Filed with the Securities and Exchange Commission on August 31, 2023
1933 Act Registration File No. 333-200168
1940 Act Registration File No. 811-23011
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 | [ | X | ] | ||
Pre-Effective Amendment No. | [ | ] | |||
Post-Effective Amendment No. | 37 | [ | X | ] |
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 | [ | X | ] | ||
Amendment No. | 40 | [ | X | ] |
(Check Appropriate Box or Boxes)
THE RBB FUND TRUST
(Exact Name of Registrant as Specified in Charter)
615 East Michigan Street |
Milwaukee, Wisconsin 53202 |
(Address of Principal Executive Offices, including Zip Code)
Registrant’s Telephone Number, including Area Code: (609) 731-6256
Copies to:
STEVEN PLUMP | JILLIAN L. BOSMANN, ESQUIRE | |
The RBB Fund Trust | Faegre Drinker Biddle & Reath LLP | |
615 East Michigan Street | One Logan Square, Suite 2000 | |
Milwaukee, Wisconsin 53202-5207 | Philadelphia, Pennsylvania 19103-6996 |
Approximate Date of Proposed Public Offering: As soon as practicable after the Registration Statement becomes effective.
[ | X | ] | immediately upon filing pursuant to paragraph (b) |
[ | ] | on (date) pursuant to paragraph (b) | |
[ | ] | 60 days after filing pursuant to paragraph (a)(1) | |
[ | ] | on (date) pursuant to paragraph (a)(1) | |
[ | ] | 75 days after filing pursuant to paragraph (a)(2) | |
[ | ] | on (date) pursuant to paragraph (a)(2) of Rule 485. |
If appropriate, check the following box:
[ | ] | This post-effective amendment designates a new effective date for a previously filed post-effective amendment. |
Explanatory Note: This Post-Effective Amendment No. 37 to the Registration Statement on Form N-1A (333-200168) of The RBB Fund Trust (as amended, the “Registration Statement”) is being filed pursuant to Rule 485(b) under the Securities Act of 1933, as amended, in order to submit Exhibit (j)(2): Consent of Independent Registered Public Accounting Firm – BBD, LLP. This amendment consists of the following: (1) Facing sheet of the Registration Statement; and (2) Part C of the Registration Statement (including signature page). The Prospectus and Statement of Additional Information are incorporated by reference from Post-Effective Amendment No. 36 to the Registration Statement on Form N-1A of The RBB Fund Trust filed on April 26, 2023. There have been no changes to the Prospectus or Statement of Additional Information.
THE RBB FUND TRUST
PART C
PEA 37/40
OTHER INFORMATION
Item 28. | Exhibits. |
(a) | (1) | ||
(2) | |||
(3) | |||
(b) | |||
(c) | Instruments Defining Rights of Security Holders are incorporated by reference to the Declaration of Trust and Bylaws | ||
(d) | Investment Advisory Agreement Contracts | ||
(1) | |||
(2) | |||
(3) | |||
(4) | |||
(5) | |||
(6) | |||
(7) | |||
(8) | Expense Limitation Agreement (Evermore Global Value Fund) between the Registrant and F/m Investments, LLC d/b/a North Slope Capital, LLC to be filed by amendment. | ||
(9) | Reserved | ||
(10) | Reserved |
(11) | |||
(12) | Investment Sub-Advisory Agreement (The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF) between the Registrant, The Energy & Materials Group Advisors, LLC, and Vident Advisory, LLC will be filed by amendment. | ||
(13) |
(e) | (1) |
(2) | |||
(3) | |||
(4) | |||
(5) | |||
(6) | |||
(7) | |||
(8) | |||
(f) | Bonus or Profit Sharing Contracts – Not Applicable | ||
(g) | (1) | (i) | |
(ii) | |||
(iii) | |||
(iv) |
(v) | |||
(vi) | |||
(h) | Other Material Contracts | ||
(1) | (i) | ||
(ii) |
(iii) | |||
(iv) |
(v) | |||
(vi) | |||
(vii) | |||
(2) | (i) | ||
(ii) | |||
(iii) | |||
(iv) | |||
(v) | |||
(vi) | |||
(3) | (i) |
(ii) | |||
(iii) | |||
(iv) | |||
(v) | |||
(vi) |
(4) | |||
(i) | (1) |
(2) | |||
(3) | Opinion of Counsel relating to the Torray Fund(8) | ||
(4) | |||
(5) | |||
(6) | |||
(7) | Consent of Counsel relating to the Torray Fund (14) | ||
(j) | (1) | ||
(2) | Consent of Independent Registered Public Accounting Firm – BBD, LLP is filed herewith. | ||
(k) | Omitted Financial Statements – Not Applicable. | ||
(l) | (1) | ||
(2) | |||
(3) |
(4) |
(5) | |||
(m) | �� | Rule 12b-1 Plans | |
(1) | |||
(2) | |||
(3) | |||
(n) | Rule 18f-3 Plan will be filed by amendment. | ||
(o) | Reserved. | ||
(p) | Code of Ethics | ||
(1) | |||
(2) | |||
(3) | |||
(4) | |||
(5) | |||
(6) | Code of Ethics of F/m Investments, LLC d/b/a North Slope Capital, LLC (14) | ||
(7) | |||
(8) | |||
(9) |
(1) | Incorporated herein by reference to the Registrant’s Initial Registration Statement on Form N-1A as filed with the SEC via EDGAR on November 13, 2014. |
(2) | Incorporated herein by reference to the Registrant’s Pre-Effective Registration Statement No. 3 on Form N-1A as filed with the SEC via EDGAR on November 18, 2015. |
(3) | Incorporated herein by reference to the Registrant’s Post-Effective Registration Statement No. 6 on Form N-1A as filed with the SEC via EDGAR on July 14, 2017. |
(4) | Incorporated herein by reference to the Registrant’s Post-Effective Registration Statement No. 8 on Form N-1A as filed with the SEC via EDGAR on October 27, 2017. |
(5) | Incorporated herein by reference to the Registrant’s Post-Effective Registration Statement No. 12 on Form N-1A as filed with the SEC via EDGAR on October 28, 2019. |
(6) | Incorporated herein by reference to the Registrant’s Post-Effective Registration Statement No. 15 on Form N-1A as filed with the SEC via EDGAR on October 29, 2021. |
(7) | Incorporated herein by reference to the Registrant’s Post-Effective Registration Statement No. 16 on Form N-1A as filed with the SEC via EDGAR on August 16, 2022. |
(8) | Incorporated herein by reference to the Registrant’s Post-Effective Registration Statement No. 28 on Form N-1A as filed with the SEC via EDGAR on December 9, 2022. |
