Hypothetical (5% before expenses)		$1,000.00		$1,013.71		$11.30		2.25%
Frontier Emerging Small Countries Fund — Institutional Class

Actual		$1,000.00		$1,039.50		$10.42		2.05%
Hypothetical (5% before expenses)		$1,000.00		$1,014.71		$10.30		2.05%
Global Opportunities Fund — Investor Class

Actual		$1,000.00		$973.20		$7.72		1.57%
Hypothetical (5% before expenses)		$1,000.00		$1,017.10		$7.90		1.57%
Global Opportunities Fund — Institutional Class

Actual		$1,000.00		$973.20		$6.69		1.36%
Hypothetical (5% before expenses)		$1,000.00		$1,018.15		$6.84		1.36%
Global Value Fund — Investor Class

Actual		$1,000.00		$982.00		$5.44		1.10%
Hypothetical (5% before expenses)		$1,000.00		$1,019.45		$5.54		1.10%
Global Value Fund — Institutional Class

Actual		$1,000.00		$982.80		$4.70		0.95%
Hypothetical (5% before expenses)		$1,000.00		$1,020.20		$4.78		0.95%
International Growth Fund — Investor Class

Actual		$1,000.00		$893.10		$6.94		1.47%
Hypothetical (5% before expenses)		$1,000.00		$1,017.60		$7.39		1.47%
International Growth Fund — Institutional Class

Actual		$1,000.00		$893.70		$6.42		1.36%
Hypothetical (5% before expenses)		$1,000.00		$1,018.15		$6.84		1.36%
International Opportunities Fund — Investor Class

Actual		$1,000.00		$941.50		$10.70		2.21%
Hypothetical (5% before expenses)		$1,000.00		$1,013.91		$11.10		2.21%
International Opportunities Fund — Institutional Class

Actual		$1,000.00		$942.10		$9.54		1.97%
Hypothetical (5% before expenses)		$1,000.00		$1,015.11		$9.90		1.97%


	Account Value				Expenses Paid During Period*		Annualized Expense Ratio*
Fund/Class and Return	Beginning of Period October 1, 2018		End of Period March 31, 2019		Expenses Paid During Period*		Annualized Expense Ratio*
Micro Cap Fund

Actual		$1,000.00		$944.70		$8.10		1.67%
Hypothetical (5% before expenses)		$1,000.00		$1,016.60		$8.40		1.67%
Micro Cap Value Fund

Actual		$1,000.00		$931.20		$8.43		1.75%
Hypothetical (5% before expenses)		$1,000.00		$1,016.21		$8.80		1.75%
Small Cap Growth Fund — Investor Class

Actual		$1,000.00		$977.80		$5.87		1.19%
Hypothetical (5% before expenses)		$1,000.00		$1,019.00		$5.99		1.19%
Small Cap Growth Fund — Institutional Class

Actual		$1,000.00		$978.60		$5.23		1.06%
Hypothetical (5% before expenses)		$1,000.00		$1,019.65		$5.34		1.06%
Small Cap Value Fund — Investor Class

Actual		$1,000.00		$942.40		$5.81		1.20%
Hypothetical (5% before expenses)		$1,000.00		$1,018.95		$6.04		1.20%
Small Cap Value Fund — Institutional Class

Actual		$1,000.00		$942.80		$5.09		1.05%
Hypothetical (5% before expenses)		$1,000.00		$1,019.70		$5.29		1.05%
Ultra Growth Fund

Actual		$1,000.00		$974.00		$5.91		1.20%
Hypothetical (5% before expenses)		$1,000.00		$1,018.95		$6.04		1.20%
U.S. Treasury Fund

Actual		$1,000.00		$1,097.50		$3.71		0.71%
Hypothetical (5% before expenses)		$1,000.00		$1,021.39		$3.58		0.71%


LETTER TO SHAREHOLDERS — GREAT COMPANIES FIND WAYS TO WIN OVER THE LONG TERM


WASATCH CORE GROWTH FUND (WGROX / WIGRX)		*MARCH 31, 2019 (UNAUDITED)*


WASATCH EMERGING INDIA FUND (WAINX / WIINX)		*MARCH 31, 2019 (UNAUDITED)*


WASATCH EMERGING MARKETS SELECT FUND (WAESX / WIESX)		*MARCH 31, 2019 (UNAUDITED)*


WASATCH GLOBAL OPPORTUNITIES FUND (WAGOX / WIGOX)		*MARCH 31, 2019 (UNAUDITED)*


WASATCH GLOBAL VALUE FUND (FMIEX / WILCX)		*MARCH 31, 2019 (UNAUDITED)*


WASATCH INTERNATIONAL GROWTH FUND (WAIGX / WIIGX)		*MARCH 31, 2019 (UNAUDITED)*


WASATCH MICRO CAP FUND (WMICX)		*MARCH 31, 2019 (UNAUDITED)*


WASATCH MICRO CAP VALUE FUND (WAMVX)		*MARCH 31, 2019 (UNAUDITED)*


WASATCH SMALL CAP GROWTH FUND (WAAEX / WIAEX)		*MARCH 31, 2019 (UNAUDITED)*


TABLE OF CONTENTS


WASATCH SMALL CAP VALUE FUND (WMCVX / WICVX)		*MARCH 31, 2019 (UNAUDITED)*


WASATCH ULTRA GROWTH FUND (WAMCX)		*MARCH 31, 2019 (UNAUDITED)*


WASATCH-HOISINGTON U.S. TREASURY FUND (WHOSX)		*MARCH 31, 2019 (UNAUDITED)*


	CORE GROWTH FUND			EMERGING INDIA FUND			EMERGING MARKETS SELECT FUND

Assets:
Investments, at cost
Unaffiliated issuers		$	1,499,110,342		$	205,196,252		$	35,626,828
Repurchase agreements			27,396,297			2,624,967			811,475

