As filed with the Securities and Exchange Commission on May 8, 2024
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
811-05518
Investment Company Act file number
THE
RBB FUND, INC.
(Exact name of registrant as specified in charter)
615 East Michigan Street
Milwaukee,
WI 53202
(Address of principal executive offices) (Zip code)
Steven Plump, President
c/o U.S. Bancorp Fund Services, LLC
615 East Michigan Street
Milwaukee,
WI 53202
(Name and address of agent for service)
(609) 731-6256
Registrant's telephone number, including area code
Date of fiscal year end: August 31, 2024
Date of reporting period: February 29, 2024
Item 1. Reports to Stockholders.
(a)
SGI U.S. LARGE CAP CORE ETF
SGI DYNAMIC TACTICAL ETF
SGI ENHANCED GLOBAL INCOME ETF
SGI ENHANCED CORE ETF
of
The RBB Fund, Inc.
SEMI-ANNUAL REPORT
February 29, 2024
(Unaudited)
This report is submitted for the general information of the shareholders of the Funds and may not be used as sales literature unless preceded or accompanied by a current prospectus for the Funds.
SGI U.S. LARGE CAP CORE ETF
Performance Data
February 29, 2024 (UNAUDITED)
Average Annual Total Returns for the periods ended February 29, 2024 |
|||
Six |
Since |
||
U.S. Large Cap Core ETF (at NAV) |
16.45% |
30.46% |
|
U.S. Large Cap Core ETF (at Market Price) |
16.55% |
30.54% |
|
S&P 500® Index(3) |
13.93% |
27.65% |
(1) |
Not annualized. |
(2) |
While the Fund commenced operations on March 30, 2023, the Fund began investing consistent with its investment objective on March 31, 2023. |
(3) |
Benchmark performance is from the inception date of the Fund only and is not the inception date of the benchmark itself. |
Fund Gross Expense Ratio: 0.85%
Performance quoted is past performance and does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Performance data current to the most recent month-end may be obtained by calling 1-855-744-8500.
The Fund’s investments will generally consist of securities, which may include common stocks, preferred stocks, warrants to acquire common stock and securities convertible into common stock. Portfolio composition is subject to change. The Fund evaluates performance as compared to that of the Standard & Poor’s 500® Index (“S&P 500®”). The S&P 500® is a widely recognized, unmanaged index of 500 common stocks which are generally representative of the U.S. stock market as a whole. It is impossible to invest directly in an index.
SGI U.S. Large Cap Core ETF and Dynamic Tactical ETF
These ETFs are different from traditional ETFs.
Traditional ETFs tell the public what assets they hold each day. These ETFs will not. This may create additional risks for your investment. For example:
● You may have to pay more money to trade an ETF’s shares. These ETFs will provide less information to traders, who tend to charge more for trades when they have less information.
● The price you pay to buy ETF shares on an exchange may not match the value of the ETF’s portfolio. The same is true when you sell shares. These price differences may be greater for these ETFs compared to other ETFs because these ETFs provides less information to traders.
● These additional risks may be even greater in bad or uncertain market conditions.
● The SGI U.S. Large Cap Core ETF will publish on its website each day a “Proxy Portfolio” designed to help trading in shares of the ETF. While the Proxy Portfolio includes some of the ETF’s holdings, it is not the ETF’s actual portfolio.
The differences between these ETFs and other ETFs may also have advantages. By keeping certain information about an ETF portfolio secret, these ETFs may face less risk that other traders can predict or copy its investment strategy. This may improve the ETFs’ performance. If other traders are able to copy or predict an ETF’s investment strategy, however, this may hurt the ETF’s performance. For additional information regarding the unique attributes and risks of these ETFs, see the prospectus.
1
SGI DYNAMIC TACTICAL ETF
Performance Data
February 29, 2024 (UNAUDITED)
Average Annual Total Returns for the periods ended February 29, 2024 |
|||
Six |
Since |
||
Dynamic Tactical ETF (at NAV) |
10.15% |
14.44% |
|
Dynamic Tactical ETF (at Market Price) |
9.62% |
14.22% |
|
Composite Benchmark(3)(4) |
10.99% |
21.20% |
(1) |
Not annualized. |
(2) |
While the Fund commenced operations on March 29, 2023, the Fund began investing consistent with its investment objective on March 30, 2023. |
(3) |
Benchmark performance is from the inception date of the Fund only and is not the inception date of the benchmark itself. |
(4) |
The composite benchmark is comprised of the S&P 500® Index and Bloomberg US Aggregate Bond Index, weighted 75% and 25%, respectively. |
Fund Gross Expense Ratio: 0.95%
Performance quoted is past performance and does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Performance data current to the most recent month-end may be obtained by calling 1-855-744-8500.
The Fund’s investments will generally consist of securities of affiliated and unaffiliated exchange-traded funds and open-end mutual funds. Portfolio composition is subject to change. The Fund evaluates performance as compared to a composite index comprised of the Standard and Poor 500® Index (“S&P 500®”) and Bloomberg US Aggregate Bond Index. The S&P 500® is a widely recognized, unmanaged index of 500 common stocks which are generally representative of the U.S. stock market as a whole. The Bloomberg US Aggregate Bond Index is a broad-based, market capitalization-weighted bond market index representing intermediate term investment grade bonds traded in the United States. It is impossible to invest directly in an index.
SGI U.S. Large Cap Core ETF and Dynamic Tactical ETF
These ETFs are different from traditional ETFs.
Traditional ETFs tell the public what assets they hold each day. These ETFs will not. This may create additional risks for your investment. For example:
● You may have to pay more money to trade an ETF’s shares. These ETFs will provide less information to traders, who tend to charge more for trades when they have less information.
● The price you pay to buy ETF shares on an exchange may not match the value of the ETF’s portfolio. The same is true when you sell shares. These price differences may be greater for these ETFs compared to other ETFs because these ETFs provides less information to traders.
● These additional risks may be even greater in bad or uncertain market conditions.
● The SGI U.S. Large Cap Core ETF will publish on its website each day a “Proxy Portfolio” designed to help trading in shares of the ETF. While the Proxy Portfolio includes some of the ETF’s holdings, it is not the ETF’s actual portfolio.
The differences between these ETFs and other ETFs may also have advantages. By keeping certain information about an ETF portfolio secret, these ETFs may face less risk that other traders can predict or copy its investment strategy. This may improve the ETFs’ performance. If other traders are able to copy or predict an ETF’s investment strategy, however, this may hurt the ETF’s performance. For additional information regarding the unique attributes and risks of these ETFs, see the prospectus.
2
SGI ENHANCED GLOBAL INCOME ETF
Performance Data
February 29, 2024 (UNAUDITED)
Average Annual Total Returns for the periods ended February 29, 2024 |
||
Since |
||
Enhanced Global Income ETF (at NAV) |
0.16% |
|
Enhanced Global Income ETF (at Market Price) |
0.39% |
|
S&P 500® Index(3) |
0.54% |
(1) |
Not annualized. |
(2) |
While the Fund commenced operations on February 28, 2024, the Fund began investing consistent with its investment objective on February 29, 2024. |
(3) |
Benchmark performance is from the inception date of the Fund only and is not the Inception date of the benchmark itself. |
Fund Gross Expense Ratio: 0.98%
Performance quoted is past performance and does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Performance data current to the most recent month-end may be obtained by calling 1-855-744-8500.
The Fund’s investments will generally consist of securities, which may include common stocks, preferred stocks, warrants to acquire common stock and securities convertible into common stock. Portfolio composition is subject to change. The Fund evaluates performance as compared to that of the Standard & Poor’s 500® Index (“S&P 500®”). The S&P 500® is a widely recognized, unmanaged index of 500 common stocks which are generally representative of the U.S. stock market as a whole. It is impossible to invest directly in an index.
3
SGI ENHANCED CORE ETF
Performance Data
February 29, 2024 (UNAUDITED)
Average Annual Total Returns for the periods ended February 29, 2024 |
||
Since |
||
Enhanced Core ETF (at NAV) |
0.00% |
|
Enhanced Core ETF (at Market Price) |
0.12% |
|
S&P 500® Index(3) |
0.54% |
(1) |
Not annualized. |
(2) |
While the Fund commenced operations on February 28, 2024, the Fund began investing consistent with its investment objective on February 29, 2024. |
(3) |
Benchmark performance is from the inception date of the Fund only and is not the Inception date of the benchmark itself. |
Fund Gross Expense Ratio: 0.98%
Performance quoted is past performance and does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Performance data current to the most recent month-end may be obtained by calling 1-855-744-8500.
The Fund’s investments will generally consist of securities, which may include common stocks, preferred stocks, warrants to acquire common stock and securities convertible into common stock. Portfolio composition is subject to change. The Fund evaluates performance as compared to that of the Standard & Poor’s 500® Index (“S&P 500®”). The S&P 500® is a widely recognized, unmanaged index of 500 common stocks which are generally representative of the U.S. stock market as a whole. It is impossible to invest directly in an index.
4
SUMMIT GLOBAL INVESTMENTS
Fund Expense Examples
February 29, 2024 (UNAUDITED)
As a shareholder of the Fund(s), you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments (if applicable); and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund(s) and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the six-month period from September 1, 2023 through February 29, 2024 and held for the entire period. For the SGI Enhanced Global Income ETF, the actual values and expenses are based on the 1-day period from inception on February 28, 2024 through February 29, 2024. For the SGI Enhanced Core ETF, the actual values and expenses are based on the 1-day period from inception on February 28, 2024 through February 29, 2024.
Actual Expenses
The first line of the accompanying tables provide information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical ExampleS for Comparison Purposes
The second section of the accompanying tables provide information about hypothetical account values and hypothetical expenses based on each 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 each Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.
The expenses shown in the accompanying tables are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees or exchange fees. Therefore, the second section of the accompanying tables 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.
