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


FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES




Investment Company Act file number 811-22525



Managed Portfolio Series
(Exact name of Registrant as specified in charter)



615 East Michigan Street
Milwaukee, WI  53202
(Address of principal executive offices) (Zip code)



Brian R. Wiedmeyer, President
Managed Portfolio Series
c/o U.S. Bancorp Fund Services, LLC
777 East Wisconsin Ave, 5th Fl
Milwaukee, WI  53202
(Name and address of agent for service)



(414) 765-6844
Registrant's telephone number, including area code



Date of fiscal period end: December 31, 2021


Date of reporting period:  June 30, 2021



Item 1. Reports to Stockholders.

(a)
[Insert full text of semi-annual report here]


 Friess Small Cap Growth Fund

Semi-Annual Report
June 30, 2021
     
     

Dear Fellow Shareholders:
 
Served a standard helping of potential reasons for pause, investors digested the news of the day without affecting their appetite for stocks in the March quarter.  The market’s collective wisdom seemed inclined to let upcoming earnings reports set the final course in determining whether recent gains align with reality.
 
Friess Small Cap Growth Fund’s Institutional Class shares grew 4.79 percent in the three months through June.  The Russell 2000® and Russell 2000® Growth Indexes gained 4.29 and 3.92 percent.
 
To say investors that wholly shrugged off news as it unfolded in the quarter would be an oversimplification.  While the market’s bias remained positive throughout, jockeying among leadership groups from one month to the next showed investors adjusting on the fly to the latest information before them.
 
Performance among economically cyclical stocks reflected this trend as they bounced throughout the quarter while investors tried to assess the prospects for growth and inflation, marked by a final flourish in June.  Reported June 10, May’s inflation rate represented the biggest year-over-year gain since 2008, rightly touching off some jitters.  A week later, however, the U.S. Federal Reserve Bank deemed the situation transitory, giving investors just the perspective they needed to let inflation-related concerns rest for the time being.
 
To be sure, there was drama during the quarter, though its significance to stocks was mostly tangential.  Cryptocurrencies took it on the chin, at one point reportedly losing more than $1 trillion in value on a single day.
 
Bitcoin, which accounts for about 40 percent of the global crypto market, was trading at nearly $57,000 in mid-May when onetime supporter Elon Musk said Tesla would no longer accept bitcoin as payment.  Soon after, the Chinese government instructed banks and businesses not to accept cryptocurrency as payment.  The Fed even chimed in, warning about potential risks that cryptocurrencies pose to the financial system.  Bitcoin finished May below $37,000.
 
Still, stock market activity showed little evidence that investors saw much reason to worry about stocks.  The CBOE Market Volatility Index settled comfortably into its pre-pandemic range for the first time since February 2020.  June marked the narrowest gap between the S&P 500® Index’s daily high and low point for a month since December 2019.
 
Friess Small Cap Growth Fund gained ground in seven out of the 10 economic sectors represented in its portfolio during the three months through June.  It outperformed its primary benchmark, the Russell 2000® Growth Index, in five of those 10 sectors.
 
Holdings from the industrial sector, which represented the third largest concentration of assets, outperformed on strong operational performance and optimism regarding future spending fueled by what appeared to be a measure of bipartisan support for proposed infrastructure spending initiatives.
 
Industrial sector holdings contributed the most to the Fund’s June-quarter return.  At the same time, the industrial sector declined modestly within the Russell 2000® Growth Index, helping make the industrial sector the biggest contributor to the Fund’s relative performance as well.
 
Car-sharing marketplace operator HyreCar was a top performer after reporting record revenue, rental days and new drivers for the March quarter and entering an agreement to add 6,000 cars to its fleet over the next 18 months.  Architectural glass maker Tecnoglass rose after topping expectations with 250 percent March-quarter earnings growth.  Kornit Digital, which makes printers used in garment, apparel and textile industries, was also a top contributor after reporting better-than-expected earnings driven by record shipments of mass production systems.
 
Health care holdings were the second biggest contributors to the Fund’s quarterly return.  Standout performers Collplant Biotechnologies Ltd. and PLx Pharma both rose in the wake of big announcements.  Collplant announced a strategic partnership with a 3D printing company with the potential to deliver bio-printed solutions for improved breast reconstruction procedures.  PLx won regulatory approval for a liquid filled aspirin capsule and announced the product would become available this summer.  Health care holdings were the third biggest contributors to relative results.
 
With oil prices up about 50 percent through the first six months of the year, holdings from the energy sector also attracted positive investor attention.  Although a limited percentage of overall assets, the Fund’s four energy holdings represented an overweight position versus the benchmark.
 

friessfunds.com

Energy holdings outperformed the sector within the index, leaving them as the third largest contributors to absolute performance and the second biggest influences on relative results.
 
Antero Resources Corp. was the sector’s top performer.  The independent oil and gas company earned $0.62 per share in the March quarter, up from a year-ago loss and ahead of the consensus estimate.
 
Technology holdings, which comprised the largest portfolio position, detracted the most from absolute and relative results.  Voyager Digital Ltd., which operates a cryptocurrency trading platform, and GreenBox POS, which provides blockchain-based payment solutions, were notable detractors.  While neither company’s business model hinges on cryptocurrency pricing, the companies were swept up in a crypto-related sell off sparked by significant declines in major cryptocurrencies.
 
For more information on the companies that influenced June-quarter performance, please see Roses & Thorns on page 4.
 
We’re excited about the earnings power we’re identifying in the current environment.  The average Fund holding is expected to grow earnings 47.7 percent this year, according to consensus earnings estimates compiled by FactSet Research Systems, as of June 30.  The average Russell 2000® Growth Index company is expected to grow 2021 earnings 17.7 percent.
 
We’re grateful for the opportunity to serve you.  Best wishes from your entire Friess team.

 
Scott Gates
Chief Investment Officer
 
2

Friess Small Cap Growth Fund
Portfolio Characteristics as of June 30, 2021 (Unaudited)
 

Top Ten Equity Holdings(1)

Security Name
% of Net Assets
% Change from Book Cost
Hovnanian Enterprises, Inc., Class A
  3.1%
 -10.4%
Kirkland’s, Inc.
  3.0%
   38.9%
GrowGeneration Corp.
  2.9%
 175.0%
ACM Research, Inc., Class A
  2.7%
   32.8%
Bonanza Creek Energy, Inc.
  2.7%
   45.2%
Calix, Inc.
  2.5%
 122.9%
Kornit Digital Ltd.
  2.5%
 200.5%
Crocs, Inc.
  2.4%
 235.3%
Magnite, Inc.
  2.4%
   70.2%
Tecnoglass, Inc.
  2.3%
   82.8%
Top Ten as a Group
26.5%
 


Top Ten Industry Groups(1)
(% of Net Assets)





(1)
Fund holdings and sector allocations are subject to change at any time and are not recommendations to buy or sell any security.
(2)
Includes money market deposit account.
3

Friess Small Cap Growth Fund
June Quarter “Roses & Thorns” (Unaudited)

 
$ Gain
   
Biggest $ Winners
(in thousands)
% Gain
Reasons for Move
HyreCar Inc.
(HYRE)
$551
101.3
The car-sharing marketplace operator grew March-quarter revenue 29 percent.  Strong demand for delivery services and the return of ridesharing were contributors to results.  Rentals for the quarter were up by 10 percent from the previous quarter due to a fleet partnership with AmeriDrive.  The partnership allows HyreCar to bring an additional 6,000 cars onto its platform.
Tecnoglass Inc.
(TGLS)
$494
72.3
The leading producer for architectural glass reported March-quarter earnings of $0.35 per share, up from $0.10 in the year-ago period and ahead of the consensus estimate.  Revenue increased 27 percent, with demand from single-family homes and large-scale projects contributing to results.  Tecnoglass also raised full-year guidance.
Xpel Inc.
(XPEL)
$407
40.1
The aftermarket auto parts maker earned $0.25 per share in the March quarter, up from $0.06 in the year-ago period and ahead of the consensus estimate.  Revenue increased 83 percent.  The company rode a wave of enthusiasm across the automotive space as new and used car sales skyrocketed as pandemic-related restrictions lifted.
Calix Inc.
(CALX)
$371
31.7
The telecommunications equipment maker earned $0.39 per share in the March quarter, rebounding from a year-ago loss and more than doubling the consensus estimate.  Revenue rose 59 percent.  Demand in international and rural domestic markets drove results.  Calix also raised June-quarter guidance.
Crocs Inc.
(CROX)
$365
43.8
The casual footwear maker reported March-quarter earnings of $1.49 per share, up from $0.22 in the year-ago period and ahead of the consensus estimate.  Profitability improved as increased adoption of direct-to-consumer sales channels persisted even as restrictions lifted.  Revenue rose 64 percent.