		$	1,526,506,639		$	207,821,219		$	36,438,303

Investments, at market value
Unaffiliated issuers		$	2,136,939,401		$	268,444,965		$	45,305,207
Repurchase agreements			27,396,297			2,624,967			811,475

			2,164,335,698			271,069,932			46,116,682
Cash			100,435			—			—
Foreign currency on deposit (cost of $0, $0, $0, $54, $3,363,649, $7,314, $0 and $303,066, respectively)			—			—			—
Receivable for investment securities sold			1,053,305			—			—
Capital shares receivable			4,523,111			423,439			982
Interest and dividends receivable			845,958			30,208			66,132
Prepaid expenses and other assets			109,753			38,087			21,367

Total Assets			2,170,968,260			271,561,666			46,205,163

Liabilities:
Bank overdraft			—			—			—
Payable for securities purchased			—			—			—
Capital shares payable			2,071,887			86,633			—
Dividends payable to shareholders			—			—			—
Payable to Advisor			1,815,297			276,141			26,446
Accrued fund administration fees			119,156			13,348			1,625
Accrued expenses and other liabilities			725,449			334,565			99,688
Foreign capital gains taxes payable			786,255			3,992,343			306,497
Line of credit payable			—			—			—

Total Liabilities			5,518,044			4,703,030			434,256

Net Assets		$	2,165,450,216		$	266,858,636		$	45,770,907

Net Assets Consist of:
Capital stock		$	313,323		$	640,511		$	40,858
Paid-in-capital in excess of par			1,478,406,037			214,973,685			42,070,658
Distributable earnings (accumulated loss)			686,730,856			51,244,440			3,659,391

Net Assets		$	2,165,450,216		$	266,858,636		$	45,770,907

Net Assets
Investor Class			1,402,277,375			194,421,955			10,606,145
Institutional Class			763,172,841			72,436,681			35,164,762

Capital Stock Issued and Outstanding (Unlimited number of shares authorized, $0.01 par value)
Investor Class			20,351,204			46,757,695			959,049
Institutional Class			10,981,095			17,293,422			3,126,771

NET ASSET VALUE, REDEMPTION PRICE AND OFFERING PRICE PER SHARE
Investor Class		$	68.90		$	4.16		$	11.06

Institutional Class		$	69.50		$	4.19		$	11.25


EMERGING MARKETS SMALL CAP FUND			FRONTIER EMERGING SMALL COUNTRIES FUND				GLOBAL OPPORTUNITIES FUND			GLOBAL VALUE FUND				INTERNATIONAL GROWTH FUND




	$	315,679,332		$	59,387,557			$	80,156,360		$	153,600,085			$	943,804,331
		—			917,970				2,196,646			3,535,378				40,838,984

	$	315,679,332		$	60,305,527			$	82,353,006		$	157,135,463			$	984,643,315


	$	437,916,732		$	62,513,566			$	114,077,206		$	167,126,984			$	1,233,514,907
		—			917,970				2,196,646			3,535,378				40,838,984

		437,916,732			63,431,536				116,273,852			170,662,362				1,274,353,891
		—			652,000				—			—				10,369,878
		54			881,919	¹			7,357			—				304,391
		—			—				4,150,829			625,812				4,344,318
		7,907,218			2,085				10,191			5,888				4,328,909
		997,958			161,266				107,119			1,504,682				2,647,833
		32,543			24,939				24,098			20,436				54,617

		446,854,505			65,153,745				120,573,446			172,819,180				1,296,403,837


		—			—				—			3,000				—
		—			556,202				3,449,187			603,082				15,706,831
		334,931			10,982				20,753			357,016				1,561,119
		—			—				—			27,356				—
		586,494			76,806				119,693			120,074				1,340,894
		27,148			5,427				5,709			15,426				72,926
		476,242			277,441				110,716			302,850				610,951
		1,880,195			577,902				156,328			—				9,249
		859,296			—				—			—				—

		4,164,306			1,504,760				3,862,386			1,428,804				19,301,970

	$	442,690,199		$	63,648,985			$	116,711,060		$	171,390,376			$	1,277,101,867


	$	1,728,405		$	243,308			$	349,411		$	221,532			$	456,318
		331,950,682			169,957,227				79,225,780			327,521,568				976,768,934
		109,011,112			(106,551,550	)			37,135,869			(156,352,724	)			299,876,615

	$	442,690,199		$	63,648,985			$	116,711,060		$	171,390,376			$	1,277,101,867


		229,287,254			46,780,468				99,315,316			162,959,663				614,384,141
		213,402,945			16,868,517				17,395,744			8,430,713				662,717,726


		89,753,018			17,918,428				29,749,312			21,061,824				21,987,242
		83,087,513			6,412,377				5,191,744			1,091,369				23,644,553


	$	2.55		$	2.61			$	3.34		$	7.74			$	27.94

	$	2.57		$	2.63			$	3.35		$	7.72			$	28.03


	INTERNATIONAL OPPORTUNITIES FUND			MICRO CAP FUND			MICRO CAP VALUE FUND

Assets:
Investments, at cost
Unaffiliated issuers		$	281,897,406		$	347,653,062		$	185,205,671
Repurchase agreements			18,950,264			4,054,338			10,052,067

		$	300,847,670		$	351,707,400		$	195,257,738

Investments, at market value
Unaffiliated issuers		$	394,752,151		$	444,827,721		$	240,819,025
Repurchase agreements			18,950,264			4,054,338			10,052,067

			413,702,415			448,882,059			250,871,092
Foreign currency on deposit (cost of $298,918, $14,903, $0, $0, $0, $0 and $0, respectively)			299,004			14,988			—
Receivable for investment securities sold			982,788			213,358			965,569
Capital shares receivable			230,436			187,513			48,553
Interest and dividends receivable			732,095			387,231			179,339
Prepaid expenses and other assets			32,786			28,081			41,217

