N-CSR 1 omlvf-ncsra.htm O'SHAUGHNESSY MARKET LEADERS VALUE FUND ANNUAL REPORT 7-31-21

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)



(626) 914-7363
(Registrant's telephone number, including area code)



Date of fiscal year end: July 31, 2021



Date of reporting period: July 31, 2021



Item 1. Reports to Stockholders.

(a) [Insert full text of semi-annual or annual report here]









ANNUAL REPORT
July 31, 2021



O’Shaughnessy Market Leaders Value Fund
Class I Shares – OFVIX












TABLE OF CONTENTS
 
Letter to Shareholders
1
Performance Summary
3
Expense Example
4
Sector Allocation of Portfolio Assets
5
Schedule of Investments
6
Statement of Assets and Liabilities
10
Statement of Operations
11
Statements of Changes in Net Assets
12
Financial Highlights
13
Notes to Financial Statements
14
Report of Independent Registered Public Accounting Firm
21
Notice to Shareholders
22
Householding
22
Information about Trustees and Officers
23
Privacy Notice
25







O’Shaughnessy Market Leaders Value Fund


Market Leaders Value Fund
 
For the fiscal year ended July 31, 2021, the O’Shaughnessy Market Leaders Value Fund (the “Market Leaders Value Fund”) outperformed, with Class I shares returning 50.66%, while the Fund’s Russell 1000® Value Index benchmark returned 39.32% in the same period.
 
Having a lower exposure to mega cap stocks than the benchmark aided the strategy by 7.81%. We measure the impact of our focus on the top decile of stocks by Shareholder Yield, which added 6.97%. From the top decile of Shareholder Yield, we eliminate low quality stocks. This detracted -5.22% from relative returns. Finally, our portfolio construction methodology, which seeks to own more of stocks qualifying more frequently, recently, and with the highest overall factor profile added 1.78%.
 
Within allocation effects, an underweight to Utilities and overweight to Financials aided performance. An underweight to Energy detracted from returns. Selection within Health Care and Consumer Discretionary were the largest contributors to performance, while selection within Communication Services and Information Technology were the largest detractors.
 
The Market Leaders Value Fund benefitted from holdings in Seagate Technology Holdings PLC, HCA Healthcare, Inc., and United Rentals, Inc. Positions in Western Union Co., Citrix Systems, Inc., and Electronic Arts, Inc. detracted from performance.  An underweight to Amazon.com, Inc. aided returns, while having no exposure to Tesla, Inc. detracted.
 
Based on our key themes, we attempt to position the strategy with strong and consistent characteristic advantages versus its benchmark and relative to the overall market. Portfolio positions generally have higher levels of return on capital, lower reliance on external financing, and trade at deep discounts across a number of valuation factors.
 
Outlook
 
Stocks deliver returns to shareholders over time based on three drivers—ability to grow their business, expansion of their price multiple, and prudent capital allocation practices like returning capital to shareholders.
 
We view share buybacks as one of many levers that management teams can use to allocate capital. Within Shareholder Yield, buybacks sit side-by-side with dividend yield, another mechanism for return capital.
 
We acknowledge that all companies executing buybacks are not created equally, and some firms should likely not be returning cash. We believe these firms will likely go on to underperform, and our process is designed to exclude such stocks from our portfolio.
 
We focus on a subset of firms returning capital to shareholders at super-normal rates, as this tends to be indicative of management’s conviction in the underlying business. Our quality screens further attempt to exclude firms executing buybacks for the wrong reasons—performing debt for equity swaps and manipulating earnings per share.
 
When the combination of buybacks and dividends are paired with assessments of valuation and business quality, we believe the portfolio narrows in on a set of businesses with conservative accounting practices that are indicative of strong cash generation, low reliance on outside sources of capital, and that are generating good cash returns on businesses.
 
Our Shareholder Yield signal has always been viewed on a trailing twelve-month basis. In other words, dividends and buybacks that have actually been executed. We do this because companies with strong Shareholder Yield experience positive excess returns over the following 12-18 months on average, even after the buyback programs have run their course.
 
As of July 31st, the Fund’s holdings showed significantly higher earnings growth than the benchmark, yet with opportunities for multiple expansion at approximate discounts of 20% (based on sales and earnings).  Additionally, our holdings have almost 2x the free cashflow yield and have the kind of disciplined management teams that have been returning capital to shareholders at super-normal rates.
 
Because we build portfolios from the bottom up using time-tested screening “factors,” we think about performance through the lens of factors first, and individual stocks and industries second. The stocks and industries where we have active exposures are a result of the factors themselves, so in some sense they measure the effects of factor combinations that we believe to be beneficial over the long term.
 

1

O’Shaughnessy Market Leaders Value Fund


Our research leads us to believe that market leadership is cyclical, but that valuation, momentum, and yield are incredibly effective individual selection factors given a three- to five-year time horizon.
 
We believe that maintaining a portfolio of stocks trading at discounted valuations, possess reasonable quality, decent momentum, and high yields are a better defense against the herculean task of market timing.
 
 
Past performance does not guarantee future results.
 
Opinions expressed are subject to change at any time, are not guaranteed and should not be considered investment advice.
 
Investments in foreign securities involve political, economic and currency risks, greater volatility, and differences in accounting methods. Emerging markets countries involve greater risks, such as immature economic structures, national policies restricting investments by foreigners, and different legal systems. Such risks may be magnified with respect to securities of issuers in frontier emerging markets. Real estate investment trusts and foreign real estate companies may be less diversified than other pools of securities, may have lower trading volumes and may be subject to more abrupt and erratic price movements than the overall securities markets. Investments in small-and medium-capitalization companies tend to have limited liquidity and greater price volatility than large-capitalization companies. Risks of derivatives include the possible imperfect correlation between the value of instruments and the underlying assets; risks of default by the other party to the transaction; risks that the transactions may result in losses that partially or completely offset gains in portfolio positions; and risks that instruments may not be liquid. The Market Leaders Value Fund may experience higher fees and is subject to additional risks due to investments in other investment companies (including ETFs).
 
Fund holdings and sector allocations are subject to change at any time and are not recommendations to buy or sell any security. Please read the Schedule of Investments for a complete list of Fund holdings.
 
The Russell 1000® Value Index (“Russell 1000”) measures the performance of the large-cap value segment of the U.S. equity universe.  It includes those Russell 1000 companies with lower price-to-book ratios and lower expected growth values.  You cannot invest directly in an index.
 
