

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-21897
(Exact name of registrant as specified in charter)
615 East Michigan Street
Milwaukee,
WI 53202
(Address of principal executive offices) (Zip code)
Ryan Frank, President
Manager Directed Portfolios
c/o U.S. Bank Global Fund Services
777 East Wisconsin Avenue, 6th Floor
Milwaukee,
WI 53202
(Name and address of agent for service)
(414) 516-1519
Registrant’s telephone number, including area code
Date of fiscal year end: May 31, 2026
Date of reporting period:
Item 1. Reports to Stockholders.
| (a) |
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Annual Shareholder Report |
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Fund Name
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Costs of a $10,000 investment
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Costs paid as a percentage of a $10,000 investment
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Twin Oak Active Opportunities ETF
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$
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| Twin Oak Active Opportunities ETF | PAGE 1 | TSR-AR-56170L653 |

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1 Year
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Since Inception
(02/20/2025) |
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| * | 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. |
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Net Assets
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$
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Number of Holdings
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Net Advisory Fee Paid
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$
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Portfolio Turnover Rate
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Security Type
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(% of Net Assets)
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Exchange Traded Funds
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Cash & Other
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Top Holdings
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(% of Net Assets)
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Vanguard S&P 500 ETF
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iShares Ultra Short Duration Bond Active ETF
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JPMorgan Ultra-Short Income ETF
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| Twin Oak Active Opportunities ETF | PAGE 2 | TSR-AR-56170L653 |
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Annual Shareholder Report |
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Fund Name
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Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment
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Twin Oak Short Horizon Absolute Return ETF
|
$
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| Twin Oak Short Horizon Absolute Return ETF | PAGE 1 | TSR-AR-56170L661 |

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1 Year
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Since Inception
(08/19/2024) |
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| * | 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. |
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Net Assets
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$
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Number of Holdings
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Net Advisory Fee Paid
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$
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Portfolio Turnover Rate
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Top Holdings
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(% of Net Assets)
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State Street SPDR S&P 500 ETF Trust Call Options
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State Street SPDR S&P 500 ETF Trust Put Options
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Cash & Cash Equivalents
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Credit Breakdown1
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(% of Net Assets)
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AA
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Cash & Cash Equivalents
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| 1 | The Fund’s portfolio is comprised of FLEX Options. The rating listed represents the counterparty rating for those positions as assigned by S&P Global. |
| Twin Oak Short Horizon Absolute Return ETF | PAGE 2 | TSR-AR-56170L661 |
| (b) | Not applicable. |
Item 2. Code of Ethics.
The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer and principal financial officer. The registrant has not made any substantive amendments to its code of ethics during the period covered by this report. The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report.
A copy of the registrant’s Code of Ethics is filed herewith.
Item 3. Audit Committee Financial Expert.
The Registrant’s Board of Trustees has determined that there are two audit committee financial experts serving on its audit committee. Gaylord B. Lyman and Scott C. Jones are the “audit committee financial experts” and are considered to be “independent” as each term is defined in Item 3 of Form N-CSR.
Item 4. Principal Accountant Fees and Services.
The registrant has engaged its principal accountant to perform audit services and tax services during the past two fiscal years. “Audit services” refer to performing an audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years. “Audit-related services” refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit. “Tax services” refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. There were no “other services” provided by the principal accountant. The following table details the aggregate fees billed or expected to be billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal accountant.
| FYE 5/31/2026 | FYE 5/31/2025 | |
| Audit Fees | $28,000 | $27,000 |
| Audit-Related Fees | N/A | N/A |
| Tax Fees | $7,400 | $7,000 |
| All Other Fees | N/A | N/A |
The audit committee has adopted pre-approval policies and procedures that require the audit committee to pre-approve all audit and non-audit services of the registrant as well as non-audit services provided to the registrant’s investment adviser and any entity controlling, controlled by or under the common control with the investment adviser that provides ongoing services to the registrant, relating to the operations and financial reporting of the registrant.