(9) | Incorporated herein by reference to the Registrant’s Post-Effective Registration Statement No. 31 on Form N-1A as filed with the SEC via EDGAR on December 15, 2022. |
(10) | Incorporated herein by reference to the Registrant’s Post-Effective Registration Statement No. 32 on Form N-1A as filed with the SEC via EDGAR on December 23, 2022. |
(11) | Incorporated herein by reference to the Registrant’s Post-Effective Registration Statement No. 33 on Form N-1A as filed with the SEC via EDGAR on December 27, 2022. |
(12) | Incorporated herein by reference to the Registrant’s Post-Effective Registration Statement No. 34 on Form N-1A as filed with the SEC via EDGAR on December 30, 2022. |
(13) | Incorporated herein by reference to the Registrant’s Post-Effective Registration Statement No. 35 on Form N-1A as filed with the SEC via EDGAR on March 30, 2023. |
(14) | Incorporated herein by reference to the Registrant’s Post-Effective Registration Statement No. 36 on Form N-1A as filed with the SEC via EDGAR on April 26, 2023. |
Item 29. Persons Controlled by or Under Common Control with Registrant
No person is directly or indirectly controlled by or under common control with the Registrant.
Item 30. Indemnification
Under the terms of the Delaware Statutory Trust Act (“DSTA”) and the Registrant’s Amended and Restated Agreement and Declaration of Trust (“Declaration of Trust”), no officer or trustee of the Registrant shall have any liability to the Registrant, its shareholders, or any other party for damages, except to the extent such limitation of liability is precluded by Delaware law, the Declaration of Trust or the By-Laws of the Registrant.
Subject to the standards and restrictions set forth in the Declaration of Trust, DSTA, Section 3817, permits a statutory trust to indemnify and hold harmless any trustee, beneficial owner or other person from and against any and all claims and demands whatsoever. DSTA, Section 3803 protects trustees, officers, managers and other employees, when acting in such capacity, from liability to any person other than the Registrant or beneficial owner for any act, omission or obligation of the Registrant or any trustee thereof, except as otherwise provided in the Declaration of Trust.
The Declaration of Trust provides that any person who is or was a Trustee, officer, employee or other agent, including the underwriter, of such Trust shall be liable to the Trust and its shareholders only for (1) any act or omission that constitutes a bad faith violation of the implied contractual covenant of good faith and fair dealing, or (2) the person’s own willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of such person (such conduct referred to herein as Disqualifying Conduct) and for nothing else. Except in these instances and to the fullest extent that limitations of liability of agents are permitted by the DSTA, these Agents (as defined in the Declaration of Trust) shall not be responsible or liable for any act or omission of any other Agent of the Trust or any investment adviser or principal underwriter. Moreover, except and to the extent provided in these instances, none of these Agents, when acting in their respective capacity as such, shall be personally liable to any other person, other than such Trust or its shareholders, for any act, omission or obligation of the Trust or any trustee thereof.
The Trust shall indemnify, out of its property, to the fullest extent permitted under applicable law, any of the persons who was or is a party or is threatened to be made a party to any Proceeding (as defined in the Declaration of Trust) because the person is or was an Agent of such Trust. These persons shall be indemnified against any Expenses (as defined in the Declaration of Trust), judgments, fines, settlements and other amounts actually and reasonably incurred in connection with the Proceeding if the person acted in good faith or, in the case of a criminal proceeding, had no reasonable cause to believe that the conduct was unlawful. The termination of any Proceeding by judgment, order, settlement, conviction or plea of nolo contendere or its equivalent shall not in itself create a presumption that the person did not act in good faith or that the person had reasonable cause to believe that the person’s conduct was unlawful. There shall nonetheless be no indemnification for a person’s own Disqualifying Conduct.
Indemnification of Registrant’s Trustees, officers, advisor, distributor, custodian, administrator, transfer agent and accounting services provider against certain stated liabilities is provided for in the following documents:
(a) Section 12 of the Form of Investment Advisory Agreement (Penn Capital Funds) between the Registrant and Penn Capital Management Company, LLC in exhibit (d)(1), as previously filed and incorporated herein by reference.
(b) Section 12 of the Investment Advisory Agreement (P/E Global Enhanced International Fund) between the Registrant and P/E Global LLC in exhibit (d)(3), as previously filed and incorporated herein by reference.
(c) Section 12 of the Investment Advisory Agreement (Torray Fund) between the Registrant and Torray, LLC in exhibit (d)(5), as previously filed and incorporated herein by reference.
(d) Section 12 of the Investment Advisory Agreement (Evermore Global Value Fund) between the Registrant and F/m Investments, LLC d/b/a North Slope Capital, LLC in exhibit (d)(7), as filed herein.
(e) Section 12 of the Investment Advisory Agreement (The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF) (formerly, Element EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF) between the Registrant and The Energy & Minerals Group Advisors, LLC (formerly, Element ETFs, LLC) in exhibit (d)(9), as previously filed and incorporated herein by reference.