Total Assets			415,979,524			449,713,230			252,105,770

Liabilities:
Payable for securities purchased			1,252,151			814,287			413,851
Capital shares payable			112,512			328,827			223,803
Dividends payable to shareholders			—			—			—
Payable to Advisor			607,102			566,846			323,525
Accrued fund administration fees			23,455			23,644			13,445
Accrued expenses and other liabilities			419,445			167,183			170,158
Foreign capital gains taxes payable			—			400,237			69,268

Total Liabilities			2,414,665			2,301,024			1,214,050

Net Assets		$	413,564,859		$	447,412,206		$	250,891,720

Net Assets Consist of:
Capital stock		$	1,250,448		$	628,402		$	801,433
Paid-in-capital in excess of par			305,527,722			327,647,380			190,062,103
Distributable earnings (accumulated loss)			106,786,689			119,136,424			60,028,184

Net Assets		$	413,564,859		$	447,412,206		$	250,891,720

Net Assets
Investor Class			133,333,427			447,412,206			250,891,720
Institutional Class			280,231,432			—			—

Capital Stock Issued and Outstanding (Unlimited number of shares authorized, $0.01 par value)
Investor Class			40,653,615			62,840,237			80,143,305
Institutional Class			84,391,199			—			—

NET ASSET VALUE, REDEMPTION PRICE AND OFFERING PRICE PER SHARE
Investor Class		$	3.28		$	7.12		$	3.13

Institutional Class		$	3.32		$	—		$	—


SMALL CAP GROWTH FUND			SMALL CAP VALUE FUND			ULTRA GROWTH FUND			U.S. TREASURY FUND



	$	1,105,405,008		$	410,673,053		$	391,812,680		$	335,447,710
		6,841,818			10,112,910			48,318,364			940,990

	$	1,112,246,826		$	420,785,963		$	440,131,044		$	336,388,700


	$	1,671,045,584		$	495,346,062		$	454,451,834		$	327,065,492
		6,841,818			10,112,910			48,318,364			940,990

		1,677,887,402			505,458,972			502,770,198			328,006,482
		—			—			—			—
		4,759,668			—			—			—
		550,595			1,182,446			1,942,636			146,764
		581,048			492,877			102,861			715,795
		57,793			55,450			66,524			40,045

		1,683,836,506			507,189,745			504,882,219			328,909,086


		—			4,324,034			6,679,586			—
		849,166			108,195			377,936			459,425
		—			—			—			114,505
		1,389,622			411,496			394,665			132,546
		96,061			25,525			19,713			17,073
		669,430			194,612			145,000			145,247
		—			94,257			297,165			—

		3,004,279			5,158,119			7,914,065			868,796

	$	1,680,832,227		$	502,031,626		$	496,968,154		$	328,040,290


	$	432,916		$	680,083		$	198,944		$	198,018
		1,036,894,938			420,636,834			433,255,922			357,273,583
		643,504,373			80,714,709			63,513,288			(29,431,311	)

	$	1,680,832,227		$	502,031,626		$	496,968,154		$	328,040,290


		1,010,136,827			370,846,497			496,968,154			328,040,290
		670,695,400			131,185,129			—			—


		26,106,853			50,326,100			19,894,434			19,801,840
		17,184,782			17,682,151			—			—


	$	38.69		$	7.37		$	24.98		$	16.57

	$	39.03		$	7.42		$	—		$	—


	CORE GROWTH FUND								EMERGING INDIA FUND
	Six Months Ended March 31, 2019 (Unaudited)				Year Ended September 30, 2018				Six Months Ended March 31, 2019 (Unaudited)				Year Ended September 30, 2018

Operations:
Net investment loss		$	(5,037,845	)		$	(11,608,205	)		$	(1,534,146	)		$	(3,026,610	)
Net realized gain (loss) on investments, foreign currency translations and foreign capital gains taxes			82,721,969				182,010,447				(794,691	)			23,044,438
Change in unrealized appreciation (depreciation) on investments, foreign currency translations and deferred capital gains taxes			(225,465,405	)			277,447,546				31,360,234				(22,073,346	)

Net increase (decrease) in net assets resulting from operations			(147,781,281	)			447,849,788				29,031,397				(2,055,518	)

Distributions to shareholders from distributable earnings
Investor Class			(115,894,672	)			(74,038,213	)			(12,103,683	)			(6,742,776	)
Institutional Class			(56,240,911	)			(25,182,119	)			(3,516,107	)			(754,072	)

Capital share transactions:
Investor Class
Shares sold			116,859,339				358,201,529				32,194,734				102,505,750
Shares issued to holders in reinvestment of dividends			112,651,644				72,335,682				12,002,230				6,714,681
Shares redeemed			(183,242,897	)			(315,840,657	)			(43,293,842	)			(125,799,692	)
Redemption fees			95,685				44,161				18,177				102,468

Net increase (decrease)			46,363,771				114,740,715				921,299				(16,476,793	)

Institutional Class
Shares sold			187,278,447				310,116,006				29,799,527				27,917,185
Shares issued to holders in reinvestment of dividends			53,665,284				24,509,684				3,516,107				754,071
Shares redeemed			(101,820,414	)			(92,409,153	)			(7,980,292	)			(7,140,599	)
Redemption fees			23,827				21,866				—				391

Net increase (decrease)			139,147,144				242,238,403				25,335,342				21,531,048

Total increase (decrease) in net assets			(134,405,949	)			705,608,574				39,668,248				(4,498,111	)

Net assets:
Beginning of period			2,299,856,165				1,594,247,591				227,190,388				231,688,499

End of period		$	2,165,450,216			$	2,299,856,165			$	266,858,636			$	227,190,388


Capital share transactions — shares:
Investor Class
Shares sold			1,671,004				4,751,145				8,151,877				23,579,153
Shares issued to holders in reinvestment of dividends			1,925,011				1,057,230				3,030,866				1,522,603
Shares redeemed			(2,711,277	)			(4,300,532	)			(11,238,181	)			(29,275,298	)