 
$ Loss
   
Biggest $ Losers
(in thousands)
% Loss
Reasons for Move
Voyager Digital
Ltd.
(VYGR)
$638
32.0
The digital cryptocurrency trading platform operator reported record revenue for the March quarter.  Negative sentiment regarding cryptocurrencies, highlighted by a steep decline in the value of bitcoin, weighed on the company’s share price.  We believe volatility in cryptocurrency pricing contributes to Voyager’s outlook by stimulating volume.
Greenbox POS
(GBOX)
$426
42.0
The company provides payment solutions using proprietary blockchain technology.  Shares declined amid a negative turn in sentiment regarding cryptocurrencies.  While volatility in the prices of cryptocurrencies does not impact GreenBox’s business, investors did not appear to discern between cryptocurrencies and blockchain, the technology that enables them, as cryptocurrencies and related businesses sold off.
Quotient
Technology Inc.
(QUOT)
$307
27.4
The company, which operates a digital marketing platform that connects brands and retailers with consumers, reported March-quarter earnings in line with expectations.  Revenue grew 14 percent, driven by an acceleration in digital promotions and media.  Although the company raised full-year guidance, shares declined in what we believe was evidence that investors expected more pronounced improvement.
Kirkland’s Inc.
(KIRK)
$277
11.9
The retailer of home decor and gifts earned $0.12 per share in the March quarter, up from a year-ago loss and ahead of the consensus estimate.  Revenue increased 38 percent, representing a modest disappointment.  The company cited severe weather and supply chain disruption as matters affecting sales momentum during the period.
NeoPhotonics
Corp.
(NPTN)
$243
14.8
The company, which makes optoelectronic products that transmit, receive and switch high-speed digital optical signals for communications networks, modestly exceeded expectations for March-quarter earnings and revenue. Although the company maintained its full-year outlook, NeoPhotonics tempered guidance for the upcoming quarter due to near-term deployment issues related to the pandemic.
 
All gains/losses are calculated on an average cost basis from March 31, 2021 through June 30, 2021.
This commentary reflects the viewpoints of Friess Associates, LLC as of June 30, 2021, and is not intended as a forecast or guarantee of future results.
4

Friess Small Cap Growth Fund
Value of $100,000 Investment (Unaudited)



The chart assumes an initial investment of $100,000. Performance reflects waivers of fee and operating expenses in effect. In the absence of such waivers, total return would be reduced. Past performance is not predictive of future performance. Investment return and principal value will fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. Performance current to the most recent month-end may be lower or higher than the performance quoted and can be obtained by calling 855-656-3017. Performance assumes the reinvestment of capital gains and income distributions. The performance does not reflect deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
 
 
One Year
Five Years
Ten Years
Since Inception
Institutional Class(1)(2)
73.27%
23.91%
15.50%
11.46%
Investor Class(1)(3)
72.87%
23.61%
15.22%
11.18%
Russell 2000® Growth Index(4)
51.36%
18.76%
13.52%
12.40%
Russell 2000® Index(5)
62.03%
16.47%
12.34%
11.49%

(1)
Fund commenced operations on May 31, 2017.
(2)
The performance data quoted for the period prior to May 31, 2017, is that of the Series B Units of the Friess Small Cap Trust (the “Predecessor Fund”) and has not been adjusted to reflect the Fund’s share class’ fees and expenses and would be lower if reflected. The Predecessor Fund commenced operations on August 6, 2002 and was not a registered mutual fund subject to the same investment and tax restrictions as the Fund. If it had been, the Predecessor Fund’s performance might have been lower. The Predecessor Fund’s shares were exchanged for the Fund’s Institutional Class shares on May 31, 2017.
(3)
Performance for the Investor Class prior to the inception of the class is based on the performance of the Predecessor Fund, adjusted for the higher expenses applicable to the class as compared to the Institutional Class.
(4)
The Russell 2000® Growth Index is a market capitalization weighted index that measures the performance of those Russell 2000® companies with higher price-to-book ratios and higher forecasted growth values. Unlike the Fund, the Russell 2000® Growth Index is unmanaged, is not available for investment, and does not incur expenses.
(5)
The Russell 2000® Index measures the performance of approximately 2,000 of the largest securities based on a combination of their market cap and current index membership. Unlike the Fund, the Russell 2000® Index is unmanaged, is not available for investment, and does not incur expenses.

The performance shown represents past performance and is not a guarantee of future results. Current performance may be lower or higher than the performance data quoted. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. From time to time, the Investment Adviser has waived fees or reimbursed expenses, which may have resulted in higher returns. The listed Fund returns are net of expenses, and the listed index returns exclude expenses. Inception date for “Since Inception” performance is August 6, 2002. Operating expenses (gross) are 1.64% for the Fund’s Institutional Class and 2.13% for its Investor Class. Total operating expenses (net) are 1.20% and 1.45%, respectively, due to the Adviser’s contractual agreement, through at least April 30, 2022, to waive its management fees and/or pay Fund expenses. Fund returns would be lower if the gross expense ratio was reflected. For the most recent month-end performance, please visit the Fund’s website at www.friessfunds.com.
 
The actual expense ratio applicable to investors, as disclosed in the Financial Highlights for the period ended June 30, 2021, was 1.20% and 1.45% for the Institutional Class and Investor Class, respectively.
5

Friess Small Cap Growth Fund
 
Schedule of Investments
June 30, 2021 (Unaudited)

Shares
     
Cost
   
Value
 
Common Stocks - 98.1%
           
   
COMMUNICATION SERVICES
 
   
   
Advertising - 2.4%
           
 
33,530
 
Magnite, Inc.*+
 
$
666,680
   
$
1,134,655
 
                       
     
Broadcasting - 2.1%
               
 
37,288
 
iHeartMedia, Inc., Class A*
   
720,814
     
1,004,166
 
     
Total Communication Services
   
1,387,494
     
2,138,821
 
   
CONSUMER DISCRETIONARY
 
   
     
Automotive Retail - 2.7%
               
 
5,804
 
America’s Car-Mart, Inc.*+
   
879,936
     
822,543
 
 
6,255
 
Penske Automotive
               
     
  Group, Inc.
   
472,625
     
472,190
 
                       
     
Footwear - 2.4%
               
 
9,786
 
Crocs, Inc.*
   
340,034
     
1,140,265
 
                       
     
Home Improvement
               
     
  Retail - 3.0%
               
 
29,593
 
GrowGeneration Corp.*+
   
517,612
     
1,423,423
 
                       
     
Homebuilding - 3.1%
               
 
13,978
 
Hovnanian Enterprises,
               
     
  Inc., Class A*+
   
1,658,531
     
1,485,721
 
                       
     
Homefurnishing Retail - 3.0%
               
 
62,651
 
Kirkland’s, Inc.*+
   
1,032,354
     
1,433,455
 
                       
     
Leisure Products - 5.3%
               
 
33,186
 
Latham Group, Inc.*+
   
960,913
     
1,060,625
 
 
60,285
 
The Beachbody Co.,
               
     
  Inc., Class A*+
   
669,454
     
626,964
 
 
9,459
 
YETI Holdings, Inc.*
   
402,669
     
868,525
 
                       
     
Specialty Stores - 3.6%
               
 
25,353
 
Academy Sports &
               
     
  Outdoors, Inc.*
   
854,596
     
1,045,558
 
 
13,711
 
MarineMax, Inc.*+
   
193,458
     
668,274
 
     
Total Consumer Discretionary
   
7,982,182
     
11,047,543
 
   
CONSUMER STAPLES
 
                       
     
Personal Products - 1.6%
               
 
24,795
 
BellRing Brands,
               
     
  Inc., Class A*
   
597,681
     
777,075
 
     
Total Consumer Staples
   
597,681
     
777,075
 
   
ENERGY
 
                       
     
Oil & Gas Exploration
               
     
  & Production - 4.7%
               
 
27,188
 
Bonanza Creek Energy, Inc. +
   
881,271
     
1,279,739
 
 
19,118
 
Chesapeake Energy Corp. +
   
908,626
     
992,607
 
     
Total Energy
   
1,789,897
     
2,272,346
 
           
HEALTH CARE
         
                       
     
Biotechnology - 1.1%
               
 
26,255
 
Collplant Biotechnologies Ltd.*
   
507,885
     
556,869
 
                       
     
Health Care
               
     
  Equipment - 8.3%
               
 
177,024
 
Aspira Women’s Health, Inc.*
   
692,603
     
994,875
 
 
43,592
 
AxoGen, Inc.*
   
893,037
     
942,023
 
 
17,296
 
Cryoport, Inc.*+
   
310,129
     
1,091,377
 
 
60,440
 
Neuronetics, Inc.*
   
986,008
     
968,249
 
                       
     
Health Care Facilities - 0.2%
               
 
9,580
 
ATI Physical Therapy, Inc.
 

91,305
   

91,393
 
                       
     
Health Care Services - 2.2%
               
 
17,005
 
Apollo Medical
               
     
  Holdings, Inc.*+
   
955,501
     
1,068,084
 
                       
     
Health Care Supplies - 2.3%
               
 
136,814
 
Sientra, Inc.*+
   
599,146
     
1,089,039
 
                       
     
Health Care Technology - 1.7%
               
 
13,323
 
Phreesia, Inc.*
   
601,731
     
816,700
 
                       
     
Pharmaceuticals - 1.9%
               
 
66,292
 
PLx Pharma, Inc.*+
   
654,458
     
914,830
 
     
Total Health Care
   
6,291,803
     
8,533,439
 
   
INDUSTRIALS
 
                       
     
Air Freight & Logistics - 1.8%
               
 
13,245
 
Hub Group, Inc., Class A*
   
878,649
     
873,905
 
                       
     
Building Products - 3.9%
               
 
17,578
 
Builders FirstSource, Inc.*+
   
582,499
     
749,877
 
 
52,705
 
Tecnoglass, Inc.
   
