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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 811-23859
Advisor
Managed Portfolios
(Exact name of registrant as specified in charter)
615 East
Michigan Street
Milwaukee,
Wisconsin 53202
(Address
of principal executive offices) (Zip code)
Russell
B. Simon
Advisor
Managed Portfolios
2020 East
Financial Way, Suite 100
Glendora,
CA 91741
(Name
and address of agent for service)
(626) 914-7395
Registrant’s telephone number, including area
code
Date of fiscal year end: March
31
Date of reporting period: March
31, 2025
Item 1. Reports to Stockholders.
|
|
|
|
Bramshill Income Performance Fund
|
|
Institutional Class | BRMSX
|
Annual Shareholder Report | March 31, 2025
|
This annual shareholder report contains important information about the Bramshill Income Performance Fund for the period of April 1, 2024, to March 31, 2025. You can find additional information about the Fund at https://www.bramshillfunds.com. You can also request this information by contacting us at 877-272-6718.
WHAT WERE THE FUND COSTS FOR THE PAST YEAR? (based on a hypothetical $10,000 investment)
|
|
|
Class Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment
|
Institutional Class
|
$110
|
1.08%
|
HOW DID THE FUND PERFORM LAST YEAR AND WHAT AFFECTED ITS PERFORMANCE?
For the 12-month period ending March 31, 2025, the fund underperformed its benchmark, the Bloomberg US Aggregate Bond Index.
WHAT FACTORS INFLUENCED PERFORMANCE
The underperformance relative to the benchmark was primarily driven by curve positioning, as the fund was heavily weighted towards longer-dated maturities compared to the benchmark. The second driver of performance was related to spread widening in our longer-dated corporate bond allocation.
HOW DID THE FUND PERFORM SINCE INCEPTION?*
The $10,000 chart reflects a hypothetical $10,000 investment in the class of shares noted and assumes the maximum sales charge. The chart uses total return NAV performance and assumes reinvestment of dividends and capital gains. Fund expenses, including 12b-1 fees, management fees and other expenses were deducted.
CUMULATIVE PERFORMANCE (Initial Investment of $10,000)
ANNUAL AVERAGE TOTAL RETURN (%)
|
|
|
|
|
1 Year
|
5 Year
|
Since Inception (04/11/2016)
|
Institutional Class (without sales charge)
|
3.21
|
4.75
|
3.19
|
Bloomberg US Aggregate Bond Index
|
4.88
|
-0.40
|
1.37
|
Visit https://www.bramshillfunds.com for more recent performance information.
* |
The Fund’s past performance is not a good predictor of how the Fund will perform in the future.The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.
|
Bramshill Income Performance Fund
|
PAGE 1
|
TSR-AR-00777X868 |
KEY FUND STATISTICS (as of March 31, 2025)
|
|
Net Assets
|
$1,072,514,759
|
Number of Holdings
|
97
|
Net Advisory Fee
|
$8,147,261
|
Portfolio Turnover
|
48%
|
Average Credit Quality
|
A-
|
Effective Duration
|
8.8 yrs
|
Visit https://www.bramshillfunds.com for more recent performance information.
WHAT DID THE FUND INVEST IN? (% of net assets as of March 31, 2025)
|
|
Security Type
|
(%)
|
Corporate Bonds
|
33.5%
|
Preferred Stocks
|
20.5%
|
U.S. Treasury Securities
|
20.3%
|
Exchange Traded Funds
|
12.3%
|
U.S. Treasury Bills
|
9.4%
|
Investments Purchased with Proceeds from Securities Lending
|
4.2%
|
Closed-End Funds
|
1.8%
|
Money Market Funds
|
1.5%
|
Open-End Funds
|
0.4%
|
Purchased Options
|
0.3%
|
Cash & Other
|
-4.2%
|
* |
Excludes collateral received for securities on loan. |
For additional information about the Fund; including its prospectus, financial information, holdings and proxy information, scan the QR code or visit https://www.bramshillfunds.com.
HOUSEHOLDING
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Bramshill Investments, LLC documents not be householded, please contact Bramshill Investments, LLC at 877-272-6718, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt by Bramshill Investments, LLC or your financial intermediary.
Bramshill Income Performance Fund
|
PAGE 2
|
TSR-AR-00777X868 |
1000010473103851102210507122301202011890128381325010000100061012610580115251160711125105931077311298
Item 2. Code of Ethics.
The registrant has adopted a code of ethics that applies to the registrant’s
principal executive officer and principal financial officer. The registrant has not made any substantive amendments to its code of ethics
during the period covered by this report. The registrant has not granted any waivers from any provisions of the code of ethics during
the period covered by this report.
|
(1) |
File: A copy of the registrant’s Code of Ethics is filed herewith. |
Item 3. Audit Committee Financial
Expert.
The registrant’s board of trustees has determined that there is at
least one audit committee financial expert serving on its audit committee. Brian S. Ferrie is the “audit committee financial expert”
and is considered to be “independent” as each term is defined in Item 3 of Form N-CSR.
Item 4.
Principal Accountant Fees and Services.
The registrant has engaged its principal
accountant to perform audit services, audit-related services, tax services and other services during the past two fiscal years. “Audit
services” refer to performing an audit of the registrant’s annual financial statements or services that are normally provided
by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years. “Audit-related services”
refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit. “Tax
services” refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning.
There were no “other services” provided by the principal accountant. The following table details the aggregate fees billed
or expected to be billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal
accountant.
Bramshill
Income Performance Fund |
|
Cohen & Company, Ltd. |
|
FYE 3/31/2025
|
FYE 3/31/2024
|
(a) Audit Fees |
$22,000 |
$22,000 |
(b) Audit-Related Fees |
None |
None |
(c) Tax Fees |
$3,100 |
$3,100 |
(d) All Other Fees |
None |
None |
(e)(1) The audit committee has adopted pre-approval policies and procedures
that require the audit committee to pre-approve all audit and non-audit services of the registrant, including services provided to any
entity affiliated with the registrant.
(e)(2) The percentage of fees billed by principal accountant applicable
to non-audit services pursuant to waiver of pre-approval requirement were as follows:
|
FYE 3/31/2025 |
FYE 3/31/2024 |
Audit-Related Fees |
0% |
0% |
Tax Fees |
0% |
0% |
All Other Fees |
0% |
0% |
(f) During the audit of the registrants financial statements, all
of the hours were attributed to work performed by full-time permanent employees of the principal accountant.
(g) The following table indicates the non-audit fees billed or expected
to be billed by the registrant’s accountant for services to the registrant and to the registrant’s investment adviser (and
any other controlling entity, etc.—not sub-adviser) for the last two years.
Bramshill
Income Performance Fund |
Non-Audit Related
Fees |
FYE 3/31/2025
|
FYE 3/31/2024
|
Registrant |
$3,100 |
$3,100 |
Registrant’s Investment
Adviser |
N/A |
N/A |
(h) The audit committee of the board of trustees/directors has considered
whether the provision of non-audit services that were rendered to the registrant’s investment adviser is compatible with maintaining
the principal accountant’s independence and has concluded that the provision of such non-audit services by the accountant has not
compromised the accountant’s independence.
(i) Not applicable
(j) Not applicable
Item 5.
Audit Committee of Listed Registrants.
Not applicable to registrants who are not listed issuers (as defined in
Rule 10A-3 under the Securities Exchange Act of 1934).
Item 6.
Investments.
|
(a) |
Schedule of Investments is included within the financial statements filed under Item 7 of this Form. |
Item 7.
Financial Statements and Financial Highlights for Open-End Investment Companies.
BRAMSHILL
INCOME PERFORMANCE FUND
Annual
Financial Statements
March 31,
2025
TABLE OF CONTENTS
BRAMSHILL
INCOME PERFORMANCE FUND
SCHEDULE
OF INVESTMENTS
March
31, 2025
|
|
|
|
|
|
|
|
CORPORATE
BONDS - 33.5%
|
Aerospace/Defense
- 0.6%
|
|
|
|
|
|
|
|
RTX
Corp., 3.03%, 03/15/2052 |
|
|
$10,189,000 |
|
|
$6,465,854
|
|
Diversified
Banking Instruments - 8.2%
|
|
|
|
|
|
|
|
Bank
of America Corp.
|
|
|
|
|
|
|
|
1.20%
to 10/24/2025 then SOFR + 1.01%, 10/24/2026 |
|
|
25,032,000 |
|
|
24,557,468
|
|
5.08%
to 01/20/2026 then SOFR + 1.29%, 01/20/2027 |
|
|
13,111,000 |
|
|
13,157,866
|
|
1.73%
to 07/22/2026 then SOFR + 0.96%, 07/22/2027 |
|
|
9,327,000 |
|
|
8,989,561
|
|
Citigroup,
Inc., 3.11% to 04/08/2025 then SOFR + 2.84%, 04/08/2026 |
|
|
9,707,000 |
|
|
9,703,813
|
|
Goldman
Sachs Group, Inc., 1.09% to 12/09/2025 then SOFR + 0.79%, 12/09/2026 |
|
|
8,729,000 |
|
|
8,519,113
|
|
JPMorgan
Chase & Co.
|
|
|
|
|
|
|
|
1.04%
to 02/04/2026 then 3 mo. Term SOFR + 0.70%, 02/04/2027 |
|
|
20,000,000 |
|
|
19,416,533
|
|
1.58%
to 04/22/2026
then
SOFR + 0.89%, 04/22/2027 |
|
|
3,500,000 |
|
|
3,393,836
|
|
|
|
|
|
|
|
87,738,190
|
|
E-Commerce/Products
- 0.3%
|
|
|
|
|
|
|
|
Alibaba
Group Holding Ltd., 3.15%, 02/09/2051 |
|
|
5,052,000 |
|
|
3,327,660
|
|
Electric-Integrated
- 6.0%
|
|
|
|
|
|
|
|
Dominion
Energy, Inc.