SGI U.S. Large Cap CORE ETF |
|||||
Beginning |
Ending |
Expenses |
Annualized |
ACTUAL |
|
Actual |
|||||
$ 1,000.00 |
$ 1,164.50 |
$ 4.57 |
0.85% |
16.45% |
|
Hypothetical (5% return before expenses) |
|||||
$ 1,000.00 |
$ 1,020.64 |
$ 4.27 |
0.85% |
N/A |
* |
Expenses for hypothetical amount are equal to the Fund’s annualized expense ratio for the period September 1, 2023 through February 29, 2024, multiplied by the average account value over the period, multiplied by the number of days (182) in the most recent fiscal half-year, then divided by 366 to reflect the one-half year period. The Fund’s ending account value in the first section in the table is based on the actual six-month total investment return for the Fund. |
5
SUMMIT GLOBAL INVESTMENTS
Fund Expense Examples (ConTINUed)
February 29, 2024 (UNAUDITED)
SGI DYNAMIC TACTICAL ETF |
|||||
Beginning |
Ending |
Expenses |
Annualized |
ACTUAL |
|
Actual |
|||||
$ 1,000.00 |
$ 1,101.50 |
$ 4.96 |
0.95% |
10.15% |
|
Hypothetical (5% return before expenses) |
|||||
$ 1,000.00 |
$ 1,020.14 |
$ 4.77 |
0.95% |
N/A |
* |
Expenses for hypothetical amount are equal to the Fund’s annualized expense ratio for the period September 1, 2023 through February 29, 2024, multiplied by the average account value over the period, multiplied by the number of days (182) in the most recent fiscal half-year, then divided by 366 to reflect the one-half year period. The Fund’s ending account value in the first section in the table is based on the actual six-month total investment return for the Fund. |
SGI ENHANCED GLOBAL INCOME ETF |
|||||
Beginning |
Ending |
Expenses |
Annualized |
ACTUAL |
|
Actual |
|||||
$ 1,000.00 |
$ 1,001.60 |
$ 0.03 |
0.98% |
0.16% |
|
Hypothetical (5% return before expenses) |
|||||
$ 1,000.00 |
$ 1,019.99 |
$ 4.92 |
0.98% |
N/A |
* |
Expenses for hypothetical amount are equal to the Fund’s annualized expense ratio for the period September 1, 2023 through February 29, 2024, multiplied by the average account value over the period, multiplied by the number of days (182) in the most recent fiscal half-year, then divided by 366 to reflect the one-half year period. The actual dollar amounts shown are expenses paid by the Fund during the period from the Fund’s inception on February 28, 2024 through February 29, 2024 multiplied by 1 day, which is the number of days from the Fund’s inception through February 29, 2024. The Fund’s ending account value in the first section in the table is based on the actual since inception total investment return for the Fund. |
6
SUMMIT GLOBAL INVESTMENTS
Fund Expense Examples (Concluded)
February 29, 2024 (UNAUDITED)
SGI ENHANCED CORE ETF |
|||||
Beginning |
Ending |
Expenses |
Annualized |
ACTUAL |
|
Actual |
|||||
$ 1,000.00 |
$ 1,000.00 |
$ 0.03 |
0.98% |
0.00% |
|
Hypothetical (5% return before expenses) |
|||||
$ 1,000.00 |
$ 1,019.99 |
$ 4.92 |
0.98% |
N/A |
* |
Expenses for hypothetical amount are equal to the Fund’s annualized expense ratio for the period September 1, 2023 through February 29, 2024, multiplied by the average account value over the period, multiplied by the number of days (182) in the most recent fiscal half-year, then divided by 366 to reflect the one-half year period. The actual dollar amounts shown are expenses paid by the Fund during the period from the Fund’s inception on February 28, 2024 through February 29, 2024 multiplied by 1 day, which is the number of days from the Fund’s inception through February 29, 2024. The Fund’s ending account value in the first section in the table is based on the actual since inception total investment return for the Fund. |
The accompanying notes are an integral part of the financial statements.
7
SGI U.S. LARGE CAP CORE ETF
Portfolio Holdings Summary Table
February 29, 2024 (Unaudited)
The following table presents a summary by sector of the portfolio holdings of the Fund:
SECURITY TYPE/CLASSIFICATION |
% of Net |
Value |
||||||
COMMON STOCKS |
||||||||
Internet |
13.9 | % | $ | 13,344,532 | ||||
Semiconductors |
13.0 | 12,537,996 | ||||||
Biotechnology |
8.4 | 8,036,239 | ||||||
Software |
7.6 | 7,401,410 | ||||||
Insurance |
7.5 | 7,272,658 | ||||||
Home Builders |
7.2 | 7,008,115 | ||||||
Retail |
4.2 | 4,050,286 | ||||||
Pharmaceuticals |
4.0 | 3,907,673 | ||||||
Computers |
4.0 | 3,845,034 | ||||||
Transportation |
3.9 | 3,789,807 | ||||||
Healthcare-Services |
3.6 | 3,540,870 | ||||||
Oil & Gas |
3.2 | 3,093,528 | ||||||
Commercial Services |
3.1 | 3,016,994 | ||||||
Media |
2.7 | 2,603,841 | ||||||
Banks |
2.1 | 2,072,248 | ||||||
Building Materials |
1.5 | 1,498,772 | ||||||
Aerospace/Defense |
1.2 | 1,134,039 | ||||||
Distribution/Wholesale |
1.0 | 1,019,401 | ||||||
REITS |
0.8 | 782,595 | ||||||
Healthcare-Products |
0.8 | 774,700 | ||||||
Diversified Financial Services |
0.6 | 614,333 | ||||||
Beverages |
0.5 | 508,084 | ||||||
Airlines |
0.4 | 390,840 | ||||||
Electric |
0.3 | 336,588 | ||||||
Machinery-Diversified |
0.3 | 325,919 | ||||||
Household Products/Wares |
0.3 | 324,009 | ||||||
Engineering & Construction |
0.3 | 271,822 | ||||||
Machinery-Construction & Mining |
0.2 | 237,780 | ||||||
Food |
0.2 | 231,330 | ||||||
Real Estate |
0.2 | 222,833 | ||||||
Iron/Steel |
0.2 | 213,933 | ||||||
Cosmetics & Personal Care |
0.2 | 200,582 | ||||||
Chemicals |
0.2 | 189,830 | ||||||
Pipelines |
0.2 | 183,291 | ||||||
Water |
0.2 | 177,336 | ||||||
Apparel |
0.2 | 162,235 | ||||||
Telecommunications |
0.2 | 168,811 | ||||||
MONEY MARKET DEPOSIT ACCOUNT |
1.5 | 1,469,942 | ||||||
OTHER ASSETS IN EXCESS OF LIABILITIES |
0.1 | 75,159 | ||||||
NET ASSETS |
100.0 | % | $ | 97,035,395 |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
8
SGI U.S. LARGE CAP CORE ETF
Portfolio of Investments
February 29, 2024 (Unaudited)
Number |
Value |
|||||||
COMMON STOCKS — 98.4% |
||||||||
Aerospace/Defense — 1.2% |
||||||||
General Dynamics Corp. |
718 | $ | 196,194 | |||||
Lockheed Martin Corp. |
2,190 | 937,845 | ||||||
1,134,039 | ||||||||
Airlines — 0.4% |
||||||||
Delta Air Lines, Inc. |
4,637 | 196,006 | ||||||
United Airlines Holdings, Inc.(a) |
4,283 | 194,834 | ||||||
390,840 | ||||||||
Apparel — 0.2% |
||||||||
NIKE, Inc. - Class B |
1,561 | 162,235 | ||||||
Banks — 2.1% |
||||||||
Bank of America Corp. |
5,448 | 188,065 | ||||||
First Horizon Corp. |
13,714 | 193,367 | ||||||
Goldman Sachs Group, Inc. |
2,023 | 787,049 | ||||||
JPMorgan Chase & Co. |
2,888 | 537,341 | ||||||
Popular, Inc. |
2,244 | 187,778 | ||||||
State Street Corp. |
2,423 | 178,648 | ||||||
2,072,248 | ||||||||
Beverages — 0.5% |
||||||||
Coca-Cola Co. |
5,716 | 343,075 | ||||||
PepsiCo, Inc. |
998 | 165,009 | ||||||
508,084 | ||||||||
Biotechnology — 8.4% |
||||||||
Biogen, Inc.(a) |
737 | 159,922 | ||||||
Exelixis, Inc.(a) |
9,536 | 208,838 | ||||||
Incyte Corp.(a) |
4,556 | 265,888 | ||||||
Regeneron Pharmaceuticals, Inc.(a) |
2,882 | 2,784,272 | ||||||
United Therapeutics Corp.(a) |
12,145 | 2,740,398 | ||||||
Vertex Pharmaceuticals, Inc.(a) |
4,461 | 1,876,921 | ||||||
8,036,239 | ||||||||
Building Materials — 1.5% |
||||||||
Builders FirstSource, Inc.(a) |
1,262 | 246,317 | ||||||
Eagle Materials, Inc. |
980 | 248,479 | ||||||
Owens Corning |
6,703 | 1,003,976 | ||||||
1,498,772 | ||||||||
Chemicals — 0.2% |
||||||||
LyondellBasell Industries NV - Class A |
1,893 | 189,830 | ||||||
Commercial Services — 3.1% |
||||||||
Automatic Data Processing, Inc. |
11,258 | 2,827,222 | ||||||
S&P Global, Inc. |
443 | 189,772 | ||||||
3,016,994 | ||||||||
Computers — 4.0% |
||||||||
Accenture PLC - Class A |
503 | 188,514 | ||||||
Apple, Inc. |
19,034 | 3,440,396 | ||||||
EPAM Systems, Inc.(a) |
710 | 216,124 | ||||||
3,845,034 | ||||||||
Cosmetics & Personal Care — 0.2% |
||||||||
Procter & Gamble Co. |
1,262 | $ | 200,582 | |||||
Distribution/Wholesale — 1.0% |
||||||||
Ferguson PLC |
4,821 | 1,019,401 | ||||||
Diversified Financial Services — 0.6% |
||||||||
Ameriprise Financial, Inc. |
465 | 189,422 | ||||||
Mastercard, Inc. - Class A |
895 | 424,911 | ||||||
614,333 | ||||||||
Electric — 0.3% |
||||||||
Evergy, Inc. |
3,478 | 172,301 | ||||||
Xcel Energy, Inc. |
3,118 | 164,287 | ||||||
336,588 | ||||||||
Engineering & Construction — 0.3% |
||||||||
EMCOR Group, Inc. |
867 | 271,822 | ||||||
Food — 0.2% |
||||||||
Hershey Co. |
1,231 | 231,330 | ||||||
Healthcare-Products — 0.8% |
||||||||
Abbott Laboratories |
1,797 | 213,197 | ||||||
Danaher Corp. |
801 | 202,765 | ||||||
Thermo Fisher Scientific, Inc. |
330 | 188,159 | ||||||
West Pharmaceutical Services, Inc. |
476 | 170,579 | ||||||
774,700 | ||||||||
Healthcare-Services — 3.6% |
||||||||
Centene Corp.(a) |
2,405 | 188,624 | ||||||
Elevance Health, Inc. |
5,162 | 2,587,453 | ||||||
HCA Healthcare, Inc. |
709 | 220,995 | ||||||
Humana, Inc. |
1,131 | 396,212 | ||||||
UnitedHealth Group, Inc. |
299 | 147,586 | ||||||
3,540,870 | ||||||||
Home Builders — 7.2% |
||||||||
DR Horton, Inc. |
21,061 | 3,147,356 | ||||||
Lennar Corp. - Class A |
15,485 | 2,454,527 | ||||||
NVR, Inc.(a) |
153 | 1,166,712 | ||||||
PulteGroup, Inc. |
2,210 | 239,520 | ||||||
7,008,115 | ||||||||
Household Products/Wares — 0.3% |
||||||||
Kimberly-Clark Corp. |
2,674 | 324,009 | ||||||
Insurance — 7.5% |
||||||||
American Financial Group, Inc. |
1,545 | 197,250 | ||||||
American International Group, Inc. |
44,744 | 3,261,390 | ||||||
Berkshire Hathaway, Inc. - Class B(a) |
4,120 | 1,686,728 | ||||||
Cincinnati Financial Corp. |
2,422 | 276,108 | ||||||
Equitable Holdings, Inc. |
5,617 | 192,326 | ||||||
Everest Group Ltd. |
532 | 196,244 | ||||||
Hartford Financial Services Group Inc., (The) |
2,278 | 218,324 |
The accompanying notes are an integral part of the financial statements.