Net increase (decrease) in shares outstanding			884,738				1,507,843				(55,438	)			(4,173,542	)

Institutional Class
Shares sold			2,706,949				4,089,089				7,763,221				6,380,519
Shares issued to holders in reinvestment of dividends			909,581				355,987				881,230				169,836
Shares redeemed			(1,484,505	)			(1,246,310	)			(2,044,547	)			(1,651,902	)

Net increase (decrease) in shares outstanding			2,132,025				3,198,766				6,599,904				4,898,453


EMERGING MARKETS SELECT FUND								EMERGING MARKETS SMALL CAP FUND									FRONTIER EMERGING SMALL COUNTRIES FUND
Six Months Ended March 31, 2019 (Unaudited)				Year Ended September 30, 2018					Six Months Ended March 31, 2019 (Unaudited)				Year Ended September 30, 2018					Six Months Ended March 31, 2019 (Unaudited)				Year Ended September 30, 2018


	$	(123,317	)		$	(218,348	)			$	(2,799,002	)		$	(2,708,663	)			$	(400,175	)		$	(600,940	)
		(468,409	)			4,430,589					(806,658	)			61,110,392					2,540,728				43,378,391
		3,322,572				(4,424,150	)				12,936,784				(96,162,495	)				(288,607	)			(51,664,361	)

		2,730,846				(211,909	)				9,331,124				(37,760,766	)				1,851,946				(8,886,910	)


		—				—					(26,880,563	)			—					—				—
		—				—					(22,096,890	)			—					—				—



		763,113				2,193,564					16,010,894				45,521,661					2,049,893				8,969,259
		—				—					25,451,093				—					—				—
		(4,254,880	)			(3,946,229	)				(75,564,806	)			(131,435,723	)				(14,105,023	)			(99,486,901	)
		3,152				399					1,558				3,298					7,693				3,549

		(3,488,615	)			(1,752,266	)				(34,101,261	)			(85,910,764	)				(12,047,437	)			(90,514,093	)


		2,998,527				5,746,471					32,783,169				78,307,626					710,929				2,740,953
		—				—					20,773,470				—					—				—
		(205,295	)			(4,188,806	)				(63,555,786	)			(71,984,206	)				(4,858,663	)			(23,112,008	)
		312				7					4,612				54,542					—				35

		2,793,544				1,557,672					(9,994,535	)			6,377,962					(4,147,734	)			(20,371,020	)

		2,035,775				(406,503	)				(83,742,125	)			(117,293,568	)				(14,343,225	)			(119,772,023	)


		43,735,132				44,141,635					526,432,324				643,725,892					77,992,210				197,764,233

	$	45,770,907			$	43,735,132				$	442,690,199			$	526,432,324				$	63,648,985			$	77,992,210




		76,896				199,186					6,566,068				14,614,067					840,063				3,178,358
		—				—					11,162,760				—					—				—
		(418,192	)			(358,486	)				(30,726,350	)			(42,517,719	)				(5,784,963	)			(36,982,253	)

		(341,296	)			(159,300	)				(12,997,522	)			(27,903,652	)				(4,944,900	)			(33,803,895	)


		287,098				507,748					13,213,460				25,231,531					286,247				942,852
		—				—					9,071,384				—					—				—
		(21,555	)			(370,942	)				(25,538,210	)			(23,196,088	)				(2,016,703	)			(8,004,076	)

		265,543				136,806					(3,253,366	)			2,035,443					(1,730,456	)			(7,061,224	)


	GLOBAL OPPORTUNITIES FUND								GLOBAL VALUE FUND
	Six Months Ended March 31, 2019 (Unaudited)				Year Ended September 30, 2018				Six Months Ended March 31, 2019 (Unaudited)				Year Ended September 30, 2018


Operations:
Net investment income (loss)		$	(600,900	)		$	(868,395	)		$	2,144,258			$	3,663,381
Net realized gain on investments, foreign currency translations and foreign capital gains taxes			5,431,287				16,367,355				1,150,193				21,566,871
Net realized gain on options written			—				—				—				41,716
Change in unrealized appreciation (depreciation) on investments, foreign currency translations and deferred capital gains taxes			(8,911,554	)			5,276,080				(9,472,774	)			(10,059,164	)

Net increase (decrease) in net assets resulting from operations			(4,081,167	)			20,775,040				(6,178,323	)			15,212,804

Distributions to shareholders from distributable earnings
Investor Class			(13,508,893	)			(10,116,438	)			(23,871,402	)			(25,233,408	)
Institutional Class			(2,069,212	)			(782,771	)			(1,227,186	)			(720,421	)

Capital share transactions:
Investor Class
Shares sold			7,803,556				22,249,432				3,294,753				7,657,799
Shares issued to holders in connection with acquisition			—				—				—				39,139,789
Shares issued to holders in reinvestment of dividends			13,261,384				10,031,552				23,607,613				25,041,958
Shares redeemed			(15,153,008	)			(26,188,981	)			(26,981,688	)			(44,302,978	)
Redemption fees			2,449				4,814				3,442				1,397

Net increase (decrease)			5,914,381				6,096,817				(75,880	)			27,537,965

Institutional Class
Shares sold			4,385,049				7,932,736				439,860				608,303
Shares issued to holders in connection with acquisition			—				—				—				5,168,422
Shares issued to holders in reinvestment of dividends			1,897,943				653,577				1,202,368				715,126
Shares redeemed			(2,582,293	)			(802,638	)			(1,324,719	)			(1,186,958	)
Redemption fees			2,232				—				48				316

Net increase			3,702,931				7,783,675				317,557				5,305,209

Total increase (decrease) in net assets			(10,041,960	)			23,756,323				(31,035,234	)			22,102,149

Net assets:
Beginning of period			126,753,020				102,996,697				202,425,610				180,323,461