(f) Sections 7 and 8 of the Distribution Agreement (Penn Capital Funds) in exhibit (e)(1), as previously filed and incorporated herein by reference.
(g) Sections 9 and 10 of the Distribution Agreement in exhibit (e)(5), as previously filed and incorporated herein by reference.
(h) Section 6 of the Distribution Agreement in exhibit (e)(6), as previously filed and incorporated herein by reference.
(i) Article X, Section 10.01 of the Custody Agreement in exhibit (g)(1)(i), as previously filed and incorporated herein by reference.
(j) Section 6 of the Fund Administration Servicing Agreement in exhibit (h)(1)(i), as previously filed and incorporated herein by reference.
(k) Section 8 of the Transfer Agent Servicing Agreement and Exhibit C thereto in exhibit (h)(2)(i), as previously filed and incorporated herein by reference.
(l) Section 9 of the Fund Accounting Servicing Agreement in exhibit (h)(3)(i), as previously filed and incorporated herein by reference.
Pursuant to Rule 484 under the Securities Act of 1933, as amended, the Registrant furnishes the following undertaking: “Insofar as indemnification for liability arising under the Securities Act of 1933 may be permitted to trustees, officers and controlling persons of the Registrant pursuant to the foregoing provisions, or otherwise, the Registrant has been advised that, in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Securities Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a trustee, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such trustee, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Securities Act and will be governed by the final adjudication of such issue.”
Item 31. Business and Other Connections of Investment Advisers
Penn Capital Management Company, LLC, the investment advisor to the Penn Capital Short Duration High Income Fund, Penn Capital Opportunistic High Income Fund, Penn Capital Mid Cap Core Fund, and Penn Capital Special Situations Small Cap Equity Fund , is a registered investment advisor. For additional information, please see Penn Capital Management Company, LLC’s Form ADV (SEC File No. 801-31452), incorporated herein by reference, which sets forth the directors and officers of Penn Capital Management Company, LLC and information as to any business, profession, vocation or employment of a substantial nature engaged in by Penn Capital Management Company, LLC and its directors and officers during the past two years.
P/E Global LLC, the investment advisor to the P/E Global Enhanced International Fund, is a registered investment advisor. For additional information, please see P/E Global LLC’s Form ADV (SEC File No. 801-72133), incorporated herein by reference, which sets forth the directors and officers of P/E Global LLC and information as to any business, profession, vocation or employment of a substantial nature engaged in by P/E Global LLC and its directors and officers during the past two years.
Torray Investment Partners LLC (formerly known as Torray LLC), the investment advisor to the Torray Fund, is a registered investment advisor. For additional information, please see Torray Investment Partners LLC’s Form ADV (SEC File No. 801-8629), incorporated herein by reference, which sets forth the directors and officers of Torray Investment Partners LLC and information as to any business, profession, vocation or employment of a substantial nature engaged in by Torray Investment Partners LLC and its directors and officers during the past two years.
F/m Investments, LLC d/b/a North Slope Capital, LLC, the investment advisor to the Evermore Global Value Fund, is a registered investment advisor. For additional information, please see F/m Investments, LLC d/b/a North Slope Capital LLC’s Form ADV (SEC File No. 801-116853), incorporated herein by reference, which sets forth the directors and officers of F/m Investments, LLC d/b/a North Slope Capital, LLC and information as to any business, profession, vocation or employment of a substantial nature engaged in by F/m Investments, LLC d/b/a North Slope Capital, LLC and its directors and officers during the past two years.
The Energy & Minerals Group Advisors, LLC (formerly, Element ETFs, LLC), the investment advisor to The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF (formerly, Element EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF), is a registered investment advisor. For additional information, please see The Energy & Minerals Group Advisors, LLC’s Form ADV (SEC File No. 801-126855), incorporated herein by reference, which sets forth the directors and officers of The Energy & Minerals Group Advisors, LLC and information as to any business, profession, vocation or employment of a substantial nature engaged in by The Energy & Minerals Group Advisors, LLC and its directors and officers during the past two years.
Item 32. Principal Underwriter.