9
SGI U.S. LARGE CAP CORE ETF
Portfolio of Investments (Continued)
February 29, 2024 (Unaudited)
Number |
Value |
|||||||
Household Products/Wares — (Continued) |
||||||||
Loews Corp. |
2,818 | $ | 211,716 | |||||
Marsh & McLennan Cos., Inc. |
930 | 188,111 | ||||||
Progressive Corp. |
1,072 | 203,208 | ||||||
Prudential Financial, Inc. |
1,634 | 178,090 | ||||||
Travelers Cos, Inc., (The) |
1,106 | 244,382 | ||||||
W R Berkley Corp. |
2,617 | 218,781 | ||||||
7,272,658 | ||||||||
Internet — 13.9% |
||||||||
Airbnb, Inc. - Class A(a) |
1,267 | 199,514 | ||||||
Alphabet, Inc. - Class A(a) |
39,693 | 5,495,892 | ||||||
Amazon.com, Inc.(a) |
16,611 | 2,936,160 | ||||||
Booking Holdings, Inc.(a) |
63 | 218,536 | ||||||
DoorDash, Inc. - Class A(a) |
1,666 | 207,534 | ||||||
Meta Platforms, Inc. - Class A |
8,279 | 4,057,786 | ||||||
Netflix, Inc.(a) |
380 | 229,110 | ||||||
13,344,532 | ||||||||
Iron/Steel — 0.2% |
||||||||
Reliance, Inc. |
666 | 213,933 | ||||||
Machinery-Construction & Mining — 0.2% |
||||||||
Caterpillar, Inc. |
712 | 237,780 | ||||||
Machinery-Diversified — 0.3% |
||||||||
AGCO Corp. |
2,971 | 325,919 | ||||||
Media — 2.7% |
||||||||
Comcast Corp. - Class A |
4,852 | 207,908 | ||||||
Fox Corp. - Class B |
80,344 | 2,199,819 | ||||||
Fox Corp. - Class A |
21 | 626 | ||||||
Walt Disney Co. |
1,752 | 195,488 | ||||||
2,603,841 | ||||||||
Oil & Gas — 3.2% |
||||||||
APA Corp. |
5,301 | 157,917 | ||||||
Chevron Corp. |
11,925 | 1,812,719 | ||||||
ConocoPhillips |
2,838 | 319,389 | ||||||
Devon Energy Corp. |
3,969 | 174,874 | ||||||
HF Sinclair Corp. |
3,688 | 204,684 | ||||||
Marathon Petroleum Corp. |
1,375 | 232,691 | ||||||
Valero Energy Corp. |
1,352 | 191,254 | ||||||
3,093,528 | ||||||||
Pharmaceuticals — 4.0% |
||||||||
AbbVie, Inc. |
2,078 | 365,832 | ||||||
McKesson Corp. |
383 | 199,700 | ||||||
Merck & Co., Inc. |
16,296 | 2,072,036 | ||||||
Neurocrine Biosciences, Inc.(a) |
1,558 | 203,163 | ||||||
Pfizer, Inc. |
40,171 | 1,066,942 | ||||||
3,907,673 | ||||||||
Pipelines — 0.2% |
||||||||
Cheniere Energy, Inc. |
1,181 | 183,291 | ||||||
Real Estate — 0.2% |
||||||||
CBRE Group, Inc. - Class A(a) |
2,425 | $ | 222,833 | |||||
REITS — 0.8% |
||||||||
American Homes 4 Rent - Class A |
5,166 | 191,194 | ||||||
EastGroup Properties, Inc. |
1,017 | 178,677 | ||||||
Equity Residential |
3,294 | 198,331 | ||||||
Weyerhaeuser Co. |
6,236 | 214,393 | ||||||
782,595 | ||||||||
Retail — 4.2% |
||||||||
Home Depot, Inc. |
2,811 | 1,069,895 | ||||||
Lowe’s Cos., Inc. |
933 | 224,545 | ||||||
Murphy USA, Inc. |
396 | 165,136 | ||||||
Starbucks Corp. |
22,742 | 2,158,215 | ||||||
Target Corp. |
1,514 | 231,521 | ||||||
Wal-Mart Stores, Inc. |
3,429 | 200,974 | ||||||
4,050,286 | ||||||||
Semiconductors — 13.0% |
||||||||
Applied Materials, Inc. |
18,610 | 3,752,147 | ||||||
Broadcom, Inc. |
181 | 235,389 | ||||||
KLA-Tencor Corp. |
352 | 240,170 | ||||||
Lam Research Corp. |
1,300 | 1,219,725 | ||||||
NVIDIA Corp. |
4,561 | 3,608,297 | ||||||
QUALCOMM, Inc. |
22,069 | 3,482,268 | ||||||
12,537,996 | ||||||||
Software — 7.6% |
||||||||
Adobe Systems, Inc.(a) |
271 | 151,836 | ||||||
Atlassian Corp. - Class A(a) |
1,141 | 236,666 | ||||||
DocuSign, Inc.(a) |
4,543 | 242,006 | ||||||
Electronic Arts, Inc. |
6,427 | 896,438 | ||||||
HubSpot, Inc.(a) |
294 | 181,930 | ||||||
Microsoft Corp. |
9,812 | 4,058,635 | ||||||
MongoDB, Inc.(a) |
394 | 176,347 | ||||||
MSCI, Inc. |
334 | 187,364 | ||||||
ServiceNow, Inc.(a) |
546 | 421,152 | ||||||
Synopsys, Inc.(a) |
313 | 179,577 | ||||||
Veeva Systems, Inc. - Class A(a) |
2,124 | 478,983 | ||||||
Zoom Video Communications, Inc. - Class A(a) |
2,693 | 190,476 | ||||||
7,401,410 | ||||||||
Telecommunications — 0.2% |
||||||||
Cisco Systems, Inc. |
3,490 | 168,811 | ||||||
Transportation — 3.9% |
||||||||
FedEx Corp. |
10,687 | 2,660,742 | ||||||
Union Pacific Corp. |
3,827 | 970,872 | ||||||
United Parcel Service, Inc. - Class B |
1,067 | 158,193 | ||||||
3,789,807 |
The accompanying notes are an integral part of the financial statements.
10
SGI U.S. LARGE CAP CORE ETF
Portfolio of Investments (CONCLUDED)
February 29, 2024 (Unaudited)
Number |
Value |
|||||||
Water — 0.2% |
||||||||
American Water Works Co., Inc. |
1,496 | $ | 177,336 | |||||
TOTAL COMMON STOCKS (Cost $87,166,292) |
95,490,294 | |||||||
TOTAL INVESTMENTS — 98.4% (Cost $87,166,292) |
$ | 95,490,294 | ||||||
Money Market Deposit Account — 1.5%(b) |
1,469,942 | |||||||
Other Assets in Excess of Liabilities — 0.1% |
75,159 | |||||||
TOTAL NET ASSETS — 100.0% |
$ | 97,035,395 |
Percentages are stated as a percent of net assets.
PLC Public Limited Company
REIT Real Estate Investment Trust
(a) |
Non-income producing security. |
(b) |
The U.S. Bank Money Market Deposit Account (the “MMDA”) is a short-term vehicle in which the Fund holds cash balances. The MMDA will bear interest at a variable rate that is determined based on market conditions and is subject to change daily. The MMDA interest rate as of February 29, 2024 was 5.20%. |
The accompanying notes are an integral part of the financial statements.
11
SGI DYNAMIC TACTICAL ETF
Portfolio Holdings Summary Table
February 29, 2024 (Unaudited)
The following table presents a summary by sector of the portfolio holdings of the Fund:
SECURITY TYPE/CLASSIFICATION |
% of Net |
Value |
||||||
EXCHANGE TRADED FUNDS |
99.9 | % | $ | 99,724,795 | ||||
MONEY MARKET DEPOSIT ACCOUNT |
0.2 | 151,185 | ||||||
LIABILITIES IN EXCESS OF OTHER ASSETS |
(0.1 | ) | (71,505 | ) | ||||
NET ASSETS |
100.0 | % | $ | 99,804,475 |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
12
SGI DYNAMIC TACTICAL ETF
Portfolio of Investments
February 29, 2024 (Unaudited)
Number |
Value |
|||||||
EXCHANGE TRADED FUNDS — 99.9% |
||||||||
Invesco QQQ Trust Series 1 |
46,205 | $ | 20,283,995 | |||||
iShares Core MSCI EAFE ETF |
67,810 | 4,868,758 | ||||||
iShares Core U.S. Aggregate Bond ETF |
48,942 | 4,764,504 | ||||||
iShares Edge MSCI Min Vol USA ETF |
120,381 | 9,797,809 | ||||||
PGIM Ultra Short Bond ETF |
96,242 | 4,779,378 | ||||||
Schwab US Dividend Equity ETF |
99,892 | 7,755,615 | ||||||
SGI U.S. Large Cap Core ETF(a) |
1,101,806 | 35,427,250 | ||||||
Vanguard Information Technology ETF |
9,665 | 5,004,440 | ||||||
Vanguard Small-Cap ETF |
32,078 | 7,043,046 | ||||||
TOTAL EXCHANGE TRADED FUNDS (Cost $91,351,146) |
99,724,795 | |||||||
TOTAL INVESTMENTS — 99.9% (Cost $91,351,146) |
$ | 99,724,795 | ||||||
Money Market Deposit Account — 0.2%(b) |
151,185 | |||||||
Liabilities in Excess of Other Assets — (0.1)% |
(71,505 | ) | ||||||
TOTAL NET ASSETS — 100.0% |
$ | 99,804,475 |
Percentages are stated as a percent of net assets.
(a) |
Affiliated company as defined by the Investment Company Act of 1940 (see Note 7). |
(b) |
The U.S. Bank Money Market Deposit Account (the “MMDA”) is a short-term vehicle in which the Fund holds cash balances. The MMDA will bear interest at a variable rate that is determined based on market conditions and is subject to change daily. The MMDA interest rate as of February 29, 2024 was 5.20%. |
The accompanying notes are an integral part of the financial statements.
13
SGI ENHANCED GLOBAL INCOME ETF
Portfolio Holdings Summary Table
February 29, 2024 (Unaudited)
The following table presents a summary by sector of the portfolio holdings of the Fund:
SECURITY TYPE/CLASSIFICATION |
% of Net |
Value |
||||||
COMMON STOCKS |
||||||||
Pharmaceuticals |
9.9 | % | $ | 49,917 | ||||
Banks |
7.9 | 40,027 | ||||||
Telecommunications |
6.8 | 34,038 | ||||||
Semiconductors |
6.2 | 30,908 | ||||||
Oil & Gas |
6.0 | 29,930 | ||||||
Iron/Steel |
5.1 | 25,499 | ||||||
Insurance |
4.9 | 24,454 | ||||||
Beverages |
4.8 | 24,115 | ||||||
Biotechnology |
4.5 | 23,126 | ||||||
Software |
3.7 | 18,336 | ||||||
Food |
3.3 | 16,309 | ||||||
Mining |
3.2 | 15,987 | ||||||
Healthcare-Services |
2.6 | 13,002 | ||||||
Home Builders |
2.4 | 12,255 | ||||||
Building Materials |
2.4 | 12,132 | ||||||
Diversified Financial Services |
2.4 | 11,909 | ||||||
Electric |
2.2 | 11,092 | ||||||
Internet |
2.1 | 10,567 | ||||||
Auto Manufacturers |
1.7 | 8,633 | ||||||
Transportation |
1.6 | 8,067 | ||||||
Retail |
1.5 | 7,372 | ||||||
Household Products/Wares |
1.4 | 6,786 | ||||||
Computers |
1.3 | 6,507 | ||||||
Chemicals |
1.1 | 5,616 | ||||||
REITs |
1.0 | 5,050 | ||||||
Machinery-Diversified |
1.0 | 4,827 | ||||||
Commercial Services |
0.8 | 4,018 | ||||||
Aerospace/Defense |
0.7 | 3,426 | ||||||
Cosmetics/Personal Care |
0.6 | 2,769 | ||||||
Distribution/Wholesale |
0.5 | 2,537 | ||||||
Media |
0.5 | 2,264 | ||||||
PREFERRED STOCKS |
||||||||
Banks |
3.1 | 15,480 | ||||||
CLOSED END FUNDS |
1.9 | 9,549 | ||||||
OTHER ASSETS IN EXCESS OF LIABILITIES |
0.9 | 4,318 | ||||||
NET ASSETS |
100.0 | % | $ | 500,822 |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
14
SGI ENHANCED GLOBAL INCOME ETF
Portfolio Holdings Summary Table (concluded)
February 29, 2024 (Unaudited)
The following table presents a summary by country of the portfolio holdings of the Fund:
COUNTRY |
% of Net |
Value |
||||||
UNITED STATES |
57.2 | % | $ | 286,873 | ||||
BRAZIL |
9.1 | 45,838 | ||||||
JAPAN |
5.1 | 25,263 | ||||||
UNITED KINGDOM |
4.4 | 22,304 | ||||||
TAIWAN |
4.0 | 20,104 | ||||||
MEXICO |
3.4 | 17,222 | ||||||
COLOMBIA |
3.1 | 15,480 | ||||||
CANADA |
2.9 | 14,119 | ||||||
SOUTH KOREA |
2.8 | 13,954 | ||||||
INDIA |
1.5 | 7,678 | ||||||
BERMUDA |
1.1 | 5,454 | ||||||
AUSTRALIA |
1.1 | 5,443 | ||||||
INDONESIA |
1.0 | 4,911 | ||||||
DENMARK |
1.0 | 4,791 | ||||||
FRANCE |
0.9 | 4,324 | ||||||
SPAIN |
0.5 | 2,746 | ||||||
OTHER ASSETS IN EXCESS OF LIABILITIES |
0.9 | 4,318 | ||||||
NET ASSETS |
100.0 | % | $ | 500,822 |
The accompanying notes are an integral part of the financial statements.
