Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

Lyrical U.S. Value Equity Fund

Institutional Class (LYRIX)

Semi-Annual Shareholder Report - May 31, 2025

Fund Overview

This semi-annual shareholder report contains important information about Lyrical U.S. Value Equity Fund for the period of December 1, 2024 to May 31, 2025. You can find additional information about the Fund at www.lyricalvaluefunds.com. You can also request this information by contacting us at (888) 884-8099.

What were the Fund’s annualized costs for the last six months?

(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	$49	0.99%

How did the Fund perform during the reporting period?

The Fund performed well during the reporting period, especially given the market environment. Our returns exceeded those of the S&P 500^® Index, which was no easy task given how much of the index's returns were driven by mega cap growth stocks. In fact, mega cap growth stocks had such a large impact on the S&P 500^® Index return; it outperformed the S&P 500^® Equal Weight index by 3.6 percentage points.

For the reporting period, the three positions that most positively impacted performance were: NRG Energy, Inc. (NRG) up 55%, Johnson Controls International plc (JCI) up 22%, and Uber Technologies, Inc. (UBER) up 17%. On the other side, the three positions that most negatively impacted performance were: Global Payments, Inc. (GPN) down 36%, United Rentals, Inc. (URI) down 18%, and Corpay, Inc. (CNC) down 15%.

The portfolio remains attractively valued with a price-to-earnings (P/E) ratio of 12.4 times next twelve months consensus earnings at period end. On this same basis the S&P 500^® Index had a valuation of 21.5 times earnings, a premium of 73% to the Fund.

What is uncommon about our portfolio is not only its low valuation but also its attractive growth. Throughout our history our portfolios have had a discounted P/E to the S&P 500^® Index with comparable growth. Currently, our growth profile is much better than that, with not just comparable growth, but superior growth. In fact, this continues to be one of the best growth profiles in our firm’s history.

How has the Fund performed over the last 10 years?

Total Return Based on $100,000 Investment

Chart showing performance over last 10 years or since inception

	Lyrical U.S. Value Equity Fund - Institutional Class	S&P 500^® Index
May-2015	$100,000	$100,000
May-2016	$91,763	$101,716
May-2017	$111,329	$119,484
May-2018	$118,234	$136,671
May-2019	$101,331	$141,841
May-2020	$94,978	$160,050
May-2021	$167,650	$224,579
May-2022	$159,827	$223,907
May-2023	$144,770	$230,448
May-2024	$197,845	$295,404
May-2025	$222,586	$335,352

Average Annual Total Returns

	1 Year	5 Years	10 Years
Lyrical U.S. Value Equity Fund - Institutional Class	12.51%	18.57%	8.33%
S&P 500^® Index	13.52%	15.94%	12.86%

Past performance is not necessarily indicative of future results. The graph and table do not reflect the deduction of taxes that a shareholder would pay on fund distributions or redemption of fund shares.

Fund Statistics

Net Assets$1,050,349,358
Number of Portfolio Holdings34
Advisory Fee (net of waivers & recoupments)$4,518,656
Portfolio Turnover10%

Asset Weighting (% of total investments)

Value	Value
Common Stocks	98.3%
Money Market Funds	1.7%

What did the Fund invest in?

Sector Weighting (% of net assets)

Value	Value
Other Assets in Excess of Liabilities	0.2%
Money Market Funds	1.7%
Materials	1.7%
Energy	3.7%
Utilities	7.1%
Communications	9.1%
Consumer Discretionary	9.7%
Health Care	11.2%
Industrials	12.9%
Financials	15.5%
Technology	27.2%

Top 10 Holdings (% of net assets)

Holding Name	% of Net Assets
NRG Energy, Inc.	7.1%
United Rentals, Inc.	5.7%
Johnson Controls International plc	5.5%
Uber Technologies, Inc.	4.9%
Fidelity National Information Services, Inc.	4.8%
eBay, Inc.	4.6%
Corpay, Inc.	4.4%
Ameriprise Financial, Inc.	4.3%
AerCap Holdings N.V.	4.3%
Expedia Group, Inc.	4.2%

Material Fund Changes

No material changes occurred during the period ended May 31, 2025.

Lyrical U.S. Value Equity Fund - Institutional Class (LYRIX)

Semi-Annual Shareholder Report - May 31, 2025

Where can I find additional information about the Fund?

Additional information is available on the Fund's website (www.lyricalvaluefunds.com), including its:

Prospectus
Financial information
Holdings
Proxy voting information

TSR-SAR 053125-LYRIX

Lyrical U.S. Value Equity Fund

Investor Class (LYRBX)

Semi-Annual Shareholder Report - May 31, 2025

Fund Overview

What were the Fund’s annualized costs for the last six months?

(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
Investor Class	$61	1.24%

How did the Fund perform during the reporting period?

How has the Fund performed over the last 10 years?

Total Return Based on $10,000 Investment

	Lyrical U.S. Value Equity Fund - Investor Class	S&P 500^® Index
May-2015	$10,000	$10,000
May-2016	$9,146	$10,172
May-2017	$11,058	$11,948
May-2018	$11,704	$13,667
May-2019	$9,992	$14,184
May-2020	$9,348	$16,005
May-2021	$16,455	$22,458
May-2022	$15,640	$22,391
May-2023	$14,132	$23,045
May-2024	$19,273	$29,540
May-2025	$21,633	$33,535

Average Annual Total Returns

	1 Year	5 Years	10 Years
Lyrical U.S. Value Equity Fund - Investor Class	12.25%	18.27%	8.02%
S&P 500^® Index	13.52%	15.94%	12.86%

Fund Statistics

Net Assets$1,050,349,358
Number of Portfolio Holdings34
Advisory Fee (net of waivers & recoupments)$4,518,656
Portfolio Turnover10%

Asset Weighting (% of total investments)

Value	Value
Common Stocks	98.3%
Money Market Funds	1.7%

What did the Fund invest in?

Sector Weighting (% of net assets)

Value	Value
Other Assets in Excess of Liabilities	0.2%
Money Market Funds	1.7%
Materials	1.7%
Energy	3.7%
Utilities	7.1%
Communications	9.1%
Consumer Discretionary	9.7%
Health Care	11.2%
Industrials	12.9%
Financials	15.5%
Technology	27.2%

Top 10 Holdings (% of net assets)

Holding Name	% of Net Assets
NRG Energy, Inc.	7.1%
United Rentals, Inc.	5.7%
Johnson Controls International plc	5.5%
Uber Technologies, Inc.	4.9%
Fidelity National Information Services, Inc.	4.8%
eBay, Inc.	4.6%
Corpay, Inc.	4.4%
Ameriprise Financial, Inc.	4.3%
AerCap Holdings N.V.	4.3%
Expedia Group, Inc.	4.2%

Material Fund Changes

No material changes occurred during the period ended May 31, 2025.

Lyrical U.S. Value Equity Fund - Investor Class (LYRBX)

Semi-Annual Shareholder Report - May 31, 2025

Where can I find additional information about the Fund?

Additional information is available on the Fund's website (www.lyricalvaluefunds.com), including its:

Prospectus
Financial information
Holdings
Proxy voting information

TSR-SAR 053125-LYRBX

Lyrical U.S. Value Equity Fund

A Class (LYRAX)

Semi-Annual Shareholder Report - May 31, 2025

Fund Overview

What were the Fund’s annualized costs for the last six months?

(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
A Class	$61	1.24%

How did the Fund perform during the reporting period?

How has the Fund performed since inception?

Total Return Based on $10,000 Investment*

	Lyrical U.S. Value Equity Fund - A Class	S&P 500^® Index
Jul-2022	$9,426	$10,000
May-2023	$9,851	$11,081
May-2024	$13,428	$14,205
May-2025	$15,072	$16,126

Average Annual Total Returns

	1 Year	Since Inception (July 5, 2022)
Lyrical U.S. Value Equity Fund - A Class
Without Load	12.24%	17.54%
With Load*	5.78%	15.17%
S&P 500^® Index	13.52%	17.88%

* Reflects the maximum sales charge applicable to A Class.

Fund Statistics

Net Assets$1,050,349,358
Number of Portfolio Holdings34
Advisory Fee (net of waivers & recoupments)$4,518,656
Portfolio Turnover10%

Asset Weighting (% of total investments)

Value	Value
Common Stocks	98.3%
Money Market Funds	1.7%

What did the Fund invest in?

Sector Weighting (% of net assets)

Value	Value
Other Assets in Excess of Liabilities	0.2%
Money Market Funds	1.7%
Materials	1.7%
Energy	3.7%
Utilities	7.1%
Communications	9.1%
Consumer Discretionary	9.7%
Health Care	11.2%
Industrials	12.9%
Financials	15.5%
Technology	27.2%

Top 10 Holdings (% of net assets)

Holding Name	% of Net Assets
NRG Energy, Inc.	7.1%
United Rentals, Inc.	5.7%
Johnson Controls International plc	5.5%
Uber Technologies, Inc.	4.9%
Fidelity National Information Services, Inc.	4.8%
eBay, Inc.	4.6%
Corpay, Inc.	4.4%
Ameriprise Financial, Inc.	4.3%
AerCap Holdings N.V.	4.3%
Expedia Group, Inc.	4.2%

Material Fund Changes

No material changes occurred during the period ended May 31, 2025.

Lyrical U.S. Value Equity Fund - A Class (LYRAX)

Semi-Annual Shareholder Report - May 31, 2025

Where can I find additional information about the Fund?

Additional information is available on the Fund's website (www.lyricalvaluefunds.com), including its:

Prospectus
Financial information
Holdings
Proxy voting information

TSR-SAR 053125-LYRAX

Lyrical U.S. Value Equity Fund

C Class (LYRCX)

Semi-Annual Shareholder Report - May 31, 2025

Fund Overview

What were the Fund’s annualized costs for the last six months?

(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
C Class	$98	1.99%

How did the Fund perform during the reporting period?

How has the Fund performed since inception?

Total Return Based on $10,000 Investment

	Lyrical U.S. Value Equity Fund - C Class	S&P 500^® Index
Jul-2022	$10,000	$10,000
May-2023	$10,378	$11,081
May-2024	$14,047	$14,205
May-2025	$15,651	$16,126

Average Annual Total Returns

	1 Year	Since Inception (July 5, 2022)
Lyrical U.S. Value Equity Fund - C Class
Without CDSC	11.42%	16.68%
With CDSC	10.42%	16.68%
S&P 500^® Index	13.52%	17.88%

Fund Statistics

Net Assets$1,050,349,358
Number of Portfolio Holdings34
Advisory Fee (net of waivers & recoupments)$4,518,656
Portfolio Turnover10%

Asset Weighting (% of total investments)

Value	Value
Common Stocks	98.3%
Money Market Funds	1.7%

What did the Fund invest in?

Sector Weighting (% of net assets)

Value	Value
Other Assets in Excess of Liabilities	0.2%
Money Market Funds	1.7%
Materials	1.7%
Energy	3.7%
Utilities	7.1%
Communications	9.1%
Consumer Discretionary	9.7%
Health Care	11.2%
Industrials	12.9%
Financials	15.5%
Technology	27.2%

Top 10 Holdings (% of net assets)

Holding Name	% of Net Assets
NRG Energy, Inc.	7.1%
United Rentals, Inc.	5.7%
Johnson Controls International plc	5.5%
Uber Technologies, Inc.	4.9%
Fidelity National Information Services, Inc.	4.8%
eBay, Inc.	4.6%
Corpay, Inc.	4.4%
Ameriprise Financial, Inc.	4.3%
AerCap Holdings N.V.	4.3%
Expedia Group, Inc.	4.2%

Material Fund Changes

No material changes occurred during the period ended May 31, 2025.

Lyrical U.S. Value Equity Fund - C Class (LYRCX)

Semi-Annual Shareholder Report - May 31, 2025

Where can I find additional information about the Fund?

Additional information is available on the Fund's website (www.lyricalvaluefunds.com), including its:

Prospectus
Financial information
Holdings
Proxy voting information

TSR-SAR 053125-LYRCX

Lyrical International Value Equity Fund

Institutional Class (LYRWX)

Semi-Annual Shareholder Report - May 31, 2025

Fund Overview

This semi-annual shareholder report contains important information about Lyrical International Value Equity Fund for the period of December 1, 2024 to May 31, 2025. You can find additional information about the Fund at www.lyricalvaluefunds.com. You can also request this information by contacting us at (888) 884-8099.

What were the Fund’s annualized costs for the last six months?

(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	$58	1.08%

How did the Fund perform during the reporting period?

The Fund was up 16.4% during the reporting period, driven by a combination of multiple expansion and earnings growth. The MSCI EAFE Index was up 14.2% during the period and the MSCI EAFE Equal-Weighted Index was up 14.1%.

For the reporting period, the three positions that most positively impacted performance were: Euronext N.V. (ENX-FR) up 49%, Nintendo Company Ltd.(NTDOY-US) up 40%, and SPIE S.A. (SPIE-FR) up 64%. On the other side, the three positions that most negatively impacted performance were: Ashtead Group plc (AHT-LON) down 27%, Evolution AB (EVO-SE) down 18%, and Suncor Energy, Inc. (SU-CA) down 8%.

Even after strong returns in the period, the portfolio remains attractively valued. The price-to-earnings (P/E) ratio ended the period at 11.7x times the next twelve months consensus earnings. The MSCI EAFE Index had a valuation of 14.8x times earnings on this same basis, a premium of 26% to the Fund.

In addition to an attractive valuation, our Fund also has had superior earnings growth. Since 2012, the companies in our portfolio have grown their EPS at a 7.3% annualized rate, compared to the MSCI EAFE Index at 5.9%.

How has the Fund performed since inception?

Total Return Based on $100,000 Investment

	Lyrical International Value Equity Fund - Institutional Class	MSCI EAFE Index
Mar-2020	$100,000	$100,000
May-2020	$86,900	$95,200
May-2021	$136,568	$131,770
May-2022	$118,957	$118,093
May-2023	$120,448	$121,708
May-2024	$140,066	$144,256
May-2025	$156,479	$163,484

Average Annual Total Returns

	1 Year	5 Years	Since Inception (March 2, 2020)
Lyrical International Value Equity Fund - Institutional Class	11.72%	12.48%	8.91%
MSCI EAFE Index	13.33%	11.42%	9.82%

What did the Fund invest in?

Sector Weighting (% of net assets)

Value	Value
Other Assets in Excess of Liabilities	2.8%
Money Market Funds	1.4%
Consumer Staples	3.2%
Communications	3.8%
Health Care	4.0%
Consumer Discretionary	8.0%
Materials	8.4%
Energy	9.3%
Financials	12.4%
Technology	20.7%
Industrials	26.0%

Fund Statistics

Net Assets$2,437,900
Number of Portfolio Holdings31
Advisory Fee (net of waivers)$0
Portfolio Turnover10%

Asset Weighting (% of total investments)

Value	Value
Common Stocks	98.6%
Money Market Funds	1.4%

Country Weighting (% of net assets)

Value	Value
United States	1.4%
Sweden	2.7%
South Korea	2.9%
Finland	3.1%
Jersey	3.2%
Hong Kong	3.2%
Belgium	3.5%
United Kingdom	7.4%
Germany	7.7%
Switzerland	8.3%
Netherlands	8.7%
Canada	9.6%
Japan	16.0%
France	19.5%

Top 10 Holdings (% of net assets)

Holding Name	% of Net Assets
Johnson Controls International plc	4.7%
AerCap Holdings N.V.	4.6%
Sony Group Corporation	4.6%
Nintendo Company Ltd. - ADR	4.4%
Renesas Electronics Corporation	4.2%
Euronext N.V.	4.1%
SPIE S.A.	4.0%
Fresenius SE & Company KGaA	4.0%
Rexel S.A.	3.9%
Bollore SE	3.8%

Material Fund Changes

No material changes occurred during the period ended May 31, 2025.

Where can I find additional information about the Fund?