(a)(1) Quasar Distributors, LLC (“Quasar”) serves as principal underwriter for the following investment companies registered under the Investment Company Act of 1940, as amended:
1. | American Trust Allegiance Fund, Series of Advisors Series Trust |
2. | Capital Advisors Growth Fund, Series of Advisors Series Trust |
3. | Chase Growth Fund, Series of Advisors Series Trust |
4. | Davidson Multi Cap Equity Fund, Series of Advisors Series Trust |
5. | Edgar Lomax Value Fund, Series of Advisors Series Trust |
6. | First Sentier American Listed Infrastructure Fund, Series of Advisors Series Trust |
7. | First Sentier Global Listed Infrastructure Fund, Series of Advisors Series Trust |
8. | Fort Pitt Capital Total Return Fund, Series of Advisors Series Trust |
9. | Huber Large Cap Value Fund, Series of Advisors Series Trust |
10. | Huber Mid Cap Value Fund, Series of Advisors Series Trust |
11. | Huber Select Large Cap Value Fund, Series of Advisors Series Trust |
12. | Huber Small Cap Value Fund, Series of Advisors Series Trust |
13. | Logan Capital Broad Innovative Growth ETF, Series of Advisors Series Trust |
14. | O'Shaughnessy Market Leaders Value Fund, Series of Advisors Series Trust |
15. | PIA BBB Bond Fund, Series of Advisors Series Trust |
16. | PIA High Yield Fund, Series of Advisors Series Trust |
17. | PIA High Yield (MACS) Fund, Series of Advisors Series Trust |
18. | PIA MBS Bond Fund, Series of Advisors Series Trust |
19. | PIA Short-Term Securities Fund, Series of Advisors Series Trust |
20. | Poplar Forest Cornerstone Fund, Series of Advisors Series Trust |
21. | Poplar Forest Partners Fund, Series of Advisors Series Trust |
22. | Pzena Emerging Markets Value Fund, Series of Advisors Series Trust |
23. | Pzena International Small Cap Value Fund, Series of Advisors Series Trust |
24. | Pzena International Value Fund, Series of Advisors Series Trust |
25. | Pzena Mid Cap Value Fund, Series of Advisors Series Trust |
26. | Pzena Small Cap Value Fund, Series of Advisors Series Trust |
27. | Reverb ETF, Series of Advisors Series Trust |
28. | Scharf Fund, Series of Advisors Series Trust |
29. | Scharf Global Opportunity Fund, Series of Advisors Series Trust |
30. | Scharf Multi-Asset Opportunity Fund, Series of Advisors Series Trust |
31. | Semper MBS Total Return Fund, Series of Advisors Series Trust |
32. | Semper Short Duration Fund, Series of Advisors Series Trust |
33. | Shenkman Capital Floating Rate High Income Fund, Series of Advisors Series Trust |
34. | Shenkman Capital Short Duration High Income Fund, Series of Advisors Series Trust |
35. | VegTech Plant-based Innovation & Climate ETF, Series of Advisors Series Trust |
36. | The Aegis Funds |
37. | Allied Asset Advisors Funds |
38. | Angel Oak Funds Trust |
39. | Angel Oak Strategic Credit Fund |
40. | Barrett Opportunity Fund, Inc. |
41. | Brookfield Investment Funds |
42. | Buffalo Funds |
43. | Cushingâ Mutual Funds Trust |
44. | DoubleLine Funds Trust |
45. | EA Series Trust (f/k/a Alpha Architect ETF Trust) |
46. | Ecofin Tax-Advantaged Social Impact Fund, Inc. |
47. | AAM Bahl & Gaynor Small/Mid Cap Income Growth ETF, Series of ETF Series Solutions |
48. | AAM Low Duration Preferred and Income Securities ETF, Series of ETF Series Solutions |
49. | AAM S&P 500 Emerging Markets High Dividend Value ETF, Series of ETF Series Solutions |
50. | AAM S&P 500 High Dividend Value ETF, Series of ETF Series Solutions |
51. | AAM S&P Developed Markets High Dividend Value ETF, Series of ETF Series Solutions |
52. | AAM Transformers ETF, Series of ETF Series Solutions |
53. | AlphaMark Actively Managed Small Cap ETF, Series of ETF Series Solutions |
54. | Aptus Collared Income Opportunity ETF, Series of ETF Series Solutions |
55. | Aptus Defined Risk ETF, Series of ETF Series Solutions |
56. | Aptus Drawdown Managed Equity ETF, Series of ETF Series Solutions |
57. | Aptus Enhanced Yield ETF, Series of ETF Series Solutions |
58. | Aptus Large Cap Enhanced Yield ETF, Series of ETF Series Solutions |
59. | Blue Horizon BNE ETF, Series of ETF Series Solutions |
60. | BTD Capital Fund, Series of ETF Series Solutions |
61. | Carbon Strategy ETF, Series of ETF Series Solutions |
62. | Cboe Vest 10 Year Interest Rate Hedge ETF, Series of ETF Series Solutions |
63. | ClearShares OCIO ETF, Series of ETF Series Solutions |
64. | ClearShares Piton Intermediate Fixed Income Fund, Series of ETF Series Solutions |
65. | ClearShares Ultra-Short Maturity ETF, Series of ETF Series Solutions |
66. | Distillate International Fundamental Stability & Value ETF, Series of ETF Series Solutions |
67. | Distillate Small/Mid Cash Flow ETF, Series of ETF Series Solutions |
68. | Distillate U.S. Fundamental Stability & Value ETF, Series of ETF Series Solutions |
69. | ETFB Green SRI REITs ETF, Series of ETF Series Solutions |
70. | Hoya Capital High Dividend Yield ETF, Series of ETF Series Solutions |
71. | Hoya Capital Housing ETF, Series of ETF Series Solutions |
72. | iBET Sports Betting & Gaming ETF, Series of ETF Series Solutions |
73. | International Drawdown Managed Equity ETF, Series of ETF Series Solutions |
74. | LHA Market State Alpha Seeker ETF, Series of ETF Series Solutions |