617,015
     
1,127,887
 
                       
     
Construction
               
     
  & Engineering - 2.2%
               
 
11,229
 
NV5 Global, Inc.*
   
1,025,849
     
1,061,253
 
                       
     
Electrical Components
               
     
  & Equipment - 1.9%
               
 
11,882
 
Encore Wire Corp.
   
844,669
     
900,537
 
                       
     
Industrial Machinery - 4.5%
               
 
52,876
 
Gates Industrial Corp. PLC*
   
734,468
     
955,470
 
 
9,719
 
Kornit Digital Ltd.*
   
402,157
     
1,208,363
 
                       
     
Research & Consulting
               
     
  Services - 2.0%
               
 
11,025
 
CRA International, Inc.
   
971,931
     
943,740
 
                       
     
Trading Companies
               
     
  & Distributors - 2.2%
               
 
34,262
 
Titan Machinery, Inc.*+
   
915,457
     
1,060,066
 
                       
     
Trucking - 3.4%
               
 
109,769
 
Daseke, Inc.*
   
910,130
     
711,303
 
 
43,600
 
HyreCar, Inc.*+
   
217,744
     
912,112
 
     
Total Industrials
   
8,100,568
     
10,504,513
 
   
INFORMATION TECHNOLOGY
 
                       
     
Application Software - 2.0%
               
 
57,589
 
Voyager Digital Ltd.*
   
251,857
     
983,044
 
                       
     
Communications
               
     
  Equipment - 4.4%
               
 
25,527
 
Calix, Inc.*
   
544,050
     
1,212,533
 
 
83,440
 
Extreme Networks, Inc.*
   
932,450
     
931,190
 
                       
     
Data Processing &
               
     
  Outsourced Services - 1.5%
               
 
13,273
 
i3 Verticals, Inc., Class A*+
   
407,343
     
401,110
 
 
27,861
 
Sabre Corp.*+
   
372,524
     
347,705
 
                       
     
Semiconductor Equipment - 5.7%
               
 
12,754
 
ACM Research,
               
     
  Inc., Class A*+
   
981,576
     
1,303,714
 
 
9,453
 
Ichor Holdings Ltd.*+
   
407,646
     
508,571
 
 
17,583
 
Ultra Clean Holdings, Inc.*
   
959,902
     
944,559
 

See Notes to the Financial Statements.
6

Friess Small Cap Growth Fund
 
Schedule of Investments (Continued)
June 30, 2021 (Unaudited)

Shares
     
Cost
   
Value
 
Common Stocks - 98.1% (Continued)
 
   
INFORMATION TECHNOLOGY (continued)
 
   
Semiconductors - 5.0%
           
 
89,233
 
NeoPhotonics Corp.*+
 
$
915,249
   
$
911,069
 
 
278,285
 
Pixelworks, Inc.*
   
903,419
     
948,952
 
 
4,412
 
SiTime Corp.*
   
569,837
     
558,515
 
                       
     
Systems Software - 3.9%
               
 
12,546
 
CommVault Systems, Inc.*
   
669,307
     
980,721
 
 
25,765
 
Telos Corp.*+
   
888,014
     
876,268
 
                       
     
Technology Hardware,
               
     
  Storage & Peripherals - 2.1%
               
 
116,229
 
Immersion Corp.*+
   
1,060,933
     
1,019,328
 
     
Total Information Technology
   
9,864,107
     
11,927,279
 
                       
     
Total Common Stocks
   
36,013,732
     
47,201,016
 
                       
Short-Term Investment - 3.6%
 
                       
     
Money Market
               
     
  Deposit Account - 3.6%
               
 
1,724,500
 
U.S. Bank N.A., 0.00%^
   
1,724,500
     
1,724,500
 
     
Total Money Market
               
     
  Deposit Account
   
1,724,500
     
1,724,500
 
                       
     
Total Short-Term Investment
   
1,724,500
     
1,724,500
 
                       
     
Investment Purchased
               
     
  with the Cash Proceeds
               
     
  from Securities Lending - 32.7%
               
                       
     
Investment Company - 32.7%
               
 
15,734,804
 
Mount Vernon Liquid Asset
               
     
  Portfolio, LLC, 0.11%#
 

15,734,804
   

15,734,804
 
     
Total Investment Company
   
15,734,804
     
15,734,804
 
                       
     
Total Investment Purchased
               
     
  with the Cash Proceeds from
               
     
  Securities Lending
   
15,734,804
     
15,734,804
 
                       
     
Total Investments - 134.4%
 
$
53,473,036
     
64,660,320
 
                       
     
Liabilities in Excess
               
     
  of Other Assets - (34.4)%
           
(16,542,613
)
     
TOTAL
               
     
  NET ASSETS - 100.0%
         
$
48,117,707
 
 
PLC
Public Limited Company
*
Non Income Producing.
+
All or a portion of this security was out on loan at June 30, 2021. Total loaned securities had a market value of $15,410,538 as of June 30, 2021.
^
The Money Market Deposit Account (“MMDA”) is a short-term investment vehicle in which the Fund holds cash balances. The MMDA will bear interest at a variable rate that is determined based on conditions and may change daily and by any amount. The rate shown is as of June 30, 2021.
#
The rate shown is the annualized seven day effective yield as of June 30, 2021.

See Notes to the Financial Statements.
7

Friess Small Cap Growth Fund

Statement of Assets and Liabilities
June 30, 2021 (Unaudited)

Assets:
     
Investments at value* (Including securities on loan valued at $15,410,538)
 
$
64,660,320
 
Receivable for investment securities sold
   
91,998
 
Securities lending income receivable
   
1,908
 
Receivable for capital shares sold
   
12,104
 
Dividends & interest receivable
   
1,450
 
Prepaid expenses
   
30,083
 
Total assets
   
64,797,863
 
         
Liabilities:
       
Payable for securities loaned
   
15,734,804
 
Payable for investment securities purchased
   
876,916
 
Payable to investment adviser
   
19,707
 
Payable for fund administration & accounting fees
   
14,753
 
Payable for compliance fees
   
2,363
 
Payable for transfer agent fees & expenses
   
8,403
 
Payable for custody fees
   
226
 
Payable for trustee fees
   
3,901
 
Accrued distribution & shareholder servicing fees
   
3,885
 
Accrued other expenses
   
15,198
 
Total liabilities
   
16,680,156
 
         
Net Assets
 
$
48,117,707
 
         
Net Assets Consist Of:
       
Paid-in capital
 
$
32,227,692
 
Total distributable earnings
   
15,890,015
 
Net Assets
 
$
48,117,707
 
         
Calculation of net asset value per share:
       
Institutional Class:
       
Net assets
 
$
47,506,272
 
Shares issued and outstanding(1)
   
1,239,983
 
Net asset value, offering and redemption price per share
 
$
38.31
 
         
Investor Class:
       
Net assets
 
$
611,435
 
Shares issued and outstanding(1)
   
16,130
 
Net asset value, offering and redemption price per share
 
$
37.91
 
         
* Investments at cost
 
$
53,473,036
 

(1)
Unlimited shares authorized without par value.

See Notes to the Financial Statements.
8

Friess Small Cap Growth Fund
 
Statement of Operations
For the Six Months Ended June 30, 2021 (Unaudited)


Investment Income:
     
Dividend & interest income
 
$
36,025
 
Securities lending income, net
   
14,174
 
Total investment income
   
50,199
 
         
Expenses:
       
Investment adviser fees (See Note 4)
   
234,006
 
Fund administration & accounting fees (See Note 4)
   
50,556
 
Transfer agent fees & expenses (See Note 4)
   
29,467
 
Federal & state registration fees
   
17,923
 
Audit fees
   
9,955
 
Trustee fees
   
8,235
 
Compliance fees (See Note 4)
   
7,361
 
Custody fees (See Note 4)
   
6,239
 
Legal fees
   
4,596
 
Postage and printing fees
   
4,156
 
Other expenses
   
2,434
 
Insurance fees
   
1,284
 
Distribution and/or shareholder servicing fees (See Note 5)
       
Institutional Class
   
13,258
 
Investor Class
   
627
 
Total expenses before waiver
   
390,097
 
Less: waiver from investment adviser (See Note 4)
   
(108,768
)
Net expenses
   
281,329
 
Net investment loss
   
(231,130
)
         
Realized and Unrealized Gain (Loss) on Investments:
       
Net realized gain on investments
   
12,019,626
 
Net change in unrealized appreciation/depreciation on investments
   
(491,933
)
Net realized and unrealized gain on investments
   
11,527,693
 
Net increase in net assets resulting from operations
 
$
11,296,563
 

See Notes to the Financial Statements.
9

Friess Small Cap Growth Fund
 
Statements of Changes in Net Assets


   
For the
       
   
Period Ended
   
For the
 
   
June 30, 2021
   
Year Ended
 
   
(Unaudited)
   
December 31, 2020
 
Operations:
           
Net investment loss
 
$
(231,130
)
 
$
(569,779
)
Net realized gain (loss) on investments
   
12,019,626
     
(7,194,061
)
Net change in unrealized appreciation/depreciation on investments
   
(491,933
)
   
