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 | 811-21120 |
| Conestoga Funds |
| (Exact name of registrant as specified in charter) |
| 550 E. Swedesford Road, Suite 120 Wayne, PA | 19087 |
| (Address of principal executive offices) | (Zip code) |
| Conestoga Capital Advisors 550 E. Swedesford Road, Suite 120 Wayne, PA 19087 |
| (Name and address of agent for service) |
| With Copy To: |
| Josh Deringer, Esq. |
| Faegre Drinker Biddle & Reath LLP |
| One Logan Square, Suite 2000 |
| Philadelphia, PA 19103 |
| Registrant's telephone number, including area code: | (800) 320-7790 |
| Date of fiscal year end: | September 30 | |
| Date of reporting period: | September 30, 2025 |
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public.
A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
| Item 1. | Reports to Stockholders. |
| (a) |
| (b) | Not applicable |
| Item 2. | Code of Ethics. |
As of the end of the period covered by this report, the registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. Pursuant to Item 12(a)(1), a copy of registrant’s code of ethics is filed as an exhibit to this Form N-CSR. During the period covered by this report, the code of ethics has not been amended, and the registrant has not granted any waivers, including implicit waivers, from the provisions of the code of ethics.
| Item 3. | Audit Committee Financial Expert. |
The registrant’s board of trustees has determined that the registrant has at least one audit committee financial expert serving on its audit committee. The name of the audit committee financial expert is Nicholas J. Kovich. Mr. Kovich is “independent” for purposes of this Item.
| Item 4. | Principal Accountant Fees and Services. |
| (a) | Audit Fees. The aggregate fees billed for professional services rendered by the principal accountant for the audit of the registrant’s annual financial statements or for services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements were $53,100 and $53,100 with respect to the registrant’s fiscal years ended September 30, 2025 and 2024, respectively. |
| (b) | Audit-Related Fees. No fees were billed in either of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item. |
| (c) | Tax Fees. The aggregate fees billed for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning were $12,800 and $12,000 with respect to the registrant’s fiscal years ended September 30, 2025 and 2024, respectively. The services comprising these fees are the preparation of the registrant’s federal income and excise tax returns. |
| (d) | All Other Fees. No fees were billed in either of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item. |
| (e)(1) | The audit committee has not adopted pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X. |
| (e)(2) | None of the services described in paragraph (b) through (d) of this Item were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. |
| (f) | Less than 50% of hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees. |
| (g) | During the fiscal years ended September 30, 2025 and 2024, aggregate non-audit fees of $12,800 and $12,000, respectively, were billed by the registrant’s accountant for services rendered to the registrant. No non-audit fees were billed in either of the last two fiscal years by the registrant’s accountant for services rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant. |
| (h) | The principal accountant has not provided any non-audit services to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant. |
| (i) | Not applicable |
| (j) | Not applicable |
| Item 5. | Audit Committee of Listed Registrants. |
Not applicable
| Item 6. | Investments. |
| (a) | Not applicable [schedule filed under Item 7] |
| (b) | Not applicable |
| Item 7. | Financial Statements and Financial Highlights for Open-End Management Investment Companies |
(a)
Conestoga Funds
SMALL CAP FUND
SMID CAP FUND
MID CAP FUND
DISCOVERY FUND
M a n a g e d B y
Annual
Financial Statements
and Additional Information
September
30, 2025
Table of Contents