|
|
|
|
|
|
|
|
7.00%
to 06/01/2034 then 5 yr. CMT Rate + 2.51%, 06/01/2054 |
|
|
7,109,000 |
|
|
7,489,722
|
|
6.88%
to 02/01/2030 then 5 yr. CMT Rate + 2.39%, 02/01/2055 |
|
|
15,019,000 |
|
|
15,537,249
|
|
Nevada
Power Co., 6.25% to 05/15/2030 then 5 yr. CMT Rate + 1.94%, 05/15/2055 |
|
|
2,618,000 |
|
|
2,603,485
|
|
NextEra
Energy Capital Holdings, Inc.
|
|
|
|
|
|
|
|
6.38%
to 08/15/2030 then
5
yr. CMT Rate + 2.05%, 08/15/2055 |
|
|
9,513,000 |
|
|
9,545,820
|
|
6.50%
to 08/15/2035 then
5
yr. CMT Rate + 1.98%, 08/15/2055 |
|
|
10,131,000 |
|
|
10,246,169
|
|
Southern
Co., 6.38% to 03/15/2035
then
5 yr. CMT Rate + 2.07%, 03/15/2055 |
|
|
18,778,000 |
|
|
19,310,732
|
|
|
|
|
|
|
|
64,733,177
|
|
Energy
- 1.1%
|
|
|
|
|
|
|
|
Berkshire
Hathaway Energy Co., 2.85%, 05/15/2051 |
|
|
5,929,000 |
|
|
3,622,787
|
|
BP
Capital Markets America, Inc., 3.00%, 03/17/2052 |
|
|
6,073,000 |
|
|
3,834,795
|
|
Valero
Energy Corp.,
3.65%, 12/01/2051 |
|
|
7,184,000 |
|
|
4,836,974
|
|
|
|
|
|
|
|
12,294,556
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Finance-Auto
Loans - 0.9%
|
|
|
|
|
|
|
Ally
Financial, Inc., 6.65% to 01/17/2035 then 5 yr. CMT Rate + 2.45%, 01/17/2040 |
|
|
$10,227,000 |
|
|
$9,882,677
|
Financials
- 2.0%
|
|
|
|
|
|
|
Barclays
PLC, 3.33% to 11/24/2041 then 1 yr. CMT Rate + 1.30%, 11/24/2042 |
|
|
2,946,000 |
|
|
2,145,733
|
Goldman
Sachs Group, Inc., 3.21% to 04/22/2041 then SOFR + 1.51%, 04/22/2042 |
|
|
6,738,000 |
|
|
4,955,455
|
Morgan
Stanley, 2.48% to 09/16/2031 then SOFR + 1.36%, 09/16/2036 |
|
|
9,971,000 |
|
|
8,252,393
|
Nasdaq,
Inc., 3.25%, 04/28/2050 |
|
|
9,809,000 |
|
|
6,578,570
|
|
|
|
|
|
|
21,932,151
|
Insurance
- 1.8%
|
|
|
|
|
|
|
Arch
Capital Group Ltd., 3.64%, 06/30/2050 |
|
|
7,612,000 |
|
|
5,515,004
|
Athene
Holding Ltd.,
3.95%, 05/25/2051 |
|
|
10,887,000 |
|
|
7,771,328
|
Reinsurance
Group of America, Inc.
|
|
|
|
|
|
|
7.13%
to 10/15/2027 then 5 yr. CMT Rate + 3.46%, 10/15/2052 |
|
|
223,635 |
|
|
5,751,892
|
5.75%
to 06/15/2026 then 3 mo. LIBOR US + 4.04%, 06/15/2056(a) |
|
|
5,330 |
|
|
131,171
|
|
|
|
|
|
|
19,169,395
|
Manufacturing
- 1.5%
|
|
|
|
|
|
|
LYB
International Finance III LLC, 3.63%, 04/01/2051 |
|
|
13,050,000 |
|
|
8,714,732
|
Micron
Technology, Inc., 3.48%, 11/01/2051 |
|
|
11,327,000 |
|
|
7,675,476
|
|
|
|
|
|
|
16,390,208
|
Media
- 0.7%
|
|
|
|
|
|
|
Charter
Communications Operating LLC, 3.50%, 06/01/2041 |
|
|
10,073,000 |
|
|
6,959,305
|
Oil
Companies -Exploration & Production - 0.4%
|
|
|
|
|
|
|
Occidental
Petroleum Corp.
|
|
|
|
|
|
|
4.50%, 07/15/2044 |
|
|
2,492,000 |
|
|
1,869,783
|
4.10%, 02/15/2047 |
|
|
3,450,000 |
|
|
2,373,180
|
|
|
|
|
|
|
4,242,963
|
Pharmaceuticals
- 0.7%
|
|
|
|
|
|
|
Biogen,
Inc., 3.15%, 05/01/2050 |
|
|
11,813,000 |
|
|
7,426,496
|
Pipelines
- 1.5%
|
|
|
|
|
|
|
Enbridge,
Inc., 8.50% to 01/15/2034 then
5
yr. CMT Rate + 4.43%, 01/15/2084 |
|
|
3,395,000 |
|
|
3,747,795
|
Kinder
Morgan, Inc.,
3.25%, 08/01/2050 |
|
|
8,308,000 |
|
|
5,319,923
|
Williams
Cos., Inc., 3.50%, 10/15/2051 |
|
|
10,318,000 |
|
|
7,055,340
|
|
|
|
|
|
|
16,123,058
|
Private
Equity - 0.1%
|
|
|
|
|
|
|
Carlyle
Finance LLC, 4.63%, 05/15/2061 |
|
|
58,799 |
|
|
1,023,103
|
|
|
|
|
|
|
|
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
BRAMSHILL
INCOME PERFORMANCE FUND
SCHEDULE
OF INVESTMENTS
March
31, 2025(Continued)
|
|
|
|
|
|
|
|
CORPORATE
BONDS - (Continued)
|
Real
Estate Investment Trust - 2.9%
|
|
|
|
|
|
|
|
American
Tower Corp., 2.95%, 01/15/2051 |
|
|
$6,938,000 |
|
|
$4,363,692
|
|
Rithm
Capital Corp., 8.00%, 04/01/2029(b) |
|
|
19,539,000 |
|
|
19,444,906
|
|
Simon
Property Group LP, 3.25%, 09/13/2049 |
|
|
10,388,000 |
|
|
6,968,353
|
|
|
|
|
|
|
|
30,776,951
|
|
Retail
- 0.8%
|
|
|
|
|
|
|
|
Macy’s
Retail Holdings LLC, 4.30%, 02/15/2043 |
|
|
3,458,000 |
|
|
2,215,050
|
|
Starbucks
Corp., 3.50%, 11/15/2050 |
|
|
9,555,000 |
|
|
6,634,716
|
|
|
|
|
|
|
|
8,849,766
|
|
Software
& Services - 1.4%
|
|
|
|
|
|
|
|
Oracle
Corp.
