

UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-23859
(Exact name of registrant as specified in charter)
615 East Michigan Street
Milwaukee,
Wisconsin 53202
(Address of principal executive offices) (Zip code)
Russell B. Simon
Advisor Managed Portfolios
615 East Michigan Street
Milwaukee,
Wisconsin 53202
(Name and address of agent for service)
(626) 914-7395
Registrant’s telephone number, including area code
Date of fiscal year end: December 31
Date of reporting period:
Item 1. Reports to Stockholders.
| (a) |
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Semi-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 $10,000 investment**
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Defender Risk Adaptive 500 ETF
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$
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| * | Amount shown reflects the expenses of the Fund from April 14, 2026 through June 30, 2026. Expenses would be higher if the Fund had been in operation for the full year. |
| ** | Annualized |
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Net Assets
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$
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Number of Holdings
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Portfolio Turnover
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Security Type
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(%)
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Exchange Traded Funds
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Cash & Other
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Top 10 Issuers
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(%)
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State Street SPDR Portfolio S&P 500 ETF
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Cash & Other
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| Defender Risk Adaptive 500 ETF | PAGE 1 | TSR-SAR-00777X421 |
| (b) | Not applicable. |
Item 2. Code of Ethics.
Not applicable for semi-annual reports.
Item 3. Audit Committee Financial Expert.
Not applicable for semi-annual reports.
Item 4. Principal Accountant Fees and Services.
Not applicable for semi-annual reports.
Item 5. Audit Committee of Listed Registrants.
Not applicable for semi-annual reports.
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 Management Investment Companies.
| (a) |

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Shares |
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Value
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EXCHANGE
TRADED FUNDS - 99.6% |
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State
Street SPDR Portfolio S&P 500 ETF(a) |
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218,694 |
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$19,218,829
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TOTAL
EXCHANGE TRADED FUNDS
(Cost
$19,017,152) |
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19,218,829
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TOTAL
INVESTMENTS - 99.6%
(Cost
$19,017,152) |
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$19,218,829
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Money
Market Deposit Account - 0.5%(b) |
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95,078
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Liabilities
in Excess of Other
Assets
- (0.0)%(c) |
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(9,437)
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TOTAL
NET ASSETS - 100.0% |
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$19,304,470 | |
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(a) |
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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(b) |
The U.S. Bank Money
Market Deposit Account (the “MMDA”) is a short-term vehicle in which the Fund holds cash balances. The MMDA will bear interest
at a variable rate that is determined based on market conditions and is subject to change daily. The rate as of June 30, 2026 was
2.56%. |
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(c) |
Represents less than
0.05% of net assets. |
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1 |
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ASSETS: |
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Investments,
at value |
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$19,218,829
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Cash
- interest bearing deposit account |
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95,078
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Interest
receivable |
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140
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Total
assets |
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19,314,047
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LIABILITIES: |
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Payable
to Adviser |
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9,577
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Total
liabilities |
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9,577
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NET
ASSETS |
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$
19,304,470 |
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Net
Assets Consist of: |
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Paid-in
capital |
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$19,042,067
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Total
distributable earnings |
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262,403
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Total
net assets |
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$
19,304,470 |
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Net
assets |
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$19,304,470
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Shares
issued and outstanding (unlimited shares authorized without par value) |
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705,000
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Net
asset value per share |
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$27.38
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Cost: |
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Investments,
at cost |
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$19,017,152 |
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2 |
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INVESTMENT
INCOME: |
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Dividend
income |
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$48,608
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Interest
income |
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187
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Total
investment income |
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48,795
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EXPENSES: |
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Investment
advisory fee |
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14,101
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Total
expenses |
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14,101
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NET
INVESTMENT INCOME |
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34,694
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REALIZED
AND UNREALIZED GAIN |
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Net
realized gain from: |
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Investments |
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1,481
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In-kind
redemptions |
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24,551
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Net
realized gain |
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26,032
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Net
change in unrealized appreciation (depreciation) on: |
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Investments |
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201,677
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Net
change in unrealized appreciation (depreciation) |
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201,677
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Net
realized and unrealized gain (loss) |
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227,709
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NET
INCREASE IN NET ASSETS RESULTING FROM OPERATIONS |
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$
262,403 |
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(a) |
Inception date of
the Fund was April 14, 2026. |
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3 |
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Period
Ended
June 30,
2026(a)
(Unaudited)
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OPERATIONS: |
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Net
