N-CSR 1 tataf-ncsra.htm THE AMERICAN TRUST ALLEGIANCE FUND ANNUAL REPORT 2-28-19
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES




Investment Company Act file number  811-07959



Advisors Series Trust
(Exact name of registrant as specified in charter)



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


Jeffrey T. Rauman, President/Chief Executive Officer
Advisors Series Trust
c/o U.S. Bancorp Fund Services, LLC
777 East Wisconsin Avenue, 5th Floor
Milwaukee, WI 53202
(Name and address of agent for service)



(414) 765-6872
 (Registrant's telephone number, including area code)



Date of fiscal year end:  February 28, 2019


Date of reporting period:  February 28, 2019


Item 1. Reports to Stockholders.


 
The American Trust
Allegiance Fund
 
One Court Street
Lebanon, New Hampshire  03766
 
 





Annual Report



Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund (defined herein) or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.
 
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund or your financial intermediary electronically through the Fund’s website.
 
You may elect to receive all future reports in paper free of charge. You can inform the Fund or your financial intermediary that you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held within the fund complex and may apply to all funds held through your financial intermediary.
 




For The Year Ended

February 28, 2019

American Trust Allegiance Fund


April 2019
 
Dear Fellow Shareholders,
 
Ten years since the March 2009 bottom, and after skirting a 20% drop late last year (for the S&P 500® Index, or the “S&P 500”), we remain in one of the longest running bull markets for stocks on record.  Notwithstanding the volatility of last year, discussed below, we remain constructive on stocks.  We believe that the economy remains on a firm foundation despite some recent slowing, and that business conditions remain generally constructive.  Less favorably, the market’s jump from its December 24th low makes it less attractive and some risk factors remain worrisome.  Overall however, we continue to find selected opportunities across geographies, sectors and individual companies.  And as the market moves higher, we have moved to lessen risk through selected purchases of less expensive emerging market stocks and through a disciplined application of our growth at a reasonable price investment philosophy.
 
For the fiscal year ended February 28, 2019, the Fund had a total return of -2.79%.  This compares to the 4.68% return recorded by the S&P 500.  Differences in performance relative to the S&P 500 on a full year basis are attributable to the following:
 
 
1)
About one-third of the difference pertains to our allocation of overseas stocks.  As the broader US stock market posted small gains, international stocks did not perform as well.  The MSCI EAFE and EEM indices (see definition below), which respectively track international stocks from developed and emerging countries, posted losses (in dollar terms) of -6.04% and -9.90% for the 12 months ended February 2019.  Although the percentage varied over the course of the year, the Fund held about 20% split between developed and emerging international holdings.  These holdings reduced risk through broader diversification but led to just over 2.5% underperformance relative to the S&P 500.
     
 
2)
One-eighth of the difference is attributable to lack of healthcare investments, which were up 10.8% during the period or almost twice the overall market.
     
 
3)
The remaining difference, just over half, pertains to our investing philosophy.  Our GARP (Growth At a Reasonable Price) investment discipline, which we strongly believe can deliver good relative performance through the course of a market cycle, hurt relative performance as the more value-oriented stocks did not match the performance of growth and especially momentum style stocks.  However, as discussed in the Fund Statistical Snapshot section of this Annual Report, we are positioned in stocks that are less expensive but have higher growth prospects than the overall market.  We believe this positioning reduces risk while preserving upside in the long term.

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American Trust Allegiance Fund


While for the fiscal year our total return lagged the S&P 500, we view it as a tale of two periods:  in the first three quarters we underperformed; and in the last quarter (December – February) we modestly outperformed (+1.64% for the Fund versus +1.42% for the S&P 500).  Of note, the market environment changed in the fourth quarter, with the market bottoming in late December and staging a brisk recovery thereafter.  Laggards in the downdraft which began September 20th were some of the best performers in the subsequent recovery – representing, in our opinion, a shift in the market environment.
 
Additionally, in mid-December, we made significant changes to the Fund to position for what we believed were strong relative value opportunities.  Specifically, we increased our international holdings, moving to a 12.5% position in emerging markets through five new holdings – three in Latin America and two in Asia.  Further, we bought a position in Nintendo, adding to both our Japanese and our video gaming exposure alongside our stake in Sony Corporation.  Mondelez, a U.S.-based but largely international confectionary and snack food company, also boosted our overseas exposure.  We also boosted our financial sector exposure through a swap into Bank of America, the establishment of a position in E*Trade and through two of the emerging market stocks in pan-Asian insurance and Peruvian commercial banking, respectively.
 
Even as we have moved to position for opportunity, we also moved to reduce risk in the Fund.  Technology stocks, which had represented 36% of holdings prior to our mid-December changes, moved to 21%.  Exposure to consumer discretionary stocks was more than halved, while we significantly increased energy, industrial and communications services holdings.  Cash holdings have been maintained at a conservative 6-8% of the Fund.
 
Collectively, we believe these moves have put us in a better risk/reward position as we look forward to the balance of 2019.  Through our thematic investing work, we are seeding the Fund with what we believe can be trend-favored growth equities.  We intend to continue these techniques in the coming months as we strive to balance long-term opportunity with prudent risk management.  The Portfolio Manager’s Q&A section of this Annual Report discusses the Fund’s long-term approach in some detail.
 
We are confident in the companies in which we are invested in the Fund – and in the value we believe is inherent in their shares.  In this year’s Annual Report, we invite you to share our confidence in these companies and their prospects through an “under the hood” look at the portfolio and the investment process.  Our invitation has three parts:  a) a statistical ‘snapshot’ of selected value and growth measures for the portfolio, the significance of which we will explain; b) an extended Question & Answer dialogue with the co-portfolio managers of the Fund which will give you a perspective on both the big picture investment opportunities in which we are investing as well as the security
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American Trust Allegiance Fund


analysis which underpins our stock selections; and lastly, c) we welcome your questions on any and all stocks in the portfolio via email or through a telephone conversation.
 
The last part of our invitation is unusual but is a hallmark of our firm and its philosophy.  Very few fund managers invite shareholders to call them directly, but we do!  As you read through the following sections of this report – the Fund Snapshot and the Portfolio Manager Q&A, please do call us if you have questions.  We always stand ready to talk about the Fund or its investments, or if you would like to discuss ways in which our investment advisory firm might be able to assist you more broadly.  While we know many of you personally, there are some we know less well and we would love to rectify that situation.
 
We appreciate your support of, and investment in, the American Trust Allegiance Fund.  Thank you, and we look forward to sharing with you the good things that we expect for 2019 and beyond.
 
Sincerely yours,
 
   
Paul H. Collins
Carey Callaghan



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American Trust Allegiance Fund



 
 
 
 
 
Paul Collins is President of American Trust Investment Advisors (ATIA), the Advisor to the American Trust Allegiance Fund. He co-founded American Trust Company, the predecessor business to ATIA, in 1991. Mr. Collins worked in the Investment Division of The First Church of Christ, Scientist, Boston, Massachusetts for eight years. He then joined State Street Bank as a Senior Trust Officer. He also served on State Street’s Investment Policy Committee. Besides managing over three hundred trusts, Mr. Collins also managed the investments of four of State Street’s common trust funds. He graduated from Ohio Wesleyan University with a major in Economics.
 
Carey Callaghan is Chief Investment Officer at American Trust Investment Advisors.  He was previously with Goldman Sachs for eleven years and Lehman Brothers for eight years.  He graduated from Dartmouth College in 1983 with a major in economics and environmental studies and received an M.B.A. in 1988 from Columbia.  He served as both a research analyst and Research Director while on Wall Street and covered numerous industries.  He was rated a top analyst by Institutional Investor and Greenwich Associates in several categories in both the U.S. and Latin America.

FUND STATISTICAL SNAPSHOT
 
While the investing world is classically divided between “growth” and “value” in terms of investment style, we have a GARP (Growth At a Reasonable Price) investment discipline that combines elements of both.  We want to invest in companies that are growing sales and earnings at a robust pace, but we do not want to “pay” too much for the shares of these companies.
 
Shown below are relevant valuation and growth statistics for the Fund as compared to the S&P 500.  The first four measures are valuation measures (see definitions below if you are unfamiliar with what these mean).  For these four valuation measures, a lower number represents a ‘less expensive’ stock, all else being equal.  The fifth measure is the dividend yield, where a higher number is favorable.  The last two rows pertain to future and historical earnings per share growth.  For these two measures, a higher number is favorable.
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American Trust Allegiance Fund


A quick glance at the numbers below shows that, across the first three valuation measures, the Fund is invested in securities that are less expensive than the S&P 500.  As to growth, both the long-term earnings growth measure and the historical earnings growth number are higher than the S&P 500 metrics.  We leave it to you to judge the magnitude of these differences and their potential, but we believe that the positioning of the American Trust Allegiance Fund puts it in a relatively advantageous position.
 
Selected Valuation & Growth Measures at 12/31/18
 
Allegiance Fund
S&P 500
Price/NTM Earnings
12.46
16.85
Price/Book
  2.40
  2.90
Price/Sales
  1.57
  1.97
Price/Cash Flow
11.07
  8.59
Dividend Yield %
  2.13
  2.13
Long-Term Earnings Growth %
12.86
10.45
Historical Earnings Growth %
17.48
12.74

Source: American Trust Investment Advisors, FactSet, Morningstar
 
NTM P/E ratio – Next Twelve Months price-to-earnings ratio is a commonly used way to assess how “expensive” a stock might be; the price of a share of stock divided by the expected earnings per share over the next twelve months; higher values are considered more expensive.
 
EPS – Earnings per share.  The amount of money a company earns in a given period (typically a quarter or a year) for each share of the company.
 