“Dividend yield” is the financial ratio that shows how much a company pays out in dividends each year relative to its share price (equal to most recent dividend payment per share (annualized) divided by price per share).
 
“Cash Flows” are the net amount of cash and cash-equivalents moving into and out of a business. “Price-to-Earnings Ratio” or “P/E valuation” is a ratio for valuing a company that measures its current share price relative to its per-share earnings (equal to Market Value per Share divided by Earnings per Share).
 
“Return on capital” (ROC) is a ratio used as a measure of the profitability and value-creating potential of companies after taking into account the amount of initial capital invested. The ratio is calculated by dividing the after-tax operating income by the book value of both debt and equity capital less cash/equivalents.
 
“Earnings per share” (EPS) is calculated as a company’s profit divided by the outstanding shares of its common stock. The resulting number serves as an indicator of a company’s profitability. The higher a company’s EPS, the more profitable it is considered to be.
 
Earnings growth is not representative of the Fund’s future performance.
 
Recent short-term performance is attributable to unusually favorable conditions that are likely not sustainable, and such conditions might not continue to exist.
 
Must be preceded or accompanied by a prospectus.
 
The O’Shaughnessy Market Leaders Value Fund is distributed by Quasar Distributors, LLC.
 



2

O’Shaughnessy Market Leaders Value Fund


Comparison of the change in value of a $10,000 investment in the
O’Shaughnessy Market Leaders Value Fund – Class I Shares vs the Russell 1000® Value Index



     
Since
Average Annual Total Return:
1 Year
5 Year
Inception(1)
O’Shaughnessy Market Leaders Value Fund – Class I
50.66%
13.62%
14.23%
Russell 1000® Value Index
39.32%
11.41%
13.25%

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 1-877-291-7827.
 
Returns reflect the reinvestment of dividends and capital gain distributions.  Fee waivers are in effect. In the absence of fee waivers, returns would be reduced.  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.  This chart does not imply any future performance.  Indices do not incur expenses and are not available for investment.
 
The Russell 1000® Value Index measures the performance of the large-cap value segment of the U.S. equity universe. It includes those Russell 1000 companies with lower price-to-book ratios and lower expected growth values.
 
(1)
The Fund commenced operations on February 26, 2016.


3

O’Shaughnessy Market Leaders Value Fund


Expense Example
at July 31, 2021 (Unaudited)

Shareholders in mutual funds generally 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 (2/1/21 – 7/31/21).
 
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. 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” for your fund and class 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 transaction costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the second line of the tables useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.
 
 
Beginning
Ending
Expenses Paid
 
Account Value
Account Value
During Period*
 
2/1/21
7/31/21
2/1/21 – 7/31/21
Actual
$1,000.00
$1,227.00
$2.87
Hypothetical (5% return before expenses)
$1,000.00
$1,022.22
$2.61

*
Expenses are equal to the Fund’s annualized expense ratio of 0.52% for Class I, multiplied by the average account value over the period, multiplied by 181 (days in the most recent fiscal half-year)/365 days to reflect the one-half year expense.


4

O’Shaughnessy Market Leaders Value Fund


Sector Allocation of Portfolio Assets
at July 31, 2021 (Unaudited)








Percentages represent market value as a percentage of total investments.
 
The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services, LLC (“S&P”).  GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC.
 





5

O’Shaughnessy Market Leaders Value Fund


Schedule of Investments
at July 31, 2021

Shares
     
Value
 
   
COMMON STOCKS – 89.49%
     
   
Aerospace & Defense – 3.66%
     
 
33,948
 
L3Harris Technologies, Inc.
 
$
7,697,370
 
 
4,508
 
Northrop Grumman Corp.
   
1,636,494
 
           
9,333,864
 
     
Biotechnology – 2.56%
       
 
12,351
 
Amgen, Inc.
   
2,983,261
 
 
8,158
 
Biogen, Inc.*
   
2,665,463
 
 
12,761
 
Gilead Sciences, Inc.
   
871,449
 
           
6,520,173
 
     
Building Products – 3.51%
       
 
70,437
 
Johnson Controls International PLC#
   
5,030,610
 
 
65,649
 
Masco Corp.
   
3,919,901
 
           
8,950,511
 
     
Capital Markets – 5.38%
       
 
32,684
 
Ameriprise Financial, Inc.
   
8,418,091
 
 
19,469
 
Morgan Stanley
   
1,868,635
 
 
10,723
 
State Street Corp.
   
934,402
 
 
12,184
 
T. Rowe Price Group, Inc.
   
2,487,485
 
           
13,708,613
 
     
Chemicals – 4.26%
       
 
41,779
 
Celanese Corp.
   
6,507,915
 
 
43,859
 
LyondellBasell Industries NV – Class A#
   
4,356,514
 
           
10,864,429
 
     
Commercial Banks – 4.22%
       
 
52,716
 
Bank of America Corp.
   
2,022,186
 
 
23,202
 
Citigroup, Inc.
   
1,568,919
 
 
80,285
 
Fifth Third Bancorp
   
2,913,543
 
 
14,764
 
JPMorgan Chase & Co.
   
2,240,880
 
 
9,805
 
PNC Financial Services Group, Inc.
   
1,788,530
 
 
3,775
 
U.S. Bancorp
   
209,664
 
           
10,743,722
 
     
Computers & Peripherals – 0.52%
       
 
16,526
 
NetApp, Inc.
   
1,315,304
 
               
     
Consumer Finance – 3.24%
       
 
175,779
 
Synchrony Financial
   
8,265,129
 
               
     
Containers & Packaging – 2.37%
       
 
523,571
 
Amcor PLC#
   
6,052,481
 
               
     
Diversified Financial Services – 1.11%
       
 
92,037
 
Equitable Holdings, Inc.
   
2,841,182
 


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

6

O’Shaughnessy Market Leaders Value Fund


Schedule of Investments (Continued)
at July 31, 2021

Shares
     
Value
 
   
COMMON STOCKS (Continued)
     
   
Diversified Telecommunication Services – 3.87%
     
 
170,296
 
AT&T, Inc.
 
$
4,776,803
 
 
408,276
 
Lumen Technologies, Inc.
   
5,091,202
 
           
9,868,005
 
     
Electrical Equipment – 2.16%
       
 
34,852
 
Eaton Corp. PLC#
   
5,508,359
 
               
     
Food & Staples Retailing – 2.78%
       
 
138,590
 
Kroger Co.
   
5,640,613
 
 
30,703
 
Walgreens Boots Alliance, Inc.
   