|
|
|
|
|
|
|
|
3.60%, 04/01/2040 |
|
|
9,907,000 |
|
|
7,765,795
|
|
3.85%, 04/01/2060 |
|
|
9,804,000 |
|
|
6,703,582
|
|
|
|
|
|
|
|
14,469,377
|
|
Telecommunication
Service - 0.7%
|
|
|
|
|
|
|
|
Verizon
Communications, Inc., 2.88%, 11/20/2050 |
|
|
11,408,000 |
|
|
7,075,262
|
|
Utilities
- 1.9%
|
|
|
|
|
|
|
|
American
Electric Power Co., Inc., 3.25%, 03/01/2050 |
|
|
6,962,000 |
|
|
4,535,316
|
|
Duke
Energy Corp.,
3.30%, 06/15/2041 |
|
|
11,745,000 |
|
|
8,672,502
|
|
Pacific
Gas and Electric Co., 3.50%, 08/01/2050 |
|
|
10,220,000 |
|
|
6,776,426
|
|
|
|
|
|
|
|
19,984,244
|
|
TOTAL
CORPORATE BONDS
(Cost
$355,992,735) |
|
|
|
|
|
358,864,393 |
|
|
|
|
Shares |
|
|
|
|
PREFERRED
STOCKS - 20.5%
|
Banks
- 1.7%
|
|
|
|
|
|
|
|
Bank
of New York Mellon Corp. Depositary Shares, 4.70% to 09/20/2025 then 5 yr. CMT Rate + 4.36%, Perpetual |
|
|
4,432,000 |
|
|
4,419,940
|
|
Citigroup,
Inc. Depositary Shares, 4.00% to 12/10/2025 then 5 yr. CMT Rate + 3.60%, Perpetual |
|
|
6,666,000 |
|
|
6,578,753
|
|
Regions
Financial Corp. Depositary Shares, 5.75% to 09/15/2025 then 5 yr. CMT Rate + 5.43%, Perpetual |
|
|
7,478,000 |
|
|
7,455,809
|
|
|
|
|
|
|
|
18,454,502
|
|
Diversified
Banking Instruments - 1.3%
|
|
|
|
|
|
|
|
Bank
of America Corp. Depositary Shares, 6.30% to 03/10/2026 then 3 mo. Term SOFR + 4.81%, Perpetual |
|
|
4,679,000 |
|
|
4,745,185
|
|
Citigroup,
Inc. Depositary Shares, 7.00% to 08/15/2034 then 10 yr. CMT Rate + 2.76%, Perpetual |
|
|
4,922,000 |
|
|
5,117,104 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goldman
Sachs Group, Inc. Depositary Shares, 7.38% to 08/10/2029 then 5 yr. CMT Rate + 3.62%, Perpetual |
|
|
3,728,000 |
|
|
$3,752,911
|
|
|
|
|
|
|
13,615,200
|
Energy
- 4.9%
|
|
|
|
|
|
|
BP
Capital Markets PLC, 4.88% to 06/22/2030 then 5 yr. CMT Rate + 4.40%, Perpetual |
|
|
34,657,000 |
|
|
33,255,045
|
Edison
International Depositary Shares, 5.38% to 03/15/2026 then 5 yr. CMT Rate + 4.70%, Perpetual |
|
|
20,510,000 |
|
|
19,563,623
|
|
|
|
|
|
|
52,818,668
|
Financials
- 2.3%
|
|
|
|
|
|
|
Ally
Financial, Inc. Depositary Shares, 4.70% to 05/15/2028 then H157 yr. CMT Rate + 3.48%, Perpetual |
|
|
21,449,000 |
|
|
18,502,969
|
UBS
Group AG, 9.25% to 11/13/2028 then 5 yr. CMT Rate + 4.75%, Perpetual(b) |
|
|
1,977,000 |
|
|
2,152,044
|
Virtus
Convertible & Income Fund, Series A, 5.63%, Perpetual |
|
|
155,747 |
|
|
3,426,434
|
Virtus
Convertible & Income Fund II, 5.50%, Perpetual |
|
|
7,743 |
|
|
166,010
|
|
|
|
|
|
|
24,247,457
|
Insurance
- 2.7%
|
|
|
|
|
|
|
Allstate
Corp. Depositary Shares, Series J, 7.38%, Perpetual |
|
|
178,012 |
|
|
4,658,574
|
Lincoln
National Corp. Depositary Shares
|
|
|
|
|
|
|
9.25%
to 3/1/2028 then 5 yr. CMT Rate + 5.32%, Perpetual |
|
|
13,551,000 |
|
|
14,595,660
|
Series D,
9.00%, Perpetual |
|
|
375,950 |
|
|
10,000,270
|
|
|
|
|
|
|
29,254,504
|
Investment
Companies - 1.3%
|
|
|
|
|
|
|
Brookfield
Oaktree Holdings LLC
|
|
|
|
|
|
|
Series A,
6.63%, Perpetual |
|
|
197,950 |
|
|
4,267,802
|
Series B,
6.55%, Perpetual |
|
|
464,808 |
|
|
9,654,062
|
|
|
|
|
|
|
13,921,864
|
Pipelines
- 0.8%
|
|
|
|
|
|
|
Enbridge,
Inc.
|
|
|
|
|
|
|
Series 5,
6.68% to 3/1/2029 then 5 yr. CMT Rate + 2.82%, Perpetual |
|
|
99,883 |
|
|
2,393,696
|
Series L,
5.86% to 9/1/2027 then 5 yr. CMT Rate + 3.15%, Perpetual |
|
|
69,467 |
|
|
1,597,741
|
Energy
Transfer LP Depositary Shares, 7.13% to 05/15/2030 then 5 yr. CMT Rate + 5.31%, Perpetual |
|
|
4,175,000 |
|
|
4,229,567
|
|
|
|
|
|
|
8,221,004
|
Real
Estate Investment Trust - 2.6%
|
|
|
|
|
|
|
AGNC
Investment Corp. Depositary Shares
|
|
|
|
|
|
|
Series C,
9.67% (3 mo. Term SOFR + 5.37%), Perpetual |
|
|
60,862 |
|
|
1,586,672
|
Series F,
6.13% to 4/15/2025 then
3
mo. Term SOFR US + 4.70%, Perpetual(a) |
|
|
620,510 |
|
|
15,674,083 |
|
|
|
|
|
|
|
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
BRAMSHILL
INCOME PERFORMANCE FUND
SCHEDULE
OF INVESTMENTS
March
31, 2025(Continued)
|
|
|
|
|
|
|
|
PREFERRED
STOCKS - (Continued)
|
Real
Estate Investment Trust - (Continued)
|
|
Annaly
Capital Management, Inc., Series I, 9.54% (3 mo. Term SOFR + 5.25%), Perpetual |
|
|
420,966 |
|
|
$10,747,262
|
|
|
|
|
|
|
|
28,008,017
|
|
Utilities
- 2.9%
|
|
|
|
|
|
|
|
Brookfield
Renewable Partners LP, Series 17, 5.25%, Perpetual |
|
|
273,839 |
|
|
4,835,997
|
|
Sempra
Energy Depositary Shares, 4.88% to 10/15/2025 then 5 yr. CMT Rate + 4.55%, Perpetual |
|
|
26,646,000 |
|
|
26,432,248
|
|
|
|
|
|
|
|
31,268,245
|
|
TOTAL
PREFERRED STOCKS
(Cost
$227,130,963) |
|
|
|
|
|
219,809,461
|
|
U.S.
TREASURY SECURITIES - 20.3%
|
United
States Treasury Note/Bond
|
|
|
|
|
|
|
|
1.25%, 05/15/2050 |
|
|
52,232,000 |
|
|
25,801,792
|
|
1.38%, 08/15/2050 |
|
|
51,867,000 |
|
|
26,292,112
|
|
1.63%, 11/15/2050 |
|
|
69,394,000 |
|
|
37,574,411
|
|
4.13%, 08/15/2053 |
|
|
140,030,000 |
|
|
128,433,765
|
|
TOTAL
U.S. TREASURY SECURITIES
(Cost
$224,429,976) |
|
|
|
|
|
218,102,080
|
|
EXCHANGE
TRADED FUNDS - 12.3%
|
|
First
Trust Enhanced Short Maturity ETF |
|
|
438 |
|
|
26,210
|
|
First
Trust TCW Opportunistic Fixed Income ETF(c) |
|
|
34,500 |
|
|
1,512,480
|
|
First
Trust TCW Unconstrained Plus Bond ETF |
|
|
60,000 |
|
|
1,485,000
|
|
Invesco
Senior Loan ETF(c) |
|
|
90,000 |
|
|
1,863,000
|
|
iShares
0-5 Year High Yield Corporate Bond ETF |
|
|
153,144 |
|
|
6,511,683
|
|
iShares
0-5 Year Investment Grade Corporate Bond ETF |
|
|
130,563 |
|
|
6,564,708
|
|
iShares
20+ Year Treasury Bond ETF |
|
|
331,315 |
|
|
30,159,604
|
|
iShares
Short Duration Bond Active ETF |
|
|
571,011 |
|
|
29,047,330
|
|
JPMorgan
Ultra-Short Income ETF |
|
|
780,797 |
|
|
39,531,752
|
|
PIMCO
Enhanced Short Maturity Active Exchange-Traded Fund |
|
|
105,988 |
|
|
10,664,512
|
|
SPDR
Blackstone Senior Loan ETF |
|
|
36,000 |
|
|
1,480,680
|
|
Vanguard
Long-Term Corporate Bond ETF |
|
|
41,519 |
|
|
3,151,707
|
|
TOTAL
EXCHANGE TRADED FUNDS
(Cost
$131,485,320) |
|
|
|
|
|
131,998,666
|
|
CLOSED-END
FUNDS - 1.8%
|
|
|
|
|
|
|
|
Nuveen
AMT-Free Quality Municipal Income Fund |
|
|
863,698 |
|
|
9,673,418
|
|
Nuveen
Quality Municipal Income Fund |
|
|
842,946 |
|
|
9,710,738
|
|
TOTAL
CLOSED-END FUNDS
(Cost
$18,438,608) |
|
|
|
|
|
19,384,156
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OPEN-END
FUNDS - 0.4%
|
|
|
|
|
|
|
Equable
Shares Hedged Equity
Fund
- Class Institutional |
|
|
314,706 |
|
|
$4,286,295
|
TOTAL
OPEN-END FUNDS
(Cost
$3,859,637) |
|
|
|
|
|
4,286,295 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PURCHASED
OPTIONS - 0.3%(d)
|
Call
Options - 0.3%
|
|
|
|
|
|
|
|
|
|
iShares
20+ Year Treasury Bond ETF, Expiration: 05/16/2025; Exercise Price: $89.00(e)(f) |
|
|
$91,030,000 |
|
|
10,000 |
|
|
3,025,000
|
TOTAL
PURCHASED OPTIONS
(Cost
$1,989,169) |
|
|
|
|
|
|
|
|
3,025,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SHORT-TERM
INVESTMENTS - 15.1%
|
Investments
Purchased with Proceeds from Securities Lending - 4.2%
|
|
|
|
|
|
|
First
American Government Obligations Fund - Class X, 4.27%(g) |
|
|
44,660,275 |
|
|
44,660,275
|
Money
Market Funds - 1.5%
|
|
|
|
|
|
|
First
American Government Obligations Fund - Class X, 4.27%(g) |
|
|
15,831,024 |
|
|
15,831,024
|
|
|
|
Par |
|
|
|
U.S.
Treasury Bills - 9.4%
|
|
|
|
|
|
|
4.27%, 04/17/2025(h) |
|
|
$62,000,000 |
|
|
61,883,041
|
4.26%, 04/29/2025(c)(h) |
|
|
40,000,000 |
|
|
39,868,244
|
|
|
|
|
|
|
101,751,285
|
TOTAL
SHORT-TERM INVESTMENTS
(Cost
$162,243,121) |
|
|
|
|
|
162,242,584
|
TOTAL
INVESTMENTS - 104.2%
(Cost
$1,125,569,529) |
|
|
|
|
|
$1,117,712,635
|
Liabilities
in Excess of Other
Assets
- (4.2)% |
|
|
|
|
|
(45,197,876)
|
TOTAL
NET ASSETS - 100.0% |
|
|
|
|
|
$1,072,514,759 |
|
|
|
|
|
|
|
Percentages
are stated as a percent of net assets.