The percentage of fees billed by Cohen & Company Ltd. applicable to non-audit services pursuant to waiver of the pre-approval requirement were as follows for the Twin Oak ETFs:
| FYE 5/31/2026 | FYE 5/31/2025 | |
| Audit-Related Fees | 0% | 0% |
| Tax Fees | 0% | 0% |
| All Other Fees | 0% | 0% |
The following table indicates the non-audit fees billed or expected to be billed by the registrant’s accountant for services to the registrant and to the registrant’s investment adviser (and any other entity controlling, controlled by or under common control with the registrant’s investment adviser) for the last two years.
| Non-Audit Related Fees | FYE 5/31/2026 | FYE 5/31/2025 |
| Registrant | $7,400 | $7,000 |
| Registrant’s Investment Adviser | $2,100 | $2,510 |
The audit committee of the Board of Trustees has considered whether the provision of non-audit services to be rendered to the registrant’s investment adviser is compatible with maintaining the principal accountant’s independence.
The registrant has not been identified by the U.S. Securities and Exchange Commission as having filed an annual report issued by a registered public accounting firm branch or office that is located in a foreign jurisdiction where the Public Company Accounting Oversight Board is unable to inspect or completely investigate because of a position taken by an authority in that jurisdiction.
The registrant is not a foreign issuer.
Item 5. Audit Committee of Listed Registrants.
| (a) | The registrant is an issuer as defined in Rule 10A-3 under the Securities Exchange Act of 1934 (the “Act”), and has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Act. The independent members of the committee, consisting of the entire Board, are as follows: Gaylord B. Lyman, Scott Craven Jones, Lawrence T. Greenberg, and James R. Schoenike. |
| (b) | Not applicable. |
Item 6. Investments.
| (a) | Schedule of Investments is included within the financial statements filed under Item 7 of this Form. |
| (b) | Not applicable. |
Item 7. Financial Statements and Financial Highlights for Open-End Investment Companies.
| (a) |

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Shares |
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Value
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EXCHANGE
TRADED FUNDS - 100.0%(a) |
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iShares
Ultra Short Duration Bond Active ETF |
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710,454 |
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$35,948,973
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JPMorgan
Ultra-Short Income ETF |
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475,331 |
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24,061,255
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Vanguard
S&P 500 ETF(b) |
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306,613 |
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213,246,275
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TOTAL
EXCHANGE TRADED FUNDS
(Cost
$226,340,818) |
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273,256,503
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TOTAL
INVESTMENTS - 100.0%
(Cost
$226,340,818) |
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$273,256,503
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Other
Assets in Excess of Liabilities - (0.0)%(c) |
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97,279
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TOTAL
NET ASSETS - 100.0% |
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$273,353,782 | |
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(a) |
The Fund is subject
to the investment performance and risks of these underlying ETFs. A significant decline in the value of any of these ETFs could have a
material adverse effect on the Fund’s NAV. |
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(b) |
Fair value of this
security exceeds 25% of the Fund’s net assets. Additional information for this security, including the financial statements, is
available from the SEC’s EDGAR database at www.sec.gov. |
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(c) |
Represents less than
0.05% of net assets. |
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1 |
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Notional
Amount |
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Contracts |
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Value
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PURCHASED
OPTIONS - 99.9%(a)(b)(c) |
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Call
Options - 74.1% |
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State
Street SPDR S&P 500 ETF Trust, Expiration: 08/21/2026;
Exercise
Price: $20.01 |
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$68,915,328 |
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911 |
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$66,992,234
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Put
Options - 25.8% |
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State
Street SPDR S&P 500 ETF Trust, Expiration: 08/21/2026;
Exercise
Price: $1,020.01 |
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68,915,328 |
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911 |
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23,271,887
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TOTAL
PURCHASED OPTIONS
(Cost
$89,794,621) |
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90,264,121
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TOTAL
INVESTMENTS - 99.9%
(Cost
$89,794,621) |
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$90,264,121
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Other
Assets in Excess of Liabilities - 0.1% |
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89,956
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TOTAL
NET ASSETS - 100.0% |
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$90,354,077 | ||
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(a) |
Non-income producing
security. |
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(b) |
Exchange-traded. |
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(c) |
100 shares per contract.