15
SGI ENHANCED GLOBAL INCOME ETF
Portfolio of Investments
February 29, 2024 (Unaudited)
Number |
Value |
|||||||
COMMON STOCKS — 94.1% |
||||||||
Aerospace/Defense — 0.7% |
||||||||
Lockheed Martin Corp. |
8 | $ | 3,426 | |||||
Auto Manufacturers — 1.7% |
||||||||
Cummins, Inc. |
12 | 3,223 | ||||||
Honda Motor Co., Ltd. - ADR |
152 | 5,410 | ||||||
8,633 | ||||||||
Banks — 7.9% |
||||||||
Banco Bilbao Vizcaya Argentaria SA - ADR |
276 | 2,746 | ||||||
Banco Santander Brasil SA - ADR |
1,156 | 6,589 | ||||||
Bank of New York Mellon Corp. |
64 | 3,590 | ||||||
Citizens Financial Group, Inc. |
44 | 1,381 | ||||||
First Horizon Corp. |
680 | 9,587 | ||||||
JPMorgan Chase & Co. |
28 | 5,210 | ||||||
Shinhan Financial Group Co., Ltd. - ADR |
256 | 8,341 | ||||||
Woori Financial Group, Inc. - ADR |
76 | 2,583 | ||||||
40,027 | ||||||||
Beverages — 4.8% |
||||||||
Coca-Cola Co. |
156 | 9,363 | ||||||
Coca-Cola Femsa SAB de CV - ADR |
152 | 14,752 | ||||||
24,115 | ||||||||
Biotechnology — 4.5% |
||||||||
Exelixis, Inc.(a) |
228 | 4,993 | ||||||
Incyte Corp.(a) |
52 | 3,035 | ||||||
United Therapeutics Corp.(a) |
52 | 11,732 | ||||||
Vertex Pharmaceuticals, Inc.(a) |
8 | 3,366 | ||||||
23,126 | ||||||||
Building Materials — 2.4% |
||||||||
Builders FirstSource, Inc.(a) |
16 | 3,123 | ||||||
Louisiana-Pacific Corp. |
36 | 2,663 | ||||||
Owens Corning |
24 | 3,595 | ||||||
UFP Industries, Inc. |
24 | 2,751 | ||||||
12,132 | ||||||||
Chemicals — 1.1% |
||||||||
LyondellBasell Industries NV - Class A |
56 | 5,616 | ||||||
Commercial Services — 0.8% |
||||||||
Automatic Data Processing, Inc. |
16 | 4,018 | ||||||
Computers — 1.3% |
||||||||
Apple, Inc. |
36 | 6,507 | ||||||
Cosmetics/Personal Care — 0.6% |
||||||||
Colgate-Palmolive Co. |
32 | 2,769 | ||||||
Distribution/Wholesale — 0.5% |
||||||||
Ferguson PLC |
12 | 2,537 | ||||||
Diversified Financial Services — 2.4% |
||||||||
Air Lease Corp. |
64 | $ | 2,566 | |||||
KB Financial Group, Inc. - ADR |
64 | 3,030 | ||||||
ORIX Corp. - ADR |
60 | 6,313 | ||||||
11,909 | ||||||||
Electric — 2.2% |
||||||||
DTE Energy Co. |
28 | 3,034 | ||||||
Evergy, Inc. |
48 | 2,378 | ||||||
National Grid PLC - ADR |
36 | 2,400 | ||||||
Pinnacle West Capital Corp. |
48 | 3,280 | ||||||
11,092 | ||||||||
Food — 3.3% |
||||||||
Flowers Foods, Inc. |
176 | 3,946 | ||||||
Hershey Co. |
52 | 9,772 | ||||||
Sysco Corp. |
32 | 2,591 | ||||||
16,309 | ||||||||
Healthcare-Services — 2.6% |
||||||||
Centene Corp.(a) |
32 | 2,510 | ||||||
Chemed Corp. |
4 | 2,505 | ||||||
Elevance Health, Inc. |
4 | 2,005 | ||||||
Humana, Inc. |
8 | 2,803 | ||||||
Medpace Holdings, Inc.(a) |
8 | 3,179 | ||||||
13,002 | ||||||||
Home Builders — 2.4% |
||||||||
DR Horton, Inc. |
32 | 4,782 | ||||||
Taylor Morrison Home Corp.(a) |
132 | 7,473 | ||||||
12,255 | ||||||||
Household Products/Wares — 1.4% |
||||||||
Kimberly-Clark Corp. |
56 | 6,786 | ||||||
Insurance — 4.9% |
||||||||
American International Group, Inc. |
36 | 2,624 | ||||||
Axis Capital Holdings Ltd. |
40 | 2,503 | ||||||
Corebridge Financial, Inc. |
148 | 3,674 | ||||||
Equitable Holdings, Inc. |
96 | 3,287 | ||||||
Everest Group Ltd. |
8 | 2,951 | ||||||
Loews Corp. |
32 | 2,404 | ||||||
Prudential Financial, Inc. |
40 | 4,359 | ||||||
Travelers Cos., Inc. |
12 | 2,652 | ||||||
24,454 | ||||||||
Internet — 2.1% |
||||||||
Alphabet, Inc. - Class C(a) |
56 | 7,827 | ||||||
GoDaddy, Inc. - Class A(a) |
24 | 2,740 | ||||||
10,567 | ||||||||
Iron/Steel — 5.1% |
||||||||
Cia Siderurgica Nacional SA - ADR |
2,468 | 8,317 | ||||||
Commercial Metals Co. |
48 | 2,592 |
The accompanying notes are an integral part of the financial statements.
16
SGI ENHANCED GLOBAL INCOME ETF
Portfolio of Investments (CONTINUED)
February 29, 2024 (Unaudited)
Number |
Value |
|||||||
Iron/Steel — (Continued) |
||||||||
Vale SA - ADR |
1,088 | $ | 14,590 | |||||
25,499 | ||||||||
Machinery-Diversified — 1.0% |
||||||||
AGCO Corp. |
44 | 4,827 | ||||||
Media — 0.5% |
||||||||
Fox Corp. - Class A |
76 | 2,264 | ||||||
Mining — 3.2% |
||||||||
Agnico Eagle Mines Ltd. |
48 | 2,307 | ||||||
Rio Tinto PLC - ADR |
212 | 13,680 | ||||||
15,987 | ||||||||
Oil & Gas — 6.0% |
||||||||
APA Corp. |
68 | 2,026 | ||||||
Cenovus Energy, Inc. |
316 | 5,508 | ||||||
Chord Energy Corp. |
16 | 2,599 | ||||||
Civitas Resources, Inc. |
100 | 6,868 | ||||||
Devon Energy Corp. |
80 | 3,525 | ||||||
Valero Energy Corp. |
28 | 3,961 | ||||||
Woodside Energy Group Ltd. - ADR |
276 | 5,443 | ||||||
29,930 | ||||||||
Pharmaceuticals — 9.9% |
||||||||
Bristol-Myers Squibb Co. |
48 | 2,436 | ||||||
Cardinal Health, Inc. |
84 | 9,406 | ||||||
Dr Reddy’s Laboratories Ltd. - ADR |
100 | 7,678 | ||||||
GSK PLC - ADR |
88 | 3,687 | ||||||
Merck & Co., Inc. |
40 | 5,086 | ||||||
Novo Nordisk AS - ADR |
40 | 4,791 | ||||||
Pfizer, Inc. |
124 | 3,293 | ||||||
Takeda Pharmaceutical Co., Ltd. - ADR |
928 | 13,540 | ||||||
49,917 | ||||||||
REITS — 1.0% |
||||||||
Annaly Capital Management, Inc. |
140 | 2,673 | ||||||
STAG Industrial, Inc. |
64 | 2,377 | ||||||
5,050 | ||||||||
Retail — 1.5% |
||||||||
Bath & Body Works, Inc. |
52 | 2,376 | ||||||
McDonald’s Corp. |
8 | 2,338 | ||||||
Starbucks Corp. |
28 | 2,658 | ||||||
7,372 | ||||||||
Semiconductors — 6.2% |
||||||||
Amkor Technology, Inc. |
84 | $ | 2,606 | |||||
ASE Technology Holding Co., Ltd. - ADR |
1,408 | 13,714 | ||||||
QUALCOMM, Inc. |
36 | 5,680 | ||||||
Skyworks Solutions, Inc. |
24 | 2,518 | ||||||
United Microelectronics Corp. - ADR |
832 | 6,390 | ||||||
30,908 | ||||||||
Software — 3.7% |
||||||||
Electronic Arts, Inc. |
16 | 2,232 | ||||||
Microsoft Corp. |
20 | 8,273 | ||||||
Smartsheet, Inc. - Class A(a) |
132 | 5,572 | ||||||
Snowflake, Inc. - Class A(a) |
12 | 2,259 | ||||||
18,336 | ||||||||
Telecommunications — 6.8% |
||||||||
America Movil SAB de CV - ADR |
132 | 2,470 | ||||||
Motorola Solutions, Inc. |
8 | 2,643 | ||||||
Orange SA - ADR |
376 | 4,324 | ||||||
Telefonica Brasil SA - ADR |
196 | 2,142 | ||||||
Telkom Indonesia Persero Tbk PT - ADR |
192 | 4,911 | ||||||
TELUS Corp. |
192 | 3,348 | ||||||
TIM SA/Brazil - ADR |
768 | 14,200 | ||||||
34,038 | ||||||||
Transportation — 1.6% |
||||||||
Ryder System, Inc. |
24 | 2,739 | ||||||
TFI International, Inc. |
20 | 2,956 | ||||||
United Parcel Service, Inc. - Class B |
16 | 2,372 | ||||||
8,067 | ||||||||
TOTAL COMMON STOCKS (Cost $470,780) |
471,475 | |||||||
PREFERRED STOCKS — 3.1% |
||||||||
Banks — 3.1% |
||||||||
Bancolombia SA |
476 | 15,480 | ||||||
TOTAL PREFERRED STOCKS (Cost $15,489) |
15,480 | |||||||
The accompanying notes are an integral part of the financial statements.
17
SGI ENHANCED GLOBAL INCOME ETF
Portfolio of Investments (concluded)
February 29, 2024 (Unaudited)
Number |
Value |
|||||||
CLOSED END FUNDS — 1.9% |
||||||||
Ares Capital Corp. |
472 | $ | 9,549 | |||||
TOTAL CLOSED END FUNDS (Cost $9,516) |
9,549 | |||||||
TOTAL INVESTMENTS — 99.1% (Cost $495,786) |
$ | 496,504 | ||||||
Other Assets in Excess of Liabilities — 0.9% |
4,318 | |||||||
TOTAL NET ASSETS — 100.0% |
$ | 500,822 |
Percentages are stated as a percent of net assets.