1,447,646
 
           
7,088,259
 
     
Food Products – 2.66%
       
 
60,168
 
Conagra Brands, Inc.
   
2,015,026
 
 
31,745
 
JM Smucker Co.
   
4,162,087
 
 
9,541
 
Kellogg Co.
   
604,518
 
           
6,781,631
 
     
Health Care Providers & Services – 4.64%
       
 
41,591
 
McKesson Corp.
   
8,477,494
 
 
12,364
 
Molina Healthcare, Inc.*
   
3,375,496
 
           
11,852,990
 
     
Household Durables – 0.87%
       
 
40,494
 
PulteGroup, Inc.
   
2,221,906
 
               
     
Household Products – 0.32%
       
 
6,014
 
Kimberly-Clark Corp.
   
816,220
 
               
     
Insurance – 4.64%
       
 
45,380
 
Allstate Corp.
   
5,901,668
 
 
48,371
 
MetLife, Inc.
   
2,791,007
 
 
19,992
 
Progressive Corp.
   
1,902,439
 
 
12,033
 
Prudential Financial, Inc.
   
1,206,669
 
           
11,801,783
 
     
Internet & Direct Marketing Retail – 2.38%
       
 
88,967
 
eBay, Inc.
   
6,068,439
 
               
     
IT Services – 1.50%
       
 
4,086
 
Jack Henry & Associates, Inc.
   
711,332
 
 
133,785
 
Western Union Co.
   
3,105,150
 
           
3,816,482
 
     
Life Sciences Tools & Services – 2.17%
       
 
14,182
 
Waters Corp.*
   
5,528,285
 
               
     
Machinery – 2.09%
       
 
23,000
 
Cummins, Inc.
   
5,338,300
 


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

7

O’Shaughnessy Market Leaders Value Fund


Schedule of Investments (Continued)
at July 31, 2021

Shares
     
Value
 
   
COMMON STOCKS (Continued)
     
   
Media – 6.07%
     
 
43,061
 
Altice USA, Inc. – Class A*
 
$
1,323,265
 
 
7,356
 
Charter Communications, Inc. – Class A*
   
5,473,232
 
 
38,220
 
Discovery, Inc. – Class A*
   
1,108,762
 
 
227,655
 
Liberty Global PLC – Class C*#+
   
6,114,812
 
 
20,259
 
Omnicom Group, Inc.
   
1,475,261
 
           
15,495,332
 
     
Multi-line Retail – 0.40%
       
 
4,340
 
Dollar General Corp.
   
1,009,658
 
               
     
Oil, Gas & Consumable Fuels – 6.16%
       
 
17,982
 
Chevron Corp.
   
1,830,748
 
 
58,192
 
ConocoPhillips
   
3,262,244
 
 
12,662
 
Exxon Mobil Corp.
   
728,951
 
 
238,320
 
Kinder Morgan, Inc.
   
4,142,002
 
 
9,566
 
Valero Energy Corp.
   
640,635
 
 
203,662
 
Williams Companies, Inc.
   
5,101,733
 
           
15,706,313
 
     
Pharmaceuticals – 0.76%
       
 
28,479
 
Bristol-Myers Squibb Co.
   
1,932,870
 
               
     
Semiconductors & Semiconductor Equipment – 2.46%
       
 
40,520
 
Intel Corp.
   
2,176,734
 
 
27,394
 
QUALCOMM, Inc.
   
4,103,621
 
           
6,280,355
 
     
Software – 3.20%
       
 
4,096
 
Citrix Systems, Inc.
   
412,672
 
 
1,184
 
Fortinet, Inc.*
   
322,332
 
 
85,127
 
Oracle Corp.
   
7,417,967
 
           
8,152,971
 
     
Specialty Retail – 3.49%
       
 
4,873
 
Advance Auto Parts, Inc.
   
1,033,368
 
 
1,379
 
AutoZone, Inc.*
   
2,238,903
 
 
10,760
 
Lowe’s Companies, Inc.
   
2,073,344
 
 
4,786
 
O’Reilly Automotive, Inc.*
   
2,889,979
 
 
4,419
 
Williams-Sonoma, Inc.
   
670,362
 
           
8,905,956
 
     
Technology Hardware, Storage & Peripherals – 2.47%
       
 
23,227
 
HP, Inc.
   
670,563
 
 
64,262
 
Seagate Technology Holdings PLC#
   
5,648,630
 
           
6,319,193
 


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

8

O’Shaughnessy Market Leaders Value Fund


Schedule of Investments (Continued)
at July 31, 2021

Shares
     
Value
 
   
COMMON STOCKS (Continued)
     
   
Tobacco – 3.57%
     
 
141,183
 
Altria Group, Inc.
 
$
6,782,431
 
 
23,168
 
Philip Morris International, Inc.
   
2,318,885
 
           
9,101,316
 
     
Total Common Stocks (Cost $181,057,394)
   
228,190,031
 
               
     
REITs – 8.34%
       
     
Equity Real Estate Investment Trusts (REITs) – 6.84%
       
 
12,620
 
Boston Properties, Inc.
   
1,481,336
 
 
21,016
 
Essex Property Trust, Inc.
   
6,895,349
 
 
43,627
 
Simon Property Group, Inc.
   
5,519,688
 
 
49,650
 
Ventas, Inc.
   
2,968,077
 
 
17,485
 
Weyerhaeuser Co.
   
589,769
 
           
17,454,219
 
     
Mortgage Real Estate Investment Trusts (REITs) – 1.50%
       
 
449,099
 
Annaly Capital Management, Inc.
   
3,812,851
 
     
Total REITs (Cost $17,942,618)
   
21,267,070
 
     
Total Investments in Securities (Cost $199,000,012) – 97.83%
   
249,457,101
 
     
Other Assets in Excess of Liabilities – 2.17%
   
5,542,662
 
     
Net Assets – 100.00%
 
$
254,999,763
 

*
Non-income producing security.
#
U.S. traded security of a foreign issuer.
+
Non-voting shares.
REIT – Real Estate Investment Trust

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services, LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC.
 