Additional information is available on the Fund's website (www.lyricalvaluefunds.com), including its:

Prospectus
Financial information
Holdings
Proxy voting information

Lyrical International Value Equity Fund - Institutional Class (LYRWX)

Semi-Annual Shareholder Report - May 31, 2025

TSR-SAR 053125-LYRWX

Lyrical International Value Equity Fund

Investor Class (LYRNX)

Semi-Annual Shareholder Report - May 31, 2025

Fund Overview

What were the Fund’s annualized costs for the last six months?

(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
Investor Class	$77	1.42%

How did the Fund perform during the reporting period?

How has the Fund performed since inception?

Total Return Based on $10,000 Investment

	Lyrical International Value Equity Fund - Investor Class	MSCI EAFE Index
Mar-2020	$10,000	$10,000
May-2020	$8,680	$9,520
May-2021	$13,615	$13,177
May-2022	$11,836	$11,809
May-2023	$11,955	$12,171
May-2024	$13,863	$14,426
May-2025	$15,465	$16,348

Average Annual Total Returns

	1 Year	5 Years	Since Inception (March 2, 2020)
Lyrical International Value Equity Fund - Investor Class	11.56%	12.24%	8.66%
MSCI EAFE Index	13.33%	11.42%	9.82%

What did the Fund invest in?

Sector Weighting (% of net assets)

Value	Value
Other Assets in Excess of Liabilities	2.8%
Money Market Funds	1.4%
Consumer Staples	3.2%
Communications	3.8%
Health Care	4.0%
Consumer Discretionary	8.0%
Materials	8.4%
Energy	9.3%
Financials	12.4%
Technology	20.7%
Industrials	26.0%

Fund Statistics

Net Assets$2,437,900
Number of Portfolio Holdings31
Advisory Fee (net of waivers)$0
Portfolio Turnover10%

Asset Weighting (% of total investments)

Value	Value
Common Stocks	98.6%
Money Market Funds	1.4%

Country Weighting (% of net assets)

Value	Value
United States	1.4%
Sweden	2.7%
South Korea	2.9%
Finland	3.1%
Jersey	3.2%
Hong Kong	3.2%
Belgium	3.5%
United Kingdom	7.4%
Germany	7.7%
Switzerland	8.3%
Netherlands	8.7%
Canada	9.6%
Japan	16.0%
France	19.5%

Top 10 Holdings (% of net assets)

Holding Name	% of Net Assets
Johnson Controls International plc	4.7%
AerCap Holdings N.V.	4.6%
Sony Group Corporation	4.6%
Nintendo Company Ltd. - ADR	4.4%
Renesas Electronics Corporation	4.2%
Euronext N.V.	4.1%
SPIE S.A.	4.0%
Fresenius SE & Company KGaA	4.0%
Rexel S.A.	3.9%
Bollore SE	3.8%

Material Fund Changes

No material changes occurred during the period ended May 31, 2025.

Where can I find additional information about the Fund?

Additional information is available on the Fund's website (www.lyricalvaluefunds.com), including its:

Prospectus
Financial information
Holdings
Proxy voting information

Lyrical International Value Equity Fund - Investor Class (LYRNX)

Semi-Annual Shareholder Report - May 31, 2025

TSR-SAR 053125-LYRNX

Lyrical International Value Equity Fund

A Class (LYRVX)

Semi-Annual Shareholder Report - May 31, 2025

Fund Overview

What were the Fund’s annualized costs for the last six months?

(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
A Class	$77	1.42%

How did the Fund perform during the reporting period?

How has the Fund performed since inception?

Total Return Based on $10,000 Investment*

	Lyrical International Value Equity Fund - A Class	MSCI EAFE Index
Jul-2022	$9,424	$10,000
May-2023	$10,870	$11,614
May-2024	$12,613	$13,766
May-2025	$14,065	$15,601

Average Annual Total Returns

	1 Year	Since Inception (July 5, 2022)
Lyrical International Value Equity Fund - A Class
Without Load	11.52%	14.78%
With Load*	5.09%	12.46%
MSCI EAFE Index	13.33%	16.55%

* Reflects the maximum sales charge applicable to A Class.

What did the Fund invest in?

Sector Weighting (% of net assets)

Value	Value
Other Assets in Excess of Liabilities	2.8%
Money Market Funds	1.4%
Consumer Staples	3.2%
Communications	3.8%
Health Care	4.0%
Consumer Discretionary	8.0%
Materials	8.4%
Energy	9.3%
Financials	12.4%
Technology	20.7%
Industrials	26.0%

Fund Statistics

Net Assets$2,437,900
Number of Portfolio Holdings31
Advisory Fee (net of waivers)$0
Portfolio Turnover10%

Asset Weighting (% of total investments)

Value	Value
Common Stocks	98.6%
Money Market Funds	1.4%

Country Weighting (% of net assets)

Value	Value
United States	1.4%
Sweden	2.7%
South Korea	2.9%
Finland	3.1%
Jersey	3.2%
Hong Kong	3.2%
Belgium	3.5%
United Kingdom	7.4%
Germany	7.7%
Switzerland	8.3%
Netherlands	8.7%
Canada	9.6%
Japan	16.0%
France	19.5%

Top 10 Holdings (% of net assets)

Holding Name	% of Net Assets
Johnson Controls International plc	4.7%
AerCap Holdings N.V.	4.6%
Sony Group Corporation	4.6%
Nintendo Company Ltd. - ADR	4.4%
Renesas Electronics Corporation	4.2%
Euronext N.V.	4.1%
SPIE S.A.	4.0%
Fresenius SE & Company KGaA	4.0%
Rexel S.A.	3.9%
Bollore SE	3.8%

Material Fund Changes

Effective June 5, 2025, the Lyrical International Value Equity Fund terminated the public offering of its A Class and C Class shares and discontinued the operations of the A Class and C Class shares of the Fund effective June 30, 2025. The A Class and C Class shares of the Fund are no longer available for purchase and, at the close of business on June 30, 2025, all outstanding A Class and C Class shares of the Fund were redeemed at the net asset value per share of A Class and C Class shares, respectively.

Where can I find additional information about the Fund?

Additional information is available on the Fund's website (www.lyricalvaluefunds.com), including its:

Prospectus
Financial information
Holdings
Proxy voting information

Lyrical International Value Equity Fund - A Class (LYRVX)

Semi-Annual Shareholder Report - May 31, 2025

TSR-SAR 053125-LYRVX

Lyrical International Value Equity Fund

C Class (LYRZX)

Semi-Annual Shareholder Report - May 31, 2025

Fund Overview

What were the Fund’s annualized costs for the last six months?

(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
C Class	$117	2.17%

How did the Fund perform during the reporting period?

How has the Fund performed since inception?

Total Return Based on $10,000 Investment

	Lyrical International Value Equity Fund - C Class	MSCI EAFE Index
Jul-2022	$10,000	$10,000
May-2023	$11,454	$11,614
May-2024	$13,194	$13,766
May-2025	$14,602	$15,601

Average Annual Total Returns

	1 Year	Since Inception (July 5, 2022)
Lyrical International Value Equity Fund - C Class
Without CDSC	10.68%	13.92%
With CDSC	9.68%	13.92%
MSCI EAFE Index	13.33%	16.55%

What did the Fund invest in?

Sector Weighting (% of net assets)

Value	Value
Other Assets in Excess of Liabilities	2.8%
Money Market Funds	1.4%
Consumer Staples	3.2%
Communications	3.8%
Health Care	4.0%
Consumer Discretionary	8.0%
Materials	8.4%
Energy	9.3%
Financials	12.4%
Technology	20.7%
Industrials	26.0%

Fund Statistics

Net Assets$2,437,900
Number of Portfolio Holdings31
Advisory Fee (net of waivers)$0
Portfolio Turnover10%

Asset Weighting (% of total investments)

Value	Value
Common Stocks	98.6%
Money Market Funds	1.4%

Country Weighting (% of net assets)

Value	Value
United States	1.4%
Sweden	2.7%
South Korea	2.9%
Finland	3.1%
Jersey	3.2%
Hong Kong	3.2%
Belgium	3.5%
United Kingdom	7.4%
Germany	7.7%
Switzerland	8.3%
Netherlands	8.7%
Canada	9.6%
Japan	16.0%
France	19.5%

Top 10 Holdings (% of net assets)

Holding Name	% of Net Assets
Johnson Controls International plc	4.7%
AerCap Holdings N.V.	4.6%
Sony Group Corporation	4.6%
Nintendo Company Ltd. - ADR	4.4%
Renesas Electronics Corporation	4.2%
Euronext N.V.	4.1%
SPIE S.A.	4.0%
Fresenius SE & Company KGaA	4.0%
Rexel S.A.	3.9%
Bollore SE	3.8%

Material Fund Changes

Where can I find additional information about the Fund?

Additional information is available on the Fund's website (www.lyricalvaluefunds.com), including its:

Prospectus
Financial information
Holdings
Proxy voting information

Lyrical International Value Equity Fund - C Class (LYRZX)

Semi-Annual Shareholder Report - May 31, 2025

TSR-SAR 053125-LYRZX

Q3 All-Season Systematic Opportunities Fund

Institutional Class (QASOX)

Semi-Annual Shareholder Report - May 31, 2025

Fund Overview

This semi-annual shareholder report contains important information about Q3 All-Season Systematic Opportunities Fund (the "Fund") for the period of December 1, 2024 to May 31, 2025. You can find additional information about the Fund at https://www.q3allseasonfunds.com/funds/. You can also request this information by contacting us at (855) 784-2399.

What were the Fund’s annualized costs for the last six months?

(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	$67	1.29%

How did the Fund perform during the reporting period?

The Q3 All-Season Systematic Opportunities Fund continues to perform as designed – generating positive returns over any market environment. For the most recent six-month period, the Fund was able to harness volatility in the equity markets by entering into short-term trades as equities dipped. The Fund attempts to take advantage of this “mean-reversion” in the markets, as such dips are often followed by significant, short-term, upward bounces.

Over the last six months, the Fund was invested in equities (S&P 500^® and NASDAQ 100 Index positions) approximately 40% of the time, and registered gains with considerably less risk than the equity markets as a whole. Equity positions consisted of holdings in the S&P 500^® and NASDAQ 100 Index futures. During sustained, bullish moves in equities, the Fund will tend to have fewer trades as it looks for buying opportunities on short-term moves to the downside.

Given that there were fewer meaningful pullbacks in equities over the period, the Fund maintained larger than normal defensive positions (money market funds) while it waited for opportunities to enter the equity markets. Currently, these defensive positions are generating an annual yield of just under 4.0%. As such, the Fund has the ability to earn healthy yields when it is waiting for potential equity trades.

How has the Fund performed since inception?

Total Return Based on $100,000 Investment

	Q3 All-Season Systematic Opportunities Fund - Institutional Class	Bloomberg U.S. Aggregate Bond Index	Dow Jones Moderate Portfolio Index
Dec-2019	$100,000	$100,000	$100,000
May-2020	$86,300	$105,385	$94,569
May-2021	$111,200	$104,959	$119,739
May-2022	$100,327	$96,329	$109,822
May-2023	$101,814	$94,265	$107,927
May-2024	$113,292	$95,495	$121,258
May-2025	$123,942	$100,709	$133,172

Average Annual Total Returns

	1 Year	5 Years	Since Inception (December 30, 2019)
Q3 All-Season Systematic Opportunities Fund - Institutional Class	9.40%	7.51%	4.04%
Bloomberg U.S. Aggregate Bond Index	5.46%	-0.90%	0.13%
Dow Jones Moderate Portfolio Index	9.83%	7.09%	5.43%

Fund Statistics

Net Assets$186,116,837
Number of Portfolio Holdings2
Advisory Fee (net of recoupments)$879,221
Portfolio Turnover2,676%

What did the Fund invest in?

Sector Weighting (% of net assets)

Value	Value
Other Assets in Excess of Liabilities	21.5%
Money Market	78.5%

Material Fund Changes

No material changes occurred during the period ended May 31, 2025.

Q3 All-Season Systematic Opportunities Fund - Institutional Class (QASOX)

Semi-Annual Shareholder Report - May 31, 2025

Where can I find additional information about the Fund?

Additional information is available on the Fund's website (https://www.q3allseasonfunds.com/funds/), including its:

Prospectus
Financial information
Holdings
Proxy voting information

TSR-SAR 053125-QASOX

Q3 All-Season Systematic Opportunities Fund

C Class (QCSOX)

Semi-Annual Shareholder Report - May 31, 2025

Fund Overview

What were the Fund’s annualized costs for the last six months?

(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
C Class	$142	2.74%

How did the Fund perform during the reporting period?

How has the Fund performed since inception?

Total Return Based on $10,000 Investment

	Q3 All-Season Systematic Opportunities Fund - C Class	Bloomberg U.S. Aggregate Bond Index	Dow Jones Moderate Portfolio Index
Oct-2024	$10,000	$10,000	$10,000
May-2025	$10,926	$10,073	$10,237

Average Annual Total Returns

	Since Inception (October 18, 2024)
Q3 All-Season Systematic Opportunities Fund - C Class	9.26%
Bloomberg U.S. Aggregate Bond Index	0.73%
Dow Jones Moderate Portfolio Index	2.37%

Fund Statistics

Net Assets$186,116,837
Number of Portfolio Holdings2
Advisory Fee (net of recoupments)$879,221
Portfolio Turnover2,676%

What did the Fund invest in?

Sector Weighting (% of net assets)

Value	Value
Other Assets in Excess of Liabilities	21.5%
Money Market	78.5%

Material Fund Changes

No material changes occurred during the period ended May 31, 2025.

Q3 All-Season Systematic Opportunities Fund - C Class (QCSOX)

Semi-Annual Shareholder Report - May 31, 2025

Where can I find additional information about the Fund?

Additional information is available on the Fund's website (https://www.q3allseasonfunds.com/funds/), including its:

Prospectus
Financial information
Holdings
Proxy voting information

TSR-SAR 053125-QCSOX

Q3 All-Season Tactical Fund

Institutional Class (QAITX)

Semi-Annual Shareholder Report - May 31, 2025

Fund Overview

This semi-annual shareholder report contains important information about Q3 All-Season Tactical Fund (the "Fund") for the period of December 1, 2024 to May 31, 2025. You can find additional information about the Fund at https://www.q3allseasonfunds.com/funds/. You can also request this information by contacting us at (855) 784-2399.

What were the Fund’s annualized costs for the last six months?

(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	$83	1.73%

How did the Fund perform during the reporting period?

For the last six months, performance for the Q3 All-Season Tactical Fund was primarily due to the exposure it had to NASDAQ 100 Index funds. The Fund’s quantitative indicators strongly suggested a continuation of the uptrend in that index which had developed during the second half of 2024. Strength in the technology sector propelled the NASDAQ to new highs into February. As such, the Fund maintained significant exposure to the index for the first few months of the year.

As the technology sector began to struggle in late February, the Fund remained invested since the overall trend was deemed to still be intact. After several weeks of volatility and largely downside moves in the NASDAQ, the Fund began to lighten its exposure and shift a portion of its assets to Treasury bond positions (long and inverse) and money markets. This proved to be a prescient move as the NASDAQ continued to decline into mid-April.

Just as quickly as the market fell, though, it shot back up from its lows in April and moved strongly higher into the end of May. Due to the depth of the decline, and the accompanying volatility, the Fund’s indicators turned decidedly negative. During such an environment, the Fund tends to be cautious and seeks safety over potential upside. The subsequent 20% rise in the NASDAQ 100 Index was one of the fastest in its history. Having only a partial exposure during this time, the Fund trailed the Index from a return standpoint. While the defensive positions of the Fund were modestly profitable over the last few months, their returns trailed the NASDAQ 100 which contributed to the Fund’s underperformance.

How has the Fund performed since inception?