ADR American Depositary Receipt
PLC Public Limited Company
REIT Real Estate Investment Trust
(a) |
Non-income producing security. |
The accompanying notes are an integral part of the financial statements.
18
SGI ENHANCED CORE ETF
Portfolio Holdings Summary Table
February 29, 2024 (Unaudited)
The following table presents a summary by sector of the portfolio holdings of the Fund:
SECURITY TYPE/CLASSIFICATION |
% of Net |
Value |
||||||
OTHER ASSETS IN EXCESS OF LIABILITIES |
100.0 | % | $ | 500,000 | ||||
NET ASSETS |
100.0 | % | $ | 500,000 |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
19
SGI ENHANCED CORE ETF
Portfolio of Investments
February 29, 2024 (Unaudited)
Value |
||||
Other Assets in Excess of Liabilities — 100.0% |
$ | 500,000 | ||
TOTAL NET ASSETS — 100.0% |
$ | 500,000 |
Percentages are stated as a percent of net assets.
The accompanying notes are an integral part of the financial statements.
20
SUMMIT GLOBAL INVESTMENTS
Statements of Assets and Liabilities
February 29, 2024 (Unaudited)
SGI U.S. |
SGI U.S. |
|||||||
ASSETS |
||||||||
Investments, at fair value: |
||||||||
Unaffiliated investments (cost $87,166,292 and $59,707,328, respectively) |
$ | 95,490,294 | $ | 64,297,545 | ||||
Affiliated investments (cost $— and 31,643,818, respectively) (see Note 7) |
— | 35,427,250 | ||||||
Cash equivalents |
1,469,942 | 151,185 | ||||||
Receivables for: |
||||||||
Capital shares sold |
— | — | ||||||
Dividends |
140,790 | 829 | ||||||
Due from Advisor |
— | — | ||||||
Total assets |
$ | 97,101,026 | $ | 99,876,809 | ||||
LIABILITIES |
||||||||
Payables for: |
||||||||
Advisory fees |
$ | 65,631 | $ | 72,334 | ||||
Total liabilities |
65,631 | 72,334 | ||||||
Net assets |
$ | 97,035,395 | $ | 99,804,475 | ||||
NET ASSETS CONSIST OF: |
||||||||
Par value |
$ | 3,020 | $ | 3,520 | ||||
Paid-in capital |
78,079,121 | 88,692,796 | ||||||
Total distributable earnings/(losses) |
18,953,254 | 11,108,159 | ||||||
Net assets |
$ | 97,035,395 | $ | 99,804,475 | ||||
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) |
3,020,000 | 3,520,000 | ||||||
Net asset value and redemption price per share |
$ | 32.13 | $ | 28.35 |
The accompanying notes are an integral part of the financial statements.
21
SUMMIT GLOBAL INVESTMENTS
Statements of Assets and Liabilities (CONCLUDED)
February 29, 2024 (Unaudited)
SGI |
SGI |
|||||||
ASSETS |
||||||||
Investments, at fair value: |
||||||||
Unaffiliated investments (cost $495,786 and $—, respectively) |
$ | 496,504 | $ | — | ||||
Affiliated investments (cost $— and $—, respectively) (see Note 7) |
— | — | ||||||
Cash equivalents |
— | — | ||||||
Receivables for: |
||||||||
Capital shares sold |
4,215 | 500,000 | ||||||
Dividends |
103 | — | ||||||
Due from Advisor |
— | — | ||||||
Total assets |
$ | 500,822 | $ | 500,000 | ||||
LIABILITIES |
||||||||
Payables for: |
||||||||
Advisory fees |
$ | — | $ | — | ||||
Total liabilities |
— | — | ||||||
Net assets |
$ | 500,822 | $ | 500,000 | ||||
NET ASSETS CONSIST OF: |
||||||||
Par value |
$ | 20 | $ | 20 | ||||
Paid-in capital |
499,980 | 499,980 | ||||||
Total distributable earnings/(losses) |
822 | — | ||||||
Net assets |
$ | 500,822 | $ | 500,000 | ||||
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) |
20,000 | 20,000 | ||||||
Net asset value and redemption price per share |
$ | 25.04 | $ | 25.00 |
The accompanying notes are an integral part of the financial statements.
22
SUMMIT GLOBAL INVESTMENTS
Statements of Operations
FOR THE SIX MONTHS ENDED February 29, 2024 (Unaudited)
SGI U.S. |
SGI U.S. |
|||||||
INVESTMENT INCOME |
||||||||
Dividends |
||||||||
Dividends from unaffiliated investments |
$ | 769,312 | $ | 1,389,124 | ||||
Dividends from affiliated investments (see Note 7) |
— | 80,642 | ||||||
Interest |
37,176 | 15,063 | ||||||
Total investment income |
806,488 | 1,484,829 | ||||||
EXPENSES |
||||||||
Advisory fees (Note 2) |
428,672 | 500,415 | ||||||
Total expenses |
428,672 | 500,415 | ||||||
Net investment income/(loss) |
377,816 | 984,414 | ||||||
NET REALIZED AND UNREALIZED GAIN/(LOSS) FROM INVESTMENTS |
||||||||
Net realized gain/(loss) from investments |
||||||||
Unaffiliated investments |
2,207,924 | (941,116 | ) | |||||
Affiliated investments (see Note 7) |
— | 1,620,137 | ||||||
Distributions from affiliated investments (see Note 7) |
— | 554 | ||||||
Net realized gain/(loss) from redemption in-kind |
8,192,354 | 2,344,608 | ||||||
Net change in unrealized appreciation/(depreciation) on investments |
||||||||
Unaffiliated investments |
5,416,493 | 2,203,160 | ||||||
Affiliated investments (see Note 7) |
— | 3,783,432 | ||||||
Net realized and unrealized gain/(loss) on investments |
15,816,771 | 9,010,775 | ||||||
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS |
$ | 16,194,587 | $ | 9,995,189 |
The accompanying notes are an integral part of the financial statements.
23
SUMMIT GLOBAL INVESTMENTS
Statements of Operations
FOR THE PERIOD ENDED February 29, 2024 (Unaudited)
SGI |
SGI |
|||||||
INVESTMENT INCOME |
||||||||
Dividends |
||||||||
Dividends from unaffiliated investments |
$ | 104 | $ | — | ||||
Dividends from affiliated investments (see Note 7) |
— | — | ||||||
Interest |
— | — | ||||||
Total investment income |
104 | — | ||||||
EXPENSES |
||||||||
Advisory fees (Note 2) |
— | — | ||||||
Total expenses |
— | — | ||||||
Net investment income/(loss) |
104 | — | ||||||
NET REALIZED AND UNREALIZED GAIN/(LOSS) FROM INVESTMENTS |
||||||||
Net realized gain/(loss) from investments |
||||||||
Unaffiliated investments |
— | — | ||||||
Affiliated investments (see Note 7) |
— | — | ||||||
Distributions from affiliated investments (see Note 7) |
— | — | ||||||
Net realized gain/(loss) from redemption in-kind |
— | — | ||||||
Net change in unrealized appreciation/(depreciation) on investments |
||||||||
Unaffiliated investments |
718 | — | ||||||
Affiliated investments (see Note 7) |
— | — | ||||||
Net realized and unrealized gain/(loss) on investments |
718 | — | ||||||
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS |
$ | 822 | $ | — |
(1) |
Inception date of the SGI Enhanced Global Income ETF and SGI Enhanced Core ETF was February 28, 2024. |
The accompanying notes are an integral part of the financial statements.
24
SGI U.S. LARGE CAP CORE ETF
StatementS of Changes in Net Assets
FOR THE SIX |
FOR THE |
|||||||
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: |
||||||||
Net investment income/(loss) |
$ | 377,816 | $ | 260,042 | ||||
Net realized gain/(loss) on investments |
||||||||
Unaffiliated investments |
10,400,278 | 2,283,197 | ||||||
Affiliated investments (see Note 7) |
— | — | ||||||
Distributions from affiliated investments (see Note 7) |
— | — | ||||||
Net change in unrealized appreciation/(depreciation) on investments |
||||||||
Unaffiliated investments |
5,416,493 | 2,907,509 | ||||||
Affiliated investments (see Note 7) |
— | — | ||||||
Net increase/(decrease) in net assets resulting from operations |
16,194,587 | 5,450,748 | ||||||
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: |
||||||||
Net investment income |
(260,042 | ) | — | |||||
Net realized capital gains |
(1,284,618 | ) | — | |||||
Net decrease in net assets from dividends and distributions to shareholders |
(1,544,660 | ) | — | |||||
INCREASE/(DECREASE) IN NET ASSETS FROM CAPITAL SHARE TRANSACTIONS: |
||||||||
Proceeds from shares sold |
45,863,558 | 103,405,429 | ||||||
Shares redeemed |
(61,502,952 | ) | (10,831,315 | ) | ||||
Net increase/(decrease) in net assets from capital share transactions |
(15,639,394 | ) | 92,574,114 | |||||
Total increase/(decrease) in net assets |
(989,467 | ) | 98,024,862 | |||||
NET ASSETS: |
||||||||
Beginning of period |
98,024,862 | — | ||||||
End of period |
$ | 97,035,395 | $ | 98,024,862 | ||||
SHARES TRANSACTIONS: |
||||||||
Shares sold |
1,585,000 | 3,890,000 | ||||||
Shares redeemed |
(2,065,000 | ) | (390,000 | ) | ||||
Net increase/(decrease) |
(480,000 | ) | 3,500,000 |
(1) |
Inception date of the Fund was March 30, 2023. |
The accompanying notes are an integral part of the financial statements.
25
SGI DYNAMIC TACTICAL ETF
StatementS of Changes in Net Assets
FOR THE SIX |
FOR THE |
|||||||
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: |
||||||||
Net investment income/(loss) |
$ | 984,414 | $ | 408,384 | ||||
Net realized gain/(loss) on investments |
||||||||
Unaffiliated investments |
1,403,492 | (699,494 | ) | |||||
Affiliated investments (see Note 7) |
1,620,137 | 2,621 | ||||||
Distributions from affiliated investments (see Note 7) |
554 | — | ||||||
Net change in unrealized appreciation/(depreciation) on investments |
||||||||
Unaffiliated investments |
2,203,160 | 1,897,206 | ||||||
Affiliated investments (see Note 7) |
3,783,432 | 489,851 | ||||||
Net increase/(decrease) in net assets resulting from operations |
9,995,189 | 2,098,568 | ||||||
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: |
||||||||
Total distributable earnings |
(972,668 | ) | — | |||||
Net decrease in net assets from dividends and distributions to shareholders |
(972,668 | ) | — | |||||
INCREASE/(DECREASE) IN NET ASSETS FROM CAPITAL SHARE TRANSACTIONS: |
||||||||
Proceeds from shares sold |
13,348,728 | 109,300,356 | ||||||
Shares redeemed |
(32,962,225 | ) | (1,003,473 | ) | ||||
Net increase/(decrease) in net assets from capital share transactions |
(19,613,497 | ) | 108,296,883 | |||||
Total increase/(decrease) in net assets |
(10,590,976 | ) | 110,395,451 | |||||
NET ASSETS: |
||||||||
Beginning of period |
110,395,451 | — | ||||||
End of period |
$ | 99,804,475 | $ | 110,395,451 | ||||
SHARES TRANSACTIONS: |
||||||||
Shares sold |
490,000 | 4,290,000 | ||||||
Shares redeemed |
(1,220,000 | ) | (40,000 | ) | ||||
Net increase/(decrease) |
(730,000 | ) | 4,250,000 |
(1) |
Inception date of the Fund was March 29, 2023. |
The accompanying notes are an integral part of the financial statements.