(18,900,647
)
Net increase (decrease) in net assets resulting from operations
   
11,296,563
     
(26,664,487
)
                 
Capital Share Transactions:
               
Institutional Class:
               
Proceeds from shares sold
   
4,490,146
     
1,229,030
 
Proceeds from reinvestment of distributions
   
     
 
Payments for redemption-in-kind(1)
   
     
(81,125,571
)
Payments for shares redeemed
   
(10,211,381
)
   
(12,434,025
)
Decrease in net assets from Institutional Class transactions
   
(5,721,235
)
   
(92,330,566
)
Investor Class:
               
Proceeds from shares sold
   
432,421
     
30,800
 
Proceeds from reinvestment of distributions
   
     
 
Payments for shares redeemed
   
(106,956
)
   
(81,060
)
Increase (Decrease) in net assets
               
  from Investor Class transactions
   
325,465
     
(50,260
)
 
               
Net decrease in net assets resulting
               
  from capital share transactions
   
(5,395,770
)
   
(92,380,826
)
                 
Distributions to shareholders:
               
Institutional Class
   
     
 
Investor Class
   
     
 
Total distributions to shareholders
   
     
 
                 
Total increase (decrease) in net assets
   
5,900,793
     
(119,045,313
)
                 
Net Assets:
               
Beginning of period
   
42,216,914
     
161,262,227
 
End of period
 
$
48,117,707
   
$
42,216,914
 

(1)
Comprised of investments at fair value of $73,501,280 and cash of $7,624,291.

See Notes to the Financial Statements.
10

Friess Small Cap Growth Fund
 
Financial Highlights
For a Fund share outstanding throughout the periods

Institutional Class

                           
For the Period
 
   
For the
   
For the
   
For the
   
For the
   
Inception(1)
 
   
Period Ended
   
Year Ended
   
Year Ended
   
Year Ended
   
through
 
   
June 30, 2021
   
December 31,
   
December 31,
   
December 31,
   
December 31,
 
   
(Unaudited)
   
2020
   
2019
   
2018
   
2017
 
Per Share Data
                             
Net asset value, beginning of period
 
$
30.10
   
$
23.64
   
$
20.22
   
$
22.40
   
$
20.00
 
                                         
Investment operations:
                                       
Net investment loss
   
(0.18
)(2)
   
(0.21
)(2)
   
(0.14
)
   
(0.13
)
   
(0.06
)
Net realized and unrealized
                                       
  gains on investments
   
8.39
     
6.67
(3) 
   
3.58
     
0.97
     
3.20
 
Total from investment operations
   
8.21
     
6.46
     
3.44
     
0.84
     
3.14
 
                                         
Less distributions from:
                                       
Net investment income
   
     
     
     
     
 
Net realized gains
   
     
     
(0.02
)
   
(3.02
)
   
(0.74
)
Total distributions
   
     
     
(0.02
)
   
(3.02
)
   
(0.74
)
Net asset value, end of period
 
$
38.31
   
$
30.10
   
$
23.64
   
$
20.22
   
$
22.40
 
Total Return(4)
   
27.28
%
   
27.33
%
   
17.02
%
   
4.78
%
   
15.68
%
                                         
Supplemental Data and Ratios:
                                       
Net assets, end of period (in 000’s)
 
$
47,506
   
$
41,990
   
$
161,039
   
$
132,646
   
$
96,627
 
Ratio of expenses to average net assets:
                                       
Before expense waiver(5)
   
1.66
%
   
1.52
%
   
1.23
%
   
1.24
%
   
1.35
%
After expense waiver(5)
   
1.20
%
   
1.20
%
   
1.20
%
   
1.20
%
   
1.20
%
                                         
Ratio of net investment loss
                                       
  to average net assets:
                                       
After expense waiver(5)
   
(0.99
)%
   
(0.93
)%
   
(0.64
)%
   
(0.62
)%
   
(0.54
)%
Portfolio turnover rate(4)
   
123
%
   
216
%(6)
   
205
%
   
220
%
   
126
%
                                         

(1)
Inception Date of the Institutional Class was May 31, 2017.
(2)
Per share amounts calculated using the average shares method.
(3)
Realized and unrealized gains and losses per share in this caption are balancing amounts necessary to reconcile the change in net asset value per share for the period, and may not reconcile with the aggregate gains and losses in the Statement of Operations due to share transactions for the period.
(4)
Not annualized for periods less than one year.
(5)
Annualized for periods less than one year.
(6)
Excludes value of Fund securities delivered as a result of in-kind redemptions of the Fund’s capital shares on April 2, 2020.

See Notes to the Financial Statements.
11

Friess Small Cap Growth Fund
 
Financial Highlights
For a Fund share outstanding throughout the periods

Investor Class

                            For the Period
 
   
For the
   
For the
   
For the
   
For the
   
Inception(1)
 
   
Period Ended
   
Year Ended
   
Year Ended
   
Year Ended
   
through
 
   
June 30, 2021
   
December 31,
   
December 31,
   
December 31,
   
December 31,
 
   
(Unaudited)
   
2020
   
2019
   
2018
   
2017
 
Per Share Data
                             
Net asset value, beginning of period
 
$
29.81
   
$
23.47
   
$
20.13
   
$
22.37
   
$
20.00
 
                                         
Investment operations:
                                       
Net investment loss
   
(0.22
)(2)
   
(0.29
)(2)
   
(0.20
)
   
(0.12
)
   
(0.07
)
Net realized and unrealized
                                       
  gains on investments
   
8.32
     
6.63
(3) 
   
3.56
     
0.90
     
3.18
 
Total from investment operations
   
8.10
     
6.34
     
3.36
     
0.78
     
3.11
 
                                         
Less distributions from:
                                       
Net investment income
   
     
     
     
     
 
Net realized gains
   
     
     
(0.02
)
   
(3.02
)
   
(0.74
)
Total distributions
   
     
     
(0.02
)
   
(3.02
)
   
(0.74
)
Net asset value, end of period
 
$
37.91
   
$
29.81
   
$
23.47
   
$
20.13
   
$
22.37
 
Total Return(4)
   
27.17
%
   
27.01
%
   
16.70
%
   
4.51
%
   
15.53
%
                                         
Supplemental Data and Ratios:
                                       
Net assets, end of period (in 000’s)
 
$
612
   
$
227
   
$
223
   
$
109
   
$
39
 
Ratio of expenses to average net assets:
                                       
Before expense waiver(5)
   
1.92
%
   
1.98
%
   
1.49
%
   
1.48
%
   
1.59
%
After expense waiver(5)
   
1.45
%
   
1.45
%
   
1.45
%
   
1.45
%
   
1.45
%
                                         
Ratio of net investment loss
                                       
  to average net assets:
                                       
After expense waiver(5)
   
(1.24
)%
   
(1.31
)%
   
(0.88
)%
   
(0.87
)%
   
(0.79
)%
Portfolio turnover rate(4)
   
123
%
   
216
%(6)
   
205
%
   
220
%
   
126
%

(1)
Inception Date of the Investor Class was May 31, 2017.
(2)
Per share amounts calculated using the average shares method.
(3)
Realized and unrealized gains and losses per share in this caption are balancing amounts necessary to reconcile the change in net asset value per share for the period, and may not reconcile with the aggregate gains and losses in the Statement of Operations due to share transactions for the period.
(4)
Not annualized for periods less than one year.
(5)
Annualized for periods less than one year.
(6)
Excludes value of Fund securities delivered as a result of in-kind redemptions of the Fund’s capital shares on April 2, 2020.

See Notes to the Financial Statements.
12

Friess Small Cap Growth Fund
 
Notes to Financial Statements
June 30, 2021 (Unaudited)

1.  Organization
 
Managed Portfolio Series (the “Trust”) was organized as a Delaware statutory trust on January 27, 2011.  The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company.  The Friess Small Cap Growth Fund (the “Fund”) is a diversified series with its own investment objectives and policies within the Trust.  The investment objective of the Fund is capital appreciation.  The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946, Financial Services – Investment Companies.  Prior to June 1, 2017, the Fund’s investment adviser managed a limited partnership with an investment objective and investment policies that were, in all material respects, equivalent to those of the Fund.  The limited partnership, which incepted on August 6, 2002, converted into, and the Fund commenced operations in the Trust on, May 31, 2017.  The Fund currently offers two classes of shares, the Investor Class and the Institutional Class. Each class of shares has identical rights and privileges except with respect to shareholder servicing fees, distribution fees and voting rights on matters affecting a single share class. Institutional Class shares are subject to a maximum 0.15% shareholder servicing fee. Investor Class shares are subject to a 0.25% Rule 12b-1 distribution and servicing fee and a maximum 0.15% shareholder servicing fee.  The Fund may issue an unlimited number of shares of beneficial interest, with no par value.
 
2.  Significant Accounting Policies
 
The following is a summary of significant accounting policies consistently followed by the Fund in preparation of its financial statements. These policies are in conformity with generally accepted accounting principles in the United States of America (“GAAP”).
 