75. | LHA Market State Tactical Beta ETF, Series of ETF Series Solutions |
76. | LHA Market State Tactical Q ETF, Series of ETF Series Solutions |
77. | LHA Risk-Managed Income ETF, Series of ETF Series Solutions |
78. | Loncar Cancer Immunotherapy ETF, Series of ETF Series Solutions |
79. | Loncar China BioPharma ETF, Series of ETF Series Solutions |
80. | McElhenny Sheffield Managed Risk ETF, Series of ETF Series Solutions |
81. | Nationwide Dow Jones® Risk-Managed Income ETF, Series of ETF Series Solutions |
82. | Nationwide Nasdaq-100 Risk-Managed Income ETF, Series of ETF Series Solutions |
83. | Nationwide Russell 2000® Risk-Managed Income ETF, Series of ETF Series Solutions |
84. | Nationwide S&P 500® Risk-Managed Income ETF, Series of ETF Series Solutions |
85. | NETLease Corporate Real Estate ETF, Series of ETF Series Solutions |
86. | Opus Small Cap Value ETF, Series of ETF Series Solutions |
87. | Roundhill Acquirers Deep Value ETF, Series of ETF Series Solutions |
88. | The Acquirers Fund, Series of ETF Series Solutions |
89. | U.S. Global GO GOLD and Precious Metal Miners ETF, Series of ETF Series Solutions |
90. | U.S. Global JETS ETF, Series of ETF Series Solutions |
91. | U.S. Global Sea to Sky Cargo ETF, Series of ETF Series Solutions |
92. | US Vegan Climate ETF, Series of ETF Series Solutions |
93. | First American Funds, Inc. |
94. | FundX Investment Trust |
95. | The Glenmede Fund, Inc. |
96. | The Glenmede Portfolios |
97. | The GoodHaven Funds Trust |
98. | Greenspring Fund, Incorporated |
99. | Harding, Loevner Funds, Inc. |
100. | Hennessy Funds Trust |
101. | Horizon Funds |
102. | Hotchkis & Wiley Funds |
103. | Intrepid Capital Management Funds Trust |
104. | Jacob Funds Inc. |
105. | The Jensen Quality Growth Fund Inc. |
106. | Kirr, Marbach Partners Funds, Inc. |
107. | Core Alternative ETF, Series of Listed Funds Trust |
108. | Wahed Dow Jones Islamic World ETF, Series of Listed Funds Trust |
109. | Wahed FTSE USA Shariah ETF, Series of Listed Funds Trust |
110. | LKCM Funds |
111. | LoCorr Investment Trust |
112. | MainGate Trust |
113. | ATAC Rotation Fund, Series of Managed Portfolio Series |
114. | Cove Street Capital Small Cap Value Fund, Series of Managed Portfolio Series |
115. | Ecofin Global Energy Transition Fund, Series of Managed Portfolio Series |
116. | Ecofin Global Renewables Infrastructure Fund, Series of Managed Portfolio Series |
117. | Ecofin Global Water ESG Fund, Series of Managed Portfolio Series |
118. | Ecofin Sustainable Water Fund, Series of Managed Portfolio Series |
119. | Jackson Square Large-Cap Growth Fund, Series of Managed Portfolio Series |
120. | Jackson Square SMID-Cap Growth Fund, Series of Managed Portfolio Series |
121. | Kensington Active Advantage Fund, Series of Managed Portfolio Series |
122. | Kensington Capital Defender Fund, Series of Managed Portfolio Series |
123. | Kensington Dynamic Growth Fund, Series of Managed Portfolio Series |
124. | Kensington Managed Income Fund, Series of Managed Portfolio Series |
125. | LK Balanced Fund, Series of Managed Portfolio Series |
126. | Muhlenkamp Fund, Series of Managed Portfolio Series |
127. | Nuance Concentrated Value Fund, Series of Managed Portfolio Series |
128. | Nuance Concentrated Value Long Short Fund, Series of Managed Portfolio Series |
129. | Nuance Mid Cap Value Fund, Series of Managed Portfolio Series |
130. | Port Street Quality Growth Fund, Series of Managed Portfolio Series |
131. | Principal Street High Income Municipal Fund, Series of Managed Portfolio Series |
132. | Principal Street Short Term Municipal Fund, Series of Managed Portfolio Series |
133. | Reinhart Genesis PMV Fund, Series of Managed Portfolio Series |
134. | Reinhart International PMV Fund, Series of Managed Portfolio Series |
135. | Reinhart Mid Cap PMV Fund, Series of Managed Portfolio Series |
136. | Tortoise Energy Infrastructure and Income Fund, Series of Managed Portfolio Series |
137. | Tortoise Energy Infrastructure Total Return Fund, Series of Managed Portfolio Series |
138. | Tortoise North American Pipeline Fund, Series of Managed Portfolio Series |
139. | V-Shares MSCI World ESG Materiality and Carbon Transition ETF, Series of Managed Portfolio Series |
140. | V-Shares US Leadership Diversity ETF, Series of Managed Portfolio Series |
141. | Greenspring Income Opportunities Fund, Series of Manager Directed Portfolios |
142. | Hood River International Opportunity Fund, Series of Manager Directed Portfolios |
143. | Hood River Small-Cap Growth Fund, Series of Manager Directed Portfolios |
144. | Mar Vista Strategic Growth Fund, Series of Manager Directed Portfolios |
145. | Vert Global Sustainable Real Estate Fund, Series of Manager Directed Portfolios |
146. | Matrix Advisors Funds Trust |
147. | Matrix Advisors Value Fund, Inc. |
148. | Monetta Trust |
149. | Nicholas Equity Income Fund, Inc. |
150. | Nicholas Fund, Inc. |
151. | Nicholas II, Inc. |
152. | Nicholas Limited Edition, Inc. |
153. | North Square Investments Trust |
154. | Oaktree Diversified Income Fund Inc. |
155. | Permanent Portfolio Family of Funds |
156. | Perritt Funds, Inc. |
157. | Procure ETF Trust II |