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2 |
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Twin
Oak Active
Opportunities
ETF |
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Twin
Oak Short
Horizon
Absolute
Return
ETF |
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ASSETS: |
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Investments,
at value |
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$
273,256,503 |
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$
90,264,121 |
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Cash
- interest bearing deposit account |
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176,643 |
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106,931
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Interest
receivable |
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|
335 |
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|
166
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Total
assets |
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273,433,481 |
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90,371,218
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LIABILITIES: |
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Payable
to advisor |
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79,699 |
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17,141
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Total
liabilities |
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79,699 |
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17,141
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NET
ASSETS |
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$
273,353,782 |
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$
90,354,077 |
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Net
Assets Consist of: |
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Paid-in
capital |
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$
225,516,963 |
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$90,070,236
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Total
accumulated earnings |
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47,836,819 |
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283,841
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Total
net assets |
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$
273,353,782 |
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$
90,354,077 |
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Net
assets |
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$
273,353,782 |
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$
90,354,077 |
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Shares
issued and outstanding (unlimited shares authorized without par value) |
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9,105,000 |
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3,140,000
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Net
asset value per share |
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$30.02 |
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$28.78
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Cost: |
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Investments,
at cost |
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$226,340,818 |
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$
89,794,621 |
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3 |
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Twin
Oak Active
Opportunities
ETF |
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Twin
Oak Short
Horizon
Absolute
Return
ETF |
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INVESTMENT
INCOME: |
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Dividend
income |
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$4,831,367 |
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$—
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Interest
income |
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18,792 |
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|
2,937
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Total
investment income |
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4,850,159 |
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2,937
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EXPENSES: |
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Investment
advisory fees (Note 5) |
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2,456,394 |
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246,713
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Interest