End of period		$	116,711,060			$	126,753,020			$	171,390,376			$	202,425,610


Capital share transactions — shares:
Investor Class
Shares sold			2,428,870				5,630,302				413,570				847,365
Shares issued to holders in connection with acquisition			—				—				—				4,198,411
Shares issued to holders in reinvestment of dividends			4,736,209				2,725,965				3,320,703				2,818,313
Shares redeemed			(4,542,387	)			(6,742,741	)			(3,420,322	)			(4,812,767	)

Net increase (decrease) in shares outstanding			2,622,692				1,613,526				313,951				3,051,322

Institutional Class
Shares sold			1,409,913				2,002,122				52,364				66,961
Shares issued to holders in connection with acquisition			—				—				—				554,971
Shares issued to holders in reinvestment of dividends			675,424				177,603				169,306				80,502
Shares redeemed			(770,995	)			(205,199	)			(166,321	)			(129,575	)

Net increase in shares outstanding			1,314,342				1,974,526				55,349				572,859


INTERNATIONAL GROWTH FUND								INTERNATIONAL OPPORTUNITIES FUND									MICRO CAP FUND
Six Months Ended March 31, 2019 (Unaudited)				Year Ended September 30, 2018					Six Months Ended March 31, 2019 (Unaudited)				Year Ended September 30, 2018					Six Months Ended March 31, 2019 (Unaudited)				Year Ended September 30, 2018



	$	(2,652,650	)		$	1,327,395				$	(2,790,960	)		$	(4,986,097	)			$	(2,521,746	)		$	(4,910,798	)
		27,109,947				174,371,928					8,522,592				11,093,148					36,696,135				91,831,716
		—				—					—				—					—				—
		(207,551,038	)			5,548,459					(44,837,128	)			44,680,094					(65,475,206	)			39,089,875

		(183,093,741	)			181,247,782					(39,105,496	)			50,787,145					(31,300,817	)			126,010,793


		(85,858,576	)			(21,443,568	)				(5,015,701	)			(17,973,730	)				(87,356,742	)			(44,480,704	)
		(85,816,934	)			(19,841,666	)				(6,283,811	)			(16,042,894	)				—				—



		66,335,267				91,347,750					7,325,843				18,056,611					55,675,454				136,695,602
		—				—					—				—					—				—
		79,082,010				20,391,366					4,816,572				17,102,675					82,402,243				41,927,060
		(108,254,936	)			(236,312,491	)				(91,771,976	)			(68,604,554	)				(68,293,846	)			(75,674,016	)
		9,487				6,992					148				1,351					157,831				66,098

		37,171,828				(124,566,383	)				(79,629,413	)			(33,443,917	)				69,941,682				103,014,744


		135,487,446				273,956,806					39,588,260				84,972,195					—				—
		—				—					—				—					—				—
		80,888,826				18,746,866					4,723,790				12,562,516					—				—
		(187,479,502	)			(203,784,419	)				(33,548,585	)			(48,703,591	)				—				—
		13,799				381					2,082				1,905					—				—

		28,910,569				88,919,634					10,765,547				48,833,025					—				—

		(288,686,854	)			104,315,799					(119,268,874	)			32,159,629					(48,715,877	)			184,544,833


		1,565,788,721				1,461,472,922					532,833,733				500,674,104					496,128,083				311,583,250

	$	1,277,101,867			$	1,565,788,721				$	413,564,859			$	532,833,733				$	447,412,206			$	496,128,083




		2,393,084				2,553,941					2,336,704				5,128,419					7,384,986				15,566,533
		—				—					—				—					—				—
		3,267,852				595,542					1,684,116				4,957,297					14,256,443				5,459,253
		(3,938,131	)			(6,660,899	)				(30,608,911	)			(19,470,757	)				(9,110,715	)			(8,577,892	)

		1,722,805				(3,511,416	)				(26,588,091	)			(9,385,041	)				12,530,714				12,447,894


		4,891,786				7,763,822					12,578,101				23,864,087					—				—
		—				—					—				—					—				—
		3,332,873				546,715					1,628,893				3,609,918					—				—
		(6,640,973	)			(5,638,547	)				(10,683,079	)			(13,694,830	)				—				—

		1,583,686				2,671,990					3,523,915				13,779,175					—				—


	MICRO CAP VALUE FUND								SMALL CAP GROWTH FUND
	Six Months Ended March 31, 2019 (Unaudited)				Year Ended September 30, 2018				Six Months Ended March 31, 2019 (Unaudited)				Year Ended September 30, 2018


Operations:
Net investment income (loss)		$	(1,032,420	)		$	(2,253,111	)		$	(6,509,030	)		$	(13,963,609	)
Net realized gain (loss) on investments, foreign currency translations and foreign capital gains taxes			7,195,587				31,041,260				124,292,330				423,006,005
Change in unrealized appreciation (depreciation) on investments, foreign currency translations and deferred capital gains taxes			(26,754,346	)			14,912,764				(180,954,602	)			121,557,266

Net increase (decrease) in net assets resulting from operations			(20,591,179	)			43,700,913				(63,171,302	)			530,599,662

Distributions to shareholders from distributable earnings
Investor Class			(26,873,692	)			(17,823,539	)			(254,160,201	)			(123,041,326	)
Institutional Class			—				—				(160,748,953	)			(54,835,253	)

Capital share transactions:
Investor Class
Shares sold			23,528,153				76,281,206				47,171,802				103,483,962
Shares issued to holders in reinvestment of dividends			26,433,514				17,525,660				244,434,466				119,583,666
Shares redeemed			(35,239,741	)			(52,176,052	)			(153,882,271	)			(460,000,362	)
Redemption fees			11,679				27,574				7,330				12,208

Net increase (decrease)			14,733,605				41,658,388				137,731,327				(236,920,526	)

Institutional Class
Shares sold			—				—				102,273,153				218,762,228
Shares issued to holders in reinvestment of dividends			—				—				150,566,964				51,205,368
Shares redeemed			—				—				(116,671,392	)			(191,739,249	)
Redemption fees			—				—				20,121				16,558