158. | Professionally Managed Portfolios |
159. | Prospector Funds, Inc. |
160. | Provident Mutual Funds, Inc. |
161. | Abbey Capital Futures Strategy Fund, Series of The RBB Fund, Inc. |
162. | Abbey Capital Multi-Asset Fund, Series of The RBB Fund, Inc. |
163. | Adara Smaller Companies Fund, Series of The RBB Fund, Inc. |
164. | Aquarius International Fund, Series of The RBB Fund, Inc. |
165. | Boston Partners All Cap Value Fund, Series of The RBB Fund, Inc. |
166. | Boston Partners Emerging Markets Dynamic Equity Fund, Series of The RBB Fund, Inc. |
167. | Boston Partners Emerging Markets Fund, Series of The RBB Fund, Inc. |
168. | Boston Partners Global Equity Fund, Series of The RBB Fund, Inc. |
169. | Boston Partners Global Long/Short Fund, Series of The RBB Fund, Inc. |
170. | Boston Partners Global Sustainability Fund, Series of The RBB Fund, Inc. |
171. | Boston Partners Long/Short Equity Fund, Series of The RBB Fund, Inc. |
172. | Boston Partners Long/Short Research Fund, Series of The RBB Fund, Inc. |
173. | Boston Partners Small Cap Value Fund II, Series of The RBB Fund, Inc. |
174. | Campbell Systematic Macro Fund, Series of The RBB Fund, Inc. |
175. | Motley Fool 100 Index ETF, Series of The RBB Fund, Inc. |
176. | Motley Fool Capital Efficiency 100 Index ETF, Series of The RBB Fund, Inc. |
177. | Motley Fool Global Opportunities ETF, Series of The RBB Fund, Inc. |
178. | Motley Fool Mid-Cap Growth ETF, Series of The RBB Fund, Inc. |
179. | Motley Fool Next Index ETF, Series of The RBB Fund, Inc. |
180. | Motley Fool Small-Cap Growth ETF, Series of The RBB Fund, Inc. |
181. | Optima Strategic Credit Fund, Series of The RBB Fund, Inc. |
182. | SGI Global Equity Fund, Series of The RBB Fund, Inc. |
183. | SGI Peak Growth Fund, Series of The RBB Fund, Inc. |
184. | SGI Prudent Growth Fund, Series of The RBB Fund, Inc. |
185. | SGI Small Cap Core Fund, Series of The RBB Fund, Inc. |
186. | SGI U.S. Large Cap Equity Fund, Series of The RBB Fund, Inc. |
187. | SGI U.S. Small Cap Equity Fund, Series of The RBB Fund, Inc. |
188. | US Treasury 10 Year Note ETF, Series of The RBB Fund, Inc. |
189. | US Treasury 12 Month Bill ETF, Series of The RBB Fund, Inc. |
190. | US Treasury 2 Year Note ETF, Series of The RBB Fund, Inc. |
191. | US Treasury 20 Year Bond ETF, Series of The RBB Fund, Inc. |
192. | US Treasury 3 Month Bill ETF, Series of The RBB Fund, Inc. |
193. | US Treasury 3 Year Note ETF, Series of The RBB Fund, Inc. |
194. | US Treasury 30 Year Bond ETF, Series of The RBB Fund, Inc. |
195. | US Treasury 5 Year Note ETF, Series of The RBB Fund, Inc. |
196. | US Treasury 6 Month Bill ETF, Series of The RBB Fund, Inc. |
197. | US Treasury 7 Year Note ETF, Series of The RBB Fund, Inc. |
198. | WPG Partners Select Small Cap Value Fund, Series of The RBB Fund, Inc. |
199. | WPG Partners Small Cap Value Diversified Fund, Series of The RBB Fund, Inc. |
200. | The RBB Fund Trust |
201. | RBC Funds Trust |
202. | Series Portfolios Trust |
203. | Thompson IM Funds, Inc. |
204. | TrimTabs ETF Trust |
205. | Trust for Advised Portfolios |
206. | Barrett Growth Fund, Series of Trust for Professional Managers |
207. | Bright Rock Mid Cap Growth Fund, Series of Trust for Professional Managers |
208. | Bright Rock Quality Large Cap Fund, Series of Trust for Professional Managers |
209. | CrossingBridge Low Duration High Yield Fund, Series of Trust for Professional Managers |
210. | CrossingBridge Responsible Credit Fund, Series of Trust for Professional Managers |
211. | CrossingBridge Ultra-Short Duration Fund, Series of Trust for Professional Managers |
212. | RiverPark Strategic Income Fund, Series of Trust for Professional Managers |
213. | Dearborn Partners Rising Dividend Fund, Series of Trust for Professional Managers |
214. | Jensen Global Quality Growth Fund, Series of Trust for Professional Managers |
215. | Jensen Quality Value Fund, Series of Trust for Professional Managers |
216. | Rockefeller Climate Solutions Fund, Series of Trust for Professional Managers |
217. | Terra Firma US Concentrated Realty Fund, Series of Trust for Professional Managers |
218. | USQ Core Real Estate Fund |
219. | Wall Street EWM Funds Trust |
220. | Wisconsin Capital Funds, Inc. |
(b)(1) The following are the Officers and Manager of Quasar Distributors, LLC, the Registrant’s underwriter. Quasar’s main business address is Three Canal Plaza, Suite 100, Portland, ME 04101.
Name | Address | Position with Underwriter | Position with Registrant |
Teresa Cowan | 111 E. Kilbourn Ave, Suite 2200, Milwaukee, WI 53202 | President/Manager | None |
Chris Lanza | Three Canal Plaza, Suite 100, Portland, ME 04101 | Vice President | None |
Kate Macchia | Three Canal Plaza, Suite 100, Portland, ME 04101 | Vice President | None |
Susan L. LaFond | 111 E. Kilbourn Ave, Suite 2200, Milwaukee, WI 53202 | Vice President and Chief Compliance Officer and Treasurer | None |
Kelly B. Whetstone | Three Canal Plaza, Suite 100, Portland, ME 04101 | Secretary | None |
Weston Sommers | Three Canal Plaza, Suite 100, Portland, ME 04101 | Financial and Operations Principal and Chief Financial Officer | None |
(c) Not Applicable.
Item 33. Location of Accounts and Records.