Total Return Based on $100,000 Investment

	Q3 All-Season Tactical Fund - Institutional Class	Bloomberg U.S. Aggregate Bond Index	Dow Jones Moderate Portfolio Index
Dec-2019	$100,000	$100,000	$100,000
May-2020	$102,700	$105,385	$94,569
May-2021	$127,377	$104,959	$119,739
May-2022	$108,264	$96,329	$109,822
May-2023	$102,700	$94,265	$107,927
May-2024	$121,942	$95,495	$121,258
May-2025	$120,183	$100,709	$133,172

Average Annual Total Returns

	1 Year	5 Years	Since Inception (December 30, 2019)
Q3 All-Season Tactical Fund - Institutional Class	-1.44%	3.19%	3.45%
Bloomberg U.S. Aggregate Bond Index	5.46%	-0.90%	0.13%
Dow Jones Moderate Portfolio Index	9.83%	7.09%	5.43%

Fund Statistics

Net Assets$33,053,126
Number of Portfolio Holdings3
Advisory Fee (net of waivers)$229,853
Portfolio Turnover0%

What did the Fund invest in?

Sector Weighting (% of net assets)

Value	Value
Other Assets in Excess of Liabilities	8.9%
Money Market	91.1%

Material Fund Changes

No material changes occurred during the period ended May 31, 2025.

Q3 All-Season Tactical Fund - Institutional Class (QAITX)

Semi-Annual Shareholder Report - May 31, 2025

Where can I find additional information about the Fund?

Additional information is available on the Fund's website (https://www.q3allseasonfunds.com/funds/), including its:

Prospectus
Financial information
Holdings
Proxy voting information

TSR-SAR 053125-QAITX

Q3 All-Season Tactical Fund

C Class (QACTX)

Semi-Annual Shareholder Report - May 31, 2025

Fund Overview

What were the Fund’s annualized costs for the last six months?

(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
C Class	$141	2.95%

How did the Fund perform during the reporting period?

How has the Fund performed since inception?

Total Return Based on $10,000 Investment

	Q3 All-Season Tactical Fund - C Class	Bloomberg U.S. Aggregate Bond Index	Dow Jones Moderate Portfolio Index
Mar-2021	$10,000	$10,000	$10,000
May-2021	$10,234	$10,142	$10,367
May-2022	$8,586	$9,308	$9,508
May-2023	$8,044	$9,108	$9,344
May-2024	$9,419	$9,227	$10,499
May-2025	$9,170	$9,731	$11,530

Average Annual Total Returns

	1 Year	Since Inception (March 18, 2021)
Q3 All-Season Tactical Fund - C Class	-2.64%	-2.04%
Bloomberg U.S. Aggregate Bond Index	5.46%	-0.65%
Dow Jones Moderate Portfolio Index	9.83%	3.45%

Fund Statistics

Net Assets$33,053,126
Number of Portfolio Holdings3
Advisory Fee (net of waivers)$229,853
Portfolio Turnover0%

What did the Fund invest in?

Sector Weighting (% of net assets)

Value	Value
Other Assets in Excess of Liabilities	8.9%
Money Market	91.1%

Material Fund Changes

No material changes occurred during the period ended May 31, 2025.

Q3 All-Season Tactical Fund - C Class (QACTX)

Semi-Annual Shareholder Report - May 31, 2025

Where can I find additional information about the Fund?

Additional information is available on the Fund's website (https://www.q3allseasonfunds.com/funds/), including its:

Prospectus
Financial information
Holdings
Proxy voting information

TSR-SAR 053125-QACTX

Q3 All-Season Active Rotation ETF

(QVOY) Cboe BZX Exchange, Inc.

Semi-Annual Shareholder Report - May 31, 2025

Fund Overview

This semi-annual shareholder report contains important information about Q3 All-Season Active Rotation ETF (the "Fund") for the period of December 1, 2024 to May 31, 2025. You can find additional information about the Fund at https://www.q3allseasonfunds.com/etf/. You can also request this information by contacting us at (888) 348-1255.

What were the Fund’s annualized costs for the last six months?

(based on a hypothetical $10,000 investment)

Fund Name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Q3 All-Season Active Rotation ETF	$55	1.13%

How did the Fund perform during the reporting period?

Over the last six months, the Q3 All-Season Active Rotation ETF has held equity positions across all market capitalizations and the growth/value spectrum. During the period, large-cap growth stocks and international equities emerged as the leaders. The Fund’s performance lagged due to underexposure to international stocks and growth-based sectors.

Such exposure generally comes from the Fund’s “active equity” sleeve. This portion of the portfolio, about 50%, will often be the driver of performance since it tends to hold positions which exhibit higher levels of volatility such as international, sector, and factor-based funds. Recently, the Fund had limited exposure to international markets, though the positions tended more towards the value end of the spectrum at a time when growth proved to be the stronger of the two. In addition, holdings in value-oriented sectors such as financials and gold miners proved to be a drag on returns as those sectors did not demonstrate sustained strength.

The Fund’s minimal exposure to the fixed income market proved to have little overall effect on performance. As the bond markets were largely directionless over the last six months, the Fund’s positions in fixed income rotated from sector to sector including short-term bonds, emerging bonds, and corporate bonds. This rotation generated small gains throughout the period.

The 15% allocation to an “alternative” sleeve of ETFs was able to contribute positively to the Fund’s performance. Positions in gold and platinum proved to be profitable as those metals hit multi-year highs during the period. Holdings in these positions, and others that tend to have low correlation to equities, help lower overall risk in the portfolio while providing upside potential.

How has the Fund performed since inception?

Total Return Based on $10,000 Investment

	Q3 All-Season Active Rotation ETF - NAV	MSCI World Index	Dow Jones Moderately Aggressive Portfolio Index
Dec-2022	$10,000	$10,000	$10,000
May-2023	$10,295	$10,619	$10,197
May-2024	$11,856	$13,265	$11,915
May-2025	$11,834	$15,084	$13,223

Average Annual Total Returns

	1 Year	Since Inception (December 6, 2022)
Q3 All-Season Active Rotation ETF	-0.18%	7.02%
MSCI World Index	13.72%	18.01%
Dow Jones Moderately Aggressive Portfolio Index	10.99%	11.91%

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. Call (888) 348-1255 or visit https://www.q3allseasonfunds.com/etf/ for updated performance information.

Fund Statistics

Net Assets$43,938,723
Number of Portfolio Holdings12
Advisory Fee (net of waivers)$158,843
Portfolio Turnover328%

Asset Weighting (% of total investments)

Value	Value
Exchange-Traded Funds	100.0%

What did the Fund invest in?

Sector Weighting (% of net assets)

Value	Value
Other Assets in Excess of Liabilities	0.2%
Fixed Income	3.7%
Commodity	6.2%
Specialty	9.7%
Equity	80.2%

Top 10 Holdings (% of net assets)

Holding Name	% of Net Assets
Vanguard FTSE Europe ETF	14.5%
Vanguard Mid-Cap Growth ETF	14.1%
iShares MSCI USA Momentum Factor ETF	13.2%
Invesco QQQ Trust, Series 1	13.1%
Vanguard FTSE Pacific ETF	12.8%
SPDR Portfolio Developed World ex-US ETF	12.5%
SPDR Gold MiniShares Trust	6.2%
Invesco CurrencyShares Euro Currency Trust	4.9%
Invesco CurrencyShares Japanese Yen Trust	4.8%
SPDR Bloomberg International Treasury Bond ETF	1.3%

Material Fund Changes

No material changes occurred during the period ended May 31, 2025.

Q3 All-Season Active Rotation ETF (QVOY)

Semi-Annual Shareholder Report - May 31, 2025

Where can I find additional information about the Fund?

Additional information is available on the Fund's website (https://www.q3allseasonfunds.com/etf/), including its:

Prospectus
Financial information
Holdings
Proxy voting information

TSR-SAR 053125-QVOY

(a) The Registrant(s) schedule(s) of investments is included in the Financial Statements under Item 7 of this form.

Lyrical U.S. Value Equity Fund and Lyrical International Value Equity Fund (individually, a “Fund” and collectively, the “Funds”) are each a diversified series of Ultimus Managers Trust (the “Trust”), an open-end investment company established as an Ohio business trust under a Declaration of Trust dated February 28, 2012. Other series of the Trust are not incorporated in this report. Lyrical U.S. Value Equity Fund commenced operations on February 4, 2013. Lyrical International Value Equity Fund commenced operations on March 2, 2020.

The investment objective of each Fund is to seek to achieve long-term capital growth.

Each Fund currently offers four classes of shares: Institutional Class shares (sold without any sales loads and distribution and/or shareholder service fees and requiring a $100,000 initial investment), Investor Class shares (sold without any sales loads, but subject to a distribution and/or shareholder service fee of up to 0.25% of the average daily net assets attributable to Investor Class shares, and requiring a $2,500 initial investment), A Class shares (sold subject to an initial maximum front end sales load of 5.75% and a distribution and/or shareholder service fee of up to 0.25% of the average daily net assets attributable to A Class shares, and requiring a $1,000 initial investment and for purchases of $1,000,000 or more, a front end sales load is not charged, but a 1.00% contingent deferred sales charge (“CDSC”) may be charged if redeemed during the first 18 months), and C Class shares (sold subject to a CDSC fee of 1.00% if the shares are redeemed within 12 months after the original purchase of the shares and a distribution and/or shareholder servicing fee of up to 1.00% of the average daily net assets attributable to C Class shares, and requiring a $1,000 initial investment) (each a “Class”). Each share class represents an ownership interest in the same investment portfolio.

The Funds have adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update 2023-07, Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures (“ASU 2023-07”). Adoption of the standard impacted financial statement disclosures only and did not affect each Fund’s financial position or the results of its operations. An operating segment is defined in Topic 280 as a component of a public entity that engages in business activities from which it may recognize revenues and incur expenses, has operating results that are regularly reviewed by the public entity’s chief operating decision maker (“CODM”) to make decisions about resources to be allocated to the segment and assess its performance, and has discrete financial information available. The CODM is Lyrical Asset Management L.P. (the “Adviser”). Each Fund operates as a single operating segment. Each Fund’s income, expenses, assets, changes in net assets resulting from operations and performance are regularly monitored and assessed as a whole by the CODM responsible for oversight functions of each Fund, using the information presented in the financial statements and financial highlights.

The following is a summary of the Funds’ significant accounting policies. The policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The Funds follow accounting and reporting guidance under FASB Accounting Standards Codification Topic 946, “Financial Services – Investment Companies.”

Securities valuation – Each Fund values its portfolio securities at market value as of the close of regular trading on the New York Stock Exchange (the “NYSE”) (normally 4:00 p.m. Eastern time) on each business day the NYSE is open for business. The Funds value their listed securities on the basis of the security’s last sale price on the security’s primary exchange, if available, otherwise at the exchange’s most recently quoted mean price. NASDAQ-listed securities are valued at the NASDAQ Official Closing Price. Investments representing shares of money market funds and other open-end investment companies are valued at their net asset value (“NAV”) as reported by such companies. When using a quoted price and when the market is considered active, the security will be classified as Level 1 within the fair value hierarchy (see below). In the event that market quotations are not readily available or are considered unreliable due to market or other events, the Funds value their securities and other assets at fair value as determined by the Adviser, as the valuation designee, in accordance with procedures adopted by the Board of Trustees (the “Board”) pursuant to Rule 2a-5 under the Investment Company Act of 1940, as amended (the “1940 Act”). Under these procedures, the securities will be classified as Level 2 or 3 within the fair value hierarchy, depending on the inputs used. Unavailable or unreliable market quotes may be due to the following factors: a substantial bid-ask spread; infrequent sales resulting in stale prices; insufficient trading volume; small trade sizes; a temporary lapse in any reliable pricing source; and actions of the securities or futures markets, such as the suspension or limitation of trading. As a result, the prices of securities used to calculate each Fund’s NAV may differ from quoted or published prices for the same securities.

GAAP establishes a single authoritative definition of fair value, sets out a framework for measuring fair value, and requires additional disclosures about fair value measurements.

Various inputs are used in determining the value of each Fund’s investments. These inputs are summarized in the three broad levels listed below:

The inputs or methods used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure

purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety is determined based on the lowest level input that is significant to the fair value measurement.

Lyrical International Value Equity Fund’s foreign equity securities actively traded in foreign markets may be classified as Level 2 despite the availability of closing prices because such securities are typically fair valued by an independent pricing service. The Board has authorized the Fund to retain an independent pricing service to determine the fair value of its foreign securities because the value of such securities may be materially affected by events occurring before the Fund’s pricing time but after the close of the primary markets or exchanges on which such foreign securities are traded. These intervening events might be country-specific (e.g., natural disaster, economic or political developments, interest rate change); issuer specific (e.g., earnings report or merger announcement); or U.S. market-specific (such as a significant movement in the U.S. market that is deemed to affect the value of foreign securities). The pricing service uses an automated system that incorporates a model based on multiple parameters, including a security’s local closing price, relevant general and sector indices, currency fluctuations, trading in depositary receipts and futures, if applicable, and/or research valuations by its staff, in determining what it believes is the fair value of the securities.

The following is a summary of each Fund’s investments by the inputs used to value the investments as of May 31, 2025:

Refer to each Fund’s Schedule of Investments for a listing of securities by sector and industry type or geographical region. The Funds did not hold any derivative instruments or any assets or liabilities that were measured at fair value on a recurring basis using significant unobservable inputs (Level 3) as of or during the six months ended May 31, 2025.

Share valuation – The NAV per share of each class of each Fund is calculated daily by dividing the total value of the assets attributable to that class, less liabilities attributable to that class, by the number of shares outstanding of that class. The offering price and redemption price per share of each class of each Fund is equal to the NAV per share of such class.

Investment income – Dividend income is recorded on the ex-dividend date. Interest income is accrued as earned. Non-cash dividends included in dividend income, if any, are recorded at the fair value of the security received. Withholding taxes on foreign dividends have been recorded in accordance with the Funds’ understanding of the applicable country’s rules and tax rates.

Investment transactions – Investment transactions are accounted for on the trade date. Realized gains and losses on investments sold are determined on a specific identification basis.

Foreign currency translation – Securities and other assets and liabilities denominated in or expected to settle in foreign currencies, if any, are translated into U.S. dollars based on exchange rates on the following basis:

Reported net realized foreign exchange gains or losses arise from 1) purchases and sales of foreign currencies, 2) currency gains or losses realized between trade and settlement dates on securities transactions, and 3) the difference between the amounts of dividends and foreign withholding taxes recorded on each Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Reported net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities that result from changes in exchange rates.

Allocation between classes – Investment income earned, realized capital gains and losses, and unrealized appreciation and depreciation are allocated daily to each class of a Fund based upon its proportionate share of total net assets of that Fund. Class-specific expenses are charged directly to the class incurring the expense. Common expenses which are not attributable to a specific class are allocated daily to each class of shares of

a Fund based upon its proportionate share of total net assets of that Fund. Distribution fees, registration and filing fees and transfer agent fees are class specific expenses. For the six months ended May 31, 2025, class specific expenses were as follows:

Common expenses – Common expenses of the Trust are allocated among the Funds and the other series of the Trust based on the relative net assets of each series, the number of series in the Trust, or the nature of the services performed and the relative applicability to each series.

Distributions to shareholders – Each Fund distributes to shareholders any net investment income dividends and net realized capital gains distributions at least once each year. The amount of such dividends and distributions are determined in accordance with federal income tax regulations, which may differ from GAAP. Dividends and distributions to shareholders are recorded on the ex-dividend date. The Funds may utilize earnings and profits distributed to shareholders on redemption of shares as part of the dividends paid deduction for income tax purposes. The tax character of distributions paid to shareholders by the Funds during the periods ended May 31, 2025 and November 30, 2024 was as follows:

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 as of the date of the financial statements and the reported amounts of increase (decrease) in net assets from operations during the reporting period. Actual results could differ from those estimates.

Federal income tax – Each Fund has qualified and intends to continue to qualify as a regulated investment company under the Internal Revenue Code of 1986, as amended (the “Code”). Qualification generally will relieve the Funds of liability for federal income taxes to the extent 100% of their net investment income and net realized capital gains are distributed in accordance with the Code.

In order to avoid imposition of the excise tax applicable to regulated investment companies, it is also each Fund’s intention to declare as dividends in each calendar year at least 98% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts from prior years.

The following information is computed on a tax basis for each item as of November 30, 2024:

As of November 30, 2024, the Funds had the following capital loss carryforwards for federal income tax purposes, which may be carried forward indefinitely:

These capital loss carryforwards are available to offset net realized capital gains in the current and future years, thereby reducing taxable gain distributions, if any.