expense |
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— |
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7,747
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Total
expenses |
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2,456,394 |
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254,460
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Fees
voluntarily waived by advisor (Note 5) |
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(1,587,972) |
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— |
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Fees
waived by advisor (Note 5) |
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— |
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(109,650)
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Net
expenses |
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868,422 |
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144,810
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Net
investment income (loss) |
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3,981,737 |
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(141,873)
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REALIZED
AND UNREALIZED GAIN (LOSS) |
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Net
realized gain (loss) from: |
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Investments |
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(17,181) |
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(3,560,798)
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In-kind
transactions |
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— |
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5,669,171
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Written
options closed |
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— |
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(156)
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Net
realized gain (loss) |
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(17,181) |
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|
2,108,217
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Net
change in unrealized appreciation on: |
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Investments |
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46,612,344 |
|
|
45,811
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Net
change in unrealized appreciation |
|
|
46,612,344 |
|
|
45,811
|
|
Net
realized and unrealized gain |
|
|
46,595,163 |
|
|
2,154,028
|
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NET
INCREASE IN NET ASSETS RESULTING FROM OPERATIONS |
|
|
$50,576,900 |
|
|
$2,012,155 |
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4 |
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Twin
Oak Active
Opportunities
ETF |
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Twin
Oak Short Horizon
Absolute
Return ETF | ||||||
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Year
Ended
May 31,
2026 |
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Period
Ended
May 31,
2025(a) |
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Year
Ended
May 31,
2026 |
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Period
Ended
May 31,
2025(b) |
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OPERATIONS: |
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Net
investment income (loss) |
|
|
$3,981,737 |
|
|
$2,462,770 |
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|
$(141,873) |
|
|
$(60,223) |
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Net
realized gain (loss) |
|
|
(17,181) |
|
|
(17,967,364) |
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|
2,108,217 |
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|
304,105
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Net
change in unrealized appreciation |
|
|
46,612,344 |
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|
303,341 |
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|
45,811 |
|
|
423,689
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Net
increase (decrease) in net assets from operations |
|
|
50,576,900 |
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|
(15,201,253) |
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|
2,012,155 |
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|
667,571
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DISTRIBUTIONS
TO SHAREHOLDERS: |
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From
earnings |
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|
(5,354,448) |
|
|
— |
|
|
— |
|
|
—
|
|
Total
distributions to shareholders |
|
|
(5,354,448)
|
|
|
— |
|
|
— |