The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940, as amended, are maintained at the following locations:
Records Relating to: | Are located at: |
Registrant | The RBB Fund Trust 615 East Michigan Street Milwaukee, Wisconsin 53202 |
Investment Adviser | Penn Capital Management Company, LLC Navy Yard Corporate Center 1200 Intrepid Avenue, Suite 400 Philadelphia, Pennsylvania 19112 |
Investment Adviser | P/E Global LLC 75 State Street, 31st Floor Boston, Massachusetts 02109 |
Investment Adviser | Torray Investment Partners LLC 7501 Wisconsin Avenue, Suite 750W Bethesda, Maryland 20814 |
Investment Adviser | F/m Investments, LLC d/b/a North Slope Capital, LLC 3050 K Street NW, Ste W-201 Washington, DC 20007 |
Investment Adviser | The Energy & Minerals Group Advisors, LLC 704 Goodlette Frank Road North, Suite 118 Naples, Florida 34102 |
Registrant’s Fund Administrator, Fund Accountant, Transfer Agent and Dividend Disbursing Agent | U.S. Bancorp Fund Services, LLC 615 East Michigan Street Milwaukee, Wisconsin 53202 |
Registrant’s Custodian | U.S. Bank National Association 1555 North River Center Drive, Suite 302 Milwaukee, Wisconsin 53212 |
Underwriter | Foreside Fund Services, LLC Three Canal Plaza, Suite 100 Portland, Maine 04101 |
Underwriter | Foreside Funds Distributors LLC 400 Berwyn Park 899 Cassatt Road Berwyn, Pennsylvania 19312 |
Underwriter | Quasar Distributors, LLC Three Canal Plaza, Suite 100 Portland, ME 04101 |
Item 34. Management Services
Not applicable.
Item 35. Undertakings
None.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended (the “1933 Act”), and the Investment Company Act of 1940, as amended, the Registrant certifies that it meets all of the requirements for effectiveness of this Post-Effective Amendment to its Registration Statement under Rule 485(b) under the 1933 Act and has duly caused this Post-Effective Amendment to its Registration Statement to be signed on its behalf by the undersigned, thereto duly authorized, in the City of Short Hills, and State of New Jersey on August 31, 2023.
THE RBB FUND TRUST | |||
By: | /s/ Steven Plump | ||
Steven Plump | |||
President |
Pursuant to the requirements of the 1933 Act, this Amendment to Registrant’s Registration Statement has been signed below by the following persons in the capacities and on the date indicated.
SIGNATURE | TITLE | DATE | |||
/s/ Steven Plump | President (Principal Executive Officer) | August 31, 2023 | |||
Steven Plump | |||||
/s/ James G. Shaw | Chief Financial Officer (Principal Financial and Accounting Officer) | August 31, 2023 | |||
James G. Shaw | |||||
*Julian A. Brodsky | Trustee | August 31, 2023 | |||
Julian A. Brodsky | |||||
*Gregory P. Chandler | Trustee | August 31, 2023 | |||
Gregory P. Chandler | |||||
*Lisa A. Dolly | Trustee | August 31, 2023 | |||
Lisa A. Dolly | |||||
*Nicholas A. Giordano | Trustee | August 31, 2023 | |||
Nicholas A. Giordano | |||||
*Arnold M. Reichman | Trustee | August 31, 2023 | |||
Arnold M. Reichman | |||||
*Robert Sablowsky | Trustee | August 31, 2023 | |||
Robert Sablowsky | |||||
*Brian T. Shea | Trustee | August 31, 2023 | |||
Brian T. Shea | |||||
*Robert Straniere | Trustee | August 31, 2023 | |||
Robert Straniere | |||||
*By: | /s/ James G. Shaw | ||||
James G. Shaw | |||||
Attorney-in-Fact |
THE RBB FUND, INC.
(the “Company”)
THE RBB FUND TRUST
(the “Trust”)
POWER OF ATTORNEY
Know All Men by These Presents, that the undersigned, Julian A. Brodsky, hereby constitutes and appoints Steven Plump, Salvatore Faia, Michael P. Malloy, James G. Shaw, Edward Paz, and Jillian L. Bosmann, his true and lawful attorneys, to execute in his name, place, and stead, in his capacity as Director/Trustee or officer, or both, of the Company and of the Trust, the Registration Statement and any amendments thereto and all instruments necessary or incidental in connection therewith, and to file the same with the Securities and Exchange Commission; and said attorneys shall have full power and authority to do and perform in his name and on his behalf, in any and all capacities, every act whatsoever requisite or necessary to be done in the premises, as fully and to all intents and purposes as he might or could do in person, said acts of said attorneys being hereby ratified and approved.
DATED: | September 8, 2022 | |
/s/ Julian A. Brodsky | ||
Julian A. Brodsky |
THE RBB FUND, INC.
(the “Company”)
THE RBB FUND TRUST
(the “Trust”)
POWER OF ATTORNEY
Know All Men by These Presents, that the undersigned, Gregory P. Chandler, hereby constitutes and appoints Steven Plump, Salvatore Faia, Michael P. Malloy, James G. Shaw, Edward Paz, and Jillian L. Bosmann, his true and lawful attorneys, to execute in his name, place, and stead, in his capacity as Director/Trustee or officer, or both, of the Company and of the Trust, the Registration Statement and any amendments thereto and all instruments necessary or incidental in connection therewith, and to file the same with the Securities and Exchange Commission; and said attorneys shall have full power and authority to do and perform in his name and on his behalf, in any and all capacities, every act whatsoever requisite or necessary to be done in the premises, as fully and to all intents and purposes as he might or could do in person, said acts of said attorneys being hereby ratified and approved.
DATED: | September 8, 2022 | |
/s/ Gregory P. Chandler | ||
Gregory P. Chandler |
THE RBB FUND, INC.