Net increase			—				—				136,188,846				78,244,905

Total increase (decrease) in net assets			(32,731,266	)			67,535,762				(204,160,283	)			194,047,462

Net assets:
Beginning of period			283,622,986				216,087,224				1,884,992,510				1,690,945,048

End of period		$	250,891,720			$	283,622,986			$	1,680,832,227			$	1,884,992,510


Capital share transactions — shares:
Investor Class
Shares sold			7,587,200				21,640,833				1,207,113				2,095,912
Shares issued to holders in reinvestment of dividends			9,863,251				5,109,522				7,801,930				2,752,847
Shares redeemed			(11,377,571	)			(14,782,849	)			(4,074,949	)			(9,540,169	)

Net increase (decrease) in shares outstanding			6,072,880				11,967,506				4,934,094				(4,691,410	)

Institutional Class
Shares sold			—				—				2,599,958				4,404,164
Shares issued to holders in reinvestment of dividends			—				—				4,766,286				1,173,359
Shares redeemed			—				—				(3,024,389	)			(3,812,497	)

Net increase in shares outstanding			—				—				4,341,855				1,765,026


SMALL CAP VALUE FUND								ULTRA GROWTH FUND									U.S. TREASURY FUND
Six Months Ended March 31, 2019 (Unaudited)				Year Ended September 30, 2018					Six Months Ended March 31, 2019 (Unaudited)				Year Ended September 30, 2018					Six Months Ended March 31, 2019 (Unaudited)				Year Ended September 30, 2018



	$	1,537,096			$	1,261,322				$	(1,326,134	)		$	(1,575,188	)			$	3,309,416			$	7,026,013
		(2,492,515	)			38,340,537					3,646,508				23,738,921					(4,216,139	)			(1,506,576	)
		(22,348,217	)			14,364,249					(4,410,468	)			32,475,237					29,065,633				(20,060,898	)

		(23,303,636	)			53,966,108					(2,090,094	)			54,638,970					28,158,910				(14,541,461	)


		(24,527,924	)			(20,987,095	)				(18,922,846	)			(12,347,975	)				(3,312,768	)			(7,001,515	)
		(7,190,903	)			(3,592,448	)				—				—					—				—



		70,408,891				43,736,056					279,872,375				165,853,614					87,494,175				81,723,309
		23,919,067				20,420,605					17,633,875				12,027,369					3,055,329				6,519,228
		(27,309,526	)			(62,665,103	)				(77,266,647	)			(34,017,446	)				(90,561,670	)			(124,477,163	)
		16,511				5,767					179,542				41,794					100,890				17,262

		67,034,943				1,497,325					220,419,145				143,905,331					88,724				(36,217,364	)


		51,144,768				44,009,151					—				—					—				—
		6,896,928				3,561,193					—				—					—				—
		(7,178,266	)			(9,949,041	)				—				—					—				—
		904				171					—				—					—				—

		50,864,334				37,621,474					—				—					—				—

		62,876,814				68,505,364					199,406,205				186,196,326					24,934,866				(57,760,340	)


		439,154,812				370,649,448					297,561,949				111,365,623					303,105,424				360,865,764

	$	502,031,626			$	439,154,812				$	496,968,154			$	297,561,949				$	328,040,290			$	303,105,424




		9,653,238				5,320,230					11,595,553				6,439,623					5,682,084				5,144,647
		3,662,951				2,565,403					869,520				583,853					188,728				407,089
		(3,686,047	)			(7,616,110	)				(3,320,040	)			(1,379,623	)				(5,926,103	)			(7,804,349	)

		9,630,142				269,523					9,145,033				5,643,853					(55,291	)			(2,252,613	)


		6,920,527				5,233,966					—				—					—				—
		1,049,760				445,149					—				—					—				—
		(992,238	)			(1,196,895	)				—				—					—				—