26
SGI ENHANCED GLOBAL INCOME ETF
Statement of Changes in Net Assets
FOR THE |
||||
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: |
||||
Net investment income/(loss) |
$ | 104 | ||
Net realized gain/(loss) on investments |
||||
Unaffiliated investments |
— | |||
Affiliated investments (see Note 7) |
— | |||
Distributions from affiliated investments (see Note 7) |
— | |||
Net change in unrealized appreciation/(depreciation) on investments |
||||
Unaffiliated investments |
718 | |||
Affiliated investments (see Note 7) |
— | |||
Net increase/(decrease) in net assets resulting from operations |
822 | |||
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: |
||||
Total distributable earnings |
— | |||
Net decrease in net assets from dividends and distributions to shareholders |
— | |||
INCREASE/(DECREASE) IN NET ASSETS FROM CAPITAL SHARE TRANSACTIONS: |
||||
Proceeds from shares sold |
500,000 | |||
Shares redeemed |
— | |||
Net increase/(decrease) in net assets from capital share transactions |
500,000 | |||
Total increase/(decrease) in net assets |
500,822 | |||
NET ASSETS: |
||||
Beginning of period |
— | |||
End of period |
$ | 500,822 | ||
SHARES TRANSACTIONS: |
||||
Shares sold |
20,000 | |||
Shares redeemed |
— | |||
Net increase/(decrease) |
20,000 |
(1) |
Inception date of the Fund was February 28, 2024. |
The accompanying notes are an integral part of the financial statements.
27
SGI ENHANCED CORE ETF
Statement of Changes in Net Assets
FOR THE |
||||
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: |
||||
Net investment income/(loss) |
$ | — | ||
Net realized gain/(loss) on investments |
||||
Unaffiliated investments |
— | |||
Affiliated investments (see Note 7) |
— | |||
Distributions from affiliated investments (see Note 7) |
— | |||
Net change in unrealized appreciation/(depreciation) on investments |
||||
Unaffiliated investments |
— | |||
Affiliated investments (see Note 7) |
— | |||
Net increase/(decrease) in net assets resulting from operations |
— | |||
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: |
||||
Total distributable earnings |
— | |||
Net decrease in net assets from dividends and distributions to shareholders |
— | |||
INCREASE/(DECREASE) IN NET ASSETS FROM CAPITAL SHARE TRANSACTIONS: |
||||
Proceeds from shares sold |
500,000 | |||
Shares redeemed |
— | |||
Net increase/(decrease) in net assets from capital share transactions |
500,000 | |||
Total increase/(decrease) in net assets |
500,000 | |||
NET ASSETS: |
||||
Beginning of period |
— | |||
End of period |
$ | 500,000 | ||
SHARES TRANSACTIONS: |
||||
Shares sold |
20,000 | |||
Shares redeemed |
— | |||
Net increase/(decrease) |
20,000 |
(1) |
Inception date of the Fund was February 28, 2024. |
The accompanying notes are an integral part of the financial statements.
28
SGI U.S. LARGE CAP CORE ETF
Financial Highlights
Contained below is per share operating performance data for share outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements. |
FOR THE |
For the |
|||||||
PER SHARE OPERATING PERFORMANCE |
||||||||
Net asset value, beginning of period |
$ | 28.01 | $ | 25.00 | ||||
Net investment income/(loss) (2) |
0.11 | 0.11 | ||||||
Net realized and unrealized gain/(loss) from investments |
4.45 | 2.90 | ||||||
Net increase/(decrease) in net assets resulting from operations |
4.56 | 3.01 | ||||||
Dividends and distributions to shareholders from: |
||||||||
Net Investment Income |
(0.07 | ) | — | |||||
Net realized capital gain |
(0.37 | ) | — | |||||
Total dividends and distributions to shareholders |
(0.44 | ) | — | |||||
Net asset value, end of period |
$ | 32.13 | $ | 28.01 | ||||
Market value, end of period |
$ | 32.15 | $ | 28.00 | ||||
Total investment return/(loss) on net asset value (3) |
16.45 | %(5) | 12.03 | %(5) | ||||
Total investment return/(loss) on market price (4) |
16.55 | %(5) | 12.00 | %(5) | ||||
RATIOS/SUPPLEMENTAL DATA |
||||||||
Net assets, end of period (000’s) |
$ | 97,035 | $ | 98,025 | ||||
Ratio of expenses to average net assets |
0.85 | %(6) | 0.85 | %(6) | ||||
Ratio of net investment income/(loss) to average net assets |
0.75 | %(6) | 1.01 | %(6) | ||||
Portfolio turnover rate |
103 | %(5) | 95 | %(5) |
(1) |
Inception date of the Fund was March 30, 2023. |
(2) |
The selected per share data is calculated based on average shares outstanding method for the period. |
(3) |
Total investment return/(loss) on net asset value is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(4) |
Total investment return/(loss) on market price is calculated assuming an initial investment made at the market price on the first day of the period, reinvestment of dividends and distributions at market price during the period and redemption at market price on the last day of the period. |
(5) |
Not annualized. |
(6) |
Annualized. |
The accompanying notes are an integral part of the financial statements.
29
SGI DYNAMIC TACTICAL ETF
Financial Highlights
Contained below is per share operating performance data for share outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements. |
FOR THE |
For the |
|||||||
PER SHARE OPERATING PERFORMANCE |
||||||||
Net asset value, beginning of period |
$ | 25.98 | $ | 25.00 | ||||
Net investment income/(loss) (2) |
0.24 | 0.13 | ||||||
Net realized and unrealized gain/(loss) from investments |
2.37 | 0.85 | ||||||
Net increase/(decrease) in net assets resulting from operations |
2.61 | 0.98 | ||||||
Dividends and distributions to shareholders from: |
||||||||
Net Investment Income |
(0.24 | ) | — | |||||
Net realized capital gain |
— | — | ||||||
Total dividends and distributions to shareholders |
(0.24 | ) | — | |||||
Net asset value, end of period |
$ | 28.35 | $ | 25.98 | ||||
Market value, end of period |
$ | 28.30 | $ | 26.05 | ||||
Total investment return/(loss) on net asset value (3) |
10.15 | %(5) | 3.90 | %(5) | ||||
Total investment return/(loss) on market price (4) |
9.62 | %(5) | 4.20 | %(5) | ||||
RATIOS/SUPPLEMENTAL DATA |
||||||||
Net assets, end of period (000’s) |
$ | 99,804 | $ | 110,395 | ||||
Ratio of expenses to average net assets |
0.95 | %(6) | 0.95 | %(6) | ||||
Ratio of net investment income/(loss) to average net assets |
1.87 | %(6) | 1.18 | %(6) | ||||
Portfolio turnover rate |
120 | %(5) | 66 | %(5) |
(1) |
Inception date of the Fund was March 29, 2023. |
(2) |
The selected per share data is calculated based on average shares outstanding method for the period. |
(3) |
Total investment return/(loss) on net asset value is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(4) |
Total investment return/(loss) on market price is calculated assuming an initial investment made at the market price on the first day of the period, reinvestment of dividends and distributions at market price during the period and redemption at market price on the last day of the period. |
(5) |
Not annualized. |
(6) |
Annualized. |
The accompanying notes are an integral part of the financial statements.
30
SGI ENHANCED GLOBAL INCOME ETF
Financial Highlights
Contained below is per share operating performance data for share outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the period. This information has been derived from information provided in the financial statements. |
FOR THE |
||||
PER SHARE OPERATING PERFORMANCE |
||||
Net asset value, beginning of period |
$ | 25.00 | ||
Net investment income/(loss) (2) |
0.01 | |||
Net realized and unrealized gain/(loss) from investments |
0.03 | |||
Net increase/(decrease) in net assets resulting from operations |
0.04 | |||
Dividends and distributions to shareholders from: |
||||
Net Investment Income |
— | |||
Net realized capital gain |
— | |||
Total dividends and distributions to shareholders |
— | |||
Net asset value, end of period |
$ | 25.04 | ||
Market value, end of period |
$ | 25.10 | ||
Total investment return/(loss) on net asset value (3) |
0.16 | %(5) | ||
Total investment return/(loss) on market price (4) |
0.39 | %(5) | ||
RATIOS/SUPPLEMENTAL DATA |
||||
Net assets, end of period (000’s) |
$ | 501 | ||
Ratio of expenses to average net assets |
0.00 | %(6) | ||
Ratio of net investment income/(loss) to average net assets |
7.54 | %(6) | ||
Portfolio turnover rate |
0 | %(5) |
(1) |
Inception date of the Fund was February 28, 2024. |
(2) |
The selected per share data is calculated based on average shares outstanding method for the period. |
(3) |
Total investment return/(loss) on net asset value is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(4) |
Total investment return/(loss) on market price is calculated assuming an initial investment made at the market price on the first day of the period, reinvestment of dividends and distributions at market price during the period and redemption at market price on the last day of the period. |
(5) |
Not annualized. |
(6) |
Annualized. |
The accompanying notes are an integral part of the financial statements.
31
SGI ENHANCED CORE ETF
Financial Highlights
Contained below is per share operating performance data for share outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the period. This information has been derived from information provided in the financial statements. |
FOR THE |
||||
PER SHARE OPERATING PERFORMANCE |
||||
Net asset value, beginning of period |
$ | 25.00 | ||
Net investment income/(loss) (2) |
— | |||
Net realized and unrealized gain/(loss) from investments |
— | |||
Net increase/(decrease) in net assets resulting from operations |
— | |||
Dividends and distributions to shareholders from: |
||||
Net Investment Income |
— | |||
Net realized capital gain |
— | |||
Total dividends and distributions to shareholders |
— | |||
Net asset value, end of period |
$ | 25.00 | ||
Market value, end of period |
$ | 25.03 | ||
Total investment return/(loss) on net asset value (3) |
0.00 | %(5) | ||
Total investment return/(loss) on market price (4) |
0.12 | %(5) | ||
RATIOS/SUPPLEMENTAL DATA |
||||
Net assets, end of period (000’s) |
$ | 500 | ||
Ratio of expenses to average net assets |
0.00 | %(6) | ||
Ratio of net investment income/(loss) to average net assets |
0.00 | %(6) | ||
Portfolio turnover rate |
0 | %(5) |
(1) |
Inception date of the Fund was February 28, 2024. |
(2) |
The selected per share data is calculated based on average shares outstanding method for the period. |
(3) |
Total investment return/(loss) on net asset value is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(4) |
Total investment return/(loss) on market price is calculated assuming an initial investment made at the market price on the first day of the period, reinvestment of dividends and distributions at market price during the period and redemption at market price on the last day of the period. |
(5) |
Not annualized. |
(6) |
Annualized. |
The accompanying notes are an integral part of the financial statements.
32
SUMMIT GLOBAL INVESTMENTS
Notes to Financial Statements
FEBRUARY 29, 2024 (UNAUDITED)
1. Organization and Significant Accounting Policies
The RBB Fund, Inc. (“RBB” or the “Company”) was incorporated under the laws of the State of Maryland on February 29, 1988 and is registered under the Investment Company Act of 1940, as amended, (the “1940 Act”) as an open-end management investment company. RBB is a “series fund,” which is a mutual fund divided into separate portfolios. Each portfolio is treated as a separate entity for certain matters under the 1940 Act, and for other purposes, and a shareholder of one portfolio is not deemed to be a shareholder of any other portfolio. Currently, RBB has sixty-four separate investment portfolios, including the SGI U.S. Large Cap Core ETF, SGI Dynamic Tactical ETF, SGI Enhanced Global Income ETF and the SGI Enhanced Core ETF (each, a “Fund” and collectively, the “Funds”), which commenced investment operations on March 30, 2023, March 29, 2023, February 28, 2024 and February 28, 2024, respectively.