(the “Company”)
THE RBB FUND TRUST
(the “Trust”)
POWER OF ATTORNEY
Know All Men by These Presents, that the undersigned, Lisa A. Dolly, hereby constitutes and appoints Steven Plump, Salvatore Faia, Michael P. Malloy, James G. Shaw, Edward Paz, and Jillian L. Bosmann, her true and lawful attorneys, to execute in her name, place, and stead, in her capacity as Director/Trustee or officer, or both, of the Company and of the Trust, the Registration Statement and any amendments thereto and all instruments necessary or incidental in connection therewith, and to file the same with the Securities and Exchange Commission; and said attorneys shall have full power and authority to do and perform in her name and on her behalf, in any and all capacities, every act whatsoever requisite or necessary to be done in the premises, as fully and to all intents and purposes as she might or could do in person, said acts of said attorneys being hereby ratified and approved.
DATED: | September 8, 2022 | |
/s/ Lisa A. Dolly | ||
Lisa A. Dolly |
THE RBB FUND, INC.
(the “Company”)
THE RBB FUND TRUST
(the “Trust”)
POWER OF ATTORNEY
Know All Men by These Presents, that the undersigned, Nicholas A. Giordano, hereby constitutes and appoints Steven Plump, Salvatore Faia, Michael P. Malloy, James G. Shaw, Edward Paz, and Jillian L. Bosmann, his true and lawful attorneys, to execute in his name, place, and stead, in his capacity as Director/Trustee or officer, or both, of the Company and of the Trust, the Registration Statement and any amendments thereto and all instruments necessary or incidental in connection therewith, and to file the same with the Securities and Exchange Commission; and said attorneys shall have full power and authority to do and perform in his name and on his behalf, in any and all capacities, every act whatsoever requisite or necessary to be done in the premises, as fully and to all intents and purposes as he might or could do in person, said acts of said attorneys being hereby ratified and approved.
DATED: | September 8, 2022 | |
/s/ Nicholas A. Giordano | ||
Nicholas A. Giordano |
THE RBB FUND, INC.
(the “Company”)
THE RBB FUND TRUST
(the “Trust”)
POWER OF ATTORNEY
Know All Men by These Presents, that the undersigned, Arnold M. Reichman, hereby constitutes and appoints Steven Plump, Salvatore Faia, Michael P. Malloy, James G. Shaw, Edward Paz, and Jillian L. Bosmann, his true and lawful attorneys, to execute in his name, place, and stead, in his capacity as Director/Trustee or officer, or both, of the Company and of the Trust, the Registration Statement and any amendments thereto and all instruments necessary or incidental in connection therewith, and to file the same with the Securities and Exchange Commission; and said attorneys shall have full power and authority to do and perform in his name and on his behalf, in any and all capacities, every act whatsoever requisite or necessary to be done in the premises, as fully and to all intents and purposes as he might or could do in person, said acts of said attorneys being hereby ratified and approved.
DATED: | September 8, 2022 | |
/s/ Arnold M. Reichman | ||
Arnold M. Reichman |
THE RBB FUND, INC.
(the “Company”)
THE RBB FUND TRUST
(the “Trust”)
POWER OF ATTORNEY
Know All Men by These Presents, that the undersigned, Robert Sablowsky, hereby constitutes and appoints Steven Plump, Salvatore Faia, Michael P. Malloy, James G. Shaw, Edward Paz, and Jillian L. Bosmann, his true and lawful attorneys, to execute in his name, place, and stead, in his capacity as Director/Trustee or officer, or both, of the Company and of the Trust, the Registration Statement and any amendments thereto and all instruments necessary or incidental in connection therewith, and to file the same with the Securities and Exchange Commission; and said attorneys shall have full power and authority to do and perform in his name and on his behalf, in any and all capacities, every act whatsoever requisite or necessary to be done in the premises, as fully and to all intents and purposes as he might or could do in person, said acts of said attorneys being hereby ratified and approved.
DATED: | September 8, 2022 | |
/s/ Robert Sablowsky | ||
Robert Sablowsky |
THE RBB FUND, INC.
(the “Company”)
THE RBB FUND TRUST
(the “Trust”)
POWER OF ATTORNEY
Know All Men by These Presents, that the undersigned, Brian T. Shea, hereby constitutes and appoints Steven Plump, Salvatore Faia, Michael P. Malloy, James G. Shaw, Edward Paz, and Jillian L. Bosmann, his true and lawful attorneys, to execute in his name, place, and stead, in his capacity as Director/Trustee or officer, or both, of the Company and of the Trust, the Registration Statement and any amendments thereto and all instruments necessary or incidental in connection therewith, and to file the same with the Securities and Exchange Commission; and said attorneys shall have full power and authority to do and perform in his name and on his behalf, in any and all capacities, every act whatsoever requisite or necessary to be done in the premises, as fully and to all intents and purposes as he might or could do in person, said acts of said attorneys being hereby ratified and approved.
DATED: | September 8, 2022 | |
/s/ Brian T. Shea | ||
Brian T. Shea |
THE RBB FUND, INC.
(the “Company”)
THE RBB FUND TRUST
(the “Trust”)
POWER OF ATTORNEY
Know All Men by These Presents, that the undersigned, Robert A. Straniere, hereby constitutes and appoints Steven Plump, Salvatore Faia, Michael P. Malloy, James G. Shaw, Edward Paz, and Jillian L. Bosmann, his true and lawful attorneys, to execute in his name, place, and stead, in his capacity as Director/Trustee or officer, or both, of the Company and of the Trust, the Registration Statement and any amendments thereto and all instruments necessary or incidental in connection therewith, and to file the same with the Securities and Exchange Commission; and said attorneys shall have full power and authority to do and perform in his name and on his behalf, in any and all capacities, every act whatsoever requisite or necessary to be done in the premises, as fully and to all intents and purposes as he might or could do in person, said acts of said attorneys being hereby ratified and approved.
DATED: | September 8, 2022 | |
/s/ Robert Straniere | ||
Robert Straniere |
EXHIBIT INDEX
Exhibit No. | Exhibit |
(j)(2) | Consent of Independent Registered Public Accounting Firm – BBD, LLP |