|
|
—
|
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CAPITAL
TRANSACTIONS: |
|
|
|
|
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|
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Shares
sold |
|
|
3,045,113 |
|
|
266,284,392 |
|
|
207,323,515 |
|
|
60,707,264
|
|
Shares
sold in connection with in-kind contribution (Note 9) |
|
|
— |
|
|
449,149,775 |
|
|
— |
|
|
—
|
|
Shares
redeemed |
|
|
— |
|
|
(475,146,697)
|
|
|
(156,389,727)
|
|
|
(23,966,701)
|
|
Net
increase in net assets from capital transactions |
|
|
3,045,113 |
|
|
240,287,470 |
|
|
50,933,788 |
|
|
36,740,563
|
|
Net
increase in net assets |
|
|
48,267,565 |
|
|
225,086,217 |
|
|
52,945,943 |
|
|
37,408,134
|
|
NET
ASSETS: |
|
|
|
|
|
|
|
|
||||
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Beginning
of the year (period) |
|
|
225,086,217 |
|
|
— |
|
|
37,408,134 |
|
|
—
|
|
End
of the year (period) |
|
|
$
273,353,782 |
|
|
$225,086,217 |
|
|
$90,354,077 |
|
|
$37,408,134
|
|
SHARES
TRANSACTIONS |
|
|
|
|
|
|
|
|
||||
|
Shares
sold |
|
|
110,000 |
|
|
11,095,000 |
|
|
7,330,000 |
|
|
2,230,000
|
|
Shares
sold in connection with in-kind contribution (Note 9) |
|
|
— |
|
|
17,970,000 |
|
|
— |
|
|
—
|
|
Shares
redeemed |
|
|
— |
|
|
(20,070,000)
|
|
|
(5,540,000)
|
|
|
(880,000)
|
|
Total
increase in shares outstanding |
|
|
110,000 |
|
|
8,995,000 |
|
|
1,790,000 |
|
|
1,350,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) |
The Fund commenced
operations on February 20, 2025. |
|
(b) |
The Fund commenced
operations on was August 19, 2024. |
|
|
|
5 |
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|
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Year
Ended
May 31,
2026 |
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|
Period
Ended
May 31,
2025(a) |
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PER
SHARE DATA: |
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|
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|
||
|
Net
asset value, beginning of year (period) |
|
|
$25.02 |
|
|
$24.99
|
|
INVESTMENT
OPERATIONS: |
|
|
|
|
||
|
Net
investment income(b)(c) |
|
|
0.44 |
|
|
0.17
|
|
Net
realized and unrealized gain (loss) on investments |
|
|
5.16 |
|
|
(0.14)
|
|
Total
from investment operations |
|
|
5.60 |
|
|
0.03
|
|
LESS
DISTRIBUTIONS FROM: |
|
|
|
|
||
|
Net
investment income |
|
|
(0.60) |
|
|
—
|
|
Total
distributions |
|
|
(0.60) |
|
|
—
|
|
Net
asset value, end of year (period) |
|
|
$30.02 |
|
|
$25.02
|
|
Total
return(d) |
|
|
22.56% |
|
|
0.12%
|
|
SUPPLEMENTAL
DATA AND RATIOS: |
|
|
|
|
||
|
Net
assets, end of year (period) (in thousands) |
|
|
$273,354 |
|
|
$225,086
|
|
Ratio
of expenses to average net assets: |
|
|
|
|
||
|
Before
fees waived(e)(f) |
|
|
0.99% |
|
|
0.99%
|
|
After
fees waived(e)(f)(g) |
|
|
0.35% |
|
|
0.35%
|
|
Ratio
of net investment income to average net assets(e)(f) |
|
|
1.60% |
|
|
2.62%
|
|
Portfolio
turnover rate(d)(h) |
|
|
2% |
|
|
73% |
|
|
|
|
|
|
|
|
|
(a) |
Commencement of operations
was February 20, 2025. |
|
(b) |
Net investment income
per share has been calculated based on average shares outstanding during the year (period). |
|
(c) |
Recognition of
net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying exchange traded funds in
which the Fund invests. The ratio does not include net investment income of the exchange traded funds in which the Fund invests. |
|
(d) |
Not annualized for
periods less than one year. |
|
(e) |
Annualized for periods
less than one year. |
|
(f) |
Ratios do not include
the expenses of the underlying investment companies in which the Fund invests. |
|
(g) |
Ratio includes 0.64%
voluntary waiver of advisor fees. |
|
(h) |
Portfolio turnover
rate excludes in-kind transactions. |
|
|
|
6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year
Ended
May 31,
2026 |
|
|
Period
Ended
May 31,
2025(a) |
|
PER
SHARE DATA: |
|
|
|
|
||
|
Net
asset value, beginning of year (period) |
|
|
$27.71 |
|
|
$26.81
|
|
INVESTMENT
OPERATIONS: |
|
|
|
|
||
|
Net
investment loss(b) |
|
|
(0.07) |
|
|
(0.08)
|
|
Net
realized and unrealized gain on investments |
|
|
1.14 |
|
|
0.98
|
|
Total
from investment operations |
|
|
1.07 |
|
|
0.90
|
|
Net
asset value, end of year (period) |
|
|
$28.78 |
|
|
$27.71
|
|
Total
return |
|
|
3.85% |
|
|
3.36%
|
|
SUPPLEMENTAL
DATA AND RATIOS: |
|
|
|
|
||
|
Net
assets, end of year (period) (in thousands) |
|
|
$90,354 |
|
|
$37,408
|
|
Ratio
of expenses to average net assets: |
|
|
|
|
||
|
Before
fees waived(d)(e) |
|
|
0.46% |
|
|
0.59%
|
|
After
fees waived(d)(e) |
|
|
0.26% |
|
|
0.39%
|
|
Ratio
of interest expense to average net assets(e) |
|
|
0.01% |
|
|
0.14%
|
|
Ratio