Price/Book – The price-to-book ratio is a ratio used to compare a stock’s market value to its book value.  It is calculated by dividing the current closing price of the stock by the latest quarter’s book value per share; a lower Price/Book could mean the company is undervalued.
 
Price/Sales – The price-to-sales ratio is an indicator of the value placed on each dollar of a company’s sales or revenues.  It can be calculated either by dividing the company’s market capitalization by its total sales over a 12-month period, or on a per-share basis by dividing the stock price by sales per share for a 12-month period; a low price/sales ratio could mean undervaluation.
 
Price/Cash Flow – The price-to-cash flow ratio is a ratio used to compare a company’s market value to its cash flow.  It is calculated by dividing the company’s market cap by the company’s operating cash flow in the most recent fiscal year (or the most recent four fiscal quarters); or, equivalently, divide the per-share stock price by the per-share operating cash flow; a low single digit ratio may indicate the stock is undervalued.
 
Dividend Yield % – Dividend Yield percentage is a financial ratio that indicates how much a company pays out in dividends each year relative to its share price.  Dividend yield is represented as a percentage and calculated by dividing the dollar value of dividends paid in a given year per share of stock held by the dollar value of one share of
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American Trust Allegiance Fund


stock.  Dividend yield is a way to measure how much cash flow you are getting for each dollar invested in an equity position.
 
Long-Term Earnings % – Earnings are what remains of a firm’s revenues after it pays expenses, costs and taxes.  Projected earnings growth is an estimate of a company’s expected long-term growth in earnings; companies whose earnings grow faster than those of their industry peers usually see better price performance for their stocks.
 
Historical Earnings % – The historical earnings growth rate for a stock is a measure of how the stock’s earnings per share (EPS) have grown over the last five years.  The historical earnings growth rate can tell investors how quickly a company’s profits are growing.  A company may increase its earnings per share by increasing its sales, decreasing its costs or reducing the number of shares outstanding in the marketplace.
 
Portfolio Managers’ Q & A Session
 
A discussion with Paul Collins and Carey Callaghan, co-portfolio managers of the American Trust Allegiance Fund.
 
Q:  Paul, you started the Fund 21 years ago, and your investment advisory firm will celebrate its 30th anniversary next year.  Looking back, with a socially responsible Fund and focus, what were the bedrock principles upon which you built your business?
 
A: (Paul) – There really are two qualities that encapsulate all that we strive to do – insight and integrity.  They apply equally to both the investment process and our client service, in the sense that we need to have insight not only about our investing activities, but also about our clients, including the Fund and its shareholders.  Conversely, we need to have integrity not just with respect to client interactions, but also with respect to the investment process.  For the Fund specifically, understanding and rigorously applying the socially responsible screening criteria consistent with the Prospectus and SAI are paramount.
 
Q:  As Chief Investment Officer, Carey, what do you see as the firm’s distinctive competencies when it comes to investing?
 
A: (Carey) – Industry knowledge, skill in company valuation, market experience and a dose of contrarian/independent thinking constitute our competencies.  How distinctive these are is perhaps for others to judge.
 
For both Paul and me, getting back to your bedrock principles question, investing and doing right by our clients is a passion.  My background in security analysis and Paul’s in portfolio management have instilled a deep desire to learn about companies and to work to understand their value.  The arbitrage between this perceived value and the prices afforded in the marketplace are an exciting and perpetual hunt for opportunity.
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American Trust Allegiance Fund


Q:  What is the process for an investment idea that might find its way into the Fund?
 
A: (Paul) – So, we believe that we have to know the companies in which we invest very well.  We are monitoring about 300 stocks that we feel we “know” and are adding to this pool of known stocks all the time (and dropping others…the 300 number is fairly constant).  For every stock we do end up investing in, there are 4-5 others where we do substantial research which we end up discarding, or perhaps postponing.
 
We typically percolate ideas for years.  As an idea becomes more relevant/opportune, we will work extensively on it for a period of days – usually 3-5 days but sometimes more.  However, there are instances where we get to know a company and quickly make an investment if we find it to be compelling but these are very few.  Additionally, a substantial drop in a stock price will often spur an investigation on our part.  Such circumstances rarely yield a purchase, but occasionally they do.
 
A: (Carey) – Our investment opinions are our own, and we develop our own price targets for the stocks that are owned in client portfolios.  ATIA is not afraid to go against consensus – in fact that is often where there may be the best opportunities.
 
We are firm believers in “kicking the tires.”  We attend investor conferences, visit with or speak to company managements whenever possible, read trade journals, visit stores, talk to competitors, etc.  We constantly reassess our holdings in light of new information.  We also enjoy discussing the views of our clients and Fund shareholders with respect to our investments, and sometimes uncover valuable new perspectives from these conversations.
 
Q:  How is your investment process and discipline faring in today’s environment?
 
A: (Paul) – Value has been a laggard for the past ten years.  While ATIA has evolved from being more growth-oriented to having a significant value component in recent years, we still maintain an overall orientation we would describe as GARP (“Growth at a Reasonable Price”).  Still, the increasing proportion of “value” positions in recent years has hurt relative performance, while reducing risk in our opinion and better positioning the investments for long-term growth.  Since the market lows of December, we believe there has been a reassessment of risk/reward with respect to international investing, relative sector attractiveness, and the merits of a more value-oriented investment approach.
 
A: (Carey) – Domestically, the prospect of a recession – which we view as unlikely near term – was largely ‘priced in’ at calendar year-end in our opinion.  Accordingly, we have been: 1) taking advantage of what we believe is undue
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American Trust Allegiance Fund


pessimism in some capital-spending related stocks; and 2) rigorously applying our growth-at-a-reasonable price investment philosophy to take advantage of what we believe are advantageous opportunities.  Together with our international diversification, we believe these moves are “panning out” nicely in the seemingly different investment environment since the market lows of 12/14/18 and should help position the Fund well in the coming quarters and years.
 
Performance, both absolute and relative, is viewed by many as the ‘bottom line’ in investment management.  Lost in this view is the risk taken on in order to achieve that performance.
 
Q:  Are you concerned about risk in the current environment, and what, if anything, keeps you up at night?
 
A: (Paul) – Ha!  Well, I am a sound sleeper by nature.  But to your question, beyond the garden variety risks that impact today’s investing scene – trade wars, longevity of the economic cycle, wage pressures, political uncertainty, etc. – we are considering issues such as societal unrest and institutional fragility as overarching concerns.  The latter, institutional fragility, includes our monetary system.  ATIA mitigates against these risks through investing the Fund in sound businesses that have the ability to reprice essential goods and services in different operating environments, and through diversification across countries, sectors and companies.
 
A: (Carey) – We work hard to manage risk in the Fund.  We do this in a number of ways: 1) first and foremost, through carefully researching the securities and underlying companies in which we invest; 2) through diversification of holdings, both in number and across geographies, industries and business models; 3) through careful monitoring of company balance sheets and overall financial results and business activities; 4) through tactical shifts in cash holdings when circumstances suggest this is prudent; and 5) through an analysis of underlying portfolio risks such as interest rate risk (floating rate exposure), or China risk (factoring in % of revenues, sourcing, etc.).
 
Q:  Paul, you brought up the monetary system with relation to risk.  The Federal Reserve seems to have halted its rate hikes in late March.  How does that change things for your investing work for the Fund?
 
A: (Paul) – Well, in the short run, it is probably good news for the market.  We now know that the Fed “has our back,” so to speak.  Its willingness to cave on its normalization path is a sign that further Fed-induced rate pressure is now unlikely as a headwind for the financial markets.  On the other hand, it validated the market’s concerns about growth.  On balance we are still constructive on stocks, albeit not as effusively as we were three months ago.
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American Trust Allegiance Fund


A: (Carey) – The drop in interest rates has been a challenge to financial sector stocks specifically, in which the Fund is overweight relative to the S&P 500.  But the market is very quick to settle on a consensus view that can flip overnight.  Three months ago, the market was factoring in a succession of rate hikes and an imminent recession.  Both of those perceptions have flipped but may well change again.  We find our financial stocks to be attractively priced and a good hedge against unforeseen changes in the outlook.
 
Q:  What is your investment outlook?
 
A: (Paul) – As mentioned, we remain constructive on stocks.  The economy remains on a firm foundation notwithstanding the recent slowing, and business conditions remain generally constructive.  While the market’s jump in the last quarter makes it less attractive, it was deeply discounted then, and we are finding opportunity in less expensive emerging market stocks and through a disciplined application of our growth at a reasonable price investment philosophy.
 
A: (Carey) – Since the market lows of December, we believe there has been a reassessment of risk/reward with respect to international investing. Accordingly, we feel affirmed that selected international stocks offer a sound risk/reward tradeoff in the medium and long term.  But we feel it “pays to be choosy.”
 
Within the Fund, we established 2% positions in each of five leading emerging market stocks that we believe offer compelling long term appreciation opportunity: 1) AIA Group – a leading Hong Kong-based insurance company with significant geographic and business line growth potential; 2) Baidu – the leading internet search company in China; 3) Credicorp – Peru’s commercial banking market share leader; 4) Enel Americas – a pan Latin American electrical utility giant; and 5) PagSeguro – Brazil’s leading on-line payments company.
 
Q:  Thank you both for your time and insights.
 
A: (Paul) – Thank you.  We both very much enjoy discussing the Fund and our work at ATIA, and we look forward to speaking to our clients and fellow shareholders in the Fund at every opportunity.
 

 

We invite you to please contact us if you have questions about the
investments in the Fund, or if you would like to simply discuss our
outlook (800-788-7285).
 

 

 
Past performance is not a guarantee of future results.
 
Must be preceded or accompanied by a prospectus.
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American Trust Allegiance Fund


Opinions expressed are those of American Trust Investment Advisors, LLC, the Fund’s investment adviser, are subject to change at any time, are not guaranteed and should not be considered investment advice or a recommendation to buy or sell any security.
 