AMT
- Alternative Minimum Tax
CMT
- Constant Maturity Treasury
LIBOR
- London Interbank Offered Rate
LLC
- Limited Liability Company
LP
- Limited Partnership
PLC
- Public Limited Company
SOFR
- Secured Overnight Financing Rate
(a)
|
Securities referencing
LIBOR are expected to transition to an alternative reference rate by the security’s next scheduled coupon reset date. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
BRAMSHILL
INCOME PERFORMANCE FUND
SCHEDULE
OF INVESTMENTS
March
31, 2025(Continued)
(b)
|
Security is exempt
from registration pursuant to Rule 144A under the Securities Act of 1933, as amended. These securities may only be resold in transactions
exempt from registration to qualified institutional investors. As of March 31, 2025, the value of these securities total $21,596,950
or 2.0% of the Fund’s net assets. |
(c)
|
All or a portion
of this security is on loan as of March 31, 2025. The total market value of these securities was $42,950,176 which represented 4.0%
of net assets. |
(d)
|
Non-income producing
security. |
(f)
|
100 shares per contract. |
(g)
|
The rate shown
represents the 7-day annualized effective yield as of March 31, 2025. |
(h)
|
The rate shown
is the annualized effective yield as of March 31, 2025. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
BRAMSHILL
INCOME PERFORMANCE FUND
STATEMENT
OF ASSETS AND LIABILITIES
March 31,
2025
|
|
|
|
ASSETS:
|
|
|
|
Investments,
at value |
|
|
$1,117,712,635*
|
Interest
receivable |
|
|
7,894,059
|
Receivable
for investments sold |
|
|
2,394,707
|
Receivable
for fund shares sold |
|
|
816,651
|
Dividends
receivable |
|
|
221,139
|
Deposit
at broker for other investments |
|
|
172,322
|
Security
lending income receivable |
|
|
3,178
|
Prepaid
expenses and other assets |
|
|
29,325
|
Total
assets |
|
|
1,129,244,016
|
LIABILITIES:
|
|
|
|
Payable
upon return of securities loaned |
|
|
44,660,275
|
Payable
for capital shares redeemed |
|
|
6,924,015
|
Payable
for investments purchased |
|
|
3,318,243
|
Distributions
payable |
|
|
680,775
|
Payable
to advisor |
|
|
678,199
|
Payable
for distribution and shareholder servicing fees |
|
|
169,049
|
Payable
for fund administration and accounting fees |
|
|
137,627
|
Payable
for transfer agent fees and expenses |
|
|
40,058
|
Payable
for custodian fees |
|
|
11,164
|
Payable
for compliance fees |
|
|
3,120
|
Payable
for expenses and other liabilities |
|
|
106,732
|
Total
liabilities |
|
|
56,729,257
|
NET
ASSETS |
|
|
$
1,072,514,759 |
Net
Assets Consists of:
|
|
|
|
Paid-in
capital |
|
|
$1,123,644,355
|
Accumulated
losses |
|
|
(51,129,596)
|
Total
net assets |
|
|
$
1,072,514,759 |
Institutional
Class
|
|
|
|
Net
assets |
|
|
$1,072,514,759
|
Shares
issued and outstanding(a) |
|
|
110,365,878
|
Net
asset value per share |
|
|
$9.72
|
Cost:
|
|
|
|
Investments,
at cost |
|
|
$1,125,569,529
|
Loaned
Securities:
|
|
|
|
at
value (included in investments)* |
|
|
$42,950,176 |
|
|
|
|
(a)
|
Unlimited shares authorized
without par value. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
BRAMSHILL
INCOME PERFORMANCE FUND
STATEMENT
OF OPERATIONS
For
the Year Ended March 31, 2025
|
|
|
|
INVESTMENT
INCOME:
|
|
|
|
Dividend
income |
|
|
$10,802,139
|
Less:
Dividend withholding taxes |
|
|
(40,292)
|
Interest
income |
|
|
40,277,739
|
Securities
lending income - net |
|
|
96,958
|
Total
investment income |
|
|
51,136,544
|
EXPENSES:
|
|
|
|
Investment
advisory fee |
|
|
8,147,261
|
Shareholder
service costs - Institutional Class |
|
|
896,734
|
Fund
administration and accounting fees |
|
|
740,031
|
Transfer
agent fees |
|
|
235,350
|
Federal
and state registration fees |
|
|
75,568
|
Reports
to shareholders |
|
|
68,206
|
Custodian
fees |
|
|
64,207
|
Legal
fees |
|
|
33,785
|
Audit
fees |
|
|
25,093
|
Compliance
fees |
|
|
18,331
|
Trustees’
fees |
|
|
15,975
|
Other
expenses and fees |
|
|
25,034
|
Total
expenses |
|
|
10,345,575
|
Net
investment income |
|
|
40,790,969
|
REALIZED
AND UNREALIZED LOSS
|
|
|
|
Net
realized loss from:
|
|
|
|
Investments |
|
|
(7,512,493
) |
Swap
contracts |
|
|
(2,257)
|
Net
realized loss |
|
|
(7,514,750)
|
Net
change in unrealized appreciation (depreciation) on:
|
|
|
|
Investments |
|
|
(4,260,364)
|
Net
change in unrealized appreciation (depreciation) |
|
|
(4,260,364)
|
Net
realized and unrealized loss |
|
|
(11,775,114)
|
NET
INCREASE IN NET ASSETS RESULTING FROM OPERATIONS |
|
|
$29,015,855 |
|
|
|
|
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Bramshill
Income Performance Fund
Statements
of Changes in Net Assets
|
|
|
|
|
|
|
OPERATIONS:
|
|
|
|
|
|
|
Net
investment income |
|
|
$40,790,969 |
|
|
$33,673,884
|
Net
realized loss |
|
|
(7,514,750) |
|
|
(24,940,284)
|
Net
change in unrealized appreciation (depreciation) |
|
|
(4,260,364) |
|
|
47,919,713
|
Net
increase in net assets from operations |
|
|
29,015,855 |
|
|
56,653,313
|
DISTRIBUTIONS
TO SHAREHOLDERS:
|
|
|
|
|
|
|
From
earnings - Institutional Class |
|
|
(41,212,232) |
|
|
(33,793,754)
|
From
return of capital - Institutional Class |
|
|
(160,631) |
|
|
—
|
Total
distributions to shareholders |
|
|
(41,372,863) |
|
|
(33,793,754)
|
CAPITAL
TRANSACTIONS:
|
|
|
|
|
|
|
Subscriptions
- Institutional Class |
|
|
457,077,065 |
|
|
339,719,470
|
Reinvestments
- Institutional Class |
|
|
33,758,746 |
|
|
26,998,292
|
Redemptions
- Institutional Class |
|
|
(236,424,126) |
|
|
(316,327,173)
|
Net
increase in net assets from capital transactions |
|
|
254,411,685 |
|
|
50,390,589
|
NET
INCREASE IN NET ASSETS |
|
|
242,054,677 |
|
|
73,250,148
|
NET
ASSETS:
|
|
|
|
|
|
|
Beginning
of the year |
|
|
830,460,082 |
|
|
757,209,934
|
End
of the year |
|
|
$
1,072,514,759 |
|
|
$830,460,082
|
SHARE
TRANSACTIONS
|
|
|
|
|
|
|
Subscriptions
- Institutional Class |
|
|
46,578,885 |
|
|
35,422,854
|
Reinvestments
- Institutional Class |
|
|
3,448,349 |
|
|
2,821,871
|
Redemptions
- Institutional Class |
|
|
(24,179,640) |
|
|
(33,198,673)
|
Total
increase in shares outstanding |
|
|
25,847,594 |
|
|
5,046,052 |
|
|
|
|
|
|
|
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Bramshill
Income Performance Fund
Financial
Highlights
Institutional
Class
|
|
|
|
PER
SHARE DATA:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
asset value, beginning of year |
|
|
$9.83 |
|
|
$9.53 |
|
|
$9.94 |
|
|
$10.34 |
|
|
$9.20
|
INVESTMENT
OPERATIONS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income(a)(b) |
|
|
0.42 |
|
|
0.44 |
|
|
0.30 |
|
|
0.21 |
|
|
0.33
|
Net
realized and unrealized gain (loss) on investments(c) |
|
|
(0.11) |
|
|
0.30 |
|
|
(0.41) |
|
|
(0.38) |
|
|
1.17
|
Total
from investment operations |
|
|
0.31 |
|
|
0.74 |
|
|
(0.11) |
|
|
(0.17) |
|
|
1.50
|
LESS
DISTRIBUTIONS FROM:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income |
|
|
(0.42) |
|
|
(0.44) |
|
|
(0.30) |
|
|
(0.21) |
|
|
(0.34)
|
Return
of capital |
|
|
—(d) |
|
|
— |
|
|
— |
|
|
(0.02) |
|
|
(0.02)
|
Total
distributions |
|
|
(0.42) |
|
|
(0.44) |
|
|
(0.30) |
|
|
(0.23) |
|
|
(0.36)
|
Net
asset value, end of year |
|
|
$9.72 |
|
|
$9.83 |
|
|
$9.53 |
|
|
$9.94 |
|
|
$10.34
|
Total
return |
|
|
3.21% |
|
|
7.97% |
|
|
(1.09)% |
|
|
(1.72)% |
|
|
16.40%
|
SUPPLEMENTAL
DATA AND RATIOS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
assets, end of year (in thousands) |
|
|
$1,072,515 |
|
|
$830,460 |
|
|
$757,210 |
|
|
$897,372 |
|
|
$771,520
|
Ratio
of expenses to average net assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Before
expense reimbursement/
recoupment(e) |
|
|
1.08% |
|
|
1.06% |
|
|
1.14% |
|
|
1.07% |
|
|
1.04%
|
After
expense reimbursement/
recoupment(e) |
|
|
1.08% |
|
|
1.06% |
|
|
1.14% |
|
|
1.07% |
|
|
1.04%
|
Ratio
of dividends and interest expense to average net assets(e) |
|
|
—% |
|
|
—% |
|
|
0.11% |
|
|
0.06% |
|
|
—%
|
Ratio
of operational expenses to average net assets excluding dividends and interest expense(e) |
|
|
1.08% |
|
|
1.06% |
|
|
1.03% |
|
|
1.01% |
|
|
1.04%
|
Ratio
of net investment income (loss) to average net assets(e) |
|
|
4.26% |
|
|
4.56% |
|
|
3.04% |
|
|
2.01% |
|
|
3.27%
|
Portfolio
turnover rate |
|
|
48% |
|
|
57% |
|
|
69% |
|
|
55% |
|
|
83% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
Net investment income
per share has been calculated based on average shares outstanding during the year.