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

9

O’Shaughnessy Market Leaders Value Fund


Statement of Assets and Liabilities
at July 31, 2021

ASSETS
     
Investments in securities, at value (cost $199,000,012)
 
$
249,457,101
 
Cash
   
4,896,717
 
Receivables:
       
Securities sold
   
17,201
 
Fund shares issued
   
635,058
 
Dividends
   
307,891
 
Dividend tax reclaim
   
11,776
 
Prepaid expenses
   
29,233
 
Total assets
   
255,354,977
 
         
LIABILITIES
       
Payables:
       
Fund shares redeemed
   
738
 
Securities purchased
   
187,766
 
Administration fees
   
12,716
 
Audit fees
   
21,000
 
Transfer agent fees and expenses
   
23,375
 
Due to Advisor (Note 4)
   
85,691
 
Custody fees
   
2,185
 
Fund accounting fees
   
8,188
 
Chief Compliance Officer fee
   
3,750
 
Trustee fees and expenses
   
954
 
Shareholder reporting
   
7,961
 
Accrued other expenses
   
890
 
Total liabilities
   
355,214
 
NET ASSETS
 
$
254,999,763
 
         
CALCULATION OF NET ASSET VALUE PER SHARE
       
Class I Shares
       
Net assets applicable to shares outstanding
 
$
254,999,763
 
Shares issued and outstanding
       
  [unlimited number of shares (par value $0.01) authorized]
   
14,471,505
 
Net asset value, offering and redemption price per share
 
$
17.62
 
         
COMPONENTS OF NET ASSETS
       
Paid-in capital
 
$
236,152,946
 
Total distributable earnings
   
18,846,817
 
Net assets
 
$
254,999,763
 


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

10

O’Shaughnessy Market Leaders Value Fund


Statement of Operations
For the Year Ended July 31, 2021

INVESTMENT INCOME
     
Income
     
Dividends
 
$
5,106,539
 
Total income
   
5,106,539
 
Expenses
       
Advisory fees (Note 4)
   
828,663
 
Transfer agent fees and expenses (Note 4)
   
89,658
 
Administration fees (Note 4)
   
48,147
 
Registration fees
   
34,084
 
Fund accounting fees (Note 4)
   
32,443
 
Audit fees
   
21,000
 
Chief Compliance Officer fee (Note 4)
   
14,997
 
Trustee fees and expenses
   
14,613
 
Reports to shareholders
   
13,959
 
Custody fees (Note 4)
   
13,649
 
Legal fees
   
8,135
 
Miscellaneous expense
   
5,998
 
Insurance expense
   
4,628
 
Total expenses
   
1,129,974
 
Net investment income
   
3,976,565
 
         
REALIZED AND UNREALIZED GAIN ON INVESTMENTS
       
Net realized gain on investments
   
23,809,540
 
Net change in unrealized appreciation on investments
   
49,922,854
 
Net realized and unrealized gain on investments
   
73,732,394
 
Net increase in net assets resulting from operations
 
$
77,708,959
 


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

11

O’Shaughnessy Market Leaders Value Fund


Statements of Changes in Net Assets


   
Year Ended
   
Year Ended
 
   
July 31, 2021
   
July 31, 2020
 
INCREASE/(DECREASE) IN NET ASSETS FROM:
           
OPERATIONS
           
Net investment income
 
$
3,976,565
   
$
4,402,606
 
Net realized gain/(loss) on investments
   
23,809,540
     
(31,988,182
)
Net change in unrealized
               
  appreciation/(depreciation) on investments
   
49,922,854
     
(7,659,788
)
Net increase/(decrease) in net assets
               
  resulting from operations
   
77,708,959
     
(35,245,364
)
                 
DISTRIBUTIONS TO SHAREHOLDERS
               
Net distributions to shareholders
   
(3,799,998
)
   
(4,001,095
)
Total distributions to shareholders
   
(3,799,998
)
   
(4,001,095
)
                 
CAPITAL SHARE TRANSACTIONS
               
Net increase/(decrease) in net assets derived
               
  from net change in outstanding shares (a)
   
20,110,388
     
(7,428,421
)
Total increase/(decrease) in net assets
   
94,019,349
     
(46,674,880
)
                 
NET ASSETS
               
Beginning of year
   
160,980,414
     
207,655,294
 
End of year
 
$
254,999,763
   
$
160,980,414
 
                 
(a)  A summary of share transactions is as follows:
               
                 
Class I Shares
               
Net proceeds from shares sold
 
$
70,728,038
   
$
97,069,831
 
Distributions reinvested
   
3,252,296
     
3,538,840
 
Payment for shares redeemed+
   
(53,869,946
)
   
(108,037,092
)
Net increase/(decrease) in net assets from capital share transactions
 
$
20,110,388
   
$
(7,428,421
)
+  Net of redemption fees of
 
$
   
$
1,196
 
                 
Class I Shares
               
Shares sold
   
4,685,590
     
7,811,569
 
Shares issued on reinvestment of distributions
   
231,645
     
252,594
 
Shares redeemed
   
(3,915,715
)
   
(9,820,961
)
Net increase/(decrease) in shares outstanding
   
1,001,520
     
(1,756,798
)


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

12

O’Shaughnessy Market Leaders Value Fund


Financial Highlights
For a share outstanding throughout each year

Class I Shares
   
Year
   
Year
   
Year
   
Year
   
Year
 
   
Ended
   
Ended
   
Ended
   
Ended
   
Ended
 
   
July 31,
   
July 31,
   
July 31,
   
July 31,
   
July 31,
 
   
2021
   
2020
   
2019
   
2018
   
2017
 
Net asset value, beginning of year
 
$
11.95
   
$
13.64
   
$
14.78
   
$
13.26
   
$
10.87
 
                                         
Income from investment operations:
                                       
Net investment income
   
0.31
     
0.27
   
0.24
   
0.22
   
0.22
Net realized and unrealized
                                       
  gain/(loss) on investments
   
5.67
     
(1.73
)
   
(0.49
)
   
1.82
     
2.29
 
Total from investment operations
   
5.98
     
(1.46
)
   
(0.25
)
   
2.04
     
2.51
 
                                         
Less distributions:
                                       
From net investment income
   
(0.31
)
   
(0.23
)
   
(0.12
)
   
(0.18
)
   
(0.12
)
From net realized gain on investments
   
     
     
(0.77
)
   
(0.34
)
   
 
Total distributions
   
(0.31
)
   
(0.23
)
   
(0.89
)
   
(0.52
)
   
(0.12
)
                                         
Redemption fees retained
   
   
0.00
†^  
0.00
†^  
0.00
†^  
0.00
†^
                                         
Net asset value, end of year
 
$
17.62
   
$
11.95
   
$
13.64
   
$
14.78
   
$
13.26
 
                                         
Total return
   
50.66
%
   
-10.97
%
   
-0.90
%
   
15.58
%
   
23.25
%
                                         
Ratios/supplemental data:
                                       
Net assets, end of year (thousands)
 