The Fund’s socially responsible policy could cause it to make or avoid investments that could result in the portfolio under-performing similar funds that do not have similar policies.  The Fund may invest in small- and medium-capitalization companies, which tend to have limited liquidity and greater price volatility than larger-capitalization companies.  The Fund invests in foreign securities, which are subject to the risks of currency fluctuation, political and economic stability and differences in accounting standards.  These risks are greater in emerging markets.  The Fund may make short sales of securities, which involve the risk that losses may exceed the original amount invested.
 
The S&P 500® Index is an unmanaged index commonly used to measure performance of U.S. stocks.
 
Growth stocks typically are more volatile than value stocks; however, value stocks have a lower expected growth rate in earnings and sales.
 
Fund holdings and sector allocations are subject to change at any time and should not be considered a recommendation to buy or sell any security.  Please refer to the Schedule of Investments for complete holdings.
 
P/E ratio – Price to earnings ratio.  A commonly used way to assess how ‘expensive’ a stock might be; the price of a share of stock divided by the expected earnings per share for the current fiscal year; higher values are considered more expensive.
 
The Fund is distributed by Quasar Distributors, LLC.
 
Diversification does not guarantee a profit or protect from loss in a declining market.
 
Earnings growth is not a measure of the Fund’s future performance.
 
It is not possible to invest directly in an index.
 
Stocks are generally perceived to have more financial risk than bonds in that bond holders have a claim on firm operations or assets that is senior to that of equity holders. In addition, stock prices are generally more volatile than bond prices. Investments in debt securities typically decrease in value when interest rates rise. This risk is usually greater for longer-term debt securities. A stock may trade with more or less liquidity than a bond depending on the number of shares and bonds outstanding, the size of the company, and the demand for the securities. Similarly, the transaction costs involved in trading a stock may be more or less than a particular bond depending on the factors mentioned above and whether the stock or bond trades upon an exchange. Depending on the entity issuing the bond, it may or may or may not afford additional protections to the investor, such as a guarantee of return of principal by a government or bond insurance company. There is typically no guarantee of any kind associated with the purchase of an individual stock. Bonds are often owned by individuals interested in current income while stocks are generally owned by individuals seeking price appreciation with income a secondary concern. The tax treatment of returns of bonds and stocks also differs given differential tax treatment of income versus capital gain.
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American Trust Allegiance Fund


The MSCI Europe, Australasia, and Far East Index (EAFE) is an unmanaged market capitalization-weighted and free-float adjusted equity index comprising 21 developed market country indices, excluding the U.S. and Canada. With 920 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country. The index data used is net of foreign tax withholding but assumes reinvestment of net dividends.
   
The MSCI Emerging Markets Index (EEM) is an unmanaged market capitalization-weighted and free-float adjusted equity index comprising 24 emerging market country indices, excluding the U.S. and Canada. With 1,136 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country. The index data used is net of foreign tax withholding but assumes reinvestment of net dividends.

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American Trust Allegiance Fund


Comparison of the change in value of a hypothetical $10,000 investment in the
American Trust Allegiance Fund vs the S&P 500® Index
for the 10-year period ending February 28, 2019



Average Annual Total Return:
1 Year
5 Years*
10 Years*
American Trust Allegiance Fund
-2.79%
  4.93%
12.40%
S&P 500® Index
 4.68%
10.67%
16.67%

Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end may be obtained by calling 1-800-385-7003.
 
The performance data and graph do not reflect the deduction of taxes that a shareholder may pay on dividends, capital gain distributions, or redemption of Fund shares.  Returns reflect the reinvestment of dividends and capital gains.  Investment performance reflects fee waivers in effect.  In the absence of such waivers, total return would be reduced.  Indices do not incur expenses and are not available for investment.
 
The Fund may invest in small- and medium-capitalization companies, which tend to have limited liquidity and greater price volatility than large-capitalization companies.
 
The S&P 500® Index is an unmanaged capitalization-weighted index of 500 stocks designed to represent the broad domestic economy.
 
*
Average annual total return represents the average change in account value over the periods indicated.

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American Trust Allegiance Fund


EXPENSE EXAMPLE at February 28, 2019 (Unaudited)
As a shareholder of a fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; distribution and/or service fees; and other fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (9/1/18 – 2/28/19).
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses, with actual net expenses being limited to 1.45% per the operating expenses limitation agreement. Although the Fund charges no sales load or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks, and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent. The example below includes, but is not limited to, management fees, fund accounting, custody and transfer agent fees. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
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American Trust Allegiance Fund


EXPENSE EXAMPLE at February 28, 2019 (Unaudited), Continued
 
Beginning
Ending
Expenses Paid
 
Account Value
Account Value
During Period
 
9/1/18
2/28/19
9/1/18 – 2/28/19*
Actual
$1,000.00
$   937.30
$6.96
Hypothetical (5% return
$1,000.00
$1,017.60
$7.25
  before expenses)
     

 
*
Expenses are equal to the Fund’s annualized expense ratio of 1.45%, multiplied by the average account value over the period, multiplied by 181 (days in most recent fiscal half-year)/365 days to reflect the one-half year expense.


SECTOR ALLOCATION OF PORTFOLIO ASSETS
at February 28, 2019 (Unaudited)



Percentages represent market value as a percentage of total investments.
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American Trust Allegiance Fund


SCHEDULE OF INVESTMENTS at February 28, 2019
Shares
 
COMMON STOCKS: 87.37%
 
Value
 
           
   
Administrative Support and Services: 1.02%
     
 
2,560
 
PayPal Holdings, Inc.*
 
$
251,059
 
               
     
Air Transportation: 1.93%
       
 
8,470
 
Southwest Airlines Co.
   
474,659
 
               
     
Apparel Manufacturing: 2.03%
       
 
5,735
 
VF Corp.
   
501,010
 
               
     
Broadcasting (except Internet): 4.47%
       
 
17,620
 
CBS Corp. – Class B+
   
884,700
 
 
5,620
 
Comcast Corp. – Class A
   
217,325
 
           
1,102,025
 
               
     
Computer and Electronic
       
     
  Product Manufacturing: 10.11%
       
 
3,815
 
Apple, Inc.
   
660,567
 
 
2,380
 
Northrop Grumman Corp.
   
690,105
 
 
8,240
 
NXP Semiconductors N.V.#
   
752,477
 
 
8,120
 
Sony Corp. – ADR
   
389,679
 
           
2,492,828
 
               
     
Couriers and Messengers: 3.32%
       
 
4,525
 
FedEx Corp.
   
819,025
 
               
     
Credit Intermediation and
       
     
  Related Activities: 8.47%
       
 
32,620
 
Bank of America Corp.
   
948,590
 
 
2,870
 
Credicorp Ltd.#
   
697,668
 
 
3,490
 
PNC Financial Services Group, Inc.
   
439,810
 
           
2,086,068
 
               
     
Data Processing, Hosting, and
       
     
  Related Services: 3.53%
       
 
30,840
 
Pagseguro Digital Ltd. – Class A#*
   
867,529
 
               
     
Food Manufacturing: 3.55%
       
 
1,420
 
McCormick & Co., Inc.+
   
193,091
 
 
14,475
 
Mondelez International, Inc. – Class A
   
682,641
 
           
875,732
 
               
     
General Merchandise Stores: 2.82%
       
 
9,570
 
Target Corp.
   
695,165
 

The accompanying notes are an integral part of these financial statements.
16

American Trust Allegiance Fund


SCHEDULE OF INVESTMENTS at February 28, 2019, Continued
Shares
     
Value
 
           
   
Insurance Carriers and
     
   
  Related Activities: 4.79%
     
 
19,000
 
AIA Group Ltd. – ADR
 
$
756,010
 
 
2,110
 
Berkshire Hathaway, Inc. – Class B*
   
424,743
 
           
1,180,753
 
               
     
Machinery Manufacturing: 5.12%
       
 
3,390
 
Caterpillar, Inc.
   
465,583
 
 
4,530
 
Lam Research Corp.
   
797,688
 
           
1,263,271
 
               
     
Merchant Wholesalers, Durable Goods: 0.87%
       
 
5,220
 
Gentherm, Inc.*
   
214,020
 
               
     
Miscellaneous Manufacturing: 1.80%
       
 
13,000
 
Nintendo Co., Ltd. – ADR
   
445,250
 
               
     
Nonmetallic Mineral
       
     
  Product Manufacturing: 1.94%
       
 
9,580
 
Owens Corning, Inc.
   
478,329
 
               
     
Oil and Gas Extraction: 1.73%
       
 
6,470
 
Occidental Petroleum Corp.
   
427,990
 
               
     
Other Information Services: 1.93%
       
 
2,955
 
Facebook, Inc. – Class A*
   
477,085
 
               
     
Paper Manufacturing: 1.83%
       
 
9,860
 
International Paper Co.
   
451,785
 
               
     
Petroleum and Coal
       
     
  Products Manufacturing: 2.69%
       
 
8,390
 
Exxon Mobil Corp.
   
663,062
 
               
     
Professional, Scientific, and
       
     
  Technical Services: 6.64%
       
 
3,600
 
Baidu, Inc. – ADR*
   
585,144
 
 
14,260
 
Jacobs Engineering Group, Inc.
   
1,052,103
 
           
1,637,247
 
               
     
Publishing Industries (except Internet): 5.17%
       
 
7,790
 
Citrix Systems, Inc.
   
821,845
 
 
4,040
 
Microsoft Corp.
   