investment income |
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$34,694
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Net
realized gain |
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26,032
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Net
change in unrealized appreciation (depreciation) |
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201,677
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Net
increase in net assets from operations |
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262,403
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CAPITAL
TRANSACTIONS: |
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Shares
sold |
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20,605,037
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Shares
redeemed |
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(1,562,970)
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Net
increase in net assets from capital transactions |
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19,042,067
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NET
INCREASE IN NET ASSETS |
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19,304,470
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NET
ASSETS: |
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Beginning
of the period |
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—
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End
of the period |
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$
19,304,470 |
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SHARES
TRANSACTIONS |
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Shares
sold |
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765,000
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Shares
redeemed |
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(60,000)
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Total
increase in shares outstanding |
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705,000 |
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(a) |
Inception date of
the Fund was April 14, 2026. |
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4 |
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Period
Ended
June 30,
2026(a)
(Unaudited)
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PER
SHARE DATA: |
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Net
asset value, beginning of period |
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$25.00
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INVESTMENT
OPERATIONS: |
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Net
investment income(b) |
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0.09
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Net
realized and unrealized gain (loss) on investments(c) |
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2.29
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Total
from investment operations |
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2.38
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LESS
DISTRIBUTIONS FROM: |
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Net
asset value, end of period |
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$27.38
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TOTAL
RETURN(d) |
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7.93%
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SUPPLEMENTAL
DATA AND RATIOS: |
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Net
assets, end of period (in thousands) |
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$19,304
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Ratio
of expenses to average net assets(e)(f) |
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0.63%
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Ratio
of net investment income (loss) to average net assets(e)(f) |
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1.56%
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Portfolio
turnover rate(d)(g) |
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1% |
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(a) |
Inception date of
the Fund was April 14, 2026. |
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(b) |
Net investment income
per share has been calculated based on average shares outstanding during the period. |
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(c) |
Realized and unrealized
gains and losses per share in the caption are balancing amounts necessary to reconcile the change in net asset value per share for the
period and may not reconcile with the aggregate gains and losses in the Statement of Operations due to share transactions for the period. |
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(d) |
Not annualized for
periods less than one year. |
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(e) |
Annualized for periods
less than one year. |
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(f) |
Ratios do not include
the expenses of the underlying investment companies in which the Fund invests. |
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(g) |
Portfolio turnover
rate excludes in-kind transactions. |
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5 |
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(A) |
Securities
Valuation – Investments in securities traded on a national securities exchange are valued at the last reported sales price
on the exchange on which the security is principally traded. Securities traded on the NASDAQ exchanges are valued at the NASDAQ Official
Closing Price (“NOCP”). Exchange-traded securities for which no sale was reported and NASDAQ securities for which there is
no NOCP are valued at the mean of the most recent quoted bid and ask prices. Unlisted securities held by the Fund are valued at the last
sale price in the over-the-counter (“OTC”) market. If there is no trading on a particular day, the mean between the last quoted
bid and ask price is used. |
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Level 1 – |
Quoted prices in active markets for identical
securities. An active market for the security is a market in which transactions occur with sufficient frequency and volume to provide
pricing information on an ongoing basis. A quoted price in an active market provides the most reliable evidence of fair value. |
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6 |
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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. |
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Level 3 – |
Significant unobservable inputs, including
the Fund’s own assumptions in determining the fair value of investments. |
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Description |
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Level 1 |
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Level 2 |
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Level 3 |
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Total
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Assets |
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Long-Term
Investments |
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Exchange
Traded Funds |
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$19,218,829 |
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$ — |
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$ — |
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$19,218,829
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Total
Investments |
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$19,218,829 |
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$— |
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$— |
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$19,218,829 |
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(B) |
Securities
Transactions, Investment Income and Distributions – The Fund records security transactions based on trade date. Realized
gains and losses on sales of securities are reported based on identified cost of securities delivered. Dividend income and expense are
recognized on the ex-dividend date, and interest income and expense are recognized on an accrual basis. Withholding taxes on foreign dividends
have been provided for in accordance with the Trust’s understanding of the applicable country’s tax rules and rates. |
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(C) |
Distributions
to shareholders – Distributions from net investment income and distributions of net realized gains, if any, are declared
at least annually. Distributions to shareholders of the Fund are recorded on the ex-dividend date and are determined in accordance with
income tax regulations, which may differ from GAAP. |
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(D) |
Federal Income
Taxes – The Fund has elected to be taxed as a Regulated Investment Company (“RIC”) under the U.S. Internal Revenue
Code of 1986, as amended, and intends to maintain this qualification and to distribute substantially all net taxable income to its shareholders.