$
255,000
   
$
160,980
   
$
207,655
   
$
140,048
   
$
56,835
 
                                         
Ratio of expenses to average net assets:
                                       
Before fee waiver and
                                       
  expense reimbursement
   
0.56
%
   
0.57
%
   
0.59
%
   
0.74
%
   
1.20
%
After fee waiver and
                                       
  expense reimbursement
   
0.56
%
   
0.57
%
   
0.59
%
   
0.65
%
   
0.65
%
                                         
Ratio of net investment income
                                       
  to average net assets:
                                       
Before fee waiver and
                                       
  expense reimbursement
   
1.98
%
   
2.09
%
   
1.76
%
   
1.46
%
   
1.23
%
After fee waiver and
                                       
  expense reimbursement
   
1.98
%
   
2.09
%
   
1.76
%
   
1.55
%
   
1.78
%
                                         
Portfolio turnover rate
   
68.71
%
   
83.04
%
   
53.98
%
   
50.95
%
   
63.30
%

Based on average shares outstanding.
^
Amount is less than $0.01.


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

13

O’Shaughnessy Market Leaders Value Fund


Notes to Financial Statements
at July 31, 2021

NOTE 1 – ORGANIZATION
 
The O’Shaughnessy Market Leaders Value Fund (the “Fund”) is a series of Advisors Series Trust (the “Trust”), which is registered under the Investment Company Act of 1940 (the “1940 Act”), as amended, 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 Fund, which is a diversified fund, began operations on February 26, 2016. The investment objective of the Fund is to seek long-term capital appreciation. The Fund currently offers only Class I shares.
 
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. The tax returns of the Fund’s prior three fiscal years are open for examination. Management has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax events relating to uncertain income tax positions taken or expected to be taken on a tax return. The Fund identifies its major tax jurisdictions as U.S. federal and the state of Wisconsin. 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 determined on the basis of identified cost. Interest income is recorded on an accrual basis. Dividend income and distributions to shareholders are recorded on the ex-dividend date. 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.
   
 
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.
   
 
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.
   
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 July 31, 2021, the Fund made the following permanent tax adjustments on the statement of assets and liabilities:

 
Paid-in Capital
Total Distributable Earnings
 
$100
$(100)

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.

14

O’Shaughnessy Market Leaders Value Fund


Notes to Financial Statements (Continued)
at July 31, 2021

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
F.
REITs: The Fund may invest in real estate investment trusts (“REITs”) which pay dividends to their shareholders based upon funds available from operations.  It is quite common for these dividends to exceed the REIT’s taxable earnings and profits resulting in the excess portion of such dividends being designated as a return of capital.  The Fund intends to include the gross dividends from such REITs in their annual distributions to its shareholders and, accordingly, a portion of the Fund’s distributions may also be designated as a return of capital.
   
G.
Foreign Currency:  Investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the date of valuation. Purchases and sales of investment securities and income and expense items denominated in foreign currencies are translated to U.S. dollar amounts on the respective dates of such transactions.
   
 
The Fund does not isolate those portions of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments.
   
 
Reported net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period-end, resulting from changes in exchange rates.
   
H.
Events Subsequent to the Fiscal Year End: In preparing the financial statements as of July 31, 2021, management considered the impact of subsequent events for potential recognition or disclosure in the financial statements.  Refer to Note 10 for more information about subsequent events.

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).
 
Equity Securities: The Fund’s investments are carried at fair value. Equity securities, including common stocks and real estate investment trusts, 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
 

15

O’Shaughnessy Market Leaders Value Fund


Notes to Financial Statements (Continued)
at July 31, 2021

NOTE 3 – SECURITIES VALUATION (Continued)
 
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. The values for foreign securities are reported in local currency and converted to U.S. dollars using currency exchange rates. Exchange rates are provided daily by a recognized independent pricing agent. 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.
 
Investment Companies: Investments in open-end mutual funds, including money market funds, are generally priced at their net asset value per share provided by the service agent of the funds and will be classified 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 the Fund’s administrator, U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”). 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.
 
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 July 31, 2021:
 
   
Level 1
   
Level 2
   
Level 3
   
Total
 
Common Stocks
                       
  Communication Services
 
$
25,363,337
   
$
   
$
   
$
25,363,337
 
  Consumer Discretionary
   
18,205,959
     
     
     
18,205,959
 
  Consumer Staples
   
23,787,427
     
     
     
23,787,427
 
  Energy
   
15,706,312
     
     
     
15,706,312
 
  Financials
   
47,360,428
     
     
     
47,360,428
 
  Health Care
   
25,834,317
     
     
     
25,834,317
 
  Industrials
   
29,131,035
     
     
     
29,131,035
 
  Information Technology
   
25,884,306
     
     
     
25,884,306
 
  Materials
   
16,916,910
     
     
     
16,916,910
 
Total Common Stocks
   
228,190,031
     
     
     
228,190,031
 
REITs
   
21,267,070
     
     
     
21,267,070
 
Total Investments in Securities
 
$
249,457,101
   
$
   
$
   
$
249,457,101
 

Refer to the Fund’s schedule of investments for a detailed break-out of securities by industry classification.
 
New Rule 18f-4 accounting pronouncement – In October 2020, the Securities and Exchange Commission (the “SEC”) adopted new regulations governing the use of derivatives by registered investment companies (“Rule 18f-4”).  Funds will be required to implement and comply with Rule 18f-4 by August 19, 2022. Once implemented, Rule 18f-4 will impose limits on the amount of derivatives a fund can enter into, eliminate the asset segregation framework currently used by funds to comply with Section 18 of the 1940 Act, treat derivatives as senior securities and require funds whose use of derivatives is more than a limited specified exposure amount to establish and maintain a comprehensive derivatives risk management program and appoint a derivatives risk manager.  Management is currently evaluating the potential impact of Rule 18f-4 on the Fund.
 

16

O’Shaughnessy Market Leaders Value Fund


Notes to Financial Statements (Continued)
at July 31, 2021

NOTE 3 – SECURITIES VALUATION (Continued)
 
New Rule 2a-5 accounting pronouncement – In December 2020, the SEC adopted a new rule providing a framework for fund valuation practices (“Rule 2a-5”).  Rule 2a-5 establishes requirements for determining fair value in good faith for purposes of the 1940 Act.  Rule 2a-5 will permit fund boards to designate certain parties to perform fair value determinations, subject to board oversight and certain other conditions.  Rule 2a-5 also defines when market quotations are “readily available” for purposes of the 1940 Act and the threshold for determining whether a fund must fair value a security.  In connection with Rule 2a-5, the SEC also adopted related recordkeeping requirements and is rescinding previously issued guidance, including with respect to the role of a board in determining fair value and the accounting and auditing of fund investments.  The Fund will be required to comply with the rules by September 8, 2022.  Management is currently assessing the potential impact of the new rules on the Fund’s financial statements.
 