|
(b)
|
Recognition of
net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying funds in which the Fund
invests. |
(c)
|
Realized and unrealized
gains and losses per share in the caption are balancing amounts necessary to reconcile the change in net asset value per share for the
years, and may not reconcile with the aggregate gains and losses in the Statement of Operations due to share transactions for the year.
|
(d)
|
Amount represents
less than $0.005.
|
(e)
|
These ratios exclude
the impact of expenses of the underlying funds as represented in the Schedule of Investments. Recognition of net investment income by
the Fund is affected by the timing of the underlying funds in which the Fund invests. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Bramshill
Income Performance Fund
Notes
to Financial Statements
March
31, 2025
Note
1 – Organization
Bramshill
Income Performance Fund (the “Fund”) is a diversified series of Advisor Managed Portfolios (the “Trust”). The
Trust was organized on February 16, 2023, as a Delaware Statutory Trust and is registered under the Investment Company Act of 1940,
as amended (the “1940 Act”) as an open-end investment management company. Bramshill Investments, LLC (the “Advisor”)
serves as the investment manager to the Fund. The inception date of the Fund was April 11, 2016. The investment objective of the
Fund is to maximize total return.
The
Fund is the successor to the Bramshill Income Performance Fund (the “Predecessor Fund”), a series of Trust for Advised Portfolios.
The Predecessor Fund reorganized into the Fund on January 19, 2024 (the “AMP Reorganization”).
• |
The AMP Reorganization was accomplished by
a tax-free exchange of shares of the Fund for shares of the Predecessor Fund of equivalent aggregate net asset value. |
• |
Fees and expenses incurred to affect the AMP
Reorganization were borne by the Trust’s Administrator. The management fee of the Fund does not exceed the management fee of the
Predecessor fund. The AMP Reorganization did not result in a material change to the Fund’s investment portfolio and there are no
material differences in accounting policies of the Fund and the Predecessor fund. |
• |
The Fund adopted the performance history of the
Predecessor Fund. |
Note
2 – Significant Accounting Policies
The
following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements.
These policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for
investment companies. The Fund is considered an investment company under GAAP and follows the accounting and reporting guidance applicable
to investment companies in the Financial Accounting Standards Board Accounting Standards Codification Topic 946. The presentation 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 income
and expenses during the period reported. Actual results may differ from those estimates.
(A)
|
Securities
Valuation – The valuation of the Fund’s investments is performed in accordance with the principles found in Rule 2a-5
of the 1940 Act. Investments in securities traded on a national securities exchange are valued at the last reported sales price on the
exchange on which the security is principally traded. Securities traded on the NASDAQ exchanges are valued at the NASDAQ Official Closing
Price (“NOCP”). Exchange-traded securities for which no sale was reported and NASDAQ securities for which there is no NOCP
are valued at the mean of the most recent quoted bid and ask prices. Unlisted securities held by the Fund are valued at the last sale
price in the over-the-counter (“OTC”) market. If there is no trading on a particular day, the mean between the last quoted
bid and ask price is used. Fixed income securities are valued using prices provided by an independent pricing service approved by the
Board of Trustees of the Trust (the “Board” or the “Trustees”). Pricing services may use various valuation methodologies,
including matrix pricing and other analytical models as well as market transactions and dealer quotations. The Board has designated the
Advisor as the valuation designee of the Fund. In its capacity as valuation designee, the Advisor has adopted procedures and methodologies
to fair value Fund investments whose market prices are not “readily available” or are deemed to be unreliable. |
Futures
contracts are valued at the settlement price on the exchange on which they are principally traded.
Exchange
traded options are valued at the composite mean price, which calculates the mean of the highest bid price and lowest ask price across
the exchanges where the option is principally traded. On the last trading day prior to expiration, expiring options may be priced at intrinsic
value.
Credit
Default Swaps (CDS) are valued using the ISDA Standard Upfront Model and available market data. These positions are categorized as Level 2
in the fair value hierarchy.
TABLE OF CONTENTS
Bramshill
Income Performance Fund
Notes
to Financial Statements
March
31, 2025(Continued)
Open-end
funds issued by Investment Companies are valued at the NAVs of such companies for purchase and/or redemption orders placed on that day.
Various
inputs are used in determining the value of the Fund’s investments. These inputs are summarized into three broad levels and described
below:
Level 1 –
|
unadjusted quoted prices in active markets
for identical securities. An active market for the security is a market in which transactions occur with sufficient frequency and volume
to provide pricing information on an ongoing basis. A quoted price in an active market provides the most reliable evidence of fair value.
|
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 –
|
significant unobservable inputs, including
the Fund’s own assumptions in determining the fair value of investments. |
The
inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used to fair value the Fund’s investments in each category investment type as of March 31,
2025:
|
|
|
|
|
|
|
|
|
|
|
|
|
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate
Bonds |
|
|
$— |
|
|
$358,864,393 |
|
|
$ — |
|
|
$358,864,393
|
Preferred
Stocks |
|
|
66,614,907 |
|
|
153,194,554 |
|
|
— |
|
|
219,809,461
|
U.S.
Treasury Securities |
|
|
— |
|
|
218,102,080 |
|
|
— |
|
|
218,102,080
|
Exchange-Traded
Funds |
|
|
131,998,666 |
|
|
— |
|
|
— |
|
|
131,998,666
|
Closed-End
Funds |
|
|
19,384,156 |
|
|
— |
|
|
— |
|
|
19,384,156
|
Open-End
Funds |
|
|
4,286,295 |
|
|
— |
|
|
— |
|
|
4,286,295
|
Purchased
Options |
|
|
— |
|
|
3,025,000 |
|
|
— |
|
|
3,025,000
|
Investments
Purchased with Proceeds from Securities Lending |
|
|
44,660,275 |
|
|
— |
|
|
— |
|
|
44,660,275
|
Money
Market Funds |
|
|
15,831,024 |
|
|
— |
|
|
— |
|
|
15,831,024
|
U.S.
Treasury Bills |
|
|
— |
|
|
101,751,285 |
|
|
— |
|
|
101,751,285
|
Total
Investments |
|
|
$282,775,323 |
|
|
$834,937,312 |
|
|
$— |
|
|
$1,117,712,635 |
|
|
|
|
|
|
|
|
|
|
|
|
|
See
the Schedule of Investments for further detail of investment classifications.
(B)
|
Securities
Sold Short – The Fund may engage in selling securities short, which obligates it to replace a borrowed security with the
same security at current market value. The Fund incurs a loss if the price of the security increases between the date of the short sale
and the date on which the Fund replaces the borrowed security. The Fund realizes a gain if the price of the security declines between
those dates. Gains are limited to the price at which the Fund sold the security short, while losses are potentially unlimited in size.
The Fund incurs expense when a security sold short pays a dividend or earns interest. |
(C)
|
Federal Income
Taxes – The Fund has elected to be taxed as a Regulated Investment Company (“RIC”) under the U.S. Internal Revenue
Code of 1986, as amended, and intends to maintain this qualification and to distribute substantially all net taxable income to its shareholders.
Therefore, no provision is made for federal income taxes. Due to the timing of dividend distributions and the differences in accounting
for income and realized gains and losses for financial statement and federal income tax purpose, the fiscal year in which amounts are
distributed may differ from the year in which the income and realized gains and losses is recorded by the Fund. |
TABLE OF CONTENTS
Bramshill
Income Performance Fund
Notes
to Financial Statements
March
31, 2025(Continued)
Management
of the Fund is required to analyze all open tax years, as defined by IRS statute of limitations for all major jurisdictions, including
federal tax authorities and certain state authorities. As of and during the year ended March 31, 2025, the Fund did not have a liability
for any unrecognized tax benefits. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income
tax expense in the Statement of Operations. Generally, tax authorities can examine tax returns filed for the preceding three years. The
Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly
change in the next twelve months.
(D)
|
Return of
capital estimates – Distributions received from the Fund’s investments in Real Estate Investment Trusts (“REITs”)
are generally comprised of net investment income, capital gains, and return of capital. Certain of the Fund’s investments in Closed-End
Funds (“CEFs”) also make distributions comprised of net investment income and return of capital. It is the policy of the Fund
to estimate the character of distributions received from underlying REITs and CEFs based on historical data provided by the REITs and
distribution notices provided by CEFs. After each calendar year end, REITs and CEFs report the actual tax character of these distributions.