Therefore, no provision is made for federal income taxes. Due to the timing of dividend distributions and the differences in accounting
for income and realized gains and losses for financial statement and federal income tax purpose, the fiscal year in which amounts are
distributed may differ from the year in which the income and realized gains and losses is recorded by the Fund. |
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(E) |
Segment Reporting
– The Fund operates as a single segment entity. The Fund’s income, expenses, assets, and performance are regularly monitored
and assessed by the Chief Investment Officer of the Sub-Advisor, who serve(s) as the chief operating decision maker, using the information
presented in the financial statements and financial highlights. |
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7 |
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Purchases |
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$100,347
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Sales |
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$
101,005 |
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Purchases
In-Kind |
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$20,549,974
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Sales
In-Kind |
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$1,558,197 |
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8 |
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• |
the Advisory Agreement between Sound Capital
Solutions LLC (the “Advisor”) and the Trust, on behalf of Defender Risk Adaptive 500 ETF (the “Fund”); and
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• |
the Sub-Advisory Agreements between the Advisor
and Tamarisk Capital Management LLC (“Tamarisk”) and Penserra Capital Management (“Penserra”) (together, the “Sub-Advisors”)
with respect to the Fund. |
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• |
In considering the nature, extent and quality
of the services to be provided by the Advisor and each Sub-Advisor, the Trustees considered the Advisor’s and each Sub-Advisor’s
specific responsibilities in all aspects of the day-to-day management of the Fund, as well as the qualifications, experience and responsibilities
of the portfolio managers and other key personnel who would be involved in the day-to-day activities of the Fund. The Board also considered
the Advisor’s and each Sub-Advisor’s resources and compliance structure, including information regarding their respective
compliance program, chief compliance officer, compliance record, and disaster recovery/business continuity plan, as well as each one’s
experience providing similar services to other clients. The Board concluded that the Advisor and Sub-Advisors each had sufficient quality
and depth of personnel, resources, investment methods, and compliance policies and procedures essential to performing its duties under
the respective Advisory Agreement or Sub-Advisory Agreement, respectively, and that, in the Board’s view, the nature, overall quality,
and extent of the management services to be provided were satisfactory and reliable. |
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• |
The Board noted that the Fund had not commenced
operations, therefore, there was no performance to consider. |
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• |
The Trustees reviewed the anticipated cost
of the Advisor’s and each Sub-Advisor’s services, and the proposed structure and level of the Fund’s advisory fee as
a unitary fee, including a comparison to fees charged by a peer group of funds. The Board considered that the Advisor would be responsible
for paying each Sub-Advisor out of the unitary fee and that the sub-advisory fees reflected an arm’s-length negotiation between
the Advisor and each Sub-Advisor based on the nature of services to be provided. After reviewing the materials that were provided, the
Trustees concluded that the fee to be charged to the Fund was fair and reasonable. |
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• |
The Trustees considered the Advisor’s
assertion that, through the Advisor’s commitment to use a unitary fee structure, economies of scale, if and when achieved, will
be shared with the Fund. The Board noted that the unitary fee arrangement between the Advisor and the Trust with respect to the Fund would
limit the fees paid by shareholders. The Trustees considered the possible growth in asset levels of the Fund and concluded that they will
have the opportunity to periodically reexamine whether economies of scale have been achieved by the Fund. |
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9 |
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|
• |
The Trustees considered the expected profitability
of the Advisor and Sub-Advisors from managing the Fund. In assessing the Advisor’s and each Sub-Advisor’s expected profitability,
the Trustees reviewed the Advisor’s and each Sub-Advisor’s financial information that was provided in the materials and took
into account both the direct and indirect benefits to the Advisor and Sub-Advisors from managing the Fund. The Trustees concluded that
the Advisor’s and each Sub-Advisor’s expected profits from managing the Fund did not appear excessive and, after a review
of the relevant financial information, the Advisor and Sub-Advisors appeared to have adequate capitalization and/or would maintain adequate
profit levels to support the Fund. |
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10 |
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| (b) | Financial Highlights are included within the financial statements filed under Item 7 of this Form. |
Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies.
There were no changes in or disagreements with accountants during the period covered by this report.
Item 9. Proxy Disclosure for Open-End Management Investment Companies.
There were no matters submitted to a vote of shareholders during the period covered by this report.
Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.
See Item 7(a).
Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.
See Item 7(a).
Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable to open-end management investment companies.
Item 13. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable to open-end management investment companies.
Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable to open-end management investment companies.
Item 15. Submission of Matters to a Vote of Security Holders.
There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of trustees.
Item 16. Controls and Procedures.
| (a) | The Registrant’s Principal Executive Officer and Principal Financial Officer have reviewed the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider. |
| (b) | There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting. |
Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies
Not applicable to open-end management investment companies.
Item 18. Recovery of Erroneously Awarded Compensation.
Not applicable
Item 19. Exhibits.
| (a) | (1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Not Applicable. |
(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 to open-end management investment companies.
(5) Change in the registrant’s independent public accountant. Provide the information called for by Item 4 of Form 8-K under the Exchange Act (17 CFR 249.308). Unless otherwise specified by Item 4, or related to and necessary for a complete understanding of information not previously disclosed, the information should relate to events occurring during the reporting period. Not applicable to open-end management investment companies and ETFs.
| (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.
Advisor Managed Portfolios
| By | /s/ Russell B. Simon | ||
| Russell B. Simon, President/Principal Executive Officer | |||
| Date | September 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 | /s/ Russell B. Simon | ||
| Russell B. Simon, President/Principal Executive Officer | |||
| Date | September 4, 2026 |
| By | /s/ Eric T. McCormick | ||
| Eric T. McCormick, Treasurer/Principal Financial Officer | |||
| Date | September 4, 2026 |