|
Schedule of Investments |
1 |
|
Statements of Assets and Liabilities |
15 |
|
Statements of Operations |
17 |
|
Statements of Changes in Net Assets |
19 |
|
Financial Highlights |
23 |
|
Notes to Financial Statements |
31 |
|
Report of Independent Registered Public Accounting Firm |
49 |
|
Additional Information |
51 |
|
CONESTOGA
SMALL CAP FUND September 30, 2025 | ||||||||
|
COMMON STOCKS — 95.6% |
Shares |
Value |
||||||
|
Basic Materials — 7.0% |
||||||||
|
Metal Fabricating — 3.8% |
||||||||
|
RBC Bearings, Inc. (a) |
336,125 | $ | 131,186,226 | |||||
|
Specialty Chemicals — 3.2% |
||||||||
|
Balchem Corporation |
725,310 | 108,840,019 | ||||||
|
Consumer Discretionary — 3.8% |
||||||||
|
Education Services — 1.3% |
||||||||
|
Bright Horizons Family Solutions, Inc. (a) |
409,200 | 44,426,844 | ||||||
|
Home Improvement Retailers — 2.5% |
||||||||
|
SiteOne Landscape Supply, Inc. (a) |
663,655 | 85,478,764 | ||||||
|
Consumer Staples — 1.3% |
||||||||
|
Nondurable Household Products — 1.3% |
||||||||
|
WD-40 Company |
222,351 | 43,936,558 | ||||||
|
Financials — 2.1% |
||||||||
|
Financial Data Providers — 2.1% |
||||||||
|
Clearwater Analytics Holdings, Inc. - Class A (a) |
3,922,413 | 70,681,882 | ||||||
|
Health Care — 12.3% |
||||||||
|
Biotechnology — 1.3% |
||||||||
|
Vericel Corporation (a) |
1,434,200 | 45,134,274 | ||||||
|
Medical Equipment — 7.5% |
||||||||
|
LeMaitre Vascular, Inc. |
1,122,171 | 98,201,184 | ||||||
|
Merit Medical Systems, Inc. (a) |
1,210,895 | 100,782,791 | ||||||
|
Repligen Corporation (a) |
449,310 | 60,059,268 | ||||||
| 259,043,243 | ||||||||
|
Medical Supplies — 3.5% |
||||||||
|
Stevanato Group S.p.A. (b) |
4,718,031 | 121,489,298 | ||||||
|
Industrials — 38.8% |
||||||||
|
Building Materials: Other — 3.9% |
||||||||
|
Simpson Manufacturing Company, Inc. |
494,040 | 82,731,938 | ||||||
|
Trex Company, Inc. (a) |
978,335 | 50,550,570 | ||||||
| 133,282,508 | ||||||||
1
|
CONESTOGA
SMALL CAP FUND | ||||||||
|
COMMON STOCKS — 95.6% (Continued) |
Shares |
Value |
||||||
|
Industrials — 38.8% (Continued) |
||||||||
|
Building: Climate Control — 3.2% |
||||||||
|
AAON, Inc. |
1,189,037 | $ | 111,103,617 | |||||
|
Commercial Vehicles and Parts — 2.7% |
||||||||
|
Federal Signal Corporation |
777,925 | 92,565,296 | ||||||
|
Construction — 4.3% |
||||||||
|
Construction Partners, Inc. - Class A (a) |
1,157,067 | 146,947,509 | ||||||
|
Defense — 2.7% |
||||||||
|
Mercury Systems, Inc. (a) |
1,228,133 | 95,057,494 | ||||||
|
Diversified Industrials — 6.0% |
||||||||
|
CSW Industrials, Inc. |
325,100 | 78,918,025 | ||||||
|
ESCO Technologies, Inc. |
615,955 | 130,034,260 | ||||||
| 208,952,285 | ||||||||
|
Electronic Equipment: Control & Filter — 5.3% |
||||||||
|
Crane NXT Company |
704,000 | 47,217,280 | ||||||
|
Helios Technologies, Inc. |
1,183,924 | 61,717,958 | ||||||
|
MSA Safety, Inc. |
425,975 | 73,297,518 | ||||||
| 182,232,756 | ||||||||
|
Electronic Equipment: Gauges & Meters — 2.6% |
||||||||
|
Mesa Laboratories, Inc. (b) |
279,510 | 18,729,965 | ||||||
|
Mirion Technologies, Inc. (a) |
961,005 | 22,352,976 | ||||||
|
Transcat, Inc. (a)(b) |
656,099 | 48,026,447 | ||||||
| 89,109,388 | ||||||||
|
Electronic Equipment: Other — 2.3% |
||||||||
|
SPX Technologies, Inc. (a) |
435,435 | 81,330,549 | ||||||
|
Engineering & Contracting Services — 2.5% |
||||||||
|
Exponent, Inc. |
1,232,830 | 85,657,029 | ||||||
|
Industrial Suppliers — 1.0% |
||||||||
|
Hillman Solutions Corporation (a) |
3,611,237 | 33,151,156 | ||||||
|
Machinery: Industrial — 0.7% |
||||||||
|
Kadant, Inc. |
77,200 | 22,973,176 | ||||||
|
Professional Business Support Services — 1.6% |
||||||||
|
UL Solutions, Inc. - Class A |
806,870 | 57,174,808 | ||||||
2
|
CONESTOGA
SMALL CAP FUND | ||||||||
|
COMMON STOCKS — 95.6% (Continued) |
Shares |
Value |
||||||
|
Real Estate — 3.6% |
||||||||
|
Real Estate Services — 3.6% |
||||||||
|
FirstService Corporation |
655,260 | $ | 124,820,477 | |||||
|
Technology — 20.0% |
||||||||
|
Computer Services — 1.3% |
||||||||
|