Security Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
Federal Income Taxes – The Fund complies with the requirements of subchapter M of the Internal Revenue Code of 1986, as amended, as necessary to qualify as a regulated investment company and distributes substantially all net taxable investment income and net realized gains to shareholders in a manner which results in no tax cost to the Fund.  Therefore, no federal income or excise tax provision is required.  As of and during period ended June 30, 2021, the Fund did not have any tax positions that did not meet the “more-likely-than-not” threshold of being sustained by the applicable tax authority. As of and during the period ended June 30, 2021, the Fund did not have liabilities for any unrecognized tax benefits. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits on unrecognized tax positions as income tax expense in the Statement of Operations.  As of and during the period ended June 30, 2021, the Fund did not incur any interest or penalties. The Fund is not subject to examination by U.S. tax authorities for tax years prior to the year ended December 31, 2017.
 
Security Transactions, Income, and Distributions – The Fund follows industry practice and records security transactions on the trade date.  Realized gains and losses on sales of securities are calculated on the basis of identified cost.  Dividend income is recorded on the ex-dividend date and interest income and expense is recorded on an accrual basis.  Withholding taxes on foreign dividends have been provided for in accordance with the Fund’s understanding of the applicable country’s tax rules and regulations.  Discounts and premiums on securities purchased are amortized over the expected life of the respective securities using the constant yield method.
 
The Fund distributes substantially all net investment income and net realized capital gains, if any, at least annually. Distributions to shareholders are recorded on the ex-dividend date. The treatment for financial reporting purposes of distributions made to shareholders during the year from net investment income or net realized capital gains may differ from their ultimate treatment for federal income tax purposes. These differences are caused primarily by differences in the timing of the recognition of certain components of income, expense or realized capital gains for federal income tax purposes. Where such differences are permanent in nature, GAAP requires that they be reclassified in the components of the net assets based on their ultimate characterization for federal income tax purposes.  Any such reclassifications will have no effect on net assets, results of operations or net asset value (“NAV”) per share of the Fund.
 
Allocation of Income, Expenses and Gains/Losses – Income, expenses (other than those deemed attributable to a specific share class), and gains and losses of the Fund are allocated daily to each class of shares based upon the ratio of net assets represented by each class as a percentage of the net assets of the Fund. Expenses deemed directly attributable to a class of shares are recorded by the specific class. Most Fund expenses are allocated by class based on relative net assets. Shareholder servicing
13

Friess Small Cap Growth Fund
 
Notes to Financial Statements (Continued)
June 30, 2021 (Unaudited)

fees are expensed at an annual rate up to 0.15% of Institutional Class and Investor Class shares and 12b-1 fees are expensed at 0.25% of average daily net assets of Investor Class shares (see Note 5). Expenses associated with a specific fund in the Trust are charged to that fund. Common Trust expenses are typically allocated evenly between the funds of the Trust, or by other equitable means.
 
Use of Estimates – The preparation of financial statements in conformity with 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.
 
3.  Securities Valuation
 
The Fund has adopted authoritative fair value accounting standards which establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value, a discussion of changes in valuation techniques and related inputs during the period and expanded disclosure of valuation Levels for major security types.  These inputs are summarized in the three broad Levels listed below:
 
Level 1 –
Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.
   
Level 2 –
Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
   
Level 3 –
Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.  The Fund’s investments are carried at fair value.
 
Equity Securities – Equity securities that are primarily traded on a national securities exchange are valued at the last sale price on the exchange on which they are primarily traded on the day of valuation or, if there has been no sale on such day, at the mean between the bid and ask prices. Securities traded primarily in the Nasdaq Global Market System for which market quotations are readily available are valued using the Nasdaq Official Closing Price (“NOCP”). If the NOCP is not available, such securities are valued at the last sale price on the day of valuation, or if there has been no sale on such day, at the mean between the bid and ask prices. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized in Level 1 of the fair value hierarchy. If the market for a particular security is not active, and the mean between bid and ask prices is used, these securities are categorized in Level 2 of the fair value hierarchy.
 
Short-Term Investments – Investments in other mutual funds, including money market funds, are valued at their NAV per share.  Deposit accounts are valued at acquisition cost, which approximates fair value. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized in Level 1 of the fair value hierarchy. Investments maturing in 60 days or less, including Commercial Paper, are valued using the mean between the closing bid and ask prices provided by a pricing service and categorized in Level 2 of the fair value hierarchy.
 
Securities for which market quotations are not readily available, or if the closing price does not represent fair value, are valued following procedures approved by the Board of Trustees (the “Board”).  These procedures consider many factors, including the type of security, size of holding, trading volume and news events.  There can be no assurance that the Fund could obtain the fair value assigned to a security if it were to sell the security at approximately the time at which the Fund determines its NAV per share.  The Board has established a Valuation Committee to administer, implement, and oversee the fair valuation process, and to make fair value decisions when necessary.  The Board regularly reviews reports of the Valuation Committee that describe any fair value determinations and methods.
14

Friess Small Cap Growth Fund
 
Notes to Financial Statements (Continued)
June 30, 2021 (Unaudited)

The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities.  The following is a summary of the inputs used to value the Fund’s securities as of June 30, 2021:
 
     
Non-Categorized
   
Level 1
   
Level 2
   
Level 3
   
Total
 
 
Common Stocks
 
$
   
$
47,201,016
   
$
   
$
   
$
47,201,016
 
 
Short-Term Investment
   
     
1,724,500
     
     
     
1,724,500
 
 
Investment Purchased
                                       
 
  with the Cash Proceeds from
                                       
 
  Securities Lending*
   
15,734,804
     
     
     
     
15,734,804
 
 
Total Investments in Securities
 
$
15,734,804
   
$
48,925,516
   
$
   
$
   
$
64,660,320
 

 
*
Certain investments that are measured at fair value using the NAV per share (or its equivalent) as a practical expedient have not been characterized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amount presented in the Statement of Assets and Liabilities. See Note 9 for additional information regarding securities lending activity.
 
Refer to the Schedule of Investments for further information on the classification of investments.
 
4.  Investment Advisory Fee and Other Related Party Transactions
 
The Trust has an agreement with the Friess Associates, LLC (the “Adviser”) to furnish investment advisory services to the Fund.  Pursuant to an Investment Advisory Agreement between the Trust and the Adviser, the Adviser is entitled to receive, on a monthly basis, an annual advisory fee equal to 1.00% of the Fund’s average daily net assets.
 
The Adviser has engaged its affiliate, Friess Associates of Delaware, LLC as Sub-Adviser to the Fund. Subject to the supervision of the Adviser, the Sub-Adviser assists the Adviser in the day-to-day management of the Fund’s portfolio, including purchase, retention and sale of securities. The Adviser compensates the Sub-Adviser based on a percentage of monthly expenses incurred by the Sub-Adviser. This relationship does not increase the annual management fee the Fund pays to the Adviser.
 
The Fund’s Adviser has contractually agreed to waive a portion or all of its management fees and reimburse the Fund for its expenses to ensure that total annual operating expenses (excluding acquired fund fees and expenses, leverage/borrowing interest, interest expense, taxes, brokerage commissions and other transactional expenses, dividends paid on short sales, and extraordinary expenses) for the Fund do not exceed 1.20% and 1.45% of the average daily net assets of the Institutional Class and Investor Class, respectively.
 
Fees waived and expenses reimbursed by the Adviser may be recouped by the Adviser for a period of thirty-six months following the month during which such waiver or reimbursement was made if such recoupment can be achieved without exceeding the expense limit in effect at the time the waiver and reimbursement occurred.  The Operating Expenses Limitation Agreement for the Fund is indefinite in term, but cannot be terminated within a year after the effective date of the Fund’s prospectus.  After that date, the agreement may be terminated at any time upon 60 days’ written notice by the Board or the Adviser, with the consent of the Board.  Waived fees subject to potential recovery by month of expiration are as follows:
 
 
Expiration
 
Amount
 
 
July – December 2021
 
$
22,537
 
 
January – December 2022
   
43,011
 
 
January – December 2023
   
197,176
 
 
January – June 2024
   
108,768
 

U.S. Bancorp Fund Services, LLC (the “Administrator”), doing business as U.S. Bank Global Fund Services, acts as the Fund’s Administrator, Transfer Agent, and Fund Accountant.  U.S. Bank N.A. (the “Custodian”) serves as the Custodian to the Fund.  The Custodian is an affiliate of the Administrator.  The Administrator performs various administrative and accounting services for the Fund.  The Administrator prepares various federal and state regulatory filings, reports and returns for the Fund; prepares reports and materials to be supplied to the Trustees; monitors the activities of the Custodian; coordinates the payment of the Fund’s expenses and reviews the Fund’s expense accruals.  The officers of the Trust, including the Chief Compliance Officer, are employees of the Administrator. As compensation for its services, the Administrator is
15

Friess Small Cap Growth Fund
 
Notes to Financial Statements (Continued)
June 30, 2021 (Unaudited)

entitled to a monthly fee at an annual rate based upon the average daily net assets of the Fund, subject to annual minimums.  Fees paid by the Fund for administration and accounting, transfer agency, custody and compliance services for the period ended June 30, 2021, are disclosed in the Statement of Operations.
 
5.  Distribution and Shareholder Servicing Fees
 
The Fund has adopted a Distribution Plan pursuant to Rule 12b-1 (the “Plan”) in the Investor Class only. The Plan permits the Fund to pay for distribution and related expenses at an annual rate of 0.25% of the Investor Class’ average daily net assets. The expenses covered by the Plan may include the cost of preparing and distributing prospectuses and other sales material, advertising and public relations expenses, payments to financial intermediaries and compensation of personnel involved in selling shares of the Fund. For the period ended June 30, 2021, the Fund’s Investor Class incurred expenses of $523 pursuant to the Plan.
 