The federal tax cost, unrealized appreciation (depreciation) as of May 31, 2025 is as follows:

The difference between the federal income tax cost of portfolio investments and the financial statement cost of investments for each Fund is due to certain timing differences in the recognition of capital gains or losses under income tax regulations and GAAP. These “book/tax” differences are temporary in nature and are primarily due to the tax deferral of losses on wash sales and holdings classified as passive foreign investment companies.

The Funds recognize the tax benefits or expenses of uncertain tax positions only when the position is “more likely than not” of being sustained assuming examination by tax authorities. Management has reviewed each Fund’s tax positions for the current and all open tax years (generally, three years) and has concluded that no provision for unrecognized tax benefits or expenses is required in these financial statements. The Funds identify their major tax jurisdiction as U.S. Federal.

The Funds recognize interest and penalties, if any, related to unrecognized tax benefits as income tax expense on the Statements of Operations. During the six months ended May 31, 2025, the Funds did not incur any interest or penalties.

During the six months ended May 31, 2025, cost of purchases and proceeds from sales of investment securities, other than short-term investments, amounted to $110,117,221 and $181,155,485, respectively, for Lyrical U.S. Value Equity Fund and $808,612 and $11,511,358, respectively, for Lyrical International Value Equity Fund.

The Funds’ investments are managed by the Adviser pursuant to the terms of an Investment Advisory Agreement. The Funds pay the Adviser a management fee, computed and accrued daily and paid monthly, at the annual rate of 0.85% of average daily net

assets. During the six months ended May 31, 2025, the Adviser earned $4,498,504 and $32,784 of fees under the Investment Advisory Agreement for Lyrical U.S. Value Equity Fund and Lyrical International Value Equity Fund, respectively.

Pursuant to an Expense Limitation Agreement (“ELA”) between each Fund and the Adviser, the Adviser has contractually agreed, until April 1, 2026, to reduce management fees and reimburse other operating expenses to limit total annual operating expenses of each Fund (exclusive of brokerage costs; taxes; interest; borrowing costs such as interest and dividend expenses on securities sold short; costs to organize the Fund; acquired fund fees and expenses; extraordinary expenses such as litigation and merger or reorganization costs; and other expenses not incurred in the ordinary course of the Fund’s business) to an amount not exceeding the following percentages of average daily net assets attributable to each respective class:

Accordingly, during the six months ended May 31, 2025, the Adviser reduced fees and reimbursed other operating expenses of $46,648 for Lyrical U.S. Value Equity Fund and $156,624 for Lyrical International Value Equity Fund. During the six months ended May 31, 2025 the Lyrical U.S. Value Equity Fund recouped $66,800 of prior years’ management fee reductions.

Under the terms of the ELA, management fee reductions and expense reimbursements by the Adviser are subject to repayment by the Funds for a period of three years after such fees and expenses were incurred, provided that the repayments do not cause total annual fund operating expenses to exceed the lesser of: (i) the expense limitation then in effect, if any, and (ii) the expense limitation in effect at the time the expenses to be repaid were incurred. As of May 31, 2025, the Adviser may seek repayment of management fee reductions and expense reimbursements no later than the dates below:

Ultimus Fund Solutions, LLC (“Ultimus”) provides administration, fund accounting and transfer agency services to the Funds. The Funds pay Ultimus fees in accordance with the agreements for such services. In addition, the Funds pay out-of-pocket expenses including, but not limited to, postage, supplies, and certain costs related to the pricing of the Funds’ portfolio securities.

Under the terms of a Consulting Agreement with the Trust, Northern Lights Compliance Services, LLC (“NLCS”) provides a Chief Compliance Officer and an Anti-Money Laundering Officer as well as related compliance services. Under the terms of the agreement, NLCS receives fees from the Funds. NLCS is a wholly-owned subsidiary of Ultimus.

Under the terms of a Distribution Agreement with the Trust, Ultimus Fund Distributors, LLC (the “Distributor”) serves as the principal underwriter to the Funds. The Distributor is a wholly-owned subsidiary of Ultimus. The Distributor is compensated partially by the Adviser and partially by the Investor Class, A Class and C Class shares of each Fund for acting as principal underwriter.

Certain officers of the Trust are also officers of Ultimus and are not paid by the Funds for serving in such capacities.

The Funds have adopted a plan of distribution (the “Plan”), pursuant to Rule 12b-1 under the 1940 Act, which permits Investor Class, A Class and C Class shares of each Fund to directly incur or reimburse the Funds’ principal underwriter for certain expenses related to the distribution of its shares. The annual limitation for payment of expenses pursuant to the Plan is 0.25% of each Fund’s average daily net assets allocable to Investor Class shares and A Class shares, and 1.00% of each Fund’s average daily net assets allocable to C Class shares. The Funds have not adopted a plan of distribution with respect to the Institutional Class shares.

Each member of the Board (a “Trustee”) who is not an “interested person” (as defined by the 1940 Act, as amended) of the Trust (“Independent Trustee”) receives an annual retainer and meeting fees, plus reimbursement for travel and other meeting-related expenses.

As of May 31, 2025, the following shareholders owned of record 25% or more of the outstanding shares of the Funds:

A beneficial owner of 25% or more of a Fund’s outstanding shares may be considered a controlling person of the Fund. That shareholder’s vote could have a more significant effect on matters presented at a shareholders’ meeting.

From time to time, the Funds may have an overdrawn cash balance at the custodian due to redemptions or market movements. When this occurs, the Funds will incur borrowing costs charged by the custodian. During the six months ended May 31, 2025, Lyrical International Value Equity Fund incurred borrowing costs in the amount of $3,500.

If a Fund has significant investments in the securities of issuers within a particular sector, any development affecting that sector will have a greater impact on the value of the net assets of the Fund than would be the case if the Fund did not have significant investments in that sector. In addition, this may increase the risk of loss in the Fund and increase the volatility of the Fund’s NAV per share. For instance, economic or market factors, regulatory changes or other developments may negatively impact all companies in a particular sector, and therefore the value of the Fund’s portfolio will be adversely affected. As of May 31, 2025, Lyrical U.S. Value Equity Fund had 27.2% of the value of its net assets invested in stocks within the Technology sector and Lyrical International Value Equity Fund had 26.0% of the value of its net assets invested in stocks within the Industrials sector.

The Funds indemnify the Trust’s officers and Trustees for certain liabilities that might arise from their performance of their duties to the Funds. Additionally, in the normal course of business the Funds enter into contracts that contain a variety of representations and warranties and which provide general indemnifications. The Funds’ maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.

The Funds are required to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed as of the date of the Statement of Assets and Liabilities. For non-recognized subsequent events that must be disclosed to keep the financial statements from being misleading, the Funds are required to disclose the nature of the event as well as an estimate of its financial effect, or a statement that such an estimate cannot be made. Management has evaluated subsequent events through the issuance of these financial statements and has noted no such events except for the following.

There were no changes in and/or disagreements with accountants during the period covered by this report.

The Board of Trustees (the “Board”), including the Independent Trustees voting separately, has reviewed and approved the continuance of the Lyrical U.S. Value Equity Fund’s and Lyrical International Value Equity Fund’s (together, the “Funds”) Investment Advisory Agreement with Lyrical Asset Management LP (the “Adviser” or “Lyrical”) for an additional one-year term (the “Advisory Agreement”). The Board approved the continuance of the Agreement at a meeting held on April 22-23, 2025, at which all of the Trustees were present (the “Meeting”).

Prior to the Meeting, the Adviser provided a response to a letter sent by the counsel to the Independent Trustees, on their behalf, requesting various information relevant to the Independent Trustees’ consideration of the renewal of the Advisory Agreement with respect to the Funds. In approving the continuance of the Advisory Agreement, the Independent Trustees considered all information they deemed reasonably necessary to evaluate the terms of the Agreement. The principal areas of review by the Independent Trustees were (1) the nature, extent and quality of the services provided by the Adviser, (2) the investment performance of the Funds, (3) the costs of the services provided and profits realized by the Adviser from the Adviser’s relationship with the Funds, (4) the financial condition of the Adviser, (5) the fall out benefits derived by the Adviser and its affiliates from its relationships with the Funds and (6) the extent to which economies of scale would be realized as the Funds grow and whether advisory fee levels reflect those economies of scale for the benefit of the Funds’ shareholders. The Independent Trustees’ evaluation of the quality of the Adviser’s services also took into consideration their knowledge gained through presentations and reports from the Adviser over the course of the preceding year. The Independent Trustees’ analysis of these factors is set forth below.

The Board evaluated the level and depth of knowledge of Lyrical, including the professional experience and qualifications of senior personnel. In evaluating the quality of services to be provided by Lyrical, the Board took into account its familiarity with Lyrical’s

management through Board meetings, discussions and reports during the preceding year. The Board also took into account Lyrical’s compliance policies and procedures based on discussion with Lyrical and the Chief Compliance Officer. The quality of administrative and other services, including Lyrical’s role in coordinating the activities of the Funds’ other service providers, was also considered. The Board also considered Lyrical’s relationship with its affiliates and the resources available to them, as well as any potential conflicts of interest. The Board discussed the nature and extent of the services to be provided by Lyrical including, without limitation, Lyrical’s provision of a continuous investment program for the Funds. The Board considered the qualifications and experience of Lyrical’s portfolio managers who are responsible for the day-to-day management of the Funds’ portfolios. The Board also considered Lyrical’s succession planning for the Funds. The Board concluded that it was satisfied with the nature, extent and quality of services provided to the Funds by Lyrical under the Advisory Agreement.

The Board compared the advisory fee and total expense ratio for the Funds with various comparative data. In particular, the Board compared each Fund’s advisory fee and overall expense ratio to the median advisory fees and expense ratios for its custom peer group provided by Broadridge Financial Solutions, Inc. (“Broadridge”) and fees charged to Lyrical’s other client accounts. In reviewing the comparison in fees and expense ratios between each Fund and its comparable funds, the Board also considered the differences in types of funds being compared, the styles of investment management, the size of the Funds relative to the comparable funds, and the nature of the investment strategies. The Board also considered Lyrical’s commitment to limit each Fund’s expenses under the Funds’ expense limitation agreement until at least April 1, 2026. The Board noted that the 0.85% advisory fee rate for each of the International Value Equity Fund and the U.S. Value Equity Fund was higher than the median and the average for the other funds in each Fund’s respective Broadridge custom peer group. The Board further noted that the net expense ratio of 0.99% for each Fund was also higher than the median and the average expense ratio for the other funds in each Fund’s respective custom peer group. The Board took into account Lyrical’s responses in its materials that each Fund’s investment strategy, particularly the active management of each Fund, and each Fund’s corresponding high active share impacted the fee rate for each Fund.

The Board also compared the fees paid by the Funds to the fees paid by other clients of Lyrical and considered the similarities and differences in services received by such other clients as compared to the services received by the Funds. The Board noted that the fee structure of the Funds differed from the fees applicable to Lyrical’s other clients due in large part to the additional regulatory and compliance requirements of managing and investment company registered under the 1940 Act as compared to separately managed accounts.

The Board also considered, among other data, each Fund’s performance results during certain periods ended January 31, 2025 and noted that the Board reviews on a quarterly basis detailed information about each Fund’s performance results, portfolio composition and investment strategies. The Board noted that the U.S. Value Equity Fund’s performance was in the second quartile, second quartile and first quartile of the Broadridge peer group median for the one-, three- and five-year periods ended January 31, 2025, respectively. The Board also noted that the International Value Equity Fund’s performance was in the fourth quartile for each of the one-year, three-year and since inception periods ended January 31, 2025. The Board further noted that each Fund’s performance was comparable to the other accounts managed by Lyrical with similar strategies over all periods.

The Board also considered the effect of each Fund’s growth and size on its performance and expenses. The Board noted that Lyrical limited fees and/or reimbursed expenses for each Fund in order to reduce each Fund’s operating expenses to targeted levels. The Board considered the effective advisory fee under the Advisory Agreement as a percentage of assets at different asset levels and possible economies of scale that might be realized if the assets of the Funds increased. The Board noted that the advisory fee schedule for the Funds currently did not have breakpoints, and considered Lyrical’s assertion that adding breakpoints was not appropriate at this time. The Board noted that if the Funds’ assets increase over time, the Funds might realize other economies of scale if assets increase proportionally more than certain other expenses.

Additionally, the Board took into consideration the financial condition and profitability of Lyrical and the direct and indirect benefits derived by Lyrical from its relationship with the Funds. The information considered by the Board included operating profit margin information for Lyrical’s business as a whole. The Board considered Lyrical’s commitment to contractually limit each Fund’s net operating expenses. The Board reviewed the profitability of Lyrical’s relationship with each Fund both before and after tax expenses. The Board noted that the International Value Equity Fund was not profitable. With respect to the U.S. Value Equity Fund, the Board recognized that Lyrical should be entitled to earn a reasonable level of profits in exchange for the level of services it provides to the Fund and the risk it assumes as investment adviser. Based upon its review, the Board concluded that Lyrical’s level of profitability, if any, from its relationship with the Funds was reasonable and not excessive. The Board also considered whether Lyrical has the financial wherewithal to continue to provide services to the Funds, noting its ongoing commitment to provide support and resources to the Funds as needed.

The Board discussed the direct and indirect benefits derived by Lyrical from its relationship with the Funds. The Board also noted that Lyrical derives benefits to its reputation and other benefits from its relationship with the Funds.

In considering the renewal of the Advisory Agreement, the Board, including the Independent Trustees, did not identify any single factor as controlling, and each Trustee may have attributed different weights to the various factors. The Trustees evaluated all information available to them. The Board concluded the following: (a) Lyrical demonstrated that it possesses the capability and resources to perform the duties required of it under the Advisory Agreement; (b) Lyrical maintains an appropriate compliance program; (c) the overall performance of each Fund is satisfactory relative to the performance of funds with similar investment objectives and relevant indices; and (d) each Fund’s advisory fee is reasonable in light of the services received by the Fund from Lyrical and the other factors considered. Based on their conclusions, the Trustees determined with respect to the Funds that continuation of the Advisory Agreement was in the best interests of each Fund and its shareholders.

The average monthly notional value of futures contracts during the six months ended May 31, 2025 was $71,885,033.

The average monthly notional value of futures contracts during the six months ended May 31, 2025 was $23,621,045.

The average monthly notional value of futures sold short during the six months ended May 31, 2025 was $4,560,552.

Q3 All-Season Systematic Opportunities Fund and Q3 All-Season Tactical Fund (individually, a “Fund” and collectively, the “Funds”) are each a diversified series of Ultimus Managers Trust (the “Trust”), an open-end investment company established as an Ohio business trust under a Declaration of Trust dated February 28, 2012. Other series of the Trust are not incorporated in this report. The Funds commenced operations on December 30, 2019. The Funds may at times invest in other investment companies which would make them “funds of funds”.

Q3 All-Season Systematic Opportunities Fund seeks to achieve capital appreciation.

Q3 All-Season Tactical Fund seeks a positive rate of return over a calendar year regardless of market conditions.

The Q3 All-Season Systematic Opportunities Fund currently offers two classes of shares: Institutional Class shares (sold without any sales loads, but subject to an administrative services plan fee of up to 0.25% and requiring a $100,000 initial investment) and C Class shares (sold without any sales loads, but subject to a distribution and/or shareholder service fee of up to 1.00% of the average daily net assets attributable to C Class shares and requiring a $1,000 minimum initial investment). Each share class represents an ownership interest in the same investment portfolio.

The Q3 All-Season Tactical Fund currently offers two classes of shares: Institutional Class shares (sold without any sales loads, but subject to an administrative services plan fee of up to 0.25% and requiring a $100,000 initial investment) and C Class shares (sold without any sales loads, but subject to a distribution and/or shareholder service fee of up to 1.00% of the average daily net assets attributable to C Class shares and requiring a $1,000 minimum initial investment). Each share class represents an ownership interest in the same investment portfolio.