452,601
 
           
1,274,446
 
               
     
Real Estate: 3.20%
       
 
15,846
 
CBRE Group, Inc. – Class A*
   
788,497
 

The accompanying notes are an integral part of these financial statements.
17

American Trust Allegiance Fund


SCHEDULE OF INVESTMENTS at February 28, 2019, Continued
Shares
     
Value
 
           
   
Securities, Commodity Contracts,
     
   
  and Other Finance: 2.07%
     
 
10,415
 
E*TRADE Financial Corp.
 
$
510,231
 
               
     
Support Activities for Mining: 2.70%
       
 
9,830
 
ConocoPhillips
   
666,965
 
               
     
Transportation Equipment
       
     
  Manufacturing: 1.13%
       
 
2,030
 
WABCO Holdings, Inc.*
   
279,186
 
               
     
Utilities: 2.51%
       
 
70,700
 
Enel Americas SA – ADR
   
620,039
 
     
TOTAL COMMON STOCKS (Cost $18,369,932)
   
21,543,256
 
               
     
REITS: 6.16%
       
     
Real Estate: 2.79%
       
 
1,310
 
American Tower Corp.
   
230,756
 
 
3,440
 
Boston Properties, Inc.
   
456,454
 
           
687,210
 
               
     
Warehousing and Storage: 3.37%
       
 
23,460
 
Iron Mountain, Inc.
   
830,953
 
     
TOTAL REITS (Cost $1,344,307)
   
1,518,163
 
               
     
SHORT-TERM INVESTMENTS: 6.56%
       
 
1,617,487
 
Fidelity Investments Money Market
       
     
  Government Portfolio – Class I, 2.29%†
   
1,617,487
 
     
TOTAL SHORT-TERM INVESTMENTS
       
     
  (Cost $1,617,487)
   
1,617,487
 
     
Total Investments in Securities
       
     
  (Cost $21,331,726): 100.09%
   
24,678,906
 
     
Liabilities in Excess of Other Assets: (0.09)%
   
(23,144
)
     
Net Assets: 100.00%
 
$
24,655,762
 

*
Non-income producing security.
#
U.S. traded security of a foreign issuer.
Rate shown is the 7-day annualized yield as of February 28, 2019.
+
Non-voting shares.
ADR – American Depository Receipt
REIT – Real Estate Investment Trust

The accompanying notes are an integral part of these financial statements.
18

American Trust Allegiance Fund


STATEMENT OF ASSETS AND LIABILITIES at February 28, 2019
ASSETS
     
Investments in securities, at value (cost $21,331,726)
 
$
24,678,906
 
Receivables:
       
Fund shares issued
   
92
 
Dividends and interest
   
36,098
 
Dividend tax reclaim
   
1,224
 
Prepaid expenses
   
11,480
 
Total assets
   
24,727,800
 
         
LIABILITIES
       
Payables:
       
Due to advisor
   
9,940
 
Administration fees
   
8,748
 
Audit fees
   
20,500
 
Transfer agent fees and expenses
   
8,893
 
Fund accounting fees
   
6,888
 
Legal fees
   
2,800
 
Custody fees
   
538
 
Shareholder reporting
   
7,203
 
Chief Compliance Officer fee
   
2,250
 
Trustee fees and expenses
   
241
 
Accrued other expenses
   
4,037
 
Total liabilities
   
72,038
 
         
NET ASSETS
 
$
24,655,762
 
Net asset value, offering and redemption 
       
  price per share [$24,655,762/911,558 shares
       
  outstanding; unlimited number of
       
  shares (par value $0.01) authorized]
 
$
27.05
 
         
COMPONENTS OF NET ASSETS
       
Paid-in capital
 
$
19,327,432
 
Total distributable earnings
   
5,328,330
 
Net assets
 
$
24,655,762
 

The accompanying notes are an integral part of these financial statements.
19

American Trust Allegiance Fund

STATEMENT OF OPERATIONS
For the Year Ended February 28, 2019
INVESTMENT INCOME
     
Income
     
Dividends (net of foreign tax withheld
     
  and issuance fees of $9,547)
 
$
388,840
 
Interest
   
21,186
 
Total income
   
410,026
 
Expenses
       
Advisory fees (Note 4)
   
239,052
 
Administration fees (Note 4)
   
50,326
 
Transfer agent fees and expenses (Note 4)
   
43,888
 
Fund accounting fees (Note 4)
   
27,991
 
Registration fees
   
21,328
 
Audit fees
   
20,500
 
Trustee fees and expenses
   
14,505
 
Legal fees
   
13,406
 
Reports to shareholders
   
9,968
 
Chief Compliance Officer fee (Note 4)
   
9,000
 
Miscellaneous expense
   
7,098
 
Custody fees (Note 4)
   
5,120
 
Insurance expense
   
1,862
 
Total expenses
   
464,044
 
Less: advisory fee waiver (Note 4)
   
(99,176
)
Net expenses
   
364,868
 
Net investment income
   
45,158
 
         
REALIZED AND UNREALIZED
       
  GAIN/(LOSS) ON INVESTMENTS
       
Net realized gain on investments
   
2,365,090
 
Net change in unrealized
       
  depreciation on investments
   
(3,129,755
)
Net realized and unrealized
       
  loss on investments
   
(764,665
)
Net decrease in net assets
       
  resulting from operations
 
$
(719,507
)

The accompanying notes are an integral part of these financial statements.
20

American Trust Allegiance Fund


STATEMENTS OF CHANGES IN NET ASSETS
   
Year Ended
   
Year Ended
 
   
February 28, 2019
   
February 28, 2018
 
INCREASE/(DECREASE) IN NET ASSETS FROM:
           
OPERATIONS
           
Net investment income/(loss)
 
$
45,158
   
$
(90,022
)
Net realized gain on investments
   
2,365,090
     
1,770,939
 
Net change in unrealized
               
  appreciation/(depreciation)
               
   on investments
   
(3,129,755
)
   
2,112,633
 
Net increase/(decrease) in net
               
  assets resulting from operations
   
(719,507
)
   
3,793,550
 
DISTRIBUTIONS TO SHAREHOLDERS
               
Net dividends and distributions
   
(1,416,019
)
   
(577,147
)
Total dividends and distributions
   
(1,416,019
)
   
(577,147
)*
CAPITAL SHARE TRANSACTIONS
               
Net increase/(decrease) in
               
  net assets derived from net
               
  change in outstanding shares (a)
   
551,886
     
(484,501
)
Total increase/(decrease)
               
  in net assets
   
(1,583,640
)
   
2,731,902
 
NET ASSETS
               
Beginning of year
   
26,239,402
     
23,507,500
 
End of year
 
$
24,655,762
   
$
26,239,402
**

(a)
A summary of share transactions is as follows:

     
Year Ended
   
Year Ended
 
     
February 28, 2019
   
February 28, 2018
 
     
Shares
   
Paid-in Capital
   
Shares
   
Paid-in Capital
 
 
Shares sold
   
47,706
   
$
1,311,970
     
58,364
   
$
1,643,202
 
 
Shares issued in
                               
 
  reinvestment
                               
 
  of distributions
   
45,934
     
1,157,999
     
16,239
     
471,571
 
 
Shares redeemed
   
(67,524
)
   
(1,918,083
)
   
(91,503
)
   
(2,599,274
)
 
Net increase/
                               
 
  (decrease)
   
26,116
   
$
551,886
     
(16,900
)
 
$
(484,501
)

*
 
Includes distributions to shareholders from net realized gains of $577,147.
**
 
Includes accumulated net investment loss of $(32,749).

The accompanying notes are an integral part of these financial statements.
21

American Trust Allegiance Fund


FINANCIAL HIGHLIGHTS
For a share outstanding throughout the year
   
Year Ended
 
   
2/28/19
   
2/28/18
   
2/28/17
   
2/29/16
   
2/28/15
 
Net asset value,
                             
  beginning of year
 
$
29.63
   
$
26.05
   
$
22.01
   
$
28.31
   
$
26.85
 
Income from
                                       
  investment operations:
                                       
Net investment
                                       
  income/(loss)
   
0.05
     
(0.10
)
   
(0.03
)
   
0.01
     
0.01
 
Net realized and
                                       
  unrealized gain/(loss)
                                       
  on investments
   
(1.00
)
   
4.34
     
4.59
     
(4.12
)
   
2.46
 
Total from
                                       
  investment operations
   
(0.95
)
   
4.24
     
4.56
     
(4.11
)
   
2.47
 
Less distributions:
                                       
From net
                                       
  investment income
   
     
     
     
(0.42
)
   
(0.03
)
From net realized
                                       
  gain on investments
   
(1.63
)
   
(0.66
)
   
(0.52
)
   
(1.77
)
   
(0.98
)
Total distributions
   
(1.63
)
   
(0.66
)
   
(0.52
)
   
(2.19
)
   
(1.01
)
Net asset value, end of year
 
$
27.05
   
$
29.63
   
$
26.05
   
$
22.01
   
$
28.31
 
Total return
   
-2.79
%
   
16.33
%
   
20.90
%
   
-15.13
%
   
9.62
%
Ratios/supplemental data:
                                       
Net assets, end
                                       
  of year (thousands)
 
$
24,656
   
$
26,239
   
$
23,508
   
$
20,614
   
$
25,246
 
Ratio of expenses to
                                       
  average net assets:
                                       
Before fee waiver
   
1.84
%
   
1.81
%
   
1.90
%
   
1.85
%
   
1.79
%
After fee waiver
   
1.45
%
   
1.45
%
   
1.45
%
   
1.45
%
   
1.45
%
Ratio of net investment
                                       
  income/(loss) to
                                       
  average net assets:
                                       
Before fee waiver
   
(0.21
)%
   
(0.72
)%
   
(0.58
)%
   
(0.48
)%
   
(0.32
)%
After fee waiver
   
0.18
%
   
(0.36
)%
   
(0.13
)%
   
(0.08
)%
   
0.02
%
Portfolio turnover rate
   
63.14
%
   
41.95
%
   
46.83
%
   
40.60
%
   
50.95
%
                                         

The accompanying notes are an integral part of these financial statements.
22

American Trust Allegiance Fund


NOTES TO FINANCIAL STATEMENTS at February 28, 2019
NOTE 1 – ORGANIZATION
 
The American Trust Allegiance Fund (the “Fund”) is a diversified series of Advisors Series Trust (the “Trust”), which is registered under the Investment Company Act of 1940 (the “1940 Act”) as an open-end management investment company. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services – Investment Companies”. The investment objective of the Fund is to seek capital appreciation.  The Fund began operations on March 11, 1997.
 
NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America.
 
 
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 Fund’s 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 its taxable income to its shareholders. Therefore, no Federal income or excise tax provision is required.
     
   
The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities.  Management has analyzed the Fund’s tax positions, and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for open tax years 2016 – 2018, or expected to be taken in the Fund’s 2019 tax returns.  The Fund identifies its major tax jurisdictions as U.S. Federal and the state of Wisconsin; however the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
     
 
C.
Security Transactions, Income and Distributions:  Security transactions are accounted for on the trade date. Realized gains and losses on securities sold are calculated on the basis of first in, first out.  Interest income is recorded on an accrual basis.  Dividend income and distributions to

23

American Trust Allegiance Fund


NOTES TO FINANCIAL STATEMENTS at February 28, 2019, Continued
   
shareholders are recorded on the ex-dividend date.  Withholding taxes on foreign dividends have been provided for in accordance with the Fund’s understanding of the applicable country’s tax rules and rates.
     
   
Common expenses of the Trust are typically allocated among the funds in the Trust based on a fund’s respective net assets, or by other equitable means.
     
   
The Fund distributes substantially all net investment income, if any, and net realized gains, if any, annually. Distributions from net realized gains for book purposes may include short-term capital gains.  All short-term capital gains are included in ordinary income for tax purposes.
     
   
The amount of dividends and distributions to shareholders from net investment income and net realized capital gains is determined in accordance with Federal income tax regulations which differ from accounting principles generally accepted in the United States of America. To the extent these book/tax differences are permanent, such amounts are reclassified within the capital accounts based on their Federal tax treatment.
     
 
D.
Reclassification of Capital Accounts:  Accounting principles generally accepted in the United States of America require 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.  For the year ended February 28, 2019, the Fund did not require any permanent tax adjustments on the Statement of Assets and Liabilities.
     
 
E.
Use of Estimates:  The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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.
     
 
F.
REITs: The Fund has made certain investments in real estate investment trusts (“REITs”) which pay dividends to their shareholders based upon available funds from operations.  It is quite common for these dividends to exceed the REITs’ taxable earnings and profits resulting in the excess portion being designated as a return of capital.  The Fund intends to include the gross dividends from such REITs in its

24

American Trust Allegiance Fund


NOTES TO FINANCIAL STATEMENTS at February 28, 2019, Continued
   
annual distributions to its shareholders and, accordingly, a portion of the Fund’s distributions may also be designated as a return of capital.
     
 
G.
Events Subsequent to the Fiscal Year End: In preparing the financial statements as of February 28, 2019, management considered the impact of subsequent events for potential recognition or disclosure in the financial statements.  Management has determined there were no subsequent events that would need to be disclosed in the Fund’s financial statements.

NOTE 3 – SECURITIES VALUATION
 
The Fund has adopted authoritative fair value accounting standards which establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value, a discussion in changes in valuation techniques and related inputs during the period and expanded disclosure of valuation levels for major security types. These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.
     
 
Level 2 –
Observable inputs other than quoted prices included in level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
     
 
Level 3 –
Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
The Fund determines the fair value of its investments and computes its net asset value per share as of the close of regular trading on the New York Stock Exchange (4:00 pm EST).
25

American Trust Allegiance Fund


NOTES TO FINANCIAL STATEMENTS at February 28, 2019, Continued
Equity Securities: The Fund’s investments are carried at fair value. Equity securities, including common stocks, that are primarily traded on a national securities exchange shall be valued at the last sale price on the exchange on which they are primarily traded on the day of valuation or, if there has been no sale on such day, at the mean between the bid and asked prices. Securities primarily traded in the NASDAQ Global Market System for which market quotations are readily available shall be valued using the NASDAQ Official Closing Price (“NOCP”). If the NOCP is not available, such securities shall be valued at the last sale price on the day of valuation, or if there has been no sale on such day, at the mean between the bid and asked prices. Over-the-counter securities which are not traded in the NASDAQ Global Market System shall be valued at the most recent sales price. Investments in open-end mutual funds are valued at their net asset value per share. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized in level 1 of the fair value hierarchy.
 
Short-Term Securities:  Short-term debt securities, including those securities having a maturity of 60 days or less, are valued at the evaluated mean between the bid and asked prices.  To the extent the inputs are observable and timely, these securities would be classified in level 2 of the fair value hierarchy.
 
The Board of Trustees (“Board”) has delegated day-to-day valuation issues to a Valuation Committee of the Trust which is comprised of representatives from U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”) the Fund’s administrator.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available or the closing price does not represent fair value by following procedures approved by the Board.  These procedures consider many factors, including the type of security, size of holding, trading volume and news events.  All actions taken by the Valuation Committee are subsequently reviewed and ratified by the Board.
 
Depending on the relative significance of the valuation inputs, fair valued securities may be classified in either level 2 or level 3 of the fair value hierarchy.
26

American Trust Allegiance Fund


NOTES TO FINANCIAL STATEMENTS at February 28, 2019, Continued
The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities.  The following is a summary of the inputs used to value the Fund’s securities as of February 28, 2019:
 
   
Level 1
   
Level 2
   
Level 3
   
Total
 
Common Stocks
                       
  Administrative Support
                       
    and Waste Management
 
$
251,059
   
$
   
$
   
$
251,059
 
  Finance and Insurance
   
3,777,052
     
     
     
3,777,052
 
  Information
   
3,721,085
     
     
     
3,721,085
 
  Manufacturing
   
7,450,453
     
     
     
7,450,453
 
  Mining
   
1,094,955
     
     
     
1,094,955
 
  Professional, Scientific,
                               
    and Technical Services
   
1,637,247
     
     
     
1,637,247
 
  Real Estate, Rental,
                               
    and Leasing
   
788,497
     
     
     
788,497
 
  Retail Trade
   
695,165
     
     
     
695,165
 
  Transportation
                               
    and Warehousing
   
1,293,684
     
     
     
1,293,684
 
  Utilities
   
620,039
     
     
     
620,039
 
  Wholesale Trade
   
214,020
     
     
     
214,020
 
Total Common Stocks
   
21,543,256
     
     
     
21,543,256
 
REITS
   
1,518,163
     
     
     
1,518,163
 
Short-Term Investments
   
1,617,487
     
     
     
1,617,487
 
Total Investments
                               
  in Securities
 
$
24,678,906
   
$
   
$
   
$
24,678,906
 

Refer to the Fund’s schedule of investments for a detailed break-out of common stocks by industry classification. Transfers between levels are recognized at February 28, 2019, the end of the reporting period. During the year ended February 28, 2019, the Fund recognized no transfers between levels.
 
In August 2018, the Financial Accounting Standards Board issued Accounting Standard Update (“ASU”) 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework  Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). The primary focus of ASU 2018-13 is to improve the effectiveness of the disclosure requirements for fair value measurements. The changes affect all companies that are required to include fair value measurement disclosures. In general, the amendments in ASU 2018-13 are effective for all entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. An entity is
27

American Trust Allegiance Fund


NOTES TO FINANCIAL STATEMENTS at February 28, 2019, Continued
permitted to early adopt the removed or modified disclosures upon the issuance of ASU 2018-13 and may delay adoption of the additional disclosures, which are required for public companies only, until their effective date. Management is currently evaluating the impact these changes will have on the Fund’s financial statements and disclosures.
 
NOTE 4 – INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
For the year ended February 28, 2019, American Trust Investment Advisors, LLC (the “Advisor”) provided the Fund with investment management services under an investment advisory agreement. The Advisor furnished all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee at the annual rate of 0.95% based upon the average daily net assets of the Fund. For the year ended February 28, 2019, the Fund incurred $239,052 in advisory fees.
 
The Fund is responsible for its own operating expenses.  The Advisor has contractually agreed to reduce fees payable to it by the Fund and to pay Fund operating expenses to the extent necessary to limit the Fund’s aggregate annual operating expenses (excluding acquired fund fees and expenses, taxes, interest expense and extraordinary expenses) to 1.45% of average daily net assets.  The Advisor may request recoupment of previously waived fees and paid expenses in any subsequent month in the 36-month period from the date of the management fee reduction and expense payment if the aggregate amount actually paid by the Fund toward the operating expenses for such fiscal year (taking into account the reimbursement) will not cause the Fund to exceed the lesser of: (1) the expense limitation in place at the time of the management fee reduction and expense payment; or (2) the expense limitation in place at the time of the reimbursement. Any such reimbursement is also contingent upon Board of Trustees review and approval at the time the reimbursement is made. Such reimbursement may not be paid prior to the Fund’s payment of current ordinary operating expenses.  For the year ended February 28, 2019, the Advisor reduced its fees in the amount of $99,176; no amounts were reimbursed to the Advisor. Cumulative expenses subject to recapture and the date of expiration are as follows:
 
 
Date
 
Amount
 
 
2/29/20
 
$
96,917
 
 
3/1/20-2/28/21
   
90,569
 
 
3/1/21-2/28/22
   
99,176
 
     
$
286,662
 

28

American Trust Allegiance Fund


NOTES TO FINANCIAL STATEMENTS at February 28, 2019, Continued
Fund Services serves as the Fund’s administrator, fund accountant and transfer agent. In those capacities Fund Services maintains the Fund’s books and records, calculates the Fund’s NAV, prepares various federal and state regulatory filings, coordinates the payment of fund expenses, reviews expense accruals and prepares materials supplied to the Board of Trustees.  The officers of the Trust and the Chief Compliance Officer are also employees of Fund Services.  Fees paid by the Fund to Fund Services for these services for the year ended February 28, 2019, are disclosed in the Statement of Operations.
 