		6,978,049				4,482,220					—				—					—				—


				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
Six Months ended 3/31/19 (unaudited)		$	81.04		(0.16	)		(5.92	)		(6.08	)		—	⁴		—			(6.06	)		(6.06	)
Year ended 9/30/18		$	67.44		(0.43	)		18.30			17.87			—	⁴		—			(4.27	)		(4.27	)
Year ended 9/30/17		$	56.90		(0.50	)		11.13			10.63			—	⁴		—			(0.09	)		(0.09	)
Year ended 9/30/16¹⁶		$	57.83		(0.30	)		6.09			5.79			—	⁴		—			(6.72	)		(6.72	)
Year ended 9/30/15		$	53.46		(0.14	)⁹		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	)
Core Growth Fund — Institutional Class
Six Months ended 3/31/19 (unaudited)		$	81.62		(0.09	)		(5.97	)		(6.06	)		—	⁴		—			(6.06	)		(6.06	)
Year ended 9/30/18		$	67.81		(0.21	)		18.29			18.08			—	⁴		—			(4.27	)		(4.27	)
Year ended 9/30/17		$	57.16		(0.30	)		11.07			10.77			—	⁴		(0.03	)		(0.09	)		(0.12	)
Year ended 9/30/16¹⁶		$	57.99		(0.14	)		6.03			5.89			—	⁴		—			(6.72	)		(6.72	)
Year ended 9/30/15		$	53.58		0.06	⁹		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	)
Emerging India Fund — Investor Class
Six Months ended 3/31/19 (unaudited)		$	3.95		(0.03	)		0.51			0.48			—	⁴		—			(0.27	)		(0.27	)
Year ended 9/30/18		$	4.08		(0.06	)		0.06			—			—	⁴		—			(0.13	)		(0.13	)
Year ended 9/30/17		$	3.39		0.02	¹⁷		0.70			0.72			—	⁴		—			(0.03	)		(0.03	)
Year ended 9/30/16¹⁶		$	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		—			—			—
Emerging India Fund — Institutional Class
Six Months ended 3/31/19 (unaudited)		$	3.97		(0.01	)		0.50			0.49			—	⁴		—			(0.27	)		(0.27	)
Year ended 9/30/18		$	4.10		—	⁴		—	⁴		—	⁴		—	⁴		—			(0.13	)		(0.13	)
Year ended 9/30/17		$	3.40		0.02	¹⁷		0.71			0.73			—	⁴		—			(0.03	)		(0.03	)
Period ended 9/30/16^14 16		$	2.82		(0.01	)		0.59			0.58			—			—			—			—
Emerging Markets Select Fund — Investor Class
Six Months ended 3/31/19 (unaudited)		$	10.40		(0.10	)		0.76			0.66			—	⁴		—			—			—
Year ended 9/30/18		$	10.46		(0.09	)		0.03			(0.06	)		—	⁴		—			—			—
Year ended 9/30/17		$	9.23		(0.03	)		1.26			1.23			—	⁴		—			—			—
Year ended 9/30/16¹⁶		$	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	)
Emerging Markets Select Fund — Institutional Class
Six Months ended 3/31/19 (unaudited)		$	10.56		(0.02	)		0.71			0.69			—	⁴		—			—			—
Year ended 9/30/18		$	10.60		(0.04	)		—	⁴		(0.04	)		—	⁴		—			—			—
Year ended 9/30/17		$	9.32		(0.01	)		1.29			1.28			—	⁴		—			—			—
Year ended 9/30/16¹⁶		$	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	)
Emerging Markets Small Cap Fund — Investor Class
Six Months ended 3/31/19 (unaudited)		$	2.78		(0.02	)		0.09			0.07			—	⁴		—			(0.30	)		(0.30	)
Year ended 9/30/18		$	2.99		(0.03	)		(0.18	)		(0.21	)		—	⁴		—			—			—
Year ended 9/30/17		$	2.67		(0.04	)		0.36			0.32			—	⁴		—			—			—
Year ended 9/30/16¹⁶		$	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	)
Emerging Markets Small Cap Fund — Institutional Class
Six Months ended 3/31/19 (unaudited)		$	2.79		(0.01	)		0.09			0.08			—	⁴		—			(0.30	)		(0.30	)
Year ended 9/30/18		$	3.00		(0.01	)		(0.20	)		(0.21	)		—	⁴		—			—			—
Year ended 9/30/17		$	2.67		0.01			0.32			0.33			—	⁴		—			—			—
Period ended 9/30/16^14 16		$	2.31		(—	)⁴		0.36			0.36			—			—			—			—
Frontier Emerging Small Countries Fund — Investor Class
Six Months ended 3/31/19 (unaudited)		$	2.51		(0.04	)		0.14			0.10			—	⁴		—			—			—
Year ended 9/30/18		$	2.75		(0.11	)		(0.13	)		(0.24	)		—	⁴		—			—			—
Year ended 9/30/17		$	2.63		(0.08	)		0.20			0.12			—	⁴		—			—			—
Year ended 9/30/16¹⁶		$	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	)


					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 (Loss) Net of Waivers and Reimbursements (%)²			Net Investment Income (Loss) Before Waivers and Reimbursements (%)²			Net Assets End of Period (000s)		Portfolio Turnover Rate^1 3

$	68.90		(6.18	)		1.19	⁵		1.19	⁵		(0.53	)		(0.53	)	$	1,402,277		16%
$	81.04		27.66			1.18	^5 8		1.18	^5 8		(0.66	)		(0.66	)	$	1,577,554		27%
$	67.44		18.69			1.21	⁵		1.21	⁵		(0.78	)		(0.78	)	$	1,211,089		26%
$	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	)⁹		(0.29	)⁹	$	1,014,515		39%
$	53.46		3.26			1.18	⁵		1.18	⁵		(0.64	)		(0.64	)	$	859,086		26%

$	69.50		(6.11	)		1.05	⁵		1.09	⁵		(0.39	)		(0.43	)	$	763,173		16%
$	81.62		27.82			1.06	^5 8		1.08	^5 8		(0.53	)		(0.55	)	$	722,302		27%
$	67.81		18.87			1.05	⁵		1.10	⁵		(0.63	)		(0.67	)	$	383,159		26%
$	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	)⁹		(0.30	)⁹	$	150,614		39%
$	53.58		3.31			1.13	⁵		1.19	⁵		(0.59	)		(0.65	)⁵	$	49,369		26%

$	4.16		12.62			1.72	⁵		1.72	⁵		(1.36	)		(1.36	)	$	194,422		9%
$	3.95		(0.33	)		1.71	^6 7		1.71	^6 7		(1.22	)		(1.22	)	$	184,733		48%
$	4.08		21.65			1.73	⁵		1.73	⁵		(0.92	)		(0.92	)	$	207,949		17%
$	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%

$	4.19		12.81			1.51	⁵		1.55	⁵		(1.13	)		(1.18	)⁵	$	72,437		9%
$	3.97		(0.33	)		1.51	^6 8		1.60	^6 8		(0.93	)		(1.02	)	$	42,457		48%
$	4.10		21.89			1.50	⁵		1.67	⁵		(0.77	)		(0.94	)	$	23,739		17%
$	3.40		20.57			1.50	⁵		2.00	⁵		(0.70	)		(1.20	)	$	9,799		42%

$	11.06		6.35			1.51	⁵		2.12	⁵		(0.82	)		(1.44	)	$	10,606		4%
$	10.40		(0.57	)		1.51	^6 8		1.76	^6 8		(0.67	)		(0.92	)	$	13,520		44%
$	10.46		13.33			1.51	⁶		1.90	⁶		(0.38	)		(0.76	)	$	15,273		55%
$	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%