of operational expenses to average net assets excluding interest expense(d) |
|
|
0.25% |
|
|
0.25%
|
|
Ratio
of net investment loss to average net assets(d) |
|
|
(0.26)% |
|
|
(0.38)%
|
|
Portfolio
turnover rate(f) |
|
|
0% |
|
|
0% |
|
|
|
|
|
|
|
|
|
(a) |
Commencement of operations
was August 19, 2024. |
|
(b) |
Net investment loss
per share has been calculated based on average shares outstanding during the year (period). |
|
(c) |
Not annualized for
periods less than one year. |
|
(d) |
Annualized for periods
less than one year. |
|
(e) |
Includes investment-related
expenses not covered by the Fund’s unified management fee agreement. The interest expense had an impact of 0.01% and 0.14%, respectively,
on the Fund’s expense ratio for the year ended May 31, 2026 and the period ended May 31, 2025. See Note 5. |
|
(f) |
Portfolio turnover
rate excludes in-kind transactions. |
|
|
|
7 |
|
|
|
A. |
Security Valuation:
All investments in securities are recorded at their estimated fair value, as described in Note 3. |
|
B. |
Federal Income
Taxes: It is the Funds’ policy to comply with the requirements of Subchapter M of the Internal Revenue Code applicable to
regulated investment companies and to distribute substantially all of their taxable income to their shareholders. Therefore, no federal
income or excise tax provisions are required. |
|
C. |
Securities
Transactions, Income, Expenses, and Distributions: Securities transactions are accounted for on the trade date. Realized gains
and losses on securities sold are determined on the basis of identified cost. Interest income is recorded on an accrual basis. Dividend
income and distributions to shareholders are recorded on the ex-dividend date. Discounts and premiums on fixed income securities are amortized
using the effective interest method. Each Fund is charged a unitary management fee on an accrual basis. All other expenses, besides those
mentioned in Note 5 are paid by the Advisor. |
|
|
|
8 |
|
|
|
D. |
Use of Estimates:
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases
in net assets during the reporting period. Actual results could differ from those estimates. |
|
E. |
Redemption Fees:
The Funds do not charge redemption fees to shareholders. |
|
F. |
Reclassification
of Capital Accounts: GAAP requires that certain components of net assets relating to permanent differences be reclassified between
financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. |
|
G. |
Events Subsequent
to the Fiscal Year End: In preparing the financial statements as of May 31, 2026, management considered the impact of subsequent
events for potential recognition or disclosure in the financial statements and has concluded that no additional adjustments or disclosures
are necessary. |
|
Level 1 – |
Unadjusted quoted prices in active markets
for identical assets or liabilities that the Funds have the ability to access. |
|
Level 2 – |
Observable inputs other than quoted prices
included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices
for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield
curves, default rates and similar data. |
|
Level 3 – |
Unobservable inputs for the asset or liability,
to the extent relevant observable inputs are not available, representing the Funds’ own assumptions about the assumptions a market
participant would use in valuing the asset or liability, and would be based on the best information available. |
|
|
|
9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level
1 |
|
|
Level
2 |
|
|
Level
3 |
|
|
Total
|
|
Investments: |
|
|
|
|
|
|
|
|
||||
|
Exchange
Traded Funds |
|
|
$273,256,503 |
|
|
$— |
|
|
$— |
|
|
$273,256,503
|
|
Total
Investments |
|
|
$273,256,503 |
|
|
$— |
|
|
$— |
|
|
$273,256,503 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level
1 |
|
|
Level
2 |
|
|
Level
3 |
|
|
Total
|
|
Investments: |
|
|
|
|
|
|
|
|
||||
|
Purchased
Options |
|
|
$— |
|
|
$90,264,121 |
|
|
$— |
|
|
$90,264,121
|
|
Total
Investments |
|
|
$— |
|
|
$90,264,121 |
|
|
$— |
|
|
$90,264,121 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10 |
|
|
|
|
|
|
|
|
Assets |
|
|
Investments
at
Value |
|
Exchange-traded
asset derivatives - Equity Contracts |
|
|
$90,264,1211 |
|
|
|
|
|
|
1 |
Represents purchased
options at value. |
|
|
|
|
|
|
Net
Realized Gain (Loss) on: |
|
|
Investments1
|
|
Equity
Contracts |
|
|
$(3,560,800)
|
|
In-kind
Transactions |
|
|
$5,669,171 |
|
Written
options closed |
|
|
$(156) |
|
|
|
|
|
|
|
|
|
|
|
Net
Change in Unrealized Appreciation on: |
|
|
Investments1
|
|
Equity
Contracts |
|
|
$45,811 |
|
|
|
|
|
|
1 |
Represents realized
gain (loss) and change in unrealized appreciation for purchased options during the year. |