RBB has authorized capital of one hundred billion shares of common stock of which 92.723 billion shares are currently classified into two hundred and thirty-four classes of common stock. Each class represents an interest in an active or inactive investment portfolio of the Company.
The investment objective of the SGI U.S. Large Cap Core ETF and the SGI Dynamic Tactical ETF is to provide long-term capital appreciation. The investment objective of the SGI Enhanced Global Income ETF and the SGI Enhanced Core ETF is to seek income.
The Funds are investment companies and follow accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 “Financial Services - Investment Companies.”
The end of the reporting period for the SGI U.S. Large Cap Core ETF and the SGI Dynamic Tactical ETF is February 29, 2024, and the period covered by these Notes to Financial Statements is the six months ended February 29, 2024 (the “current fiscal period”).
The end of the reporting period for SGI Enhanced Global Income ETF and SGI Enhanced Core ETF is February 29, 2024, and the period covered by these Notes to Financial Statements since inception period from February 28, 2024 through February 29, 2024 (the “current fiscal period”).
Portfolio Valuation — Each Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on each day the NYSE is open. Securities held by the Funds are valued using the closing price or the last sale price on a national securities exchange or the National Association of Securities Dealers Automatic Quotation System (“NASDAQ”) market system where they are primarily traded. Equity securities traded in the over-the-counter (“OTC”) market are valued at their closing prices. If there were no transactions on that day, securities traded principally on an exchange or on NASDAQ will be valued at the mean of the last bid and ask prices prior to the market close. Fixed income securities are valued using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market. Investments in exchange-traded funds (“ETFs”) are valued at their last reported sale price. Investments in other open-end investment companies, if any, are valued based on the NAV of those investment companies (which may use fair value pricing as disclosed in their prospectuses). If market quotations are unavailable or deemed unreliable, securities will be valued by the Valuation Designee (as defined below) in accordance with procedures adopted by The Company’s Board of Directors (the “Board”). Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments.
The Board has adopted a pricing and valuation policy for use by each Fund and its Valuation Designee (as defined below) in calculating the Fund’s NAV. Pursuant to Rule 2a-5 under the 1940 Act, the Board has designated Summit Global Investments, LLC (the “Adviser” or “Summit”) as its “Valuation Designee” to perform all of the fair value determinations as well as to perform all of the responsibilities that may be performed by the Valuation Designee in accordance with Rule 2a-5. The Valuation Designee is authorized to make all necessary determinations of the fair values of portfolio securities and other assets for which market quotations are not readily available or if it is deemed that the prices obtained from brokers and dealers or independent pricing services are unreliable.
33
SUMMIT GLOBAL INVESTMENTS
Notes to Financial Statements (Continued)
FEBRUARY 29, 2024 (UNAUDITED)
Fair Value Measurements — The inputs and valuation techniques used to measure the fair value of the Funds’ investments are summarized into three levels as described in the hierarchy below:
● Level 1 — |
Prices are determined using quoted prices in active markets for identical securities. |
● Level 2 — |
Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). |
● Level 3 — |
Prices are determined using significant unobservable inputs (including the Funds’ own assumptions in determining the fair value of investments). |
The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used, as of the end of the current fiscal period, in valuing each Fund’s investments carried at fair value:
Total |
Level 1 |
Level 2 |
Level 3 |
|||||||||||||
SGI U.S. LARGE CAP CORE ETF |
||||||||||||||||
Common Stocks |
$ | 95,490,294 | $ | 95,490,294 | $ | — | $ | — | ||||||||
Total Investments* |
$ | 95,490,294 | $ | 95,490,294 | $ | — | $ | — | ||||||||
SGI DYNAMIC TACTICAL ETF |
||||||||||||||||
Exchange-Traded Funds |
$ | 99,724,795 | $ | 99,724,795 | $ | — | $ | — | ||||||||
Total Investments* |
$ | 99,724,795 | $ | 99,724,795 | $ | — | $ | — | ||||||||
SGI ENHANCED GLOBAL INCOME ETF |
||||||||||||||||
Common Stocks |
$ | 471,475 | $ | 471,475 | $ | — | $ | — | ||||||||
Preferred Stocks |
15,480 | 15,480 | — | — | ||||||||||||
Closed End Funds |
9,549 | 9,549 | — | — | ||||||||||||
Total Investments* |
$ | 496,504 | $ | 496,504 | $ | — | $ | — |
* |
Please refer to Portfolio of Investments for further details. |
At the end of each quarter, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities. Various factors are considered, such as changes in liquidity from the prior reporting period; whether or not a broker is willing to execute at the quoted price; the depth and consistency of prices from third party pricing services; and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities on a quarterly basis for changes in listings or delistings on national exchanges.
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Funds’ investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values the Funds may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.
For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) requires each Fund to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. A reconciliation of Level 3 investments is presented only if a Fund had an amount of Level 3 investments at the end of the
34
SUMMIT GLOBAL INVESTMENTS
Notes to Financial Statements (Continued)
FEBRUARY 29, 2024 (UNAUDITED)
reporting period that was meaningful in relation to its net assets. The amounts and reasons for all Level 3 transfers are disclosed if a Fund had an amount of total Level 3 transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.
During the current fiscal period, the Funds had no Level 3 purchases, sales, or transfers.
Use of 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 and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and those differences could be significant.
Investment Transactions, Investment Income and Expenses — The Funds record security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income (including amortization of premiums and accretion of discounts) is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Funds’ investment income, expenses (other than class specific expenses) and unrealized and realized gains and losses are allocated daily to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Certain expenses are shared with The RBB Fund Trust (the “Trust”), a series trust of affiliated funds. Expenses incurred on behalf of a specific class, fund or fund family of the Company or Trust are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of RBB and the Trust, or in such other manner as the Board deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Funds.
Dividends and Distributions to Shareholders — Dividends from net investment income and distributions from net realized capital gains, if any, are declared and paid at least annually to shareholders and recorded on the ex-dividend date. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.
U.S. tax status — No provision is made for U.S. income taxes as it is each Fund’s intention to continue to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.
Cash and Cash Equivalents — Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.
Other — In the normal course of business, the Funds may enter into contracts that provide general indemnifications. Each Fund’s maximum exposure under these arrangements is dependent on claims that may be made against the Funds in the future, and, therefore, cannot be estimated; however, the Funds expect the risk of material loss from such claims to be remote.
2. Investment Adviser and Other Services
SGI Global Investments, LLC serves as the Adviser to the Funds. SG Trading Solutions, LLC (“SG Trading Solutions”) serves as the investment sub-adviser to the Funds. Each Fund pays all of its expenses other than those expressly assumed by the Adviser. Expenses of each Fund are deducted from the Fund’s total income before dividends are paid. Subject to the supervision of the Board, the Adviser manages the overall investment operations of each Fund in accordance with the Fund’s respective investment objective and policies and formulates a continuing investment strategy for each Fund pursuant to the terms of the Investment Advisory Agreement between the Adviser and the Company on behalf of each Fund (each, an “Advisory Agreement” and together, the “Advisory Agreements”). The
35
SUMMIT GLOBAL INVESTMENTS
Notes to Financial Statements (Continued)
FEBRUARY 29, 2024 (UNAUDITED)
Funds compensate the Adviser with a unitary management fee for its services at an annual rate of 0.85%, 0.95%, 0.98% and 0.98% of the average daily net assets of the SGI U.S. Large Cap Core ETF, the SGI Dynamic Tactical ETF, the SGI Enhanced Global Income ETF and SGI Enhanced Core ETF, respectively, during the month. From the unitary management fee, the Adviser pays most of the expenses of each Fund, including the cost of sub-advisory fees to SG Trading Solutions, transfer agency, custody, fund administration, legal, audit and other services. However, under each Investment Advisory Agreement, the Adviser is not responsible for interest expenses, brokerage commissions and other trading expenses, taxes and other extraordinary costs such as litigation and other expenses not incurred in the ordinary course of business. The Sub-Adviser is an affiliate of the Adviser. The Sub-Adviser implements rigorous quantitative and fundamental analysis to achieve best execution, and is subject to oversight by the Adviser and the Board. Under the Sub-Advisory Agreement, the Sub-Adviser receives a fee from the Adviser, calculated daily and paid monthly, equal to 0.05% of the average daily net assets of each Fund. During the current fiscal period, investment advisory fees accrued were as follows:
FUND |
ADVISORY FEES |
|||
SGI U.S. Large Cap Core ETF |
$ | 428,672 | ||
SGI Dynamic Tactical ETF |
500,415 | |||
SGI Enhanced Global Income ETF |
— | |||
SGI Enhanced Core ETF |
— |
U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”), serves as administrator for the Funds. For providing administrative and accounting services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Fund Services serves as the Funds’ transfer and dividend disbursing agent. For providing transfer agent services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
U.S. Bank, N.A. (the “Custodian”) provides certain custodial services to the Funds. The Custodian is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Quasar Distributors, LLC (the “Distributor”), a wholly-owned broker-dealer subsidiary of Foreside Financial Group, LLC, serves as the principal underwriter and distributor of the Funds’ shares pursuant to a Distribution Agreement with RBB.
Under the Funds’ unitary fee, the Adviser compensates Fund Services and the Custodian for services provided.
3. DIRECTOR AND OFFICER Compensation
The Directors of the Company receive an annual retainer and meeting fees for meetings attended. An employee of Vigilant Compliance, LLC serves as Chief Compliance Officer of the Company. Vigilant Compliance, LLC is compensated for the services provided to the Company. Employees of RBB serve as President, Chief Financial Officer, Chief Operating Officer, Secretary and Director of Marketing & Business Development of the Company. They are compensated for services provided. Certain employees of Fund Services serve as officers of the Company. They are not compensated by the Funds or the Company. As of the end of the current fiscal period, there were no director and officer fees charged or paid by the Funds out of the unitary fees.
36
SUMMIT GLOBAL INVESTMENTS
Notes to Financial Statements (Continued)
FEBRUARY 29, 2024 (UNAUDITED)
4. Purchases and Sales of Investment Securities
During the current fiscal period, aggregate purchases and sales of investment securities (excluding in-kind transactions and short-term investments) of the Funds were as follows:
FUND |
Purchases |
Sales |
||||||
SGI U.S. Large Cap Core ETF |
$ | 95,341,065 | $ | 96,123,801 | ||||
SGI Dynamic Tactical ETF |
126,618,701 | 125,387,869 | ||||||
SGI Enhanced Global Income ETF |
— | — | ||||||
SGI Enhanced Core ETF |
— | — |
There were no purchases or sales of long-term U.S. Government securities during the current fiscal period.
During the current fiscal period, aggregate purchases and sales of in-kind transactions (excluding short-term investments) of the Funds were as follows:
FUND |
Purchases |
Sales |
||||||
SGI U.S. Large Cap Core ETF |
$ | 45,136,240 | $ | 60,851,143 | ||||
SGI Dynamic Tactical ETF |
12,297,202 | 32,859,284 | ||||||
SGI Enhanced Global Income ETF |
495,785 | — | ||||||
SGI Enhanced Core ETF |
— | — |
5. Federal Income Tax Information
The Funds have followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Funds to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Funds have determined that there was no effect on the financial statements from following this authoritative guidance. In the normal course of business, the Funds are subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.