$	11.25		6.53			1.21	⁵		1.48	⁵		(0.50	)		(0.77	)	$	35,165		4%
$	10.56		(0.38	)		1.21	^6 8		1.45	^6 8		(0.36	)		(0.60	)	$	30,215		44%
$	10.60		13.73			1.21	⁶		1.52	⁶		(0.09	)		(0.39	)	$	28,868		55%
$	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%

$	2.55		3.63			1.97	⁶		2.05	⁶		(1.34	)		(1.43	)	$	229,287		5%
$	2.78		(7.02	)		1.96	^6 7		1.98	^6 7		(0.51	)		(0.53	)	$	285,540		40%
$	2.99		11.99			1.96	⁶		2.02	⁶		(0.49	)		(0.56	)	$	390,903		58%
$	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%

$	2.57		4.01			1.82	⁶		1.88	⁶		(1.19	)		(1.25	)	$	213,403		5%
$	2.79		(7.00	)		1.82	^6 7		1.84	^6 7		(0.33	)		(0.35	)	$	240,892		40%
$	3.00		12.36			1.81	⁶		1.88	⁶		(0.05	)		(0.12	)	$	252,823		58%
$	2.67		15.58			1.80	⁶		1.81	⁶		(0.03	)		(0.04	)	$	160,729		42%

$	2.61		3.98			2.56	⁶		2.98	⁶		(1.59	)		(2.01	)	$	46,780		44%
$	2.51		(8.73	)		2.22	^6 7		2.36	^6 7		(0.39	)		(0.53	)	$	57,406		42%
$	2.75		4.56			2.28	⁶		2.46	⁶		(0.48	)		(0.67	)	$	155,758		59%
$	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%


	Net Investment Income (Loss) Net of Waivers and Reimbursements (%)²			Net Investment Income (Loss) Before Waivers and Reimbursements (%)²
Core Growth Fund — Investor Class		(0.58	)		(0.58	)
Core Growth Fund — Institutional Class		(0.59	)		(0.60	)
¹⁰Investment 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)%. ¹¹Investment 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. ¹²Investment 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 (%)²			Net Investment Income (Loss) Before Waivers and Reimbursements (%)²
Small Cap Value Fund — Investor Class		—	¹³		—	¹³
Small Cap Value Fund — Institutional Class		0.10			0.05
¹³Amount is less than 0.005%. ¹⁴Institutional class inception date was February 1, 2016. ¹⁵Includes reimbursement by Hoisington Investment Management Co., the Sub-Advisor, for proxy statement expenses which amounted to $0.01 per share. ¹⁶Includes a non-recurring offer to reimburse prior period custody and fund accounting out-of-pocket expenses (see Note 7 “Related Party Transactions” “Custodian Out-of-Pocket Expense Reimbursement” in “Notes to Financial Statements”). Excluding this non-recurring reimbursement, the Ratio of Expenses to Average Net Assets would have been as follows:

	Expenses Net of Waivers and Reimbursements (%)²			Expenses Before Waivers and Reimbursements (%)²
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
Global Value Fund — Investor Class		1.10			1.17
Global Value Fund — Institutional Class		0.96			1.72
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
Micro Cap Fund		1.92			1.92
Micro Cap Value Fund		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
Ultra Growth Fund		1.34			1.34
U.S. Treasury Fund		0.69			0.73
¹⁷Per share amounts do not correlate to amounts reported in the Statements of Operations due to timing of share activity. ¹⁸Net Realized and Unrealized Gains (Losses) on Investments per share reflects a large, non-recurring receivable for security litigation which amounted to $0.06 and $0.06 per share for the Investor Class and Institutional Class, respectively. Excluding this non-recurring receivable, Net Realized and Unrealized Gains (Losses) on Investments would have been $0.59 and $0.60 per share for the Investor Class and Institutional Class, respectively. Excluding this non-recurring receivable, Total Return would have been 8.74% and 8.91% for the Investor Class and Institutional Class, respectively.


	Non-expiring
Fund	Short Term			Long Term
Emerging Markets Select Fund		$	4,595,885		$	—
Frontier Emerging Small Countries Fund			92,845,849			15,281,425
Global Value Fund*			24,394,990			140,073,369
U.S. Treasury Fund			11,360,448			5,529,043


Fund	Amount Used
Emerging Markets Select Fund		$	4,355,751
Emerging Markets Small Cap Fund			11,373,715
Frontier Emerging Small Countries Fund			43,422,052


Fund	Post-October Capital Losses			Late-Year Ordinary Losses
Core Growth Fund		$	—		$	9,445,183
Emerging India Fund			2,369,031			2,609,962
Emerging Markets Select Fund			—			222,936
Emerging Markets Small Cap Fund			—			3,513,046


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%		1/31/2020		$	120,191
Emerging India Fund		1.25%		1.75%		1.50%		1/31/2020			12,420
Emerging Markets Select Fund		1.00%		1.50%		1.20%		1/31/2020			77,076
Emerging Markets Small Cap Fund		1.65%		1.95%		1.80%		1/31/2020			153,075
Frontier Emerging Small Countries Fund		1.65%		2.15%		1.95%		1/31/2020			136,764
Global Opportunities Fund		1.25%		1.75%		1.35%		1/31/2020			17,568
Global Value Fund		0.90%		1.10%		0.95%		1/31/2020			107,412
International Growth Fund		1.25%		1.75%		1.35%		1/31/2020			18,843
International Opportunities Fund		1.75%		2.25%		1.95%		1/31/2020			39,696
Micro Cap Fund		1.50%		1.95%		N/A		1/31/2020			—
Micro Cap Value Fund		1.50%		1.95%		N/A		1/31/2020			—
Small Cap Growth Fund		1.00%		1.50%		1.05%		1/31/2020			123,827
Small Cap Value Fund		1.00%		1.50%		1.05%		1/31/2020			28,050
Ultra Growth Fund		1.00%		1.50%		N/A		1/31/2020			—
U.S. Treasury Fund		0.50%		0.75%		N/A		1/31/2020			—