The global outbreak of COVID-19 (commonly referred to as “coronavirus”) has disrupted economic markets and the prolonged economic impact is uncertain.  The ultimate economic fallout from the pandemic, and the long-term impact on economies, markets, industries and individual issuers, are not known.  The operational and financial performance of the issuers of securities in which the Fund invests depends on future developments, including the duration and spread of the outbreak, and such uncertainty may in turn adversely affect the value and liquidity of the Fund’s investments, impair the Fund’s ability to satisfy redemption requests, and negatively impact the Fund’s performance.
 
NOTE 4 – INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
O’Shaughnessy Asset Management, LLC (the “Advisor”) provides the Fund with investment management services under an investment advisory agreement. The Advisor furnishes 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 fee, computed daily and payable monthly. The Fund pays fees calculated at an annual rate of 0.55% of average daily net assets for the first $25 million of assets, 0.45% of the Fund’s average daily net assets for the next $75 million of assets, and 0.35% of the Fund’s average daily net assets in excess of $100 million. For the year ended July 31, 2021, the Fund incurred $828,663 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 (excluding acquired fund fees and expenses, taxes, interest expense, extraordinary expenses or class specific expenses such as Rule 12b-1 fees or shareholder servicing plan fees) to the extent necessary to limit the Fund’s aggregate annual operating expenses to 0.65% of average daily net assets.
 
Effective November 28, 2018, the Fund discontinued its temporary expense limitation agreement, therefore, any fees waived beginning November 28, 2018 will be subject to recapture. The Advisor is not able to recoup fees waived prior to November 28, 2018.
 
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 towards 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 July 31, 2021, there were no expenses waived or recouped by the Advisor.  At July 31, 2021, there were no cumulative expenses subject to recapture.
 
Fund Services serves as the Fund’s administrator, fund accountant and transfer agent. U.S. Bank N.A. serves as custodian (the “Custodian”) to the Fund.  The Custodian is an affiliate of Fund Services.  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, including the Chief Compliance Officer, are employees of Fund Services.  Fees paid by the Fund for administration and accounting, transfer agency, custody and compliance services for the year ended July 31, 2021 are disclosed in the Statement of Operations.
 

17

O’Shaughnessy Market Leaders Value Fund


Notes to Financial Statements (Continued)
at July 31, 2021

NOTE 4 – INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES (Continued)
 
Quasar Distributors, LLC (“Quasar”) acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares. Quasar is a wholly-owned broker-dealer subsidiary of Foreside Financial Group, LLC. (“Foreside”).
 
NOTE 5 – SHAREHOLDER SERVICING FEE
 
The Fund has entered into a shareholder servicing agreement (the “Agreement”) with the Advisor, under which the Fund may pay servicing fees at an annual rate of up to 0.15% of the Fund’s average daily net assets. Payments to the Advisor under the Agreement may reimburse the Advisor for payments it makes to selected brokers, dealers and administrators which have entered into service agreements with the Advisor for services provided to shareholders of the Fund. The services provided by such intermediaries are primarily designed to assist shareholders of the Fund and include the furnishing of office space and equipment, telephone facilities, personnel and assistance to the Fund in servicing such shareholders. Services provided by such intermediaries also include the provision of support services to the Fund and includes establishing and maintaining shareholders’ accounts and record processing, purchase and redemption transactions, answering routine client inquiries regarding the Fund, and providing such other personal services to shareholders as the Fund may reasonably request. For the year ended July 31, 2021, the Fund did not accrue shareholder servicing fees.
 
NOTE 6 – PURCHASES AND SALES OF SECURITIES
 
For the year ended July 31, 2021, the cost of purchases and the proceeds from sales of securities, excluding short-term securities, were $151,240,068 and $134,999,582, respectively. There were no purchases or sales of U.S. government securities during the year ended July 31, 2021.
 
NOTE 7 – LINE OF CREDIT
 
The Fund has a secured uncommitted line of credit in the amount of $5,000,000. 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 July 31, 2021, the Fund did not draw upon its line of credit.
 
NOTE 8 – INCOME TAXES AND DISTRIBUTIONS TO SHAREHOLDERS
 
The tax character of distributions paid during the year ended July 31, 2021 and the year ended July 31, 2020 were as follows:
 
 
July 31, 2021
July 31, 2020
Ordinary income
$3,799,998
$4,001,095

As of July 31, 2021, the components of accumulated earnings/(losses) on a tax basis were as follows:
 
Cost of investments (a)
 
$
199,280,744
 
Gross tax unrealized appreciation
   
53,834,208
 
Gross tax unrealized depreciation
   
(3,657,851
)
Net tax unrealized appreciation (a)
   
50,176,357
 
Undistributed ordinary income
   
2,641,134
 
Undistributed long-term capital gain
   
 
Total distributable earnings
   
2,641,134
 
Other accumulated gains/(losses)
   
(33,970,674
)
Total accumulated earnings/(losses)
 
$
18,846,817
 

(a)
The difference between book basis and tax basis net unrealized appreciation and cost are attributable primarily to the tax deferral of losses on wash sales adjustments.

At July 31, 2021, the Fund had short-term and long-term capital loss carryforwards of $33,377,201 and $593,473, respectively.  These capital losses may be carried forward indefinitely to offset future gains.
 

18

O’Shaughnessy Market Leaders Value Fund


Notes to Financial Statements (Continued)
at July 31, 2021

NOTE 9 – 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.
 
Market and Regulatory Risk. Events in the financial markets and economy may cause volatility and uncertainty and adversely impact the Fund’s performance. Market events may affect a single issuer, industry, sector, or the market as a whole. Traditionally liquid investments may experience periods of diminished liquidity. Governmental and regulatory actions, including tax law changes, tariffs and global trade concerns, may also impair portfolio management and have unexpected or adverse consequences on particular markets, strategies, or investments. The Fund’s investments may decline in value due to factors affecting individual issuers (such as the results of supply and demand), or sectors within the securities markets. The value of a security or other investment also may go up or down due to general market conditions that are not specifically related to a particular issuer, such as real or perceived adverse economic conditions, changes in interest rates or exchange rates, or adverse investor sentiment generally. In addition, unexpected events and their aftermaths, such as the spread of deadly diseases; natural, environmental or man-made disasters; financial, political or social disruptions; terrorism and war; and other tragedies or catastrophes, can cause investor fear and panic, which can adversely affect the economies of many companies, sectors, nations, regions and the market in general, in ways that cannot necessarily be foreseen.
   