The Fund has entered into a shareholder servicing agreement (the “Agreement”) where the Adviser acts as the shareholder agent, under which the Fund may pay servicing fees at an annual rate up to 0.15% of the average daily net assets of the Institutional Class and Investor Class. Payments to the Adviser, if any, under the Agreement may reimburse the Adviser for payments it makes to selected brokers, dealers and administrators which have entered into service agreements with the Adviser for services provided to shareholders of the Fund. Payments may also be made directly to the intermediaries providing shareholder services. The services provided by such intermediaries are primarily designed to assist shareholders of the Fund and include the furnishing of office space and equipment, telephone facilities, personnel and assistance to the Fund in servicing such shareholders. Services provided by such intermediaries also include the provision of support services to the Fund and include establishing and maintaining shareholders’ accounts and record processing, purchase and redemption transactions, answering routine client inquiries regarding the Fund, and providing such other personal services to shareholders as the Fund may reasonably request. For the period ended June 30, 2021, the Fund incurred shareholder servicing fees of $13,258 and $104 in the Institutional Class and Investor Class, respectively.
 
6.  Capital Share Transactions
 
Transactions in shares of the Fund were as follows:
 
   
Six Months Ended
   
Year Ended
 
   
June 30, 2021
   
December 31, 2020
 
Shares sold
   
123,847
     
47,918
 
Shares issued in reinvestment of distributions
   
     
 
Shares redeemed-in-kind
   
     
(4,891,857
)
Shares redeemed
   
(278,959
)
   
(574,460
)
Net decrease
   
(155,112
)
   
(5,418,399
)
Investor Class:
               
Shares sold
   
11,578
     
1,663
 
Shares issued in reinvestment of distributions
   
     
 
Shares redeemed
   
(3,074
)
   
(3,549
)
Net increase (decrease)
   
8,504
     
(1,886
)
Net decrease in capital shares
   
(146,608
)
   
(5,420,285
)

7.  Investment Transactions
 
The aggregate purchases and sales, excluding short-term investments, by the Fund for the period ended June 30, 2021, were as follows:
 
   
Purchases
   
Sales
 
U.S. Government Securities
 
$
   
$
 
Other Securities
 
$
55,511,144
   
$
61,004,836
 
16

Friess Small Cap Growth Fund
 
Notes to Financial Statements (Continued)
June 30, 2021 (Unaudited)

8.  Federal Tax Information
 
The aggregate gross unrealized appreciation and depreciation of securities held by the Fund and the total cost of securities for federal income tax purposes at December 31, 2020, the Fund’s most recently completed fiscal year end, were as follows:
 
 
Aggregate
Aggregate
 
Federal
 
 
Gross
Gross
Net
Income
 
 
Appreciation
Depreciation
Appreciation
Tax Cost
 
 
$12,108,784
$(521,031)
$11,587,753
$30,974,404
 

Any difference between book-basis and tax-basis unrealized appreciation (depreciation) is attributable primarily to the tax deferral of losses on wash sales in the Fund.
 
At December 31, 2020, components of accumulated earnings on a tax-basis were as follows:
 
Undistributed
Undistributed
Other
Net
Total
Ordinary
Long-Term
Accumulated
Unrealized
Distributable
Income
Capital Gains
Losses
Appreciation
Earnings
$   —
$   —
$(6,994,301)
$11,587,753
$4,593,452

As of December 31, 2020, the Fund had short-term capital loss carryovers of $6,994,301, which will be permitted to be carried over for an unlimited period. A regulated investment company may elect for any taxable year to treat any portion of any qualified late year loss as arising on the first day of the next taxable year. Qualified late year losses are certain capital, and ordinary losses which occur during the portion of the Fund’s taxable year subsequent to October 31 and December 31, respectively.  For the taxable year ended December 31, 2020, the Fund did not defer any qualified late year losses.
 
The Fund made no distributions during the period ended June 30, 2021, or the year ended December 31, 2020.
 
9.  Securities Lending
 
Following terms of a securities lending agreement with the Custodian, the Fund may lend securities from its portfolio to brokers, dealers and financial institutions in order to increase the return on its portfolio, primarily through the receipt of borrowing fees and earnings on invested collateral. Any such loan must be continuously secured by collateral in cash or cash equivalents maintained on a current basis in an amount at least equal to 105% of the value of the loaned securities that are foreign securities or 102% of the value of any U.S. loaned securities. Loans shall be marked to market daily and the margin restored in the event the collateralization is below 100% of the market value of the securities loaned. During the time securities are on loan, the borrower will pay the Fund any accrued income on those securities, and the Fund may invest the cash collateral and earn income or receive an agreed-upon fee from a borrower that has delivered cash-equivalent collateral. In determining whether or not to lend a security to a particular broker, dealer or financial institution, the Adviser considers all relevant facts and circumstances, including the size, creditworthiness and reputation of the broker, relevant facts dealer or financial institution. Securities lending involves the risk of a default or insolvency of the borrower. In either of these cases, a Fund could experience delays in recovering securities or collateral or could lose all or part of the value of the loaned securities. A Fund also could lose money in the event of a decline in the value of the collateral provided for loaned securities. Additionally, the loaned portfolio securities may not be available to the Fund on a timely basis and the Fund may therefore lose the opportunity to sell the securities at a desirable price. Any decline in the value of a security that occurs while the security is out on loan would continue to be borne by the Fund. As of June 30, 2021, the Fund had 24 securities out on loan.
 
The Fund receives cash as collateral in return for securities lent, if any, as part of the securities lending program. The collateral is invested in the Mount Vernon Liquid Assets Portfolio, LLC of which the investment objective is to seek to maximize current income to the extent with the preservation of capital and liquidity and maintain a stable NAV of $1.00 per unit. The Fund held $15,734,804 as of June 30, 2021. The remaining contractual maturity of all securities lending transactions is overnight and continuous. The Fund is not subject to a master netting agreement with respect to securities lending; therefore no additional disclosures are required. The income earned by the Fund on investments of cash collateral received from borrowers for the securities loaned to them are reflected in the Fund’s Statement of Operations. Securities lending income, as disclosed in the Fund’s Statement of Operations, represents the income earned from the investment of cash collateral, net of fee rebates paid to the borrower and net of fees paid to the Custodian as lending agent.
17

Friess Small Cap Growth Fund
 
Notes to Financial Statements (Continued)
June 30, 2021 (Unaudited)

10.  Control Ownership
 
The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a fund creates a presumption of control of the fund, under Section 2(a)(9) of the 1940 Act. As of June 30, 2021, Charles Schwab & Co., Inc., for the benefit of its customers, held 44.81% of the outstanding shares of the Fund.
 
11.  COVID-19
 
The global outbreak of COVID-19 (commonly referred to as “coronavirus”) has disrupted economic markets and the prolonged economic impact is uncertain. The ultimate economic fallout from the pandemic, and the long-term impact on economies, markets, industries and individual issuers, are not known. The operational and financial performance of the issuers of securities in which the Fund invests depends on future developments, including the duration and spread of the outbreak, and such uncertainty may in turn adversely affect the value and liquidity of the Fund’s investments, impair the Fund’s ability to satisfy redemption requests, and negatively impact the Fund’s performance.
 
12.  Subsequent Events
 
The Trust launched two new series on July 6, 2021: The Friess Brandywine Fund (ticker: FBRWX) and the Friess Brandywine Blue Fund (ticker: FBLUX). Each fund: 1) is a diversified fund, 2) has an investment objective of capital appreciation, 3) offers one class of shares, Class I, with a $2,000 investment minimum, and 4) has the same Adviser and Sub-Adviser as the Friess Small Cap Growth Fund.
 
On July 7, 2021, Foreside Financial Group, LLC (“Foreside”), the Fund’s distributor, announced that it had entered into a definitive purchase and sale agreement with Genstar Capital (“Genstar”) such that Genstar would acquire a majority stake in Foreside. The transaction is expected to close at the end of the third quarter of 2021. Foreside will remain the Fund’s distributor at the close of the transaction, subject to Board approval.
 
Management has performed an evaluation of subsequent events through the date the financial statements were issued and has determined that no additional items require recognition or disclosure.

18

Friess Small Cap Growth Fund
 
Expense Example
June 30, 2021 (Unaudited)

As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees, shareholder servicing fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.  The example is based on $1,000 invested at the beginning of the period and held for the entire period (January 1, 2021 – June 30, 2021).
 
Actual Expenses
 
For each class, the first line of the table provides 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 Example for Comparison Purposes
 
For each class, the second line of the table below provides information about hypothetical account values and hypothetical expenses based on the 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 the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table for each class 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 may have been higher.
 