Differences between the estimated and actual amounts reported are reflected in the Funds’ records in the year in which they are
reported by adjusting related investment cost basis, capital gains and income, as necessary. |
(E)
|
Distributions
to Shareholders – The Fund records distributions to shareholders, which are determined in accordance with income tax regulations,
on the ex-dividend date. Distributions of net investment income, if any, are distributed monthly. The Fund intends to distribute all its
net investment income including any cash received from its investments in CEFs and REITs, even if a portion may represent a return of
capital. Net realized gains from investment transactions, if any, will be distributed to shareholders annually. The Fund may periodically
make reclassifications among certain income and capital gains distributions determined in accordance with federal tax regulations, which
may differ from GAAP. These reclassifications are due to differences in the recognition of income, expense and gain (loss) items for financial
statement and tax purposes. |
(F)
|
Restricted
securities – Restricted securities are securities that are not registered for sale under the Securities Act of 1933 or applicable
foreign law and that may be re-sold only in transactions exempt from applicable registration. Restricted securities include Rule 144A
securities which may be sold normally to qualified institutional buyers. As of March 31, 2025, the Fund had restricted securities,
all of which were Rule 144A securities, with a market value of $21,596,950 or 2.0% of the Fund’s net assets. |
(G)
|
Deposits with
Broker – At March 31, 2025, the Fund held the following amounts with Brokers: |
|
|
|
|
Pershing
LLC |
|
|
$96,455
|
Wells
Fargo Securities |
|
|
75,867
|
Total |
|
|
$172,322 |
|
|
|
|
(H)
|
Derivatives
– The Fund invests in certain derivative instruments, as detailed below. |
Futures
contracts – The Fund invests in futures to adjust its sensitivity to interest rate changes and
to gain exposure to U.S. Treasury securities. While hedging strategies involving derivatives can reduce the risk of loss, they can also
reduce the opportunity for gain or even result in losses by offsetting favorable price movements in other Fund investments.
Options
Contracts – The Fund may write call and put options on securities, derivative instruments, or currencies.
When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked-to-market
to reflect the current value of the option written. These liabilities are reflected as written options outstanding in the Statement of
Assets and Liabilities. Premiums received from writing options which expire are treated as realized gains. Written options which are closed
or exercised will result in a gain if the closing price of the underlying security is lower than the premium received. The Fund, as a
writer of an option, has no control over whether the underlying security may be sold
TABLE OF CONTENTS
Bramshill
Income Performance Fund
Notes
to Financial Statements
March
31, 2025(Continued)
(call)
or purchased (put) and, as a result, bears the market risk of an unfavorable change in the price of said underlying security. The risk
exists that the Fund may not be able to enter into a closing transaction because of an illiquid market. There were no written options
held by the Fund as of March 31, 2025.
The
Fund purchases call and put options. The Fund pays a premium which is included in the Statement of Assets and Liabilities as an investment
and subsequently marked-to-market to reflect the current value of the option. Premiums paid for purchasing options which expire are treated
as realized losses. The risk associated with purchasing put and call options is limited to the premium paid. Purchasing options will result
in a gain if the closing price of the transaction is higher than the premium paid.
Swap
Contracts – The Fund enters into credit default swap agreements, credit default index swap agreements
and similar agreements as a protection “seller” or as a “buyer” of credit protection. The credit default swap
agreement or similar instruments may have as reference obligations one or more securities that are not held by the Fund. The protection
“buyer” in a credit default swap agreement is generally obligated to pay the protection “seller” a periodic stream
of payments over the term of the agreement, provided generally that no credit event on a reference obligation has occurred. In addition,
at the inception of the agreement, the protection “buyer” may receive or be obligated to pay an additional up-front amount
depending on the current market value of the contract. If a credit event occurs, an auction process is used to determine the “recovery
value” of the contract. The seller then must pay the buyer the “par value” (full notional value) of the swap contract
minus the “recovery value” as determined by the auction process. For credit default index swaps, the settlement payment for
a constituent’s credit event is scaled down to the weighting in the index.
As
a seller of protection, the Fund generally receives a fixed rate of income throughout the term of the swap provided that there is no credit
event. In addition, at the inception of the agreement, the Fund may receive or be obligated to pay an additional up-front amount depending
on the current market value of the contract. If a credit event occurs, the Fund will be generally obligated to pay the buyer the “par
value” (full notional value) of the swap contract minus the “recovery value” as determined by the auction process. Credit
default swaps could result in losses if the Advisor does not correctly evaluate the creditworthiness of the underlying instrument on which
the credit default swap is based. Additionally, if the Fund is a seller of a credit default swap and a credit event occurs, the Fund could
suffer significant losses.
Changes
in the value of swaps are recorded as unrealized appreciation (depreciation). Unrealized gains are reported as an asset and unrealized
losses are reported as a liability. The change in value of swaps, including accruals of interest to be paid or received is reported as
unrealized gains or losses. Gains or losses are realized upon termination of the contracts. The risk of loss on a swap contract may exceed
the amount recorded as an asset or liability on the Statement of Assets and Liabilities. The notional amount of a swap contract is the
reference amount pursuant to which the counterparties make payments. Risks associated with swap contracts include changes in the returns
of underlying instruments, failure of the counterparties to perform under a contract’s terms and the possible lack of liquidity
with respect to the contracts.
The
average monthly volume of derivatives held by the Fund during the year ended March 31, 2025 is set forth below:
|
|
|
|
|
|
|
Purchased
Options |
|
|
Contracts |
|
|
2,308
|
Credit
Default Swap |
|
|
Notional
Amount |
|
|
$3,000,000* |
|
|
|
|
|
|
|
*
|
Credit default swap held for 1 day during the period.
|
TABLE OF CONTENTS
Bramshill
Income Performance Fund
Notes
to Financial Statements
March
31, 2025(Continued)
Derivative
Investment Holdings Categorized by Risk Exposure – There were no positions in derivatives as of
March 31, 2025. The following table sets forth the Fund’s realized gain (loss), as reflected in the Statement of Operations,
by primary risk exposure and by type of derivative contract for the year ended March 31, 2025:
|
Credit |
|
|
$(2,257)
|
Total |
|
|
$
(2,257) |
|
|
|
|
(i)
|
Security Transactions
and Investment Income – The Fund records security transactions on trade date. Realized gains and losses on sales of securities
are reported on the basis of identified cost of securities delivered. Dividend income and expense are recognized on the ex-dividend date,
and interest income and expense are recognized on an accrual basis. Discounts and premiums on securities purchased are amortized over
the lives of the respective securities using the effective yield method. Withholding taxes on foreign dividends have been provided for
in accordance with the Trust’s understanding of the applicable country’s tax rules and rates. |
Note
3 – Investment Management Agreement and Other Related Party Transactions
The
Trust has an agreement with the Advisor to furnish investment advisory services to the Fund. Under the terms of this agreement, the Fund
will pay the Advisor a monthly fee based on the Fund’s average daily net assets at annual rate of 0.85%. Pursuant to a contractual
fee waiver and reimbursement agreement, the Advisor will waive/reimburse the Fund for expenses in excess of 1.10% of average daily net
assets for Institutional Class shares, excluding taxes, interest charges, litigation and other extraordinary expenses, acquired fund fees
and expenses, interest and expense relating to short sales, borrowing costs, and brokers’ commissions, and other charges relating
to the purchase and sale of the Fund’s portfolio securities. The Expense Cap will remain in effect through at least July 31,
2025. The Fund incurred $8,147,261 for Advisory fees during the year ended March 31, 2025.
The
Advisor is permitted to recapture amounts waived and/or reimbursed to a Fund within three years if the Fund’s total annual operating
expenses have fallen to a level below the expense limitation (“expense cap”) in effect at the time the fees were earned or
the expenses incurred. In no case will the Advisor recapture any amount that would result, on any particular business day of the Fund,
in the Fund’s total annual operating expenses exceeding the expense cap or any other lower limit then in effect. The Fund currently
has no waiver balance subject to recapture.
U.S.
Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”), serves as the Fund’s
administrator and fund accountant and transfer agent. The officers of the Trust are employees of Fund Services. U.S. Bank serves as the
Fund’s custodian and provides compliance services to the Funds. Quasar Distributors, LLC (“Quasar” or the “Distributor”)
acts as the Fund’s distributor and principal underwriter. For the year ended March 31, 2025, the Fund incurred expenses for administration
and fund accounting, transfer agent, custody, and compliance fees as detailed on the Statement of Operations.
At
March 31, 2025, the Fund had payables for administration and fund accounting, transfer agent, custody, and compliance fees as detailed
on the Statement of Assets and Liabilities.
TABLE OF CONTENTS
Bramshill
Income Performance Fund
Notes
to Financial Statements
March
31, 2025(Continued)
The
Independent Trustees were paid $15,975 for their services during the year ended March 31, 2025. The Fund pays no compensation to
the Interested Trustee or officers of the Trust.
Trust-level
expenses are allocated across the series of the Trust.
Note 4
– Control Ownership
The
beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a fund creates presumption of control
of the fund under 2(a)(9) of the 1940 Act. As of March 31, 2025, UBS Financial Services, Inc. held approximately 27%, in aggregate
for the benefit of others, of the outstanding shares of the Fund.