Sector Risk. To the extent a Fund invests a significant portion of its assets in the securities of companies in the same sector of the market, the Fund is more susceptible to economic, political, regulatory and other occurrences influencing those sectors.
   
Foreign Securities and Emerging Markets Risk. The risks of investing in the securities of foreign issuers, including emerging market issuers and depositary receipts, can include fluctuations in foreign currencies, foreign currency exchange controls, political and economic instability, differences in securities regulation and trading, and foreign taxation issues. These risks are greater in emerging markets.
   
Depositary Receipt Risk. A Fund’s equity investments may take the form of sponsored or unsponsored depositary receipts. Holders of unsponsored depositary receipts generally bear all the costs of such facilities and the depositary of an unsponsored facility frequently is under no obligation to distribute shareholder communications received from the issuer of the deposited security or to pass through voting rights to the holders of such receipts of the deposited securities.
   
Small- and Medium-Sized Companies Risk. Small- and medium-sized companies often have less predictable earnings, more limited product lines, markets, distribution channels or financial resources and the management of such companies may be dependent upon one or few key people. The market movements of equity securities of small- and medium-sized companies may be more abrupt and volatile than the market movements of equity securities of larger, more established companies or the stock market in general and small-sized companies in particular, are generally less liquid than the equity securities of larger companies.
   
REITs and Foreign Real Estate Company Risk. Investing in REITs and foreign real estate companies makes a Fund more susceptible to risks associated with the ownership of real estate and with the real estate industry in general, as well as tax compliance risks, and may involve duplication of management fees and other expenses. REITs and foreign real estate companies may be less diversified than other pools of securities, may have lower trading volumes and may be subject to more abrupt or erratic price movements than the overall securities markets.
   
Frontier Markets Risk. There is an additional increased risk of price volatility associated with frontier market countries (pre-emerging markets), which may be further magnified by currency fluctuations relative to the U.S. dollar. Frontier market countries generally have smaller economies or less developed capital markets than in more advanced emerging markets and, as a result, the risks of investing in emerging market countries may be magnified in frontier market countries.

19

O’Shaughnessy Market Leaders Value Fund


Notes to Financial Statements (Continued)
at July 31, 2021

NOTE 9 – PRINCIPAL RISKS (Continued)
 
Value Style Investing Risk. At times when the value investing style is out of favor, the Fund may underperform other funds that use different investing styles. Value stocks may be purchased based upon the belief that a given security may be out of favor; that belief may be misplaced or the security may stay out of favor for an extended period of time.

NOTE 10 – SUBSEQUENT EVENT
 
On July 7, 2021, Foreside Financial Group, LLC (“Foreside”), the parent company of Quasar Distributors, LLC (“Quasar”), the Fund’s distributor, announced that it had entered into a definitive purchase and sale agreement with Genstar Capital (“Genstar”) such that Genstar would acquire a majority stake in Foreside. The transaction is expected to close at the end of the third quarter of 2021. Quasar will remain the Fund’s distributor at the close of the transaction, subject to Board approval.
 
NOTE 11 – CONTROL OWNERSHIP
 
The beneficial ownership, either directly or indirectly of more than 25% of the voting securities of the Fund creates a presumption of control of the Fund, under Section 2(a)(9) of the 1940 Act. As of July 31, 2021, National Financial Services LLC, for the benefit of their customers, owned 31.86% of the outstanding shares of the Fund.
 




20

O’Shaughnessy Market Leaders Value Fund


Report of Independent Registered Public Accounting Firm


To the Board of Trustees of
Advisors Series Trust and
Shareholders of
O’Shaughnessy Mutual Funds
 
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of the O’Shaughnessy Market Leaders Value Fund, a series of Advisors Series Trust (the “Trust”), including the schedule of investments, as of July 31, 2021, 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 the 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 July 31, 2021, 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 Funds 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 auditor of one or more of the funds in the Trust since 2003.
 
We conducted our audit 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 July 31, 2021 by correspondence with the custodian and brokers; when replies from brokers were not received, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
 
 
TAIT, WELLER & BAKER LLP

Philadelphia, Pennsylvania
September 28, 2021




21

O’Shaughnessy Market Leaders Value Fund


Notice to Shareholders
at July 31, 2021 (Unaudited)

For the year ended July 31, 2021, the Fund designated $3,799,998 as ordinary income for purposes of the dividends paid deduction.
 
For the year ended July 31, 2021, 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 100.00%.
 
For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the year ended July 31, 2021 was 99.26%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871(k)(2)(C) for the year ended July 31, 2021 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 1-877-291-7827 or on the U.S. Securities and Exchange Commission’s (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 1-877-291-7827.  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-PORT
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Part F of Form N-PORT. The Fund’s Form N-PORT is available on the SEC’s website at http://www.sec.gov. Information included in the Fund’s Form N-PORT is also available by calling 1-877-291-7827.
 
 
HOUSEHOLDING
 
In an effort to decrease costs, the Fund will reduce the number of duplicate prospectuses, supplements, and certain other shareholder documents that you receive by sending only one copy of each to those addresses shown by two or more accounts. Please call the Fund’s transfer agent toll free at 1-877-291-7827 to request individual copies of these documents. The Fund will begin sending individual copies 30 days after receiving your request. This policy does not apply to account statements.
 


22

O’Shaughnessy Market Leaders Value 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
 
       
Portfolios
Other
   
Term of
 
in Fund
Directorships
 
Position
Office and
 
Complex
Held During
Name, Address
Held with
Length of
Principal Occupation
Overseen by
Past Five
and Age
the Trust
Time Served*
During Past Five Years
Trustee(2)
Years(3)
Independent Trustees(1)
         
           
Gail S. Duree (age 75)
Trustee
Indefinite
Director, Alpha Gamma Delta
1
Trustee,
615 E. Michigan Street
 
term; since
Housing Corporation (collegiate
 
Advisors Series
Milwaukee, WI 53202
 
March 2014.
housing management) (2012 to
 
Trust (for series
     
July 2019); Trustee and Chair
 
not affiliated with
     
(2000 to 2012), New Covenant
 
the Fund).
     