|
|
|
11 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchases |
|
|
Sales
|
|
Active
Opportunities ETF |
|
|
$4,398,624
|
|
|
$5,356,180
|
|
Short
Horizon ETF |
|
|
$—
|
|
|
$— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchases |
|
|
Sales
|
|
Active
Opportunities ETF |
|
|
$3,024,564 |
|
|
$—
|
|
Short
Horizon ETF |
|
|
$— |
|
|
$ — |
|
|
|
|
|
|
|
|
|
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Active
Opportunities
ETF |
|
|
Short
Horizon
ETF
|
|
Cost
of investments(a) |
|
|
$226,130,705 |
|
|
$89,794,621
|
|
Gross
unrealized appreciation |
|
|
47,127,996 |
|
|
8,137,089
|
|
Gross
unrealized depreciation |
|
|
(2,198) |
|
|
(7,667,589)
|
|
Net
unrealized appreciation |
|
|
47,125,798 |
|
|
469,500
|
|
Undistributed
ordinary income |
|
|
1,090,059 |
|
|
—
|
|
Undistributed
long-term capital gain |
|
|
— |
|
|
— |
|
Total
distributable earnings |
|
|
1,090,059 |
|
|
—
|
|
Other
accumulated gains/(losses) |
|
|
(379,038) |
|
|
(185,659)
|
|
Total
accumulated earnings |
|
|
$47,836,819 |
|
|
$283,841 |
|
|
|
|
|
|
|
|
|
(a) |
The difference
between the book basis and tax basis net unrealized appreciation and cost is attributable primarily to wash sales and the difference between
book and tax costs of lots used to seed the portfolio in-kind. |
|
|
|
|
|
|
|
|
|
|
|
|
Distributable
Earnings/
Accumulated
Deficit |
|
|
Paid
in
Capital
|
|
Active
Opportunities ETF |
|
|
$12,471 |
|
|
$(12,471)
|
|
Short
Horizon ETF |
|
|
$(2,108,212) |
|
|
$2,108,212 |
|
|
|
|
|
|
|
|
|
|
|
13 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year
Ended
May
31, 2026 |
|
|
Period
Ended
May
31, 2025 |
|
Active
Opportunities ETF | ||||||
|
Ordinary
income |
|
|
$5,354,448
|
|
|
$ — |
|
|
|
|
|
|
|
|
|
|
|
14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund
Name |
|
|
Statement
of
Operations |
|
|
Statements
of
Changes
in Net Assets |
|
|
Financial
Highlights
|
|
Twin
Oak Active Opportunities ETF |
|
|
For
the year ended
May 31,
2026 |
|
|
For
the year ended May 31, 2026 and for the period February 20, 2025 (commencement of operations) through May 31, 2025 | |||
|
Twin
Oak Short Horizon Absolute Return ETF |
|
|
For
the year ended
May 31,
2026 |
|
|
For
the year ended May 31, 2026 and for the period August 19, 2024 (commencement of operations) through May 31, 2025 | |||
|
|
|
|
|
|
|
| |||

|
|
|
15 |
|
|
|
|
|
16 |
|
|
|
|
|
17 |
|
|
|
|
|
18 |
|
|
|
|
|
|
|
|
Active
Opportunities ETF |
|
|
37.29%
|
|
Short
Horizon ETF |
|
|
0.00% |
|
|
|
|
|
|
|
|
|
|
|
Active
Opportunities ETF |
|
|
9.62%
|
|
Short
Horizon ETF |
|
|
0.00% |
|
|
|
|
|
|
|
|
19 |
|
|
|
|
|
20 |
|
|
Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 13. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable to open-end investment companies.
Item 15. Submission of Matters to a Vote of Security Holders.
There have been no material changes to the procedures by which shareholders may recommend nominees to the Registrant’s Board of Trustees.
Item 16. Controls and Procedures.
| (a) | The Registrant’s President/Principal Executive Officer and Treasurer/Principal Financial Officer have reviewed the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service providers. |
| (b) | There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting. |
Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies
Not applicable to open-end investment companies.
Item 18. Recovery of Erroneously Awarded Compensation.
Not applicable.
Item 19. Exhibits.
(2) Any policy required by the listing standards adopted pursuant to Rule 10D-1 under the Exchange Act (17 CFR 240.10D-1) by the registered national securities exchange or registered national securities association upon which the registrant’s securities are listed. Not applicable.
(4) Any written solicitation to purchase securities under Rule 23c-1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable.
| (5) | Change in the registrant’s independent public accountant. Not applicable. |
| (b) | Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Furnished herewith. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| (Registrant) | Manager Directed Portfolios |
| By (Signature and Title)* | /s/ Ryan Frank | ||
| Ryan Frank, President/Principal Executive Officer |
| Date | August 4, 2026 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| By (Signature and Title)* | /s/ Ryan Frank | ||
| Ryan Frank, President/Principal Executive Officer |
| Date | August 4, 2026 |
| By (Signature and Title)* | /s/ Colton Scarmardo | ||
| Colton Scarmardo, Treasurer/Principal Financial Officer |
| Date | August 4, 2026 |
* Print the name and title of each signing officer under his or her signature.