Quasar Distributors, LLC (the “Distributor”) acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  U.S. Bank N.A. serves as custodian (the “Custodian”) to the Fund.  Both the Distributor and the Custodian are affiliates of the Administrator.
 
NOTE 5 – PURCHASES AND SALES OF SECURITIES
 
For the year ended February 28, 2019, the cost of purchases and the proceeds from sales of securities, excluding short-term securities, were $15,195,501 and $16,789,944, respectively.
 
NOTE 6 – LINE OF CREDIT
 
The Fund has a credit line in the amount of $1,300,000.  This line of credit is intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions.  The credit facility is with the Fund’s custodian, U.S. Bank N.A.  During the year ended February 28, 2019, the Fund did not draw upon the line of credit.
 
NOTE 7 – INCOME TAXES AND DISTRIBUTIONS TO SHAREHOLDERS
 
Net investment income/(loss) and net realized gains/(losses) differ for financial statement and tax purposes due to differing treatments of wash sales and late-year losses.
 
The tax character of distributions paid during the year ended February 28, 2019 and the year ended February 28, 2018 was as follows:
 
 
February 28, 2019
February 28, 2018
Long-term capital gains
$1,416,019
$577,147

29

American Trust Allegiance Fund


NOTES TO FINANCIAL STATEMENTS at February 28, 2019, Continued
As of February 28, 2019, the components of accumulated earnings/(losses) on a tax basis were as follows:
 
 
Cost of investments (a)
 
$
21,331,726
 
 
Gross tax unrealized appreciation
   
3,636,190
 
 
Gross tax unrealized depreciation
   
(289,010
)
 
Net tax unrealized appreciation (a)
   
3,347,180
 
 
Undistributed ordinary income
   
12,409
 
 
Undistributed long-term capital gain
   
1,968,741
 
 
Total distributable earnings
   
1,981,150
 
 
Other accumulated gains/(losses)
   
 
 
Total accumulated earnings/(losses)
 
$
5,328,330
 

 
(a)
The book-basis and tax-basis net unrealized appreciation and cost are the same.
 
NOTE 8 – PRINCIPAL RISKS
 
Below is a summary of some, but not all, of the principal risks of investing in the Fund, each of which may adversely affect the Fund’s net asset value and total return.  The Fund’s most recent prospectus provides further descriptions of the Fund’s investment objective, principal investment strategies and principal risks.
 
 
Socially Responsible Investing Policy Risk.  The Fund’s portfolio is subject to socially responsible investment criteria.  As a result, the Fund may pass up opportunities to buy certain securities when it is otherwise advantageous to do so, or may sell securities for social reasons when it is otherwise disadvantageous to do so.
     
 
Small- and Medium-Sized Company Risk.  Securities of companies with smaller market capitalizations tend to be more volatile and less liquid than larger market capitalization stocks.
     
 
Large-Sized Companies Risk.  Larger, more established companies may be unable to respond quickly to new competitive challenges like changes in consumer tastes or innovative smaller competitors. In addition, large-cap companies are sometimes unable to attain the high growth rates of successful, smaller companies, especially during extended periods of economic expansion.

30

American Trust Allegiance Fund


NOTES TO FINANCIAL STATEMENTS at February 28, 2019, Continued
 
Foreign Securities Risk.  Foreign securities can be more volatile than domestic (U.S.) securities.  Securities markets of other countries are generally smaller than U.S. securities markets.  Many foreign securities may also be less liquid than U.S. securities, which could affect the Fund’s investments.  In addition, investments made in foreign currencies may be subject to the risk of currency devaluation or exchange rate risk.
     
 
Emerging Markets Risk.  Investing in securities of issuers located in emerging markets poses greater risk of social, political and economic instability, which could affect the Fund’s investments.  Emerging market countries may have smaller securities markets and therefore less liquidity and greater price volatility than more developed markets.
     
 
Sector Emphasis Risk.  The securities of companies in the same or related businesses, if comprising a significant portion of the Fund’s portfolio, could react in some circumstances negatively to market conditions, interest rates and economic, regulatory or financial developments and adversely affect the value of the portfolio to a greater extent than if such business comprised a lesser portion of the Fund’s portfolio.

31

American Trust Allegiance Fund


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Trustees Advisors Series Trust and
Shareholders of The American Trust Allegiance Fund
 
Opinion on the Financial Statements
 
We have audited the accompanying statement of assets and liabilities of The American Trust Allegiance Fund (the “Fund”), a series of Advisors Series Trust, including the schedule of investments, as of February 28, 2019, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and financial highlights for each of the five years in the period then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of February 28, 2019, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
 
Basis for Opinion
 
These financial statements are the responsibility of the Fund’s management.  Our responsibility is to express an opinion on the Fund’s financial statements based on our audits.  We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We have served as the Fund’s auditor since 2003.
 
We conducted our audits in accordance with the standards of the PCAOB.  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.  The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  As part of our audits we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.
 
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.  Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.  Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of February 28, 2019 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.
 
 
TAIT, WELLER & BAKER LLP

Philadelphia, Pennsylvania
April 26, 2019
32

American Trust Allegiance Fund


NOTICE TO SHAREHOLDERS at February 28, 2019 (Unaudited)
For the year ended February 28, 2019, the Fund designated $1,416,019 as long-term capital gains for purposes of the dividends paid deduction.
 
For the year ended February 28, 2019, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from net investment income designated as qualified dividend income was 0.00%.
 
For corporate shareholders in the Fund, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the year ended February 28, 2019 was 0.00%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Sections 871(k)(2)(C) for the Fund was 0.00%.
 
The percentage of taxable ordinary income distributions that are designated as interest related dividends under Internal Revenue Sections 871(k)(1)(C) for the was 0.00%.
 
How to Obtain a Copy of the Fund’s Proxy Voting Policies
 
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling 1-800-385-7003 or on the SEC’s website at http://www.sec.gov.
 
How to Obtain a Copy of the Fund’s Proxy Voting Records for the 12-Month Period Ended June 30
 
Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge, upon request, by calling 1-800-385-7003.  Furthermore, you can obtain the Fund’s proxy voting records on the SEC’s website at http://www.sec.gov.
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-202-551-8090.  Information included in the Fund’s Form N-Q is also available by calling 1-800-385-7003.
33

American Trust Allegiance Fund


INFORMATION ABOUT TRUSTEES AND OFFICERS (Unaudited)
This chart provides information about the Trustees and Officers who oversee the Fund.  Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.
 
       
Number of
 
   
Term of
 
Portfolios
 
   
Office
 
in Fund
Other
 
Position
and
Principal
Complex
Directorships
 
Held
Length
Occupation
Overseen
Held During
Name, Address
with the
of Time
During Past
by
Past Five
and Age
Trust
Served
Five Years
Trustee(2)
Years(3)
Independent Trustees(1)
         
           
Gail S. Duree
Trustee
Indefinite
Director,
1
Trustee,
(age 72)
 
term;
Alpha Gamma
 
Advisors
615 E. Michigan Street
 
since
Delta Housing
 
Series Trust
Milwaukee, WI 53202
 
March
Corporation
 
(for series not
   
2014.
(collegiate
 
affiliated with
     
housing
 
the Fund);
     
management)
 
Independent
     
(2012 to present);
 
Trustee from
     
Trustee and
 
1999 to 2012,
     
Chair (2000 to
 
New Covenant
     
2012), New
 
Mutual Funds
     
Covenant
 
(an open-end
     
Mutual Funds
 
investment
     
(1999 to 2012);
 
company with
     
Director and
 
4 portfolios).
     
Board Member,
   
     
Alpha Gamma
   
     
Delta Foundation
   
     
(philanthropic
   
     
organization)
   
     
(2005 to 2011).
   

34

American Trust Allegiance Fund


INFORMATION ABOUT TRUSTEES AND OFFICERS (Unaudited), Continued
       
Number of
 
   
Term of
 
Portfolios
 
   
Office
 
in Fund
Other
 
Position
and
Principal
Complex
Directorships
 
Held
Length
Occupation
Overseen
Held During
Name, Address
with the
of Time
During Past
by
Past Five
and Age
Trust
Served
Five Years
Trustee(2)
Years(3)
David G. Mertens
Trustee
Indefinite
Partner and
1
Trustee,
(age 58)
 
term*;
Head of
 
Advisors
615 E. Michigan Street
 
since
Business
 
Series
Milwaukee, WI 53202
 
March
Development
 
Trust (for
   
2017.
(February 2019
 
series not
     
to present)
 
affiliated
     
Ballast Equity
 
with the
     
Management,
 
Fund).
     
LLC (a
   
     
privately-held
   
     
investment
   
     
advisory firm);
   
     
Managing
   
     
Director and
   
     
Vice President,
   
     
Jensen
   
     
Investment
   
     
Management, Inc.
   
     
(a privately-held
   
     
investment
   
     
advisory firm)
   
     
(2002 to 2017).
   
           
George J. Rebhan
Chairman
Indefinite
Retired;
1
Trustee,
(age 84)
of the
term;
formerly
 
Advisors
615 E. Michigan Street
Board and
since
President,
 
Series Trust
Milwaukee, WI 53202
Trustee
May
Hotchkis and
 
(for series not
   
2002.
Wiley Funds
 
affiliated with
     
(mutual funds)
 
the Fund);
     
(1985 to 1993).
 