The Funds have adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update 2023-07, Segment Reporting (“Topic 280”) - Improvements to Reportable Segment Disclosures (“ASU 2023-07”). Adoption of ASU 2023-07 impacted financial statement disclosures only and did not affect each Fund’s financial position or the results of its operations. An operating segment is defined in Topic 280 as a component of a public entity that engages in business activities from which it may recognize revenues and incur expenses, has operating results that are regularly reviewed by the public entity’s chief operating decision maker (“CODM”) to make decisions about resources to be allocated to the segment and assess its performance, and has discrete financial information available. The CODM is Q3 Asset Management Corporation (the “Adviser”), the investment adviser of the Funds. Each Fund operates as a single operating segment. Each Fund’s income, expenses, assets, changes in net assets resulting from operations and performance are regularly monitored and assessed as a whole by the CODM responsible for oversight functions of each Fund, using the information presented in the financial statements and financial highlights.

Securities and futures valuation – Each Fund values its portfolio securities at market value as of the close of regular trading on the New York Stock Exchange (the “NYSE”) (normally 4:00 p.m. Eastern time) on each business day the NYSE is open for business. Exchange-traded funds (“ETFs”) are valued at the security’s last sale price on the primary exchange, if available, otherwise at the exchange’s most recently quoted mean price. Investments representing shares of other open-end investment companies, except ETFs but including money market funds, are valued at their net asset value (“NAV”) as reported by such companies. The Funds value their exchange-traded futures contracts at their last sale price as of the close of regular trading on the NYSE. Prices for futures contracts are monitored daily by the Adviser, as the Funds’ valuation designee, until the close of regular trading to determine is fair valuation is required. When using a quoted price and when the market is considered active, these securities will be classified as Level 1 within the fair value hierarchy (see below). In the event that market quotations are not readily available or are considered unreliable due to market or other events, the Funds value their securities and other assets at fair value as determined by the Adviser, in accordance with procedures adopted by the Board of Trustees of the Trust (the “Board”) pursuant to Rule 2a-5 under the Investment Company Act of 1940, as amended (the “1940 Act”). Under these procedures, the securities will be classified as Level 2 or 3 within the fair value hierarchy, depending on the inputs used. Unavailable or unreliable market quotes may be due to the following factors: a substantial bid-ask spread; infrequent sales resulting in stale prices; insufficient trading volume; small trade sizes; a temporary lapse in any reliable pricing source; and actions of the securities or futures markets, such as the suspension or limitation of trading. As a result, the prices of securities used to calculate each Fund’s NAV may differ from quoted or published prices for the same securities.

GAAP establishes a single authoritative definition of fair value, sets out a framework for measuring fair value, and requires additional disclosures about fair value measurements.

Various inputs are used in determining the value of each Fund’s investments. These inputs are summarized in the three broad levels listed below:

The following is a summary of each Fund’s investments and other financial instruments and the inputs used to value the investments and other financial instruments as of May 31, 2025:

The Funds did not have any assets or liabilities that were measured at fair value on a recurring basis using significant unobservable inputs (Level 3) as of or during the six months ended May 31, 2025. Other Financial Instruments are futures contracts and futures contracts sold short which are valued at the unrealized appreciation (depreciation) as of May 31, 2025.

Investment income – Dividend income is recorded on the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair value of the security received.

Investment transactions – Investment transactions are accounted for on the trade date. Realized gains and losses on investments sold are determined on a specific identification basis.

Allocation between classes – Investment income earned, realized capital gains and losses, and unrealized appreciation and depreciation are allocated daily to each Class of a Fund based upon its proportionate share of total net assets of that Fund. Class-specific expenses are charged directly to the class incurring the expense. Common expenses which are not attributable to a specific class are allocated daily to each class of shares of a Fund based upon its proportionate share of total net assets of that Fund. Distribution fees and registration and filing fees are class specific expenses.

Distributions to shareholders – Dividends arising from net investment income, if any, are declared and paid quarterly to shareholders for Q3 All-Season Tactical Fund and annually for Q3 All-Season Systematic Opportunities Fund. Net realized capital gains, if any, are distributed at least once each year. The amount of such dividends and distributions are determined in accordance with federal income tax regulations, which may differ from GAAP. Dividends and distributions to shareholders are recorded on the ex-dividend date. The tax character of distributions paid to shareholders by the Funds during the periods ended May 31, 2025 and November 30, 2024 was as follows:

Futures contracts – The Funds use futures contracts to gain exposure to or to hedge against changes in the value of equities, real estate, interest rates or commodities. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date. When the Funds purchase or sell a futures contract, no price is paid to or received by the Funds. Instead, the Funds are required to deposit in a segregated asset account an amount of cash or qualifying securities currently ranging from 2% to 10% of the contract amount. This is called the “initial margin deposit.” Subsequent payments, known as “variation margin,” are made or received by the Funds each day, depending on the daily fluctuations in the fair value of the underlying asset. The Funds recognize an unrealized gain or loss equal to the daily variation margin. If market

conditions move unexpectedly, the Funds may not achieve the anticipated benefits of the futures contracts and may realize a loss. The margin deposits for futures contracts and the variation receivable/payable are reported on the Statements of Assets and Liabilities.

The following information is computed on a tax basis for each item as of November 30, 2024:

The difference, if any, between the federal income tax cost of investments and the financial statement cost of investments for the Funds is due to certain timing differences in the recognition of capital gains or losses under income tax regulations and GAAP. These “book/tax” differences are temporary in nature.

As of November 30, 2024, Q3 All-Season Systematic Opportunities Fund had short-term capital loss carryforwards (“CLCFs”) for income tax purposes in the amount of $513,083. As a result of an ownership change, Q3 All-Season Systematic Opportunities Fund is eligible to utilize this amount to offset the current year and future net realized capital gains, if any, subject to an annual limitation under Code Section 382 of $96,234. As of November 30, 2024, Q3 All-Season Tactical Fund had short-term CLCFs in the amount of $19,164,715 and long-term CLCFs in the amount of $553,035 for income tax purposes. These CLCFs, which do not expire, may be utilized in the current and future years to offset net realized capital gains, if any, prior to distributing such gains to shareholders.

For the six months ended May 31, 2025, cost of purchases and proceeds from sales of investment securities, other than short-term investments, amounted to $55,854,043, and $55,561,607, respectively, for Q3 All-Season Systematic Opportunities Fund and $0 and $0, respectively, for Q3 All-Season Tactical Fund.

The Funds’ investments are managed by the Adviser pursuant to the terms of an Investment Advisory Agreement. Each Fund pays the Adviser a management fee, computed and accrued daily and paid monthly, at the annual rate of 1.00% of average daily net assets. During the six months ended May 31, 2025, the Adviser earned $879,053 and $232,608 of fees under the Investment Management Agreement for Q3 All-Season Systematic Opportunities Fund and Q3 All-Season Tactical Fund, respectively.

Pursuant to an Expense Limitation Agreement (“ELA”) between each Fund and the Adviser, the Adviser has contractually agreed, until March 31, 2026, to reduce management fees and reimburse other expenses to the extent necessary to limit total annual fund operating expenses of the Q3 All-Season Tactical Fund and the All-Season Systematic Opportunities Fund (exclusive of brokerage costs; taxes; interest; borrowing costs such as interest and dividend expenses on securities sold short; costs to organize the Fund; acquired fund fees and expenses; extraordinary expenses such as litigation and merger or reorganization costs; and other expenses not incurred in the ordinary course of the Fund’s business) to an amount not exceeding the following percentages of average daily net assets attributable to each respective class, if applicable:

Accordingly, during the six months ended May 31, 2025, the Adviser reduced management fees in the amount of $2,755 for Q3 All-Season Tactical Fund.

Under the terms of the ELA, management fee reductions and expense reimbursements by the Adviser are subject to repayment by the Funds for a period of thirty-six months after the date on which such fees and expenses were incurred or waived, provided that the repayments do not cause total annual fund operating expenses (exclusive of such reductions and reimbursements) to exceed: (i) the expense limitation then in effect, if any, and (ii) the expense limitation in effect at the time the expenses to be repaid were incurred. During the six months ended May 31, 2025, the Adviser recouped $168 of prior years’ management fee reductions and expense reimbursements from the Q3 All-Season Systematic Opportunities Fund. As of May 31, 2025, the Adviser may seek repayments of management fee reductions and expense reimbursement no later than below:

Ultimus Fund Solutions, LLC (“Ultimus”) provides administration, fund accounting, and transfer agency services to the Funds. The Funds pay Ultimus fees in accordance with the agreements for such services. In addition, the Funds pay out-of-pocket expenses including, but not limited to, postage, supplies, and certain costs related to the pricing of the Funds’ portfolio securities.

Under the terms of a Consulting Agreement with the Trust, Northern Lights Compliance Services, LLC (“NLCS”) provides an Anti-Money Laundering Officer and Chief Compliance Officer to the Trust, as well as related compliance services. Under the terms of the agreement, NLCS receives fees from the Funds. NLCS is a wholly-owned subsidiary of Ultimus.

Under the terms of a Distribution Agreement with the Trust, Ultimus Fund Distributors, LLC (the “Distributor”) serves as the principal underwriter to the Funds. The Distributor is a wholly-owned subsidiary of Ultimus. The Distributor is compensated partially by the Adviser and partially by the C Class shares of each fund for acting as principal underwriter.

Certain officers of the Trust are also officers of Ultimus and are not paid by the Funds for serving such capacities.

The Funds have adopted a plan of distribution (the “Plan”), pursuant to Rule 12b-1 under the 1940 Act, which permits C Class shares of the Funds to directly incur or reimburse the Funds’ principal underwriter for certain expenses related to the distribution of its shares. The annual limitation for payment of expenses pursuant to the Plan 1.00% of the Funds’ average daily net assets allocable to C Class shares. The Funds have not adopted a plan of distribution with respect to the Institutional Class shares. During the six months ended May 31, 2025, the C Class shares incurred $6,741 and $6,976 of distribution fees under the Plan for the Q3 All-Season Systematic Opportunities Fund and Q3 All-Season Tactical Fund, respectively.

The Trust has adopted an Administrative Services Plan (the “Administrative Service Plan”) for the Institutional Shares of the Funds. The Administrative Service Plan allows the Funds to use the net assets of the Institutional Shares to pay financial intermediaries that provide services relating to Institutional Shares. The Administrative Service Plan permits payments for the provision of certain administrative, recordkeeping and other non-distribution related services to Institutional Share shareholders. The Administrative Service Plan permits the Funds to make service fee payments at an annual rate of up to 0.25% of each Fund’s average daily net assets attributable to its Institutional Shares. During the six months ended May 31, 2025, no fees were incurred by the Funds under the Administrative Service Plan.

Each member of the Board who is not an “interested person” (as defined by the 1940 Act, as amended) of the Trust receives an annual retainer and meeting fees, plus reimbursement for travel and other meeting-related expenses.

As of May 31, 2025, the following shareholders owned of record 25% or more of the outstanding shares of the Funds:

The Funds’ positions in derivative instruments as of May 31, 2025 are recorded in the following location on the Statements of Assets and Liabilities:

The following table sets forth the values of variation margin of the Funds as of May 31, 2025:

The Funds’ transactions in derivative instruments during the six months ended May 31, 2025 are recorded in the following locations on the Statements of Operations:

The following is a summary of the Funds’ net realized gains (losses) and net change in unrealized appreciation (depreciation) on derivative instruments recognized on the Statements of Operations during the six months ended May 31, 2025:

From time to time, the Funds may have an overdrawn cash balance at the custodian due to redemptions or market movements. When this occurs, the Funds will incur borrowing costs charged by the custodian. Accordingly, during the six months ended May 31, 2025, the Q3 All-Season Systematic Opportunities Fund and Q3 All-Season Tactical Fund incurred $5,621 and $2,102 of borrowing costs charged by the custodian, respectively.

Each Fund may invest a significant portion of its assets in shares of one or more investment companies, including ETFs, open-end mutual funds and money market mutual funds. Each Fund will incur additional indirect expenses (acquired fund fees and expenses) to the extent it invests in shares of other investment companies.

In order to maintain sufficient liquidity to implement investment strategies, or for temporary defensive purposes, a Fund may at times invest a significant portion of its assets in shares of a money market fund. As of May 31, 2025, Q3 All-Season Systematic Opportunities Fund had 78.5% of the value of its net assets invested in shares of First American Government Obligations Fund - Class X (“FGXXX”), a money market fund registered under the 1940 Act. As of May 31, 2025, Q3 All-Season Tactical Fund had 91.1% of the value of its net assets invested in shares of First American Government Obligations Fund - Class X (“FGXXX”), a money market fund registered under the 1940 Act. An investment in a money market fund is not insured or guaranteed by the Federal

Deposit Insurance Corporation or any other government agency, entity or person. While investor losses in money market funds have been rare, they are possible. A Fund incurs additional indirect expenses due to acquired fund fees and expenses to the extent it invests in shares of money market funds. The financial statements for FGXXX can be found at www.sec.gov.

The Funds are required to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed as of the date of the Statements of Assets and Liabilities. For non-recognized subsequent events that must be disclosed to keep the financial statements from being misleading, the Funds are required to disclose the nature of the event as well as an estimate of its financial effect, or a statement that such an estimate cannot be made. Management has evaluated subsequent events through the issuance of these financial statements and has noted no such events except the following:

On June 30, 2025, the Q3 All-Season Tactical Fund paid the following to shareholders of record on June 27, 2025:

There were no changes in and/or disagreements with accountants during the period covered by this report.

The Board of Trustees (the “Board”), including the Independent Trustees voting separately, has reviewed and approved the continuance of the Q3 All-Season Systematic Opportunities Fund’s (the “Systematic Opportunities Fund”) and the Q3 All-Season Tactical Fund’s (the “Tactical Fund”, together with the Systematic Opportunities Fund, the “Funds”) Investment Advisory Agreement with Q3 Asset Management Corporation (the “Adviser” or “Q3”) for an additional one-year term (the “Advisory Agreement”). The Board approved the continuance of the Advisory Agreement at a meeting held on November 20, 2024, at which all of the Trustees were present (the “Meeting”).

Prior to the Meeting, the Adviser provided a response to a letter sent by the counsel to the Independent Trustees, on their behalf, requesting various information relevant to the Independent Trustees’ consideration of the renewal of the Advisory Agreement with respect to the Funds. In approving the continuance of the Advisory Agreement, the Independent Trustees considered all information they deemed reasonably necessary to evaluate the terms of the Agreement. The principal areas of review by the Independent Trustees were: (1) the nature, extent and quality of the services provided by the Adviser; (2) the investment performance of the Funds; (3) the costs of the services provided and profits realized by the Adviser from the Adviser’s relationship with the Funds; (4) the financial condition of the Adviser; (5) the fall out benefits derived by the Adviser and its affiliates (if any) from its relationship with the Funds and (6) the extent to which economies of scale would be realized as the Funds grow and whether advisory fee levels reflect those economies of scale for the benefit of the Funds’ shareholders. The Independent Trustees’ evaluation of the quality of the Adviser’s services also took into consideration their knowledge gained through presentations and reports from the Adviser over the course of the preceding year. The Independent Trustees’ analysis of these factors is set forth below.

The Board evaluated the level and depth of knowledge of Q3, including the professional experience and qualifications of senior personnel. In evaluating the quality of services provided by Q3, the Board took into account its familiarity with Q3’s management through Board meetings, discussions and reports during the preceding year. The Board also took into account Q3’s compliance policies and procedures based on discussion with Q3 and the CCO. The quality of administrative and other services, including Q3’s role in coordinating the activities of the Funds’ other service providers, was also considered. They also noted that Q3 had no affiliated entities. The Board discussed the nature and extent of the services provided by Q3 including, without limitation, Q3’s provision of a continuous investment program for the Funds. The Board considered the qualifications and experience of Q3’s portfolio management which were responsible for the day-to-day management of the Funds. The Board also considered Q3’s succession planning for the portfolio managers of the Funds. The Board concluded that it was satisfied with the nature, extent and quality of services provided to the Funds by Q3 under the Advisory Agreement.