Mutual Funds (1999 to 2012);
   
     
Director and Board Member,
   
     
Alpha Gamma Delta Foundation
   
     
(philanthropic organization)
   
     
(2005 to 2011).
   
           
David G. Mertens (age 61)
Trustee
Indefinite
Partner and Head of Business
1
Trustee,
615 E. Michigan Street
 
term; since
Development Ballast Equity
 
Advisors Series
Milwaukee, WI 53202
 
March 2017.
Management, LLC (a privately-held
 
Trust (for series
     
investment advisory firm) (February
 
not affiliated with
     
2019 to present); Managing Director
 
the Fund).
     
and Vice President, Jensen Investment
   
     
Management, Inc. (a privately-held
   
     
investment advisory firm) (2002 to 2017).
   
           
Joe D. Redwine (age 74)
Trustee
Indefinite
Retired; formerly Manager,
1
Trustee,
615 E. Michigan Street
 
term; since
President, CEO, U.S. Bancorp
 
Advisors Series
Milwaukee, WI 53202
 
September 2008.
Fund Services, LLC and its
 
Trust (for series
     
predecessors (May 1991 to July 2017).
 
not affiliated with
         
the Fund).
           
Raymond B. Woolson (age 62)
Chairman of
Indefinite
President, Apogee Group, Inc.
1
Trustee,
615 E. Michigan Street
the Board
term; since
(financial consulting firm)
 
Advisors Series
Milwaukee, WI 53202
 
January 2020.
(1998 to present).
 
Trust (for series
 
Trustee
Indefinite
   
not affiliated with
   
term; since
   
the Fund);
   
January 2016.
   
Independent
         
Trustee,
         
DoubleLine
         
Funds Trust (an
         
open-end
         
investment
         
company with
         
20 portfolios),
         
DoubleLine
         
Opportunistic
         
Credit Fund,
         
DoubleLine
         
Selective Credit
         
Fund and
         
DoubleLine
         
Income
         
Solutions Fund,
         
from 2010
         
to present.


23

O’Shaughnessy Market Leaders Value Fund


Information About Trustees and Officers (Continued)
(Unaudited)

   
Term of
 
 
Position
Office and
 
Name, Address
Held with
Length of
Principal Occupation
and Age
the Trust
Time Served
During Past Five Years
Officers
     
       
Jeffrey T. Rauman (age 52)
President,
Indefinite
Senior Vice President, Compliance and Administration,
615 E. Michigan Street
Chief
term; since
U.S. Bank Global Fund Services (February 1996 to present).
Milwaukee, WI 53202
Executive
December 2018.
 
 
Officer and
   
 
Principal
   
 
Executive
   
 
Officer
   
       
Cheryl L. King (age 59)
Vice
Indefinite
Vice President, Compliance and Administration,
615 E. Michigan Street
President,
term; since
U.S. Bank Global Fund Services (October 1998 to present).
Milwaukee, WI 53202
Treasurer
December 2007.
 
 
and
   
 
Principal
   
 
Financial
   
 
Officer
   
       
Kevin J. Hayden (age 50)
Assistant
Indefinite
Vice President, Compliance and Administration,
615 E. Michigan Street
Treasurer
term; since
U.S. Bank Global Fund Services (June 2005 to present).
Milwaukee, WI 53202
 
September 2013.
 
       
Richard R. Conner (age 39)
Assistant
Indefinite
Assistant Vice President, Compliance and Administration,
615 E. Michigan Street
Treasurer
term; since
U.S. Bank Global Fund Services (July 2010 to present).
Milwaukee, WI 53202
 
December 2018.
 
       
Michael L. Ceccato (age 63)
Vice
Indefinite
Senior Vice President, U.S. Bank Global Fund Services and
615 E. Michigan Street
President,
term; since
Vice President, U.S. Bank N.A. (February 2008 to present).
Milwaukee, WI 53202
Chief
September 2009.
 
 
Compliance
   
 
Officer and
   
 
AML Officer
   
       
Elaine E. Richards, Esq. (age 53)
Vice
Indefinite
Senior Vice President, U.S. Bank Global Fund Services
2020 East Financial Way, Suite 100
President
term; since
(July 2007 to present).
Glendora, CA 91741
and
September 2019.
 
 
Secretary
   

*
 
The Trustees have designated a mandatory retirement age of 75, such that each Trustee, 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 (“Retiring Trustee”). Upon request, the Board may, by vote of a majority of Trustees eligible to vote on such matter, determine whether or not to extend such Retiring Trustee’s term and on the length of a one-time extension of up to three additional years.
(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 July 31, 2021, the Trust was comprised of 36 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 1-877-291-7827.
 



24

O’Shaughnessy Market Leaders Value 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.
 



25


Investment Advisor
O’Shaughnessy Asset Management, LLC
6 Suburban Avenue
Stamford, Connecticut 06901


Distributor
Quasar Distributors, LLC
111 East Kilbourn Avenue, Suite 2200
Milwaukee, Wisconsin 53202


Custodian
U.S. Bank National Association
Custody Operations
1555 North RiverCenter Drive, Suite 302
Milwaukee, Wisconsin 53212


Transfer Agent
U.S. Bank Global Fund Services
615 East Michigan Street
Milwaukee, Wisconsin 53202


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


Legal Counsel
Sullivan & Worcester LLP
1633 Broadway, 32nd Floor
New York, New York 10019










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 1-877-291-7827.
 

(b) Not Applicable

Item 2. Code of Ethics.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer and principal financial officer.  The registrant has not made any substantive amendments to its code of ethics during the period covered by this report.  The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report.

A copy of the registrant’s Code of Ethics is filed herewith.

Item 3. Audit Committee Financial Expert.

The registrant’s Board of Trustees has determined that there 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  7/31/2021
FYE  7/31/2020
Audit Fees
          $17,400
          $17,400
Audit-Related Fees
          N/A
          N/A
Tax Fees
          $3,600
          $3,600
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  7/31/2021
FYE  7/31/2020
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  7/31/2021
FYE  7/31/2020
Registrant
N/A
N/A
Registrant’s Investment Adviser
N/A
N/A

The registrant has not been identified by the U.S. Securities and Exchange Commission as having filed an annual report issued by a registered public accounting firm branch or office that is located in a foreign jurisdiction where the Public Company Accounting Oversight Board is unable to inspect or completely investigate because of a position taken by an authority in that jurisdiction.

The registrant is not a foreign issuer.

Item 5. Audit Committee of Listed Registrants.

(a)
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 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.



(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.


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  10/6/21



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  10/6/21

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

Date  10/8/21

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