 
Beginning
Ending
Expenses Paid
 
Account
Account
During Period(1)
 
Value
Value
1/1/21 to
 
1/1/21
6/30/21
6/30/21
Institutional Class
     
  Actual(2)
$1,000.00
$1,272.80
$6.76
  Hypothetical
     
  (5% return
     
  before expenses)
$1,000.00
$1,018.84
$6.01
       
Investor Class
     
  Actual(2)
$1,000.00
$1,271.70
$8.17
  Hypothetical
     
  (5% return
     
  before expenses)
$1,000.00
$1,017.60
$7.25

(1)
Expenses are equal to the Fund’s annualized expense ratio for the most recent six-month period of 1.20% and 1.45% for the Institutional Class and Investor Class, respectively, multiplied by the average account value over the period, multiplied by 181/365 to reflect the one-half year period.
(2)
Based on the actual returns for the six-month period ended June 30, 2021, of 27.28% and 27.17% of the Institutional Class and Investor Class, respectively.
19

Friess Small Cap Growth Fund
 
Renewal of Investment Advisory Agreement – Friess Associates, LLC
Renewal of Investment Sub-Advisory Agreement – Friess Associates of Delaware, LLC
(Unaudited)

At the regular meeting of the Board of Trustees of Managed Portfolio Series (“Trust”) on February 23-24, 2021, the Trust’s Board of Trustees (“Board”), each of whom were present virtually via video conference, including all of the Trustees who are not “interested persons” of the Trust, as that term is defined in Section 2(a)(19) of the Investment Company Act of 1940, as amended, (“Independent Trustees”) considered and approved the continuation of the Investment Advisory Agreement between the Trust and Friess Associates, LLC (“Friess” or the “Adviser”) regarding the Friess Small Cap Growth Fund (the “Fund”) (the “Investment Advisory Agreement”) for another annual term and the Investment Sub-Advisory Agreement among Friess, the Trust and Friess Associates of Delaware, LLC (the “Sub-Adviser” or “Friess of Delaware”) regarding the Fund (the “Investment Sub-Advisory Agreement”) for another annual term.
 
Prior to the meeting and at a meeting held on January 6, 2021, the Trustees received and considered information from Friess, Friess of Delaware and the Trust’s administrator designed to provide the Trustees with the information necessary to evaluate the continuance of the Investment Advisory Agreement and the Investment Sub-Advisory Agreement (“Support Materials”). Before voting to approve the continuance of the Investment Advisory Agreement and Investment Sub-Advisory Agreement, the Trustees reviewed the Support Materials with Trust management and with counsel to the Independent Trustees, and received a memorandum from such counsel discussing the legal standards for the Trustees’ consideration of the renewal of the Investment Advisory Agreement and Investment Sub-Advisory Agreement. This information formed the primary (but not exclusive) basis for the Board’s determinations.
 
In determining whether to continue the Investment Advisory Agreement and the Investment Sub-Advisory Agreement, the Trustees considered all factors they believed relevant, including the following with respect to the Fund: (1) the nature, extent, and quality of the services provided by Friess and Friess of Delaware with respect to the Fund; (2) the Fund’s historical performance and the performance of other investment accounts managed by Friess; (3) the cost of the services provided and the profits realized by Friess, and the revenue received by Friess of Delaware, from services rendered to the Fund; (4) comparative fee and expense data for the Fund and other investment companies with similar investment objectives; (5) the extent to which economies of scale may be realized as the Fund grows, and whether the advisory fee for the Fund reflects such economies of scale for the  Fund’s benefit; and (6) other benefits to Friess and Friess of Delaware resulting from services rendered to the Fund.  In their deliberations, the Trustees did not identify any particular information that was all-important or controlling.
 
Based upon Friess’ presentation and information from Friess, Friess of Delaware and the Trust’s administrator designed to provide the Trustees with the information necessary to evaluate the terms of the Investment Advisory Agreement and Investment Sub-Advisory Agreement, the Board concluded that the overall arrangements between the Trust and Friess as set forth in the Investment Advisory Agreement, and with Friess of Delaware as set forth in the Investment Sub-Advisory Agreement, as each agreement relates to the Fund, continue to be fair and reasonable in light of the services that Friess and Friess of Delaware performs, the investment advisory fees that each receives for such services, and such other matters as the Trustees considered relevant in the exercise of their reasonable business judgment. The material factors and conclusions that formed the basis of the Trustees’ determination to approve the continuation of the Investment Advisory Agreement and Investment Sub-Advisory Agreement are summarized below.
 
Nature, Extent and Quality of Services Provided. The Trustees considered the scope of services that Friess and Friess of Delaware provide under the Investment Advisory Agreement and Investment Sub-Advisory Agreement, respectively, with respect to the Fund, noting that such services include, but are not limited to, the following: (1) investing the Fund’s assets consistent with the Fund’s investment objective and investment policies; (2) determining the portfolio securities to be purchased, sold, or otherwise disposed of and the timing of such transactions; (3) voting all proxies, if any, with respect to the Fund’s portfolio securities; (4) maintaining the required books and records for transactions effected by Friess on behalf of the Fund; and (5) selecting broker-dealers to execute orders on behalf of the Fund.  The Trustees reviewed Friess’s financial statements and considered Friess and Friess of Delaware’s assets under management and concluded that Friess and Friess of Delaware have sufficient resources to support the management of the Fund. The Trustees also considered the experience of the portfolio manager that Friess and Friess of Delaware utilize in managing the Fund’s assets.  The Trustees concluded that they were satisfied with the nature, extent and quality of services that Friess and Friess of Delaware provide to the Fund under the Investment Advisory Agreement and Investment Sub-Advisory Agreement.
20

Friess Small Cap Growth Fund
 
Renewal of Investment Advisory Agreement – Friess Associates, LLC
Renewal of Investment Sub-Advisory Agreement – Friess Associates of Delaware, LLC
(Unaudited – Continued)
 
Fund Historical Performance and the Overall Performance of Friess.  In assessing the quality of the portfolio management delivered by Friess and Friess of Delaware, the Trustees reviewed the performance since the inception of the Fund on both an absolute basis and in comparison to appropriate benchmark indices, the Fund’s peer funds according to Morningstar classifications, and the composite of separate accounts that Friess manages utilizing a similar investment strategy as that of the Fund. The Trustees noted that the Fund had underperformed the peer group median and average for the year-to-date, one-year and three-year periods ended October 31, 2020. The Trustees also noted that the Fund had underperformed its primary benchmark index over the year-to-date, one-year and three-year periods ended October 31, 2020 but outperformed its secondary benchmark over the same periods. The Trustees also considered the long-term performance of Friess and Friess of Delaware in managing the Fund as an unregistered fund prior to its reorganization into the Trust in May 2017. In that regard, the Trustees noted that the Fund had outperformed both of its benchmark indexes over the three-year and five-year periods ended December 31, 2019.
 
Cost of Advisory Services and Profitability.  The Trustees considered the annual management fee that the Fund pays to Friess under the Investment Advisory Agreement.  They also considered Friess’ profitability analysis for services that Friess rendered to the Fund for the 12-month period ended September 30, 2020.  In that regard, the Trustees noted that Friess waived a portion of its management fees during the 12 months ended September 30, 2020.  The Trustees also noted that Friess had contractually agreed, for a period of at least one year, to waive its management fees and reimburse the Fund for its operating expenses, as specified in the Fund’s prospectus.  The Trustees determined that Friess’ service relationship with the Fund was not profitable for the 12 months ended September 30, 2020.
 
The Trustees also considered the annual sub-advisory fee that Friess pays to Friess of Delaware under the Investment Sub-Advisory Agreement.  The Trustees noted that because the sub-advisory fees are paid by Friess, the overall advisory fee paid by the Fund is not directly affected by the sub-advisory fees paid to Friess of Delaware.  Consequently, the Trustees did not consider the costs of services provided by Friess of Delaware or the profitability of their relationship with the Fund to be material factors for consideration.
 
Comparative Fee and Expense Data.  The Trustees considered an analysis that the Trust’s administrator had prepared, comparing the contractual expenses that the Fund bears to those of funds in the same Morningstar peer group.  The Trustees noted that the Fund’s management fee was above the median and average reported for the peer group.  They also noted that the total contractual expenses of the Fund’s Institutional Class and Investor Class were higher than the average and median total expenses (after management fee waivers and fund expense reimbursements) reported for the peer group. The Trustees considered that the management fee and total expenses were both within the range of the peer group. The Trustees further took into account that the average net assets of the funds comprising the peer group were significantly higher than the assets of the Fund and that, when the peer group was limited to similarly sized funds, the total expenses (after management fee waivers and fund expense reimbursements) of the Fund’s Institutional Class were above the peer group median but below the peer group average. While recognizing that it is difficult to compare advisory fees because the scope of advisory services provided may vary from one investment adviser to another, the Trustees concluded that Friess’ advisory fee is reasonable and the portion it allocates to Friess of Delaware is reasonable.
 
Economies of Scale.  The Trustees considered whether the Fund would benefit from any economies of scale, noting that the investment advisory fee for the Fund does not contain breakpoints.  The Trustees took into account the fact that Friess had agreed to consider breakpoints in the future in response to asset growth in the Fund. The Trustees concluded that it is not necessary to consider the implementation of fee breakpoints at this time, but committed to revisit this issue in the future as circumstances change and Fund asset levels increase.
 