The Board compared the advisory fee and total expense ratio for each Fund with various comparative data. In particular, the Board compared each Fund’s advisory fee and overall expense ratio to the median advisory fees and expense ratios for its custom peer group provided by Broadridge and fees charged to Q3’s other client accounts. In reviewing the comparison in fees and expense ratios between each Fund and comparable funds, the Board also considered the differences in types of funds being compared, the styles of investment management, the size of each Fund relative to the comparable funds, and the nature of the investment strategies. The Board also considered Q3’s commitment to limit each Fund’s expenses under the expense limitation agreement until at least March 31, 2026. The Board noted that the 1.00% advisory fee for the Systematic Opportunities Fund was equal to the median for the other funds in its Broadridge custom peer group and that the overall net expense ratio for the Systematic Opportunities Fund was below the peer group median. The Board further noted that the 1.00% advisory fee for the Tactical Fund was also equal to the median for the other funds in its Broadridge peer group and that the Tactical Fund’s overall net expense ratio was higher than the median expense ratio for the other funds in the custom peer group. The Board noted, however, Q3’s assertion that a peer group comparison was difficult to compile for the Funds due to the nature of tactical investing, as discussed in its 15(c) responses and presentation.

The Board also compared the fees paid by the Funds to the fees paid by other clients of Q3 and considered the similarities and differences in services received by such other clients as compared to the services received by the Funds. The Board noted that each Fund’s fees were lower than the fees charged to Q3’s separately managed account clients.

The Board also considered, among other data, each Fund’s performance results during certain periods ended July 31, 2024, and noted that the Board reviews on a quarterly basis detailed information about each Fund’s performance results, portfolio composition and investment strategies. The Board noted that the Systematic Opportunities Fund’s performance was in the fourth and third quartiles for the one- and three-year periods, respectively, and below the peer group median for each of those time periods. The Board further noted the impact of the change in the Systematic Opportunities Fund’s principal investment strategy on Fund performance. The Board noted that the Tactical Fund was in the first and fourth quartiles for the one- and three-year periods, respectively, and above the peer group median for the one-year period and below the peer group median for the three-year period. The Board took into account the current market conditions in the equity, bond and Treasury markets and their impact on each Fund’s performance as discussed with Q3 during its presentation.

The Board also considered the effect of each Fund’s growth and size on its performance and expenses. The Board noted that Q3 limited fees and/or reimbursed expenses for each Fund in order to reduce the Fund’s operating expenses to targeted levels. The Board considered the effective advisory fee under the Advisory Agreement as a percentage of assets at different asset levels and possible economies of scale that might be realized if the assets of a Fund increased. The Board noted that the advisory fee schedule for each Fund currently did not have breakpoints, and considered the Q3’s assertion that adding breakpoints was not appropriate at this time. The Board noted that if a Fund’s assets increase over time, the Fund might realize other economies of scale if assets increase proportionally more than certain other expenses.

Additionally, the Board took into consideration the financial condition and profitability of Q3 and the direct and indirect benefits derived by Q3 and its affiliates from their relationship with the Funds. The information considered by the Board included operating profit margin information for Q3’s business as a whole. The Board considered Q3’s commitment to contractually limit each Fund’s net operating expenses. The Board reviewed the profitability of Q3’s relationship with each Fund both before and after tax expenses, and also considered whether Q3 has the financial wherewithal to continue to provide services to the Funds, noting its ongoing commitment to provide support and resources to each Fund as needed.

The Board also noted that Q3 derives benefits to its reputation and other benefits from its association with the Funds. The Board recognized that Q3 should be entitled to earn a reasonable level of profits in exchange for the level of services it provides to each Fund and the entrepreneurial risk that it assumes as investment adviser. Based upon its review, the Board concluded that Q3’s level of profitability, if any, from its relationship with each Fund, was reasonable and not excessive.

In considering the renewal of the Advisory Agreement, the Board, including the Independent Trustees, did not identify any single factor as controlling, and each Trustee may have attributed different weights to the various factors. The Trustees evaluated all information available to them. The Board concluded the following: (a) Q3 demonstrated that it possesses the capability and resources to perform the duties required of it under the Advisory Agreement; (b) Q3 maintains an appropriate compliance program; (c) the overall performance of each Fund is satisfactory relative to the performance of funds with similar investment objectives and relevant indices; and (d) the Funds’ advisory fees are reasonable in light of the services received by the Funds from Q3 and the other factors considered. Based on their conclusions, the Trustees determined with respect to each Fund that continuation of the Advisory Agreement was in the best interests of each Fund and its shareholders.

Q3 All-Season Active Rotation ETF (the “Fund”) is a diversified series of Ultimus Managers Trust (the “Trust”), an open-end investment company established as an Ohio business trust under a Declaration of Trust dated February 28, 2012. Other series of the Trust are not incorporated in this report. The Fund commenced operations on December 6, 2022. The Fund is a “fund of funds,” in that the Fund will generally invest in other investment companies.

The Fund is an exchange-traded fund (“ETF”). The investment objective of the Fund is to seek to achieve long-term growth of capital.

Shares of the Fund are listed and traded on the Cboe BZX Exchange, Inc. Market prices for the Shares may be different from their net asset value (“NAV”.) The Fund issues and redeems shares solely to certain financial institutions such as registered broker-dealers and banks that have entered into agreements with the Fund’s distributor (“Authorized Participants” or “APs”) on a continuous basis at net asset value per share (“NAV”) in aggregations of a specified number of shares called “Creation Units.” Creation Units generally are issued in exchange for a basket of securities (“Deposit Securities”), together with the deposit of a specified cash payment (“Balancing Amount”). Shares are not individually redeemable, but are redeemable only in Creation Unit aggregations, and generally in exchange for portfolio securities and a specified cash payment. A Creation Unit of the Fund consists of a block of shares.

The Fund has adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update 2023-07, Segment Reporting (“Topic 280”) - Improvements to Reportable Segment Disclosures (“ASU 2023-07”). Adoption of ASU 2023-07 impacted financial statement disclosures only and did not affect the Fund’s financial position or the results of its operations. An operating segment is defined in Topic 280 as a component of a public entity that engages in business activities from which it may recognize revenues and incur expenses, has operating results that are regularly reviewed by the public entity’s chief operating decision maker (“CODM”) to make decisions about resources to be allocated to the segment and assess its performance, and has discrete financial information available. The CODM is Q3 Asset Management Corporation (the “Adviser”), the investment adviser of the Fund. The Fund operates as a single operating segment. The Fund’s income, expenses, assets, changes in net assets resulting from operations and performance are regularly monitored and assessed as a whole by the CODM responsible for oversight functions of the Fund, using the information presented in the financial statements and financial highlights.

The following is a summary of the Fund’s significant accounting policies. The policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The Fund follows accounting and reporting guidance under FASB Accounting Standards Codification Topic 946, “Financial Services – Investment Companies.”

Securities valuation – The Fund values its portfolio securities at market value as of the close of regular trading on the New York Stock Exchange (the “NYSE”) (normally 4:00 p.m. Eastern time) on each business day the NYSE is open for business. ETFs are valued at the securities last sale price on the primary exchange, if available, otherwise at the exchange’s most recently quoted mean price. When using a quoted price and when the market is considered active, the security will be classified as Level 1 within the fair value hierarchy (see below). In the event that market quotations are not readily available or are considered unreliable due to market or other events, the Fund values its securities and other assets at fair value as determined by the Adviser, as the valuation designee, in accordance with procedures adopted by the Board of Trustees (the “Board”) pursuant to Rule 2a-5 under the Investment Company Act of 1940, as amended (the “1940 Act”). Under these procedures, the securities will be classified as Level 2 or 3 within the fair value hierarchy, depending on the inputs used. Unavailable or unreliable market quotes may be due to the following factors: a substantial bid-ask spread; infrequent sales resulting in stale prices; insufficient trading volume; small trade sizes; a temporary lapse in any reliable pricing source; and actions of the securities or futures markets, such as the suspension or limitation of trading. As a result, the prices of securities used to calculate the Fund’s NAV may differ from quoted or published prices for the same securities.

GAAP establishes a single authoritative definition of fair value, sets out a framework for measuring fair value, and requires additional disclosures about fair value measurements.

Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below:

The following is a summary of the Fund’s investments by the inputs used to value the investments as of May 31, 2025:

Refer to the Fund’s Schedule of Investments for a listing of securities by sector and industry type. The Fund did not hold any derivative instruments or any assets or liabilities that were measured at fair value on a recurring basis using significant unobservable inputs (Level 3) as of or during the six months ended May 31, 2025.

Cash – The Fund’s cash, if any, is held in a bank account with balances which may exceed the Federal Deposit Insurance Corporation (FDIC) limit of $250,000. The cash balance reflected on the Statement of Assets and Liabilities for the Fund represents the amount held as of May 31, 2025.

Share valuation – Individual shares of an ETF may be purchased and sold only on a national securities exchange through a broker-dealer. Lack of liquidity in an ETF could result in the ETF being more volatile than its underlying securities. The price of such shares is based on market price, and because ETF shares trade at market prices rather than NAV, shares may trade at a price greater than NAV (a premium) or less than NAV (a discount). The market price of an ETF’s shares, like the price of any exchange-traded security, includes a “bid ask spread” charged by the exchange specialists, market makers or other participants that trade the particular security. The bid ask spread often increases significantly during times of market disruption, which means that, to the extent that the Fund invests directly in an ETF, the shares of that ETF may trade at a greater discount at a time when the Fund wishes to sell its shares.

Investment income – Dividend income is recorded on the ex-dividend date. Interest income, if any, is accrued as earned. Non-cash dividends included in dividend income, if any, are recorded at the fair value of the security received.

Investment transactions – Investment transactions are accounted for on the trade date. Realized gains and losses on investments sold are determined on a specific identification basis.

Common expenses – Common expenses of the Trust are allocated among the Fund and the other series of the Trust based on the relative net assets of each series, the number of series in the Trust, or the nature of the services performed and the relative applicability to each series.

Distributions to shareholders – Dividends arising from net investment income, if any, are declared and paid quarterly to shareholders of the Fund. Net realized capital gains, if any, are distributed at least once each year. The amount of such dividends and distributions are determined in accordance with federal income tax regulations, which may differ from GAAP. Dividends and distributions to shareholders are recorded on the ex-dividend date. The tax character of distributions paid to shareholders by the Fund during the periods ended May 31, 2025 and November 30, 2024 was as follows:

Federal income tax – The Fund has qualified and intends to continue to qualify as a regulated investment company under the Internal Revenue Code of 1986, as amended (the “Code”). Qualification generally will relieve the Fund of liability for federal income taxes to the extent 100% of its net investment income and net realized capital gains are distributed in accordance with the Code.

In order to avoid imposition of the excise tax applicable to regulated investment companies, it is also the Fund’s intention to declare as dividends in each calendar year at least 98% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts from prior years.

The following information was computed on a tax basis for each item as of November 30, 2024:

The federal tax cost, unrealized appreciation (depreciation) as of May 31, 2025 is as follows:

The difference between the federal income tax cost of investments and the financial statement cost of investments for the Fund is due to certain timing differences in the recognition of capital gains or losses under income tax regulations and GAAP. These “book/tax” differences are temporary in nature and are primarily due to losses deferred due to wash sales.

The Fund recognizes the tax benefits or expenses of uncertain tax positions only when the position is “more likely than not” of being sustained assuming examination by tax authorities. Management has reviewed the Fund’s tax positions for the current and all open tax years (generally, three years) and has concluded that no provision for unrecognized tax benefits or expenses is required in these financial statements. The Fund identifies its major tax jurisdiction as U.S. Federal.

The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense on the Statement of Operations. During the six months ended May 31, 2025, the Fund did not incur any interest or penalties.

During the six months ended May 31, 2025, cost of purchases and proceeds from sales of investment securities, excluding in-kind transactions and short-term investments, amounted to $170,959,911 and $176,418,759, respectively. Purchases and sales of in-kind transactions for the six months ended May 31, 2025 amounted to $5,121,082 and $16,714,358, respectively. There were realized losses of $78,222 from in-kind transactions during the six months ended May 31, 2025.

The Fund’s investments are managed by the Adviser pursuant to the terms of an Investment Advisory Agreement. The Fund pays the Adviser a management fee, computed and accrued daily and paid monthly, at the annual rate of 0.65% of average daily net assets. During the six months ended May 31, 2025, the Adviser earned $166,609 of fees under the Investment Advisory Agreement.

Pursuant to an Expense Limitation Agreement (“ELA”) between the Fund and the Adviser, the Adviser has contractually agreed, until March 31, 2026, to reduce the management fees and to reimburse Fund expenses to the extent necessary to limit Annual Fund Operating Expenses (exclusive of brokerage costs; taxes; interest; borrowing costs such

as interest and dividend expenses on securities sold short; costs to organize the Fund; Acquired Fund fees and expenses; extraordinary expenses such as litigation and merger or reorganization costs; and other expenses not incurred in the ordinary course of the Fund’s business) to an amount not exceeding 1.09% of the Fund’s shares. Accordingly, during the six months ended May 31, 2025 the Adviser reduced its management fees in the amount of $7,766.

Under the terms of the ELA, management fee reductions and expense reimbursements by the Adviser are subject to repayment by the Funds for a period of three years after the date on which such fees and expenses were incurred, provided that the repayments do not cause Total Annual Operating Expenses (exclusive of such reductions and reimbursements) to exceed (i) the expense limitation then in effect, if any, and (ii) the expense limitation in effect at the time the expenses to be repaid were incurred. As of May 31, 2025, the Adviser may seek repayment of management fee reductions and expense reimbursements no later than the dates below:

Ultimus Fund Solutions, LLC (“Ultimus”) provides administration and fund accounting services to the Fund. The Fund pays Ultimus fees in accordance with the agreements for such services. In addition, the Fund pays out-of-pocket expenses including, but not limited to, postage, supplies, and certain costs related to the pricing of the Fund’s portfolio securities.

Under the terms of a Distribution Agreement with the Trust, Northern Lights Distributors, LLC (the “Distributor”) serves as the principal underwriter to the Fund. The Distributor is compensated by the Adviser for acting as principal underwriter.

Certain officers of the Trust are also officers of Ultimus and are not paid by the Fund for serving in such capacities.

Each member of the Board who is not an “interested person” (as defined by the 1940 Act) of the Trust receives an annual retainer and meeting fees, plus reimbursement for travel and other meeting-related expenses.

Only certain financial institutions such as registered broker-dealers and banks that have entered into agreements with the Fund’s Distributor APs may acquire shares directly from the Fund and tender their shares for redemption directly to the Fund. Such purchases and redemptions are made at NAV per share and only in large blocks, or Creation Units, of shares. Purchases and redemptions directly with the Fund must follow the Fund’s procedures, which are described in the Fund’s Statement of Additional Information (“SAI”).

A creation transaction, which is subject to acceptance by the Fund’s Distributor and the Fund, generally takes place when an AP deposits into the Fund a designated portfolio of securities (“Deposit Securities”) (including any portion of such securities for which cash may be substituted) and a specified amount of cash approximating the holdings of the Fund in exchange for a specified number of Creation Units. The composition of such portfolio generally corresponds pro rata to the holdings of the Fund. However, the Fund may, in certain circumstances, offer Creation Units partially or solely for cash. Similarly, shares can be redeemed only in Creation Units, generally for a designated portfolio of securities (including any portion of such securities for which cash may be substituted) held by the Fund and a specified amount of cash. Except when aggregated in Creation Units, shares are not redeemable. The prices at which creations and redemptions occur are based on the next calculation of NAV after a creation or redemption order is received in an acceptable form under the AP agreement. Realized gains (losses) resulting from in-kind redemption of shares, if any, are reflected separately on the Statement of Operations.

The Fund charges APs standard creation and redemption transaction fees (“Transaction Fees”) to offset transfer and other transaction costs associated with the issuance and redemption of Creation Units. The standard creation and redemption transaction fees are set forth in the table below. The standard creation transaction fee is charged to the AP on the day such AP creates a Creation Unit, and is the same regardless of the number of Creation Units purchased by the AP on the applicable business day. Similarly, the standard redemption transaction fee is charged to the AP on the day such AP redeems a Creation Unit, and is the same regardless of the number of Creation Units redeemed by the AP on the applicable business day. Creations and redemptions for cash (when cash creations and redemptions (in whole or in part) are available or specified) are also subject to an additional charge (up to the maximum amounts shown in the table below). This charge is intended to compensate for brokerage, tax, foreign exchange, execution, price movement and other costs and expenses related to cash transactions (which may, in certain instances, be based on a good faith estimate of transaction costs). For the six months ended May 31, 2025, the Fund received $4,400 in transaction fees.