As of August 31, 2023, the federal tax cost and aggregate gross unrealized appreciation and depreciation of investments held by the SGI U.S. Large Cap Core ETF and the SGI Dynamic Tactical ETF were as follows:
Federal Tax |
Unrealized |
Unrealized |
Net Unrealized |
|||||||||||||
SGI U.S. Large Cap Core ETF |
$ | 95,115,401 | $ | 5,018,773 | $ | (2,260,076 | ) | $ | 2,758,697 | |||||||
SGI Dynamic Tactical ETF |
108,212,808 | 3,439,369 | (1,263,013 | ) | 2,176,356 |
The difference between the book basis and tax basis cost and aggregate gross unrealized appreciation and depreciation of investments is attributable primarily to timing differences related to wash sales.
Distributions to shareholders, if any, from net investment income and realized gains are determined in accordance with federal income tax regulations, which may differ from net investment income and realized gains recognized for financial reporting purposes. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements. Any permanent differences resulting from different book and tax treatment are reclassified at year-end and have no impact on net income, NAV or NAV per share of the Funds.
37
SUMMIT GLOBAL INVESTMENTS
Notes to Financial Statements (Continued)
FEBRUARY 29, 2024 (UNAUDITED)
Permanent differences as of August 31, 2023, primarily attributable to in-kind redemptions gain and loss were reclassified among the following accounts:
Distributable |
Paid-in |
|||||||
SGI U.S. Large Cap Core ETF |
$ | (1,147,421 | ) | $ | 1,147,421 | |||
SGI Dynamic Tactical ETF |
(12,930 | ) | 12,930 |
As of August 31, 2023, the components of distributable earnings on a tax basis were as follows:
FUND |
Undistributed |
Undistributed |
Capital |
Qualified |
Other |
Net |
||||||||||||||||||
SGI U.S. Large Cap Core ETF |
$ | 1,542,866 | $ | 1,764 | $ | — | $ | — | $ | — | $ | 2,758,697 | ||||||||||||
SGI Dynamic Tactical ETF |
408,384 | — | (499,102 | ) | — | — | 2,176,356 |
The differences between the book and tax basis components of distributable earnings relate primarily to wash sales.
Dividends from net investment income and short-term capital gains are treated as ordinary income dividends for federal income tax purposes.
The Funds are permitted to carry forward capital losses for an unlimited period. Capital losses that are carried forward will retain their character as either short-term or long-term capital losses. As of August 31, 2023, the SGI Dynamic Tactical ETF had $499,102 of short-term loss carryovers.
Pursuant to federal income tax rules applicable to regulated investment companies, the Fund may elect to treat certain capital losses between November 1 and August 31 and late year ordinary losses ((i) ordinary losses between January 1 and August 31, and (ii) specified ordinary and currency losses between November 1 and August 31) as occurring on the first day of the following tax year. For the fiscal year ended August 31, 2023, any amount of losses elected within the tax return will not be recognized for federal income tax purposes until September 1, 2023. As of August 31, 2023 the Funds had no tax basis qualified late-year loss deferral.
6. NEW ACCOUNTING PRONOUNCEMENTS AND REGULATORY UPDATES
In June 2022, the FASB issued Accounting Standards Update 2022-03, which amends Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2022-03”). ASU 2022-03 clarifies guidance for fair value measurement of an equity security subject to a contractual sale restriction and establishes new disclosure requirements for such equity securities. ASU 2022-03 is effective for fiscal years beginning after December 15, 2023 and for interim periods within those fiscal years, with early adoption permitted. Management is currently evaluating the impact of these amendments on the financial statements.
In October 2022, the Securities and Exchange Commission (the “SEC”) adopted a final rule relating to tailored shareholder reports for mutual funds and exchange-traded funds and fee information in investment company advertisements. Beginning in July 2024, the Funds will be required to transmit concise and visually engaging shareholder reports that highlight key information. The Funds will also be required to tag information in a structured data format and that certain more in-depth information be made available online and available for delivery free of charge to investors on request.
38
SUMMIT GLOBAL INVESTMENTS
Notes to Financial Statements (Continued)
FEBRUARY 29, 2024 (UNAUDITED)
In December 2022, the FASB issued an Accounting Standards Update, ASU 2022-06, Reference Rate Reform (Topic 848) – Deferral of the Sunset Date of Topic 848 (“ASU 2022-06”). ASU 2022-06 is an amendment to ASU 2020-04, which provided optional guidance to ease the potential accounting burden due to the discontinuation of the London Inter-Bank Offered Rate and other interbank-offered based reference rates and which was effective as of March 12, 2020 through December 31, 2022. ASU 2022-06 extends the effective period through December 31, 2024. Management is currently evaluating the impact, if any, of applying ASU 2022-06.
7. TRANSACTIONS WITH AFFILIATES
The following issuers are affiliated with the Funds. Fund of Funds are allowed to invest in other investment companies in excess of the limits imposed, if certain requirement, such as being part of the same group of investment companies, are met. As defined in Section (2)(a)(3) of the Investment Company Act of 1940; such issuers are:
August 31, 2023 |
Additions |
Reductions |
||||||||||||||||||||||
Issuer Name |
Share |
Cost |
Share |
Cost |
Share |
Cost |
||||||||||||||||||
SGI Dynamic Tactical ETF |
||||||||||||||||||||||||
SGI U.S. Large Cap Core ETF |
829,146 | $ | 22,726,237 | 937,891 | $ | 26,250,420 | (665,231 | ) | $ | (17,332,839 | ) | |||||||||||||
829,146 | $ | 22,726,237 | 937,891 | $ | 26,250,420 | (665,231 | ) | $ | (17,332,839 | ) |
February 29, 2024 |
||||||||||||||||||||||||||||
Issuer Name |
Dividend |
Capital |
Net Change in |
Realized |
Share |
Value |
Cost |
|||||||||||||||||||||
SGI Dynamic Tactical ETF |
||||||||||||||||||||||||||||
SGI U.S. Large Cap Core ETF |
$ | — | $ | — | $ | 6,587,162 | $ | 1,620,137 | 1,101,806 | $ | 35,427,250 | $ | 31,643,818 | |||||||||||||||
$ | — | $ | — | $ | 6,587,162 | $ | 1,620,137 | 1,101,806 | $ | 35,427,250 | $ | 31,643,818 |
8. SHARE TRANSACTIONS
Shares of the SGI U.S. Large Cap Core ETF, are listed and traded on the NYSE. Shares of the SGI Dynamic Tactical ETF, SGI Enhanced Global Income ETF and SGI Enhanced Core ETF are listed and traded on the NASDAQ, Inc. Market prices for the shares may be different from their NAV. Each Fund issues and redeems shares on a continuous basis at NAV only in blocks of 5,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in a specified universe. Once created, shares generally trade in the secondary market at market prices that change throughout the day. Except when aggregated in Creation Units, shares are not redeemable securities of each Fund. Creation Units may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a Depository Trust Company participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem shares directly from each Fund. Rather, most retail investors may purchase shares in the secondary market with the assistance of a broker and are subject to customary brokerage commissions or fees.
39
SUMMIT GLOBAL INVESTMENTS
Notes to Financial Statements (CONCLUDED)
FEBRUARY 29, 2024 (UNAUDITED)
9. SUBSEQUENT EVENTS
Management has evaluated the impact of all subsequent events on the Funds through the date the financial statements were issued and has determined that there were no significant events requiring recognition or disclosure in the financial statements.
40
SUMMIT GLOBAL INVESTMENTS
Other Information (Unaudited)
Proxy Voting
Policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities as well as information regarding how the Funds voted proxies relating to portfolio securities for the most recent twelve-month period ended June 30 are available without charge, upon request, by calling (855) 744-8500 and on the SEC’s website at http://www.sec.gov.
Quarterly Portfolio Schedules
The Company files its complete schedule of portfolio holdings with the SEC for the first and third fiscal quarters of each fiscal year (quarters ended November 30 and May 31) as an exhibit to its report on Form N-PORT. The Company’s Form N-PORT filings are available on the SEC’s website at http://www.sec.gov.
41
Investment Adviser
Summit Global Investments, LLC
620 South Main Street
Bountiful, UT 84010
Administrator and Transfer Agent
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, WI 53201
Principal Underwriter
Quasar Distributors, LLC
3 Canal Plaza, Suite 100
Portland, ME 04101
Custodian
U.S. Bank, N.A.
1555 North Rivercenter Drive, Suite 302
Milwaukee, WI 53212
Independent Registered Public Accounting Firm
Ernst & Young LLP
One Commerce Square
2005 Market Street, Suite 700
Philadelphia, PA 19103
Legal Counsel
Faegre Drinker Biddle & Reath LLP
One Logan Square, Suite 2000
Philadelphia, PA 19103-6996
SGI-ETFSAR24
(b) | Not applicable |
Item 2. Code of Ethics.
Not applicable for semi-annual reports.
Item 3. Audit Committee Financial Expert.
Not applicable for semi-annual reports.
Item 4. Principal Accountant Fees and Services.
Not applicable for semi-annual reports.
Item 5. Audit Committee of Listed Registrants.
Not applicable to open-end investment companies.
Item 6. Investments.
(a) | The Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form. |
(b) | Not applicable. |
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable to open-end investment companies.
Item 10. Submission of Matters to a Vote of Security Holders.
There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s board of directors, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item.
1
Item 11. Controls and Procedures.
(a) | The registrant’s principal executive and principal financial officers have reviewed the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider. |
(b) | There were no changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. |
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies
Not applicable to open-end investment companies.
Item 13. Exhibits.
(a) | (1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Not applicable. |
(2) A separate certification for each principal executive officer and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Furnished herewith.
(3) Any written solicitation to purchase securities under Rule 23c-1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable to open-end investment companies.
(4) Change in the registrant’s independent public accountant. There was no change in the registrant’s independent public accountant for the period covered by this report.
(b) | Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Furnished herewith. |
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) | The RBB Fund, Inc. | |
By (Signature and Title)* | /s/ Steven Plump | |
Steven Plump, President | ||
(principal executive officer) | ||
Date | 4/30/2024 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title)* | /s/ Steven Plump | |
Steven Plump, President | ||
(principal executive officer) | ||
Date | 4/30/2024 | |
By (Signature and Title)* | /s/ James Shaw | |
James Shaw, CFO/COO | ||
(principal financial officer) | ||
Date | 4/30/2024 |
* | Print the name and title of each signing officer under his or her signature. |
3
EX.99.CERT
CERTIFICATIONS
I, Steven Plump, certify that:
1. | I have reviewed this report on Form N-CSR of The RBB Fund, Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and |
(d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5. | The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: | 4/30/2024 | /s/ Steven Plump | ||
Steven Plump, President | ||||
(principal executive officer) |
4
EX.99.CERT
CERTIFICATIONS
I, James Shaw, certify that:
1. | I have reviewed this report on Form N-CSR of The RBB Fund, Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and |
(d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5. | The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: | 4/30/2024 | /s/ James Shaw | ||
James Shaw, CFO/COO | ||||
(principal financial officer) |
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EX.99.906CERT
Certification Pursuant to Section 906 of the Sarbanes-Oxley Act
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned officers of The RBB Fund, Inc., does hereby certify, to such officer’s knowledge, that the report on Form N-CSR of The RBB Fund, Inc. for the period ended February 29, 2024 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as applicable, and that the information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of The RBB Fund, Inc. for the stated period.
/s/ Steven Plump | /s/ James Shaw | ||
Steven Plump | James Shaw | ||
Principal Executive Officer/President, The RBB Fund, Inc. | Principal Financial Officer/ CFO/COO, The RBB Fund, Inc. |
Dated: | 4/30/2024 |
This statement accompanies this report on Form N-CSR pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not be deemed as filed by The RBB Fund, Inc. for purposes of Section 18 of the Securities Exchange Act of 1934. This certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except to the extent that the Registrant specifically incorporates it by reference.
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