Note
5 – Investment Transactions
Purchases
and sales of investment securities (excluding short-term securities) for the year ended March 31, 2025, were as follows:
|
|
|
|
|
|
|
Purchases |
|
|
$476,945,383 |
|
|
$132,343,540
|
Sales |
|
|
$383,611,746 |
|
|
$— |
|
|
|
|
|
|
|
Note
6 – Federal Income Tax Information
At
March 31, 2025, the components of accumulated earnings (losses) for federal income tax purposes were as follows:
|
|
|
|
Tax
cost of Investments |
|
|
$1,127,430,606
|
Unrealized
Appreciation |
|
|
11,828,432
|
Unrealized
Depreciation |
|
|
(21,546,403)
|
Net
Unrealized Depreciation |
|
|
$(9,717,971)
|
Undistributed
Ordinary Income |
|
|
—
|
Other
Accumulated Losses |
|
|
(41,411,625)
|
Total
Accumulated Losses |
|
|
$(51,129,596) |
|
|
|
|
The
difference between book basis and tax basis unrealized appreciation/depreciation is attributable in part to the tax deferral of losses
on wash sales, and basis adjustments on investments in limited partnerships.
GAAP
requires that certain components of net assets be reclassified between financial and tax reporting. These reclassifications have no effect
on net assets or net asset value per share. For the year ended March 31, 2025, there were no permanent differences in book and tax
accounting reclassified to capital and accumulated losses.
The
tax character of distributions paid during the years ended March 31, 2025 and March 31, 2024 were as follows:
|
|
|
|
|
|
|
Distributions
Paid From:
|
|
|
|
|
|
|
Ordinary
Income |
|
|
$41,212,232 |
|
|
$33,793,754
|
Return
of Capital |
|
|
160,631 |
|
|
—
|
Total
Distributions Paid |
|
|
$41,372,863 |
|
|
$33,793,754 |
|
|
|
|
|
|
|
The
Fund is required, in order to meet certain excise tax requirements, to measure and distribute annually, net capital gains realized during
the twelve month period ending October 31. In connection with this requirement, the Fund is permitted, for tax purposes, to defer
into its next fiscal year any net capital losses incurred from November 1 through
TABLE OF CONTENTS
Bramshill
Income Performance Fund
Notes
to Financial Statements
March
31, 2025(Continued)
the
end of the fiscal year. Late year ordinary losses incurred after December 31 within the fiscal year are deemed to arise on the first
business day of the following fiscal year for tax purposes. The Fund had no late year ordinary losses or post October capital losses as
of March 31, 2025.
At
March 31, 2025, the Fund had capital loss carryforwards, which reduce the Fund’s taxable income arising from future net realized
gains on investments, if any, to the extent permitted by the Internal Revenue Code, and thus will reduce the amount of distributions to
shareholders which would otherwise be necessary to relieve the Fund of any liability for federal tax. Pursuant to the Internal Revenue
Code, the character of such capital loss carryforwards is as follows:
|
$10,948,577 |
|
|
$30,463,048 |
|
|
$41,411,625 |
|
|
|
|
|
|
|
Note
7 – Indemnifications
In
the normal course of business, the Fund enters into contracts that provide general indemnifications by the Fund to the counterparty to
the contract. The Fund’s maximum exposure under these arrangements is dependent on future claims that may be made against the Fund
and, therefore, cannot be estimated; however, based on experience, the risk of loss from such claims is considered remote.
Note
8 – New Accounting Pronouncement
In
November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU
2023-07”). ASU 2023-07 is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures
about significant segment expenses, allowing financial statement users to better understand the components of a segment’s profit
or loss and assess potential future cash flows for each reportable segment and the entity as a whole. The amendments expand a public entity’s
segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision
maker, clarifying when an entity may report one or more additional measures to assess segment performance, requiring enhanced interim
disclosures and providing new disclosure requirements for entities with a single reportable segment, among other new disclosure requirements.
The amendments are effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning
after December 15, 2024, and early adoption is permitted. Management has evaluated the impact of adopting ASU 2023-07 with respect
to the financial statements and disclosures and determined there is no material impact for the Fund.
Note
9 – Line of Credit
The
Fund has access to a $25 million secured line of credit through an agreement with U.S. Bank. The Fund may temporarily draw on the line
of credit to satisfy redemption requests or to settle investment transactions. Interest is charged to the Fund based on its borrowings
at a rate per annum equal to the Prime Rate, to be paid monthly. The line of credit was renewed on December 17, 2024 and will mature,
unless renewed, no later than December 16, 2025. During the year ended March 31, 2025, the Fund did not draw on this line of
credit.
NOTE
10 – SECURITIES LENDING
The
Fund may lend securities in its portfolio to approved brokers, dealers and financial institutions under terms of participation in a securities
lending program, which is administered by the U.S. Bank N.A. The securities lending agreement requires that loans are initially collateralized
in an amount equal to at least 102% of the then current market value of any other loaned securities. The custodian performs marking to
market loaned securities and collateral daily. Each borrower is required, if necessary, to deliver additional collateral so that the total
collateral held in the account for all loans of the Funds to the borrower will equal at least 100% of the market value of the loaned securities.
The
cash collateral is invested by the U.S. Bank N.A. in accordance with approved investment guidelines. Those guidelines allow the cash collateral
to be invested in readily marketable, high quality, short-term obligations issued or guaranteed by the United States Government; however,
such investments are subject to risk of payment delays, declines in the value of collateral provided, default on the part of the issuer
or counterparty, or otherwise may not generate
TABLE OF CONTENTS
Bramshill
Income Performance Fund
Notes
to Financial Statements
March
31, 2025(Continued)
sufficient
interest to support the costs associated with securities lending. The Fund could also experience delays in recovering their securities
and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this
risk by contract with the securities lending agent. Additionally, the Fund is subject to the risk of loss from investments that it makes
with the cash received as collateral. The Fund manages credit exposure arising from these lending transactions by, in appropriate circumstances,
entering into master netting agreements and collateral agreements with third-party borrowers that provide the Fund, in the event of default
(such as bankruptcy or a borrower’s failure to pay or perform), the right to net a third-party borrower’s rights and obligations
under such agreement and liquidate and set off collateral against the net amount owed by the counterparty.
The
collateral invested in the Fund, if any, is reflected in the Schedule of Investments and is included in the Statements of Assets and Liabilities
in the line item labeled “Investments, at value.” A liability of equal value to the cash collateral received and subsequently
invested in the Fund is included on the Statements of Assets and Liabilities as “Payable upon return of securities loaned.”
The borrower of any securities will pay the Fund any accrued income while the securities are on loan. The cash collateral received is
invested in a money market fund which is redeemable upon demand. The Fund receives compensation in the form of loan fees owed by borrowers
and income earned on collateral investments and pays a fee to the U.S. Bank N.A. for administering the securities lending program. The
fees and interest income, net of any fees, earned through the securities lending program are reflected as “Securities lending income”
in the Statement of Operations.
Management
has elected not to offset the value of securities on loan and collateral received. As of March 31, 2025, the value of the securities
on loan and payable for collateral due to broker were as follows:
*
|
The cash collateral received was invested in
the First American Government Obligations Fund Class X, with an overnight and continuous maturity, as shown on the Statement of Assets
and Liabilities. |
Note
11 – Subsequent Events
In
preparing these financial statements, the Fund has evaluated events and transactions for potential recognition or disclosure through the
date the financial statements were available to be issued. Subsequent to the year end, the Fund has made the following distributions per
share:
|
|
|
|
|
|
|
4/29/2025 |
|
|
4/30/2025 |
|
|
$0.03269 |
|
|
|
|
|
|
|
Other
than what has been disclosed, there were no other significant subsequent events that would require adjustment or disclosure in these financial
statements.
Note
12 – Principal Risks
Below
is a summary of some, but not all, of the principal risks of investing in the Fund, each of which may adversely affect the Fund’s
net asset value and total return. The Fund’s most recent prospectus provides further descriptions of the Fund’s investment
objective, principal investment strategies and principal risks.
Credit
Risk
If
issuers of fixed income securities in which the Fund invests experience unanticipated financial problems, their issue is likely to decline
in value. Changes in the market’s perception of the issuer’s financial strength or in a security’s credit rating, which
reflects a third party’s assessment of the credit risk presented by a particular issuer, may affect debt securities’ value.
In addition, the Fund is subject to the risk that the issuer of a fixed income security will fail to make timely payments of interest
or principal, or may stop making such payments altogether.
TABLE OF CONTENTS
Bramshill
Income Performance Fund
Notes
to Financial Statements
March
31, 2025(Continued)
Interest
Rate Risk
Interest
rate changes may affect the value of a debt instrument indirectly (especially in the case of fixed rate debt securities) and directly
(especially in the case of instruments whose rates are adjustable). When interest rates increase, fixed income securities generally will
decline in value and, as a result, an increase in interest rates may result in a decrease in the value of debt securities held by the
Fund. Conversely, as interest rates decrease, the prices of fixed income securities tend to increase. The Federal Reserve has raised interest
rates from historically low levels. Any additional interest rate increases in the future may cause the value of fixed-income securities
to decrease.
Financials
Sector Risk
Financial
services companies are subject to extensive governmental regulation that may limit both the amounts and types of loans and other financial
commitments they can make, the interest rates and fees they can charge, the scope of their activities, the prices they can charge, and
the amount of capital they must maintain. Profitability is largely dependent on the availability and cost of capital funds and can fluctuate
significantly when interest rates change or due to increased competition. In addition, deterioration of the credit markets generally may
cause an adverse impact in a broad range of markets, including U.S. and international credit and interbank money markets generally, thereby
affecting a wide range of financial institutions and markets. Certain events in the financials sector may cause an unusually high degree
of volatility in the financial markets, both domestic and foreign, and cause certain financial services companies to incur large losses.
Securities of financial services companies may experience a dramatic decline in value when such companies experience substantial declines
in the valuations of their assets, take action to raise capital (such as the issuance of debt or equity securities), or cease operations.
Credit losses resulting from financial difficulties of borrowers and financial losses associated with investment activities can negatively
impact the sector. Insurance companies may be subject to severe price competition. Adverse economic, business or political developments
could adversely affect financial institutions engaged in mortgage finance or other lending or investing activities directly or indirectly
connected to the value of real estate.