From time to time the Fund may have an overdrawn cash balance at the custodian due to redemptions or market movements. When this occurs, the Fund will incur borrowing costs charged by the custodian. Accordingly, during the six months ended May 31, 2025, the Fund incurred $8,293 in borrowing costs charged by the custodian.

The Fund may invest a significant portion of its assets in shares of one or more investment companies, including ETFs, open-end mutual funds and money market mutual funds. The Fund will incur additional indirect expenses (acquired fund fees and expenses) to the extent it invests in shares of other investment companies. As of May 31, 2025, the Fund had 99.8% of the value of its net assets invested in ETFs. The financial statements of these ETFs can be found at www.sec.gov.

The Fund indemnifies the Trust’s officers and Trustees for certain liabilities that might arise from their performance of their duties to the Fund. Additionally, in the normal course of business the Fund enters into contracts that contain a variety of representations and warranties and which provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

The Fund is required to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed as of the date of the Statement of Assets and Liabilities. For non-recognized subsequent events that must be disclosed to keep the financial statements from being misleading, the Fund is required to disclose the nature of the event as well as an estimate of its financial effect, or a statement that such an estimate cannot be made. Management has evaluated subsequent events through the issuance of these financial statements and has noted no such events.

There were no changes in and/or disagreements with accountants during the period covered by this report.

The Board of Trustees (the “Board”), including the Independent Trustees voting separately, has reviewed and approved the continuance of the Q3 All-Season Active Rotation ETF’s (the “Fund”) Investment Advisory Agreement with Q3 Asset Management Corporation (the “Adviser” or “Q3”) for an additional one-year term (the “Advisory Agreement”). The Board approved the continuance of the Advisory Agreement at a meeting held on November 20, 2024, at which all of the Trustees were present (the “Meeting”).

Prior to the Meeting, the Adviser provided a response to a letter sent by the counsel to the Independent Trustees, on their behalf, requesting various information relevant to the Independent Trustees’ consideration of the renewal of the Advisory Agreement with respect to the Fund. In approving the continuance of the Advisory Agreement, the Independent Trustees considered all information they deemed reasonably necessary to evaluate the terms of the Agreement. The principal areas of review by the Independent Trustees were: (1) the nature, extent and quality of the services provided by the Adviser; (2) the investment performance of the Fund; (3) the costs of the services provided and profits realized by the Adviser from the Adviser’s relationship with the Fund; (4) the financial condition of the Adviser; (5) the fall out benefits derived by the Adviser and its affiliates (if any) from its relationship with the Fund and (6) the extent to which economies of scale would be realized as the Fund grows and whether advisory fee levels reflect those economies of scale for the benefit of the Fund’s shareholders. The Independent Trustees’ evaluation of the quality of the Adviser’s services also took into consideration their knowledge gained through presentations and reports from the Adviser over the course of the preceding year. The Independent Trustees’ analysis of these factors is set forth below.

took into account Q3’s compliance policies and procedures based on discussion with Q3 and the CCO. The quality of administrative and other services, including Q3’s role in coordinating the activities of the Fund’s other service providers, was also considered. They also noted that Q3 had no affiliated entities. The Board discussed the nature and extent of the services provided by Q3 including, without limitation, Q3’s provision of a continuous investment program for the Fund. The Board considered the qualifications and experience of Q3’s portfolio management which were responsible for the day-to-day management of the Fund. The Board also considered Q3’s succession planning for the portfolio managers of the Fund. The Board concluded that it was satisfied with the nature, extent and quality of services provided to the Fund by Q3 under the Advisory Agreement.

The Board compared the advisory fee and total expense ratio for the Fund with various comparative data. In particular, the Board compared the Fund’s advisory fee and overall expense ratio to the median advisory fees and expense ratios for its custom peer group provided by Broadridge and fees charged to Q3’s other client accounts. In reviewing the comparison in fees and expense ratios between the Fund and comparable funds, the Board also considered the differences in types of funds being compared, the styles of investment management, the size of the Fund relative to the comparable funds, and the nature of the investment strategies. The Board also considered Q3’s commitment to limit the Fund’s expenses under the expense limitation agreement until at least March 31, 2026. The Board noted that the Fund’s advisory fee of 0.65% was below the peer group median and that the overall net expense ratio, was above the peer group median. The Board noted, however, Q3’s assertion that a peer group comparison was difficult to compile for the Fund due to the nature of tactical investing, as discussed in its 15(c) responses and presentation.

The Board also compared the fees paid by the Fund to the fees paid by other clients of Q3 and considered the similarities and differences in services received by such other clients as compared to the services received by the Fund. The Board noted that the Fund’s fees were lower than the fees charged to Q3’s separately managed account clients.

The Board also considered, among other data, the Fund’s performance results during certain periods ended July 31, 2024, and noted that the Board reviews on a quarterly basis detailed information about the Fund’s performance results, portfolio composition and investment strategies. The Board noted the Fund’s performance was in the fourth quartile for the one-year period and below the peer group median. The Board took into account the current market conditions in the equity, bond and Treasury markets and their impact on the Fund’s performance as discussed with Q3 during its presentation.

The Board also considered the effect of the Fund’s growth and size on its performance and expenses. The Board noted that Q3 limited fees and/or reimbursed expenses for the Fund in order to reduce the Fund’s operating expenses to targeted levels. The Board considered the effective advisory fee under the Advisory Agreement as a percentage of assets at different asset levels and possible economies of scale that might be realized if the assets of the Fund increased. The Board noted that the advisory fee schedule for the Fund currently did not have breakpoints, and considered the Q3’s assertion that adding breakpoints was not appropriate at this time. The Board noted that if the Fund’s assets increase over time, the Fund might realize other economies of scale if assets increase proportionally more than certain other expenses.

Additionally, the Board took into consideration the financial condition and profitability of Q3 and the direct and indirect benefits derived by Q3 and its affiliates from their relationship with the Fund. The information considered by the Board included operating profit margin information for Q3’s business as a whole. The Board considered Q3’s commitment to contractually limit the Fund’s net operating expenses. The Board reviewed the profitability of Q3’s relationship with the Fund both before and after tax expenses, and also considered whether Q3 has the financial wherewithal to continue to provide services to the Fund, noting its ongoing commitment to provide support and resources to the Fund as needed.

The Board also noted that Q3 derives benefits to its reputation and other benefits from its association with the Fund. The Board recognized that Q3 should be entitled to earn a reasonable level of profits in exchange for the level of services it provides to the Fund and the entrepreneurial risk that it assumes as investment adviser. Based upon its review, the Board concluded that Q3’s level of profitability, if any, from its relationship with the Fund, was reasonable and not excessive.

In considering the renewal of the Advisory Agreement, the Board, including the Independent Trustees, did not identify any single factor as controlling, and each Trustee may have attributed different weights to the various factors. The Trustees evaluated all information available to them. The Board concluded the following: (a) Q3 demonstrated that it possesses the capability and resources to perform the duties required of it under the Advisory Agreement; (b) Q3 maintains an appropriate compliance program; (c) the overall performance of the Fund is satisfactory relative to the performance of funds with similar investment objectives and relevant indices; and (d) the Fund’s advisory fees are reasonable in light of the services received by the Fund from Q3 and the other factors considered. Based on their conclusions, the Trustees determined with respect to the Fund that continuation of the Advisory Agreement was in the best interests of the Fund and its shareholders.

There has been no material changes to the manner in which shareholders may recommend nominees to the Registrant’s Board of Trustees or the Nominations & Governance Committee (the “Committee”). The Registrant does not have formal procedures by which shareholders may recommend nominees to the Registrant’s Board of Trustees. While the Registrant does not have formal procedure, the Committee shall to the extent required under applicable law, when identifying potential candidates for the position of Independent Trustee, consider any such candidate recommended by a shareholder.

(a) Based on their evaluation of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) as of a date within 90 days of the filing date of this report, the registrant’s principal executive officer and principal financial officer have concluded that such disclosure controls and procedures are reasonably designed and are operating effectively to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to them by others within those entities, particularly during the period in which this report is being prepared, and that the information required in filings on Form N-CSR is recorded, processed, summarized, and reported on a timely basis.

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) 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.

(a)(3) A separate certification for each principle executive officer and principle financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CRF 270.30a-2(a)): Attached hereto

(b) Certifications required by Rule 30a-2(b) under the Act (17 CFR 207.30a-2(b)): Attached hereto

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.

225 Pictoria Drive, Suite 450 Cincinnati, Ohio		45246
(Address of principal executive offices)		(Zip code)

Registrant’s telephone number, including area code:	(513) 587-3400

Date of fiscal year end:	November 30

Date of reporting period:	May 31, 2025

COMMON STOCKS — 98.1%	Shares		Value
Communications — 9.1%
Internet Media & Services — 9.1%
Expedia Group, Inc.		263,433	$	43,927,453
Uber Technologies, Inc. ^(a)		616,569		51,890,447
				95,817,900
Consumer Discretionary — 9.7%
Automotive — 1.3%
Adient plc ^(a)		186,400		2,905,976
Lear Corporation		122,470		11,073,737
				13,979,713
E-Commerce Discretionary — 4.6%
eBay, Inc.		650,779		47,617,500

Retail - Discretionary — 1.7%
Lithia Motors, Inc.		55,833		17,694,036

Wholesale - Discretionary — 2.1%
LKQ Corporation		546,545		22,118,676

Energy — 3.7%
Oil & Gas Producers — 3.7%
Suncor Energy, Inc.		1,084,611		38,557,921

Financials — 15.5%
Asset Management — 5.7%
Affiliated Managers Group, Inc.		85,539		15,054,864
Ameriprise Financial, Inc.		88,076		44,851,822
				59,906,686
Insurance — 4.2%
Assurant, Inc.		118,504		24,053,942
Primerica, Inc.		74,004		20,025,483
				44,079,425
Specialty Finance — 5.6%
AerCap Holdings N.V.		387,009		44,788,552
Air Lease Corporation		245,250		14,128,852
				58,917,404

COMMON STOCKS — 98.1% (Continued)	Shares		Value
Health Care — 11.2%
Health Care Facilities & Services — 11.2%
Centene Corporation ^(a)		445,777	$	25,159,654
Cigna Group (The)		111,338		35,254,064
HCA Healthcare, Inc.		103,021		39,291,179
Henry Schein, Inc. ^(a)		256,043		17,920,450
				117,625,347
Industrials — 12.9%
Electrical Equipment — 5.5%
Johnson Controls International plc		564,506		57,223,973

Industrial Support Services — 7.4%
United Rentals, Inc.		85,016		60,223,634
WESCO International, Inc.		104,588		17,559,280
				77,782,914
Materials — 1.7%
Containers & Packaging — 1.7%
Amcor plc		2,006,829		18,282,212

Technology — 27.2%
Software — 3.9%
Concentrix Corporation		118,958		6,657,484
Gen Digital, Inc.		1,195,741		34,054,704
				40,712,188
Technology Hardware — 10.7%
Arrow Electronics, Inc. ^(a)		143,473		16,984,334
F5, Inc. ^(a)		123,830		35,338,606
Flex Ltd. ^(a)		987,030		41,751,369
TD SYNNEX Corporation		148,239		17,987,320
				112,061,629
Technology Services — 12.6%
Corpay, Inc. ^(a)		142,953		46,475,450
Fidelity National Information Services, Inc.		634,586		50,519,391
Global Payments, Inc.		323,445		24,455,676
WEX, Inc. ^(a)		87,378		11,615,158
				133,065,675
Utilities — 7.1%
Electric Utilities — 7.1%
NRG Energy, Inc.		481,717		75,099,680

Total Common Stocks (Cost $679,127,768)			$	1,030,542,879

MONEY MARKET FUNDS — 1.7%	Shares		Value
Invesco Treasury Portfolio - Institutional Class, 4.23% ^(b) (Cost $17,803,819)		17,803,819	$	17,803,819

Investments at Value — 99.8% (Cost $696,931,587)			$	1,048,346,698

Other Assets in Excess of Liabilities — 0.2%				2,002,660

Net Assets — 100.0%			$	1,050,349,358

COMMON STOCKS — 95.8%	Shares		Value
Belgium — 3.5%
D’ieteren Group		421	$	86,462

Canada — 9.6%
Linamar Corporation		710		32,464
Open Text Corporation		2,100		59,474
Parkland Corporation		1,851		52,261
Suncor Energy, Inc.		2,502		88,946
				233,145
Finland — 3.1%
Konecranes OYJ		971		75,876

France — 19.5%
Ayvens S.A.		6,694		68,029
Bollore SE		14,569		92,680
Elis S.A.		2,589		70,481
Rexel S.A.		3,352		94,165
SPIE S.A.		1,917		97,459
Teleperformance SE		527		53,271
				476,085
Germany — 7.7%
Brenntag SE		1,315		89,133
Fresenius SE & Company KGaA		1,987		97,393
				186,526
Hong Kong — 3.2%
CK Hutchison Holdings Ltd.		13,966		78,098

Japan — 16.0%
Air Water, Inc.		2,741		38,257
Kyudenko Corporation		852		31,310
Nintendo Company Ltd. - ADR		5,260		107,514
Renesas Electronics Corporation		8,416		102,229
Sony Group Corporation		4,157		111,280
				390,590
Jersey — 3.2%
Amcor plc		8,465		77,116

Netherlands — 8.7%
AerCap Holdings N.V.		971		112,374
Euronext N.V.		614		100,081
				212,455

COMMON STOCKS — 95.8% (Continued)	Shares		Value
South Korea — 2.9%
Samsung Electronics Company Ltd.		70	$	70,420

Sweden — 2.7%
Evolution AB		963		66,079

Switzerland — 8.3%
Johnson Controls International plc		1,121		113,636
Julius Baer Group Ltd.		1,341		88,489
				202,125
United Kingdom — 7.4%
Ashtead Group plc		1,268		74,250
Babcock International Group plc		6,008		76,039
Vistry Group plc ^(a)		3,482		29,541
				179,830

Total Common Stocks (Cost $1,702,287)			$	2,334,807

MONEY MARKET FUNDS — 1.4%
Invesco Treasury Portfolio - Institutional Class, 4.226% ^(b) (Cost $34,352)		34,352	$	34,352

Investments at Value — 97.2% (Cost $1,736,639)			$	2,369,159

Other Assets in Excess of Liabilities — 2.8%				68,741

Net Assets — 100.0%			$	2,437,900

	% of
Common Stocks by Sector/Industry	Net Assets
Communications — 3.8%
Entertainment Content		3.8	%
Consumer Discretionary — 8.0%
Automotive		1.3	%
Home Construction		1.2	%
Leisure Facilities & Services		2.7	%
Retail - Discretionary		2.8	%
Consumer Staples — 3.2%
Retail - Consumer Staples		3.2	%
Energy — 9.3%
Oil & Gas Producers		5.8	%
Oil & Gas Services & Equipment		3.5	%
Financials — 12.4%
Asset Management		3.7	%
Institutional Financial Services		4.1	%
Specialty Finance		4.6	%
Health Care — 4.0%
Health Care Facilities & Services		4.0	%
Industrials — 26.0%
Commercial Support Services		2.9	%
Electrical Equipment		4.7	%
Engineering & Construction		5.3	%
Industrial Support Services		6.9	%
Machinery		3.1	%
Transportation & Logistics		3.1	%
Materials — 8.4%
Chemicals		5.2	%
Containers & Packaging		3.2	%
Technology — 20.7%
Semiconductors		4.2	%
Software		2.4	%
Technology Hardware		11.9	%
Technology Services		2.2	%
		95.8	%