Other Benefits.  The Trustees considered the direct and indirect benefits that could be realized by Friess or Friess of Delaware, and their affiliates, from their respective relationships with the Fund. The Trustees noted that Friess utilizes soft dollar arrangements with respect to Fund portfolio transactions. The Trustees noted that Friess and Friess of Delaware do not use affiliated brokers to execute the Fund’s portfolio transactions.  The Trustees considered that Friess or Friess of Delaware may receive some form of reputational benefit from services rendered to the Fund, but that such benefits are immaterial and cannot otherwise be quantified. The Trustees concluded that Friess and Friess of Delaware do not receive additional material benefits from their relationship with the Fund.
21

Friess Small Cap Growth Fund
 
Discussion of Liquidity Risk Management Program
June 30, 2021 (Unaudited)

Pursuant to Rule 22e-4 under the Investment Company Act of 1940, the Trust, on behalf of the Friess Small Cap Growth Fund (the “Fund”), has adopted and implemented a written liquidity risk management program (the “Program”) that includes policies and procedures reasonably designed to comply with the requirements of Rule 22e-4, including: (i) assessment, management and periodic review of liquidity risk; (ii) classification of portfolio holdings; (iii) establishment of a highly liquid investment minimum (“HLIM”), as applicable; (iv) limitation on illiquid investments; and (v) redemptions in-kind. The Trust’s Board of Trustees (the “Board”) has approved the designation of Friess Associates, LLC (“Friess”) as the administrator of the Program (the “Program Administrator”). Personnel of Friess or its affiliates conduct the day-to-day operation of the Program pursuant to policies and procedures administered by the Friess Risk Committee.
 
In accordance with Rule 22e-4, the Board reviewed a report prepared by the Program Administrator (the “Report”) regarding the operation of the Program and its adequacy and effectiveness of implementation for the period January 1, 2020, through December 31, 2020 (the “Reporting Period”). No significant liquidity events impacting the Fund during the Reporting Period or material changes to the Program were noted in the Report.
 
Under the Program, Friess manages and periodically reviews the Fund’s liquidity risk, including consideration of applicable factors specified in Rule 22e-4 and the Program. Liquidity risk is defined as the risk that the Fund could not meet shareholder redemption requests without significant dilution of remaining shareholders’ interests in the Fund. In general, this risk was managed during the Reporting Period by monitoring the degree of liquidity of the Fund’s investments, limiting the amount of the Fund’s illiquid investments, and utilizing various risk management tools and facilities available to the Fund for meeting shareholder redemptions, among other means. In the Report, Friess provided its assessment that, based on the information considered in its review, the Program remains reasonably designed to manage the Fund’s liquidity risk and the Fund’s investment strategy remains appropriate for an open-end fund.
 
Pursuant to the Program, the Friess Risk Committee oversaw the classification of each of the Fund’s portfolio investments as highly liquid, moderately liquid, less liquid or illiquid during the Reporting Period, including in connection with recording investment classifications on Form N-PORT.  Friess’s process of determining the degree of liquidity of the Fund’s investments is supported by one or more third-party liquidity assessment vendors.
 
The Fund qualified as a “primarily highly liquid fund” as defined in the Program during the Reporting Period. Accordingly, the Fund was not required to establish a HLIM or comply with the related Program provisions during the Reporting Period.
 
During the Reporting Period, the Fund’s investments were monitored for compliance with the 15% limitation on illiquid investments pursuant to the Program and in accordance with Rule 22e-4.
 
The Report noted that the Fund did not effect redemptions in-kind during the Reporting Period pursuant to the Program. The Report concluded: (i) the Program was implemented and operated effectively to achieve the goal of assessing and managing the Fund’s liquidity risk during the Reporting Period; and (ii) the Fund was able to meet requests for redemption without significant dilution of remaining investors’ interests in the Fund during the Reporting Period.
22

Friess Small Cap Growth Fund
 
Additional Information
June 30, 2021 (Unaudited)

AVAILABILITY OF FUND PORTFOLIO INFORMATION
 
The Fund files complete schedules of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Part F of Form N-PORT. The Fund’s Part F of Form N-PORT is available on the SEC’s website at www.sec.gov and may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C.  For information on the Public Reference Room call 1-800-SEC-0330.  In addition, the Fund’s Part F of Form N-PORT is available without charge upon request by calling 1-855-656-3017.
 
AVAILABILITY OF PROXY VOTING INFORMATION
 
A description of the Fund’s Proxy Voting Policies and Procedures is available without charge, upon request, by calling 1-855-656-3017.  Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12 month period ended June 30, is available (1) without charge, upon request, by calling 1-855-656-3017, or (2) on the SEC’s website at www.sec.gov.
 




 
PRIVACY NOTICE (Unaudited)

The Fund collects only relevant information about you that the law allows or requires it to have in order to conduct its business and properly service you.  The Fund collects financial and personal information about you (“Personal Information”) directly (e.g., information on account applications and other forms, such as your name, address, and social security number, and information provided to access account information or conduct account transactions online, such as password, account number, e-mail address, and alternate telephone number), and indirectly (e.g., information about your transactions with us, such as transaction amounts, account balance and account holdings).
 
The Fund does not disclose any non-public personal information about its shareholders or former shareholders other than for everyday business purposes such as to process a transaction, service an account, respond to court orders and legal investigations or as otherwise permitted by law.  Third parties that may receive this information include companies that provide transfer agency, technology and administrative services to the Fund, as well as the Fund’s investment adviser who is an affiliate of the Fund.  If you maintain a retirement/educational custodial account directly with the Fund, we may also disclose your Personal Information to the custodian for that account for shareholder servicing purposes.  The Fund limits access to your Personal Information provided to unaffiliated third parties to information necessary to carry out their assigned responsibilities to the Fund.  All shareholder records will be disposed of in accordance with applicable law.  The Fund maintains physical, electronic and procedural safeguards to protect your Personal Information and requires its third party service providers with access to such information to treat your Personal Information with the same high degree of confidentiality.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, credit union, bank or trust company, the privacy policy of your financial intermediary governs how your non-public personal information is shared with unaffiliated third parties.

INVESTMENT ADVISER
Friess Associates, LLC
P.O. Box 576
Jackson, WY 83001

INVESTMENT SUB-ADVISER
Friess Associates of Delaware, LLC
P.O. Box 4166
Greenville, DE 19807

DISTRIBUTOR
Foreside Fund Services, LLC
Three Canal Plaza, Suite 100
Portland, ME 04101

CUSTODIAN
U.S. Bank N.A.
1555 North Rivercenter Drive, Suite 302
Milwaukee, WI 53212

ADMINISTRATOR, FUND ACCOUNTANT
AND TRANSFER AGENT
U.S. Bancorp Fund Services, LLC
615 East Michigan Street
Milwaukee, WI 53202

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Cohen & Company, Ltd.
342 Water Street, Suite 830
Milwaukee, WI 53202

LEGAL COUNSEL
Stradley Ronon Stevens & Young, LLP
2005 Market Street, Suite 2600
Philadelphia, PA 19103

 

 

 

 

 



 

 

 
This report is submitted for the general information of the shareholders of the Fund. It is not authorized for distribution to
prospective investors unless preceded or accompanied by an effective prospectus, which includes information regarding the Fund’s
risks, objectives, fees and expenses, experience of its management, and other information.
 
The Fund’s Statement of Additional Information contains additional information about the Fund’s trustees and
is available without charge upon request by calling 1-855-656-3017.
 


(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 Registrants who are not listed as issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934).

Item 6. Investments.

(a) 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 shareholders may recommend nominees to the Registrant’s Board of Trustees.

Item 11. Controls and Procedures.

(a)
The Registrant’s President and Treasurer 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 significant 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 subject of the disclosure required by Item 2, to the extent that the Registrant intends to satisfy Item 2 requirements through filing an exhibit. 1) Not applicable for semi-annual reports.

(2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.  Filed 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)

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)     Managed Portfolio Series

By (Signature and Title)*    /s/Brian R. Wiedmeyer
Brian R. Wiedmeyer, President

Date    August 2, 2021



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/Brian R. Wiedmeyer
Brian R. Wiedmeyer, President

Date    August 2, 2021

By (Signature and Title)*    /s/Benjamin J. Eirich
Benjamin J. Eirich, Treasurer

Date    August 2, 2021

* Print the name and title of each signing officer under his or her signature.



 

 

CERTIFICATIONS

I, Mr. Brian R. Wiedmeyer, certify that:

 
1.
 
I have reviewed this report on Form N-CSR of Managed Portfolio Series;
 
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:    August 2, 2021
 
/s/Brian R. Wiedmeyer
Brian R. Wiedmeyer
President


CERTIFICATIONS

I, Benjamin J. Eirich, certify that:

 
1.
 
I have reviewed this report on Form N-CSR of Managed Portfolio Series;
 
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:    August 2, 2021
 
/s/Benjamin J. Eirich
Benjamin J. Eirich
Treasurer





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 Managed Portfolio Series, does hereby certify, to such officer’s knowledge, that the report on Form N-CSR of Managed Portfolio Series for the semi-annual period ended June 30, 2021, 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 Managed Portfolio Series for the stated period.


/s/Brian R. Wiedmeyer
Brian R. Wiedmeyer
President, Managed Portfolio Series
 
/s/Benjamin J. Eirich
Benjamin J. Eirich
Treasurer, Managed Portfolio Series
Dated:    August 2, 2021
 


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 Managed Portfolio Series for purposes of the Securities Exchange Act of 1934.