Independent
         
Trustee from
         
1999 to 2009,
         
E*TRADE
         
Funds.

35

American Trust Allegiance Fund


INFORMATION ABOUT TRUSTEES AND OFFICERS (Unaudited), Continued
       
Number of
 
   
Term of
 
Portfolios
 
   
Office
 
in Fund
Other
 
Position
and
Principal
Complex
Directorships
 
Held
Length
Occupation
Overseen
Held During
Name, Address
with the
of Time
During Past
by
Past Five
and Age
Trust
Served
Five Years
Trustee(2)
Years(3)
Joe D. Redwine
Trustee
Indefinite
Retired;
1
Trustee,
(age 71)
 
term;
formerly
 
Advisors
615 E. Michigan Street
 
since
Manager,
 
Series Trust
Milwaukee, WI 53202
 
September
President,
 
(for series not
   
2008.
CEO, U.S.
 
affiliated with
     
Bancorp Fund
 
the Fund).
     
Services, LLC,
   
     
and its
   
     
predecessors,
   
     
(May 1991 to
   
     
July 2017).
   
           
Raymond B. Woolson
Trustee
Indefinite
President,
1
Trustee,
(age 60)
 
term*;
Apogee Group,
 
Advisors
615 E. Michigan Street
 
since
Inc. (financial
 
Series Trust
Milwaukee, WI 53202
 
January
consulting
 
(for series not
   
2016.
firm) (1998
 
affiliated with
     
to present).
 
the Fund);
         
Independent
         
Trustee,
         
DoubleLine
         
Funds Trust
         
(an open-end
         
investment
         
company with
         
16 portfolios),
         
DoubleLine
         
Opportunistic
         
Credit Fund
         
and
         
DoubleLine
         
Income
         
Solutions
         
Fund, from
         
2010 to
         
present;
         
Independent
         
Trustee,
         
DoubleLine
         
Equity Funds
         
from 2010
         
to 2016.

36

American Trust Allegiance Fund


INFORMATION ABOUT TRUSTEES AND OFFICERS (Unaudited), Continued
   
Term of
 
   
Office
 
 
Position
and
 
 
Held
Length
 
Name, Address
with the
of Time
Principal Occupation
and Age
Trust
Served
During Past Five Years
Officers
     
       
Jeffrey T. Rauman
President,
Indefinite
Senior Vice President, Compliance
(age 50)
Chief
term;
and Administration, U.S. Bancorp
615 E. Michigan Street
Executive
since
Fund Services, LLC (February 1996
Milwaukee, WI 53202
Officer
December
to present).
 
and
2018.
 
 
Principal
   
 
Executive
   
 
Officer
   
       
Cheryl L. King
Vice
Indefinite
Vice President, Compliance and
(age 57)
President,
term;
Administration, U.S. Bancorp Fund
615 E. Michigan Street
Treasurer
since
Services, LLC (October 1998 to present).
Milwaukee, WI 53202
and
December
 
 
Principal
2007.
 
 
Financial
   
 
Officer
   
       
Kevin J. Hayden
Assistant
Indefinite
Assistant Vice President, Compliance
(age 47)
Treasurer
term;
and Administration, U.S. Bancorp Fund
615 E. Michigan Street
 
since
Services, LLC (June 2005 to present).
Milwaukee, WI 53202
 
September
 
   
2013.
 
       
Richard R. Conner
Assistant
Indefinite
Assistant Vice President, Compliance
(age 36)
Treasurer
term;
and Administration, U.S. Bancorp Fund
615 E. Michigan Street
 
since
Services, LLC (July 2010 to present).
Milwaukee, WI 53202
 
December
 
   
2018.
 
       
Michael L. Ceccato
Vice
Indefinite
Senior Vice President, U.S. Bancorp
(age 61)
President,
term;
Fund Services, LLC and Vice President,
615 E. Michigan Street
Chief
since
U.S. Bank N.A. (February 2008
Milwaukee, WI 53202
Compliance
September
to present).
 
Officer and
2009.
 
 
AML Officer
   

37

American Trust Allegiance Fund


INFORMATION ABOUT TRUSTEES AND OFFICERS (Unaudited), Continued
 

Term of
 
 

Office
 

Position
and
 

Held
Length
 
Name, Address
with the
of Time
Principal Occupation
and Age
Trust
Served
During Past Five Years
Emily R. Enslow, Esq.
Vice
Indefinite
Vice President, U.S. Bancorp Fund
(age 32)
President
term;
Services, LLC (July 2013 to present).
615 E. Michigan Street
and
since
 
Milwaukee, WI 53202
Secretary
December
 
 

2017.
 

*
Under the Trust’s Agreement and Declaration of Trust, a Trustee serves during the continued lifetime of the Trust until he/she dies, resigns, is declared bankrupt or incompetent by a court of appropriate jurisdiction, or is removed, or, if sooner, until the election and qualification of his/her successor.  In addition, the Trustees have designated a mandatory retirement age of 75, such that each Trustee first elected or appointed to the Board after December 1, 2015, serving as such on the date he or she reaches the age of 75, shall submit his or her resignation not later than the last day of the calendar year in which his or her 75th birthday occurs.
(1)
The Trustees of the Trust who are not “interested persons” of the Trust as defined under the 1940 Act (“Independent Trustees”).
(2)
As of February 28, 2019, the Trust was comprised of 41 active portfolios managed by unaffiliated investment advisers.  The term “Fund Complex” applies only to the Fund.  The Fund does not hold itself out as related to any other series within the Trust for investment purposes, nor does it share the same investment adviser with any other series.
(3)
“Other Directorships Held” includes only directorships of companies required to register or file reports with the SEC under the Securities Exchange Act of 1934, as amended, (that is, “public companies”) or other investment companies registered under the 1940 Act.

The Statement of Additional Information includes additional information about the Fund’s Trustees and Officers and is available, without charge, upon request by calling 1-800-385-7003.
38

American Trust Allegiance Fund


APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited)
At a meeting held on December 5-6, 2018, the Board (which is comprised of five persons, all of whom are Independent Trustees as defined under the Investment Company Act of 1940, as amended), considered and approved, for another annual term, the continuance of the investment advisory agreement (the “Advisory Agreement”) between Advisors Series Trust (the “Trust”) and American Trust Investment Advisors, LLC (the “Advisor”) on behalf of the American Trust Allegiance Fund (the “Fund”).  At this meeting, and at a prior meeting held on October 17-18, 2018, the Board received and reviewed substantial information regarding the Fund, the Advisor and the services provided by the Advisor to the Fund under the Advisory Agreement.  This information, together with the information provided to the Board throughout the course of the year, formed the primary (but not exclusive) basis for the Board’s determinations.  Below is a summary of the factors considered by the Board and the conclusions that formed the basis for the Board’s approval of the continuance of the Advisory Agreement:
 
1.
THE NATURE, EXTENT AND QUALITY OF THE SERVICES PROVIDED AND TO BE PROVIDED BY THE ADVISOR UNDER THE ADVISORY AGREEMENT.  The Board considered the nature, extent and quality of the Advisor’s overall services provided to the Fund, as well as its responsibilities in all aspects of day-to-day investment management of the Fund.  The Board considered the qualifications, experience and responsibilities of the portfolio managers, as well as the responsibilities of other key personnel of the Advisor involved in the day-to-day activities of the Fund.  The Board also considered the resources and compliance structure of the Advisor, including information regarding its compliance program, its chief compliance officer and the Advisor’s compliance record, as well as the Advisor’s cybersecurity program and business continuity plan.  The Board also considered the prior relationship between the Advisor and the Trust, as well as the Board’s knowledge of the Advisor’s operations, and noted that during the course of the prior year they had met with the Advisor in person to discuss the Fund’s performance and investment outlook as well as various marketing and compliance topics, including the Advisor’s risk management process.  The Board concluded that the Advisor had the quality and depth of personnel, resources, investment methods and compliance policies and procedures essential to performing its duties under the Advisory Agreement and that the nature, overall quality and extent of such management services are satisfactory.
   
2.
THE FUND’S HISTORICAL PERFORMANCE AND THE OVERALL PERFORMANCE OF THE ADVISOR.  In assessing the quality of the portfolio management delivered by the Advisor, the Board reviewed the short-term

39

American Trust Allegiance Fund


APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited), Continued
 
and long-term performance of the Fund as of July 31, 2018 on both an absolute basis, and in comparison to its peer funds utilizing a Morningstar classification and an appropriate securities benchmark.  While the Board considered both short-term and long-term performance, it placed greater emphasis on longer term performance.  The Board also took into account that the Fund’s track record is measured as of a specific date, and that track records can vary as of different measurement dates. Therefore, in reviewing the Fund’s performance, the Trustees also considered the broader perspective of the Fund’s performance over varying time periods, the market conditions experienced during the periods under review, as well as the outlook for the Fund going forward in light of expected market conditions. When reviewing performance against the comparative peer group universe, the Board took into account that the investment objective and strategies of the Fund, as well as its level of risk tolerance, may differ significantly from funds in the peer universe. The Trustees also discussed with the Advisor and considered that certain periods of underperformance may be transitory while other periods of underperformance may be reflective of broader issues that may warrant consideration of corrective action. The Board therefore took into account the Advisor’s views as to the reasons for the Fund’s relative performance against peers and benchmark over various time periods and its future outlook for the Fund. In considering the Fund’s performance, the Trustees placed greater emphasis on performance against peers as opposed to the unmanaged benchmark index.
   
 
The Board noted that the Fund’s performance, with regard to its Morningstar comparative universe, was below its peer group median for the one-year, three-year, five-year, and ten-year periods.
   