	Lyrical		Lyrical
	U.S. Value		International
	Equity Fund		Value Equity Fund
Investments in securities:
Investments in securities:
At cost	$	696,931,587	$	1,736,639
At value (Note 2)	$	1,048,346,698	$	2,369,159
Receivable for capital shares sold		2,249,825		—
Receivable from Adviser (Note 4)		—		36,851
Dividends receivable		922,923		6,681
Tax reclaims receivable		—		45,309
Other assets		63,320		13,048
Total assets		1,051,582,766		2,471,048

LIABILITIES
Payable for capital shares redeemed		322,278		—
Payable to Adviser (Note 4)		776,901		—
Payable to administrator (Note 4)		90,786		16,093
Accrued distribution fees (Note 4)		14,891		131
Accrued borrowing costs (Note 5)		—		3,500
Other accrued expenses		28,552		13,424
Total liabilities		1,233,408		33,148
CONTINGENCIES AND COMMITMENTS (NOTE 7)		—		—
NET ASSETS	$	1,050,349,358	$	2,437,900

NET ASSETS CONSIST OF:
Paid-in capital	$	754,526,153	$	1,372,379
Accumulated earnings		295,823,205		1,065,521
NET ASSETS	$	1,050,349,358	$	2,437,900

NET ASSET VALUE PER SHARE:
INSTITUTIONAL CLASS
Net assets applicable to Institutional Class	$	1,030,328,645	$	1,873,848
Institutional Class shares of beneficial interest outstanding (unlimited number of shares authorized, no par value)		37,230,850		137,737
Net asset value, offering price and redemption price per share (Note 2)	$	27.67	$	13.60
INVESTOR CLASS
Net assets applicable to Investor Class	$	10,154,075	$	549,293
Investor Class shares of beneficial interest outstanding (unlimited number of shares authorized, no par value)		369,960		40,461
Net asset value, offering price and redemption price per share (Note 2)	$	27.45	$	13.58

	Six Months
	Ended			Year Ended
	May 31, 2025			November 30,
	(Unaudited)			2024
FROM OPERATIONS
Net investment income	$	1,590,802		$	1,583,639
Net realized gains (losses) from investment transactions		(43,837,436	)		27,257,146
Net realized gains (losses) from foreign currency transactions		(4,692	)		5,262
Net change in unrealized appreciation (depreciation) on investments		8,854,760			193,188,400
Net increase (decrease) in net assets resulting from operations		(33,396,566	)		222,034,447

FROM DISTRIBUTIONS TO SHAREHOLDERS (Note 2)
Institutional Class		(2,193,283	)		(3,796,417	)
Investor Class		—			(30,907	)
A Class		—			(17,367	)
C Class		—			(4,912	)
Decrease in net assets from distributions to shareholders		(2,193,283	)		(3,849,603	)

CAPITAL SHARE TRANSACTIONS
Institutional Class
Proceeds from shares sold		214,637,405			482,561,621
Net asset value of shares issued in reinvestment of distributions to shareholders		1,672,652			2,635,264
Payments for shares redeemed		(289,456,135	)		(115,635,707	)
Net increase (decrease) in Institutional Class net assets from capital share transactions		(73,146,078	)		369,561,178

Investor Class
Proceeds from shares sold		1,533,231			2,768,409
Net asset value of shares issued in reinvestment of distributions to shareholders		—			24,856
Payments for shares redeemed		(1,558,814	)		(3,208,159	)
Net decrease in Investor Class net assets from capital share transactions		(25,583	)		(414,894	)

A Class
Proceeds from shares sold		48,103			5,299,654
Net asset value of shares issued in reinvestment of distributions to shareholders		—			1,213
Payments for shares redeemed		(19,804	)		(117,925	)
Net increase in A Class net assets from capital share transactions		28,299			5,182,942

C Class
Proceeds from shares sold		419,555			1,303,514
Net asset value of shares issued in reinvestment of distributions to shareholders		—			4,912
Payments for shares redeemed		(206,592	)		(86,428	)
Net increase in C Class net assets from capital share transactions		212,963			1,221,998

TOTAL INCREASE (DECREASE) IN NET ASSETS		(108,520,248	)		593,736,068

	Six Months
	Ended			Year			Year			Year			Year			Year
	May 31,			Ended			Ended			Ended			Ended			Ended
	2025			Nov. 30,			Nov. 30,			Nov. 30,			Nov. 30,			Nov. 30,
	(Unaudited)			2024			2023			2022			2021			2020
Net asset value at beginning of period	$	28.06		$	21.11		$	19.16		$	21.59		$	16.68		$	15.91
Income (loss) from investment operations:
Net investment income ^(a)		0.04			0.05			0.10			0.07			0.03			0.10
Net realized and unrealized gains (losses) on investments and foreign currencies		(0.38	)		7.03			1.93			(1.54	)		5.02			0.72	^(b)
Total from investment operations		(0.34	)		7.08			2.03			(1.47	)		5.05			0.82
Less distributions from:
Net investment income		(0.05	)		(0.10	)		(0.08	)		(0.03	)		(0.14	)		(0.05	)
Net realized gains		—			(0.03	)		—			(0.93	)		—			—
Total distributions		(0.05	)		(0.13	)		(0.08	)		(0.96	)		(0.14	)		(0.05	)
Net asset value at end of period	$	27.67		$	28.06		$	21.11		$	19.16		$	21.59		$	16.68
Total return ^(c)		(1.19	%) ^(d)		33.63	%		10.64	%		(6.81	%)		30.44	%		5.16	%
Net assets at end of period (000,000’s)	$	1,030		$	1,139		$	556		$	655		$	696		$	327
Ratios/supplementary data:
Ratio of total expenses to average net assets		0.98	% ^(e)		1.00	%		1.03	%		1.02	%		1.01	%		1.25	%
Ratio of net expenses to average net assets ^(f)		0.99	% ^(e)		0.99	% ^(g)		1.00	% ^(g)		0.99	%		0.99	%		1.22	%
Ratio of net investment income to average net assets ^(f)		0.31	% ^(e)		0.21	%		0.51	%		0.36	%		0.13	%		0.73	%
Portfolio turnover rate ^(h)		10	% ^(d)		13	%		23	%		24	%		14	%		30	%

Lyrical U.S. Value Equity Fund	Level 1		Level 2			Level 3		Total
Common Stocks	$	1,030,542,879	$	—		$	—	$	1,030,542,879
Money Market Funds		17,803,819		—			—		17,803,819
Total	$	1,048,346,698	$	—		$	—	$	1,048,346,698


Lyrical International Value Equity Fund	Level 1		Level 2			Level 3		Total
Common Stocks	$	714,205	$	1,620,602	*	$	—	$	2,334,807
Money Market Funds		34,352		—			—		34,352
Total	$	748,557	$	1,620,602		$	—	$	2,369,159

Lyrical U.S. Value Equity Fund Expenses	Institutional		Investor		A Class		C Class		Total
Distribution fees	$	—	$	12,200	$	7,843	$	15,064	$	35,107
Registration and filing fees		30,381		8,065		2,952		2,600		43,998
Transfer Agent fees		57,085		10,572		7,128		6,843		81,628

Lyrical International Value Equity Fund Expenses	Institutional		Investor		A Class		C Class		Total
Distribution fees	$	—	$	593	$	8	$	32	$	633
Registration and filing fees		4,109		1,504		2,610		2,610		10,833
Transfer Agent fees		6,843		6,843		7,983		7,983		29,652

	Period		Ordinary		Long-Term		Total
	Ended		Income		Capital Gains		Distributions
Lyrical U.S. Value Equity Fund		5/31/2025	$	2,193,283	$	—	$	2,193,283
		11/30/2024	$	2,681,605	$	1,167,998	$	3,849,603

Lyrical International Value Equity Fund		5/31/2025	$	408,633	$	—	$	408,633
		11/30/2024	$	186,765	$	—	$	186,765

	Lyrical U.S. Equity		Lyrical International
	Value Fund		Value Equity Fund
No expiration - short-term	$	—	$	—
No expiration - long-term	$	—	$	259,606

Institutional Class	Investor Class	A Class	C Class
0.99%	1.24%	1.24%	1.99%

NAME OF RECORD OWNERS	% Ownership
Lyrical International Value Equity Fund
Charles Schwab & Co., Inc.(for the benefit of its customers)	57%
Pershing, LLC (for the benefit of its customers)	41%

MONEY MARKET FUNDS — 78.5%	Shares		Value
First American Government Obligations Fund - Class X, 4.23% ^(a) (Cost $146,067,443)		146,067,443	$	146,067,443

Other Assets in Excess of Liabilities — 21.5%				40,049,394

Net Assets — 100.0%			$	186,116,837

MONEY MARKET FUNDS — 91.1%	Shares		Value
First American Government Obligations Fund - Class X, 4.23% ^(a) (Cost $30,127,698)		30,127,698	$	30,127,698

Other Assets in Excess of Liabilities — 8.9%				2,925,428

Net Assets — 100.0%			$	33,053,126

	Q3 All-Season		Q3 All-Season
	Systematic		Tactical
	Opportunities Fund		Fund
ASSETS
Investments in securities:
At cost	$	146,067,443	$	30,127,698
At value (Note 2)	$	146,067,443	$	30,127,698
Margin deposits for futures contracts (Note 2)		39,253,787		2,803,605
Receivable for capital shares sold		626,895		39,589
Dividends receivable		501,768		105,079
Other assets		34,536		24,250
Total assets		186,484,429		33,100,221

LIABILITIES
Variation margin payable (Notes 2 & 5)		109,905		—
Payable for capital shares redeemed		66,314		507
Payable to Adviser (Note 4)		153,420		25,369
Payable to administrator (Note 4)		23,333		11,264
Accrued distribution fees (Note 4)		2,308		1,359
Other accrued expenses		12,312		8,596
Total liabilities		367,592		47,095

CONTINGENCIES AND COMMITMENTS (NOTE 8)		—		—

NET ASSETS	$	186,116,837	$	33,053,126

NET ASSETS CONSIST OF:
Paid-in capital	$	177,789,995	$	56,939,078
Accumulated earnings (deficit)		8,326,842		(23,885,952	)
NET ASSETS	$	186,116,837	$	33,053,126

	Six Months Ended			Year Ended
	May 31, 2025			November 30,
	(Unaudited)			2024^(a)
FROM OPERATIONS
Net investment income	$	2,059,632		$	3,456,986
Net realized gains (losses) from:
Investments		(291,747	)		8,149,112
Futures contracts (Note 5)		12,261,590			(911,569	)
Net change in unrealized appreciation (depreciation) on:
Investments		—			(104,650	)
Futures contracts (Note 5)		793,970			—
Net increase in net assets resulting from operations		14,823,445			10,589,879

FROM DISTRIBUTIONS TO SHAREHOLDERS (Note 2)
Institutional Class		(9,192,318	)		(14,097,011	)
C Class		(56,157	)		—
Net decrease in net assets from distributions to shareholders		(9,248,475	)		(14,097,011	)

CAPITAL SHARE TRANSACTIONS
Institutional Class
Proceeds from shares sold		47,981,155			121,811,355
Net asset value of shares issued in reinvestment of distributions to shareholders		9,071,453			14,086,682
Payments for shares redeemed		(55,499,884	)		(113,097,501	)
Payments for transfer to C Class		—			(1,000	)
Net increase in Institutional Class net assets from capital share transactions		1,552,724			22,799,536

C Class
Proceeds from shares sold		657,246			1,009,715
Net asset value of shares issued in reinvestment
of distributions to shareholders		56,157			—
Payments for shares redeemed		(67,402	)		—
Proceeds received for transfer from Institutional Class		—			1,000
Net increase in C Class net assets from capital share transactions		646,001			1,010,715

TOTAL INCREASE IN NET ASSETS		7,773,695			20,303,119

NET ASSETS
Beginning of period		178,343,142			158,040,023
End of period	$	186,116,837		$	178,343,142

	Six Months
	Ended			Period Ended
	May 31, 2025			November 30,
	(Unaudited)			2024 ^(a)
Net asset value at beginning of period	$	9.71		$	9.61
Income from investment operations:
Net investment income ^(b)(c)		0.04			0.02
Net realized and unrealized gains on investments and futures contracts		0.73			0.08
Total from investment operations		0.77			0.10
Less distributions from:
Net investment income		(0.13	)		—
Net realized gains		(0.38	)		—
Total distributions		(0.51	)		—
Net asset value at end of period	$	9.97		$	9.71
Total return ^(d)		8.14	% ^(e)		1.04	% ^(e)
Net assets at end of period (000’s)	$	1,687		$	1,007
Ratios/supplementary data:
Ratio of total expenses to average net assets ^(f)		2.72	% ^(g)(i)		3.15	% ^(g)
Ratio of net expenses to average net assets ^(f)(h)		2.74	% ^(g)(i)		2.79	% ^(g)
Ratio of net investment income to average net assets ^(c)(f)(h)		0.89	% ^(g)		1.55	% ^(g)
Portfolio turnover rate^(j)		2676	% ^(e)		8158	%

All-Season Systematic Opportunities Fund
Institutional Class	C Class
1.79%	2.79%

All-Season Tactical Fund
Institutional Class	C Class
1.94%	2.94%

	Q3 All-Season
	Tactical Fund
November 30, 2027	$	1,815
May 31, 2028		2,755
Total	$	4,570

NAME OF RECORD OWNER	% Ownership
Q3 All-Season Systematic Opportunities Fund
E*TRADE Savings Bank (for the benefit of its customers)	56%
Q3 All-Season Tactical Fund
E*TRADE Savings Bank (for the benefit of its customers)	67%
Charles Schwab & Co., Inc. (for the benefit of its customers)	26%

Derivative Investment Type	Location
Futures contracts	Variation margin payable

Q3 All-Season Systematic Opportunities Fund
	Variation Margin
Type of Derivative and Risk	Receivable		(Payable)			Total

Futures contracts
Index	$	—	$	(109,905	)	$	(109,905	)
Total	$	—	$	(109,905	)	$	(109,905	)

Q3 All-Season Tactical Fund
	Variation Margin
Type of Derivative and Risk	Receivable		(Payable)			Total

Futures contracts
Index	$	—	$	—		$	—
Treasury		—		—			—
Total	$	—	$	—		$	—

				Net Change
				in Unrealized
	Net Realized			Appreciation
Type of Derivative and Risk	Gains (Losses)			(Depreciation)
Q3 All-Season Systematic Opportunities Fund
Futures contracts
Index	$	12,261,590		$	793,970
Total	$	12,261,590		$	793,970
Q3 All-Season Tactical Fund

Futures contracts
Index	$	(3,379,488	)	$	325,491
Treasury		(1,196,764	)		(23,895	)
Total	$	(4,576,252	)	$	301,596

	Income
	Per Share
Q3 All-Season Tactical Fund - Institutional Class	$	0.0354
Q3 All-Season Tactical Fund - C Class	$	0.0114

EXCHANGE-TRADED FUNDS — 99.8%	Shares		Value
Specialty — 9.7%
Invesco CurrencyShares Euro Currency Trust		20,697	$	2,170,494
Invesco CurrencyShares Japanese Yen Trust ^(a)		32,675		2,092,180
				4,262,674
Equity — 80.2%
Invesco QQQ Trust, Series 1		11,065		5,743,952
iShares MSCI USA Momentum Factor ETF		25,145		5,822,073
SPDR Portfolio Developed World ex-US ETF		137,855		5,488,008
Vanguard FTSE Europe ETF		82,870		6,361,101
Vanguard FTSE Pacific ETF		71,440		5,642,331
Vanguard Mid-Cap Growth ETF		23,045		6,182,052
				35,239,517
Fixed Income — 3.7%
iShares J.P. Morgan USD Emerging Markets Bond ETF		5,811		526,477
SPDR Bloomberg International Treasury Bond ETF		25,155		577,056
Vanguard Short-Term Corporate Bond ETF		6,500		514,085
				1,617,618
Commodity — 6.2%
SPDR Gold MiniShares Trust ^(a)		41,655		2,717,572

Investments at Value — 99.8% (Cost $41,865,512)			$	43,837,381

Other Assets in Excess of Liabilities — 0.2%				101,342

Net Assets — 100.0%			$	43,938,723