TABLE OF CONTENTS
BRAMSHILL
INCOME PERFORMANCE FUND
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To
the Shareholders of Bramshill Income Performance Fund and
Board
of Trustees of Advisor Managed Portfolios
Opinion
on the Financial Statements
We
have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Bramshill Income Performance
Fund, a series of Advisor Managed Portfolios (the “Fund”) as of March 31, 2025, the related statement of operations for
the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights
for each of the three years in the period then ended, and the related notes (collectively referred to as the “financial statements”).
In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of March 31,
2025, the results of its operations for the year then ended, the changes in net assets for each of the two years in the period then ended,
and the financial highlights for each of the three years in the period then ended, in conformity with accounting principles generally
accepted in the United States of America.
The
Fund’s financial highlights for the years ended March 31, 2022, and prior, were audited by other auditors whose report dated
May 26, 2022, expressed an unqualified opinion on those financial highlights.
Basis
for Opinion
These
financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s
financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board
(United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal
securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We
conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement whether due to error or fraud.
Our
audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or
fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding
the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of March 31,
2025, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures.
Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating
the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
We
have served as the auditor for one or more investment companies within the Trust since 2023.
COHEN
& COMPANY, LTD.
Philadelphia,
Pennsylvania
May
30, 2025
TABLE OF CONTENTS
Bramshill
Income Performance Fund
Additional
Information
March
31, 2025 (Unaudited)
Tax
Information
For
the year ended March 31, 2025, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for
by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as
qualified dividend income was 6.86%.
For
corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the
year ended March 31, 2025 was 6.06%.
The
Percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue
Section 871(k)(2)(C) for the Fund was 0.00%.
Approval
of Investment Advisory Agreement
At
a meeting held on November 20-21, 2024 (the “Meeting”), the Board of Trustees (the “Board” or “Trustees”)
of Advisor Managed Portfolios (the “Trust”), including all Trustees who were not “interested persons” of the Trust
(the “Independent Trustees”), as that term is defined in the Investment Company Act of 1940, considered and approved the continuance
of the investment advisory agreement (the “Advisory Agreement”) with Bramshill Investments, LLC (the “Advisor”)
for the Bramshill Income Performance Fund (the “Fund”).
In
advance of the Meeting, the Board received and reviewed substantial information regarding the Fund, the Advisor, and the services provided
by the Advisor to the Fund under the Advisory Agreement, including information about the portfolio managers, the resources of the Advisor,
and the Fund’s performance and advisory fee. This information formed the primary (but not exclusive) basis for the Board’s
determinations. The Trustees considered the review of the Advisory Agreement to be an ongoing process and employed the accumulated information,
knowledge, and experience they had gained with the Advisor. The information prepared specifically for the review of the Advisory Agreement
supplemented the information provided to the Trustees throughout the year related to the Advisor and the Fund. The Board and its committees
met regularly during the year and the information provided and topics discussed at such meetings were relevant to the Board’s review
of the Advisory Agreement. Some of these reports and other data included, among other things, materials that outlined the investment performance
of the Fund; compliance, regulatory, and risk management matters; the trading practices of the Advisor; valuation of investments; fund
expenses; and overall market and regulatory developments. The Independent Trustees were advised by independent legal counsel during the
review process, including meeting in executive sessions with such counsel without representatives from the Advisor present. In connection
with their review, the Independent Trustees also received a memorandum from independent legal counsel outlining their fiduciary duties
and legal standards in reviewing the Advisory Agreement.
In
considering the Advisory Agreement, the Board considered the following factors and made the following determinations. In its deliberations,
the Board did not identify any single factor or piece of information as all important, controlling, or determinative of its decision,
and each Trustee may have attributed different weights to the various factors and information.
• |
In considering the nature, extent and quality
of the services provided by the Advisor, the Trustees considered the Advisor’s specific responsibilities in all aspects of the day-to-day
management of the Fund, as well as the qualifications, experience and responsibilities of the portfolio managers and other key personnel
who are involved in the day-to-day activities of the Fund. The Board considered the Advisor’s resources and compliance structure,
including information regarding its compliance program, chief compliance officer and compliance record and its disaster recovery/business
continuity plan. The Board also considered its knowledge of the Advisor’s operations, and noted that during the course of the year
the Trustees met with the Advisor to discuss the Fund’s performance, the Advisor’s investment outlook, various marketing and
compliance topics, and the Advisor’s risk management process. The Board concluded that the Advisor had sufficient quality and depth
of personnel, resources, investment methods and compliance policies and procedures essential to performing its duties under the Advisory
Agreement and that, in the Board’s view, the nature, overall quality, and extent of the management services provided were satisfactory
and reliable. |
• |
In assessing the quality of the portfolio management
delivered by the Advisor, the Board considered the Fund’s performance on both an absolute basis and in comparison to its peer groups
(a larger group category and a smaller, focused group), based on information provided by an independent consulting firm, and to its |
TABLE OF CONTENTS
Bramshill
Income Performance Fund
Additional
Information
March
31, 2025 (Unaudited)(Continued)
benchmark
index. The Board considered that the Fund outperformed the Bloomberg US Aggregate Bond Index for the one-, three-, and five-year periods
ended June 30, 2024. The Board also considered that the Fund outperformed both its peer groups for the one-, three-, and five-year
periods ended September 30, 2024.
• |
The Trustees reviewed the cost of the Advisor’s
services, and the structure and level of the advisory fee payable by the Fund, including a comparison of the fee to fees payable by its
peer groups (a larger group category and a smaller, focused group), based on information provided by an independent consulting firm. The
Trustees noted that the advisory fee was below the focused peer group average and was in the fourth quartile of the peer group out of
four quartiles (a higher quartile number indicates a lower advisory fee). The Trustees also noted that the Fund’s total expense
ratio, both gross and net, was below both the focused peer group averages and the larger peer group averages and was in the fourth quartile
of the focused peer group out of four quartiles (a higher quartile number indicates lower expenses). After reviewing the materials that
were provided, the Board concluded that the advisory fee was fair and reasonable in light of the services provided. |
• |
In considering whether economies of scale have
been achieved, the Trustees reviewed the Fund’s fee structure and asset level. The Trustees concluded that they will have the opportunity
to periodically reexamine whether economies of scale have been achieved. |
• |
The Trustees considered the profitability of
the Advisor from managing the Fund. In assessing the Advisor’s profitability, the Trustees reviewed the analysis provided by the
Advisor and took into account both the direct and indirect benefits to the Advisor from managing the Fund. The Trustees concluded that
the Advisor’s profits from managing the Fund were not excessive and, after a review of the relevant financial information, that
the Advisor appeared to have adequate capitalization and/or would maintain adequate profit levels to support the Fund. |
Changes
in and Disagreements with Accountants for Open-End Investment Companies
There
were no changes in or disagreements with accountants during the period covered by this report.
Proxy
Disclosure for Open-End Investment Companies
There
were no matters submitted to a vote of shareholders during the period covered by this report.
Remuneration
Paid to Directors, Officers, and Others for Open-End Investment Companies
See
Financial Statements.
Statement
Regarding Basis for Approval of Investment Advisory Contract
See
Financial Statements.
|
(b) |
Financial Highlights are included within the financial statements filed under Item 7 of this Form. |
Item 8.
Changes in and Disagreements with Accountants for Open-End Investment Companies.
See Item 7(a).
Item 9.
Proxy Disclosure for Open-End Investment Companies.
See Item 7(a).
Item 10.
Remuneration Paid to Directors, Officers, and Others of Open-End Investment Companies.
See Item 7(a).
Item 11.
Statement Regarding Basis for Approval of Investment Advisory Contract.
See Item 7(a).
Item 12.
Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable to open-end investment
companies.
Item 13. Portfolio Managers
of Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 14.
Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable to open-end investment companies.
Item 15. 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 16. Controls and Procedures.
|
(a) |
The Registrant’s Principal Executive Officer and Principal Financial Officer have reviewed the Registrant’s disclosure controls
and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days
of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange
Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring
that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known
to them by others within the Registrant and by the Registrant’s service provider. |
|
(b) |
There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act)
that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the
Registrant’s internal control over financial reporting. |
Item 17. Disclosure of Securities
Lending Activities for Closed-End Management Investment Companies
Not applicable to open-end investment companies.
Item 18. Recovery of Erroneously
Awarded Compensation.
Not applicable
Item 19. Exhibits.
(2) Any policy required by the listing standards adopted pursuant
to Rule 10D-1 under the Exchange Act (17 CFR 240.10D-1) by the registered national securities exchange or registered national securities
association upon which the registrant’s securities are listed. Not Applicable.
(3) A separate certification
for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Investment
Company Act of 1940 (17 CFR 270.30a-2(a)). Filed herewith.
(4) 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
(5) Change in the registrant’s independent public accountant. Provide the information called for by Item 4 of Form 8-K under the Exchange Act (17 CFR 249.308). Unless otherwise specified by Item 4, or related to and necessary for a complete understanding of information not previously disclosed, the information should relate to events occurring during the reporting period. Not applicable to open-end investment companies.
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.
|
Advisor Managed Portfolios |
|
|
By |
/s/ Russell B. Simon |
|
|
|
Russell B. Simon, President/Principal Executive Officer |
|
Pursuant to the requirements of the Securities Exchange
Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant
and in the capacities and on the dates indicated.
|
By |
/s/
Russell B. Simon |
|
|
|
Russell B. Simon, President/Principal Executive
Officer |
|
|
By |
Eric
T. McCormick |
|
|
|
Eric T. McCormick, Treasurer/Principal Financial
Officer |
|