 
The Board recognized that the Fund’s investments are subject to socially-responsible investment criteria as set forth in its prospectus, which are generally stricter than that employed by many of the funds in its comparative peer group universe and that shareholders investing in the Fund accept and desire a fund employing such criteria, even if it may impact performance to a greater extent than other socially responsible funds.
   
 
The Board reviewed the performance of the Fund against a broad-based securities market benchmark.  The Board noted that the Adviser stated it does not manage any other accounts similarly to the Fund.
   
3.
THE COSTS OF THE SERVICES TO BE PROVIDED BY THE ADVISOR AND THE STRUCTURE OF THE ADVISOR’S FEE UNDER THE ADVISORY AGREEMENT.  In considering the advisory fee and total fees and expenses of

40

American Trust Allegiance Fund


APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited), Continued
 
the Fund, the Board reviewed comparisons to the peer funds, as well as all expense waivers and reimbursements.  The Board noted that the Advisor represented it does not manage any other accounts with a similar strategy, but the Board did consider the fees charged by the Advisor to its separate account clients who invest the equity portion of their separately managed accounts in the Fund and considered the Advisor’s description of the services it provides to separate account holders for that separate account fee.
   
 
The Board noted that the Advisor had contractually agreed to maintain an annual expense ratio for the Fund of 1.45% (the “Expense Cap”).  The Board noted that the Fund’s total expense ratio after waiver was above the peer group median and average, and that when the Fund’s peer group was adjusted to include only funds with similar asset sizes, the Fund’s total expense ratio after waiver was above the peer group median and average.  The Board also noted that the contractual advisory fee was above the peer group median and average and also above the peer group median and average when the Fund’s peer group was adjusted to include only funds with similar asset sizes.  The Board further considered that after advisory fee waivers and the payment of Fund expenses necessary to maintain the Expense Cap, the net advisory fees received by the Advisor from the Fund during the most recent fiscal period were below the peer group median and average.
   
 
The Board determined that it would continue to monitor the appropriateness of the advisory fee for the Fund and concluded that, at this time, the fee to be paid to the Advisor was fair and reasonable.
   
4.
ECONOMIES OF SCALE.  The Board also considered whether economies of scale were being realized by the Advisor that should be shared with shareholders.  The Board further noted that the Advisor has contractually agreed to reduce its advisory fees or reimburse Fund expenses so that the Fund does not exceed the specified Expense Cap.  The Board noted that at current asset levels it did not appear that there were additional significant economies of scale being realized by the Advisor and concluded that it would continue to monitor economies of scale in the future as circumstances changed and assuming asset levels continued to increase.  The Board also took into account the Advisor’s marketing efforts to increase Fund assets.
   
5.
THE PROFITS TO BE REALIZED BY THE ADVISOR AND ITS AFFILIATES FROM THEIR RELATIONSHIP WITH THE FUND.  The Board reviewed the Advisor’s financial information and took into account both the direct benefits and the indirect benefits to the Advisor from advising the Fund.  The Board noted that the Advisor maintained a modest balance sheet.  The

41

American Trust Allegiance Fund


APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited), Continued
 
Board considered the profitability to the Advisor from its relationship with the Fund and considered any additional benefits derived by the Advisor from its relationship with the Fund, including the receipt of additional separate account management fees from certain separately managed accounts that are also invested in the Fund.  The Board considered that the overall amount of this additional separate account fee was minimal and that the fee was for different services than those provided by the Advisor to the Fund.  The Board also considered that the Fund does not charge Rule 12b-1 fees or utilize “soft dollars.”  After such review, the Board determined that the profitability to the Advisor with respect to the Advisory Agreement was not excessive, and that the Advisor had maintained adequate profit levels to support the services it provides to the Fund.

No single factor was determinative of the Board’s decision to approve the continuance of the Advisory Agreement for the Fund, but rather the Board based its determination on the total combination of information available to them.  Based on a consideration of all the factors in their totality, the Board determined that the advisory arrangement with the Advisor, including the advisory fees, was fair and reasonable.  The Board therefore determined that the continuance of the Advisory Agreement for the Fund would be in the best interest of the Fund and its shareholders.
42

American Trust Allegiance Fund


HOUSEHOLDING
In an effort to decrease costs, the Fund intends to reduce the number of duplicate prospectuses, annual and semi-annual reports, proxy statements and other similar documents you receive by sending only one copy of each to those addresses shared by two or more accounts and to shareholders the Transfer Agent reasonably believes are from the same family or household.  Once implemented, if you would like to discontinue householding for your accounts, please call toll-free at 1-800-385-7003 to request individual copies of these documents.  Once the Transfer Agent receives notice to stop householding, the Transfer Agent will begin sending individual copies thirty days after receiving your request.  This policy does not apply to account statements.
43

American Trust Allegiance Fund


PRIVACY NOTICE
The Fund collects non-public information about you from the following sources:
 
Information we receive about you on applications or other forms;
   
Information you give us orally; and/or
   
Information about your transactions with us or others.

We do not disclose any non-public personal information about our customers or former customers without the customer’s authorization, except as permitted by law or in response to inquiries from governmental authorities.  We may share information with affiliated and unaffiliated third parties with whom we have contracts for servicing the Fund.  We will provide unaffiliated third parties with only the information necessary to carry out their assigned responsibilities.  We maintain physical, electronic and procedural safeguards to guard your non-public personal information and require third parties to treat your personal information with the same high degree of confidentiality.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared by those entities with unaffiliated third parties.
 






 
(This Page Intentionally Left Blank.)





 


 
Advisor
American Trust Investment Advisors, LLC
One Court Street
Lebanon, NH  03766
(603) 448-6415

Distributor
Quasar Distributors, LLC
777 East Wisconsin Avenue, 6th Floor
Milwaukee, WI  53202

Transfer Agent
U.S. Bancorp Fund Services, LLC
615 East Michigan Street
Milwaukee, WI  53202
(800) 385-7003

Custodian
U.S. Bank N.A.
1555 N. River Center Drive, Suite 302
Milwaukee, WI  53212

Independent Registered Public Accounting Firm
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, PA  19102

Legal Counsel
Schiff Hardin LLP
666 Fifth Avenue, Suite 1700
New York, NY  10103








This report is intended for shareholders of the Fund and may not be used as sales literature unless preceded or accompanied by a current prospectus.  For a current prospectus please call 1-800-385-7003.
 
AN-ANNUAL

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 is at least one audit committee financial expert serving on its audit committee.  Ms. Gail S. Duree is the “audit committee financial expert” and is considered to be “independent” as each term is defined in Item 3 of Form N‑CSR.

Item 4. Principal Accountant Fees and Services.

The registrant has engaged its principal accountant to perform audit services, audit-related services, tax services and other services during the past two fiscal years.  “Audit services” refer to performing an audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years.  “Audit-related services” refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit.  “Tax services” refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning.  There were no “other services” provided by the principal accountant.  The following table details the aggregate fees billed or expected to be billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal accountant.

 
FYE  2/28/19
FYE  2/28/18
Audit Fees
          $16,900
          $16,400
Audit-Related Fees
          N/A
          N/A
Tax Fees
          $3,600
          $3,500
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, including services provided to any entity affiliated with the registrant.

The percentage of fees billed by Tait, Weller, & Baker LLP applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:

 
FYE  2/28/19
FYE  2/28/18
Audit-Related Fees
0%
0%
Tax Fees
0%
0%
All Other Fees
0%
0%

All of the principal accountant’s hours spent on auditing the registrant’s financial statements were attributed to work performed by full‑time permanent employees of the principal accountant.

The following table indicates the non-audit fees billed or expected to be billed by the registrant’s accountant for services to the registrant and to the registrant’s investment adviser (and any other controlling entity, etc.—not sub-adviser) for the last two years.  The audit committee of the Board of Trustees has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser is compatible with maintaining the principal accountant's independence and has concluded that the provision of such non-audit services by the accountant has not compromised the accountant’s independence.

Non-Audit Related Fees
FYE  2/28/19
FYE  2/28/18
Registrant
N/A
N/A
Registrant’s Investment Adviser
N/A
N/A

Item 5. Audit Committee of Listed Registrants.

(a)
Not applicable to registrants who are not listed issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934).

(b)
Not Applicable.

Item 6. Investments.

(a)
Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.
 
(b)    Not Applicable.
 
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 9. Purchases of Equity Securities by Closed‑End Management Investment Company and Affiliated Purchasers.

Not applicable to open-end investment companies.

Item 10. Submission of Matters to a Vote of Security Holders.

There have been no material changes to the procedures by which shareholders may recommend nominees to the Registrant’s Board of Trustees.

Item 11. Controls and Procedures.

(a)
The Registrant’s President/Chief Executive Officer/Principal Executive Officer and Vice President/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, as amended, (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 fourth fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 13. Exhibits.

(a)
(1) Any code of ethics or amendment thereto, that is 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. Filed herewith.

(2) A separate certification for each principal executive officer and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.  Filed herewith.

(3) Any written solicitation to purchase securities under Rule 23c‑1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons.  Not applicable to open-end investment companies.

(4) Change in the registrant’s independent public accountant.  There was no change in the registrant’s independent public accountant for the period covered by this report.

(b)
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)  Advisors Series Trust 

By (Signature and Title)*    /s/ Jeffrey T. Rauman
Jeffrey T. Rauman, President/Chief Executive
Officer/Principal Executive Officer

Date  5/8/2019 



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/ Jeffrey T. Rauman
Jeffrey T. Rauman, President/Chief Executive
Officer/Principal Executive Officer

Date  5/8/2019

By (Signature and Title)*    /s/ Cheryl L. King
Cheryl L. King, Vice President/Treasurer/Principal
Financial Officer

Date  5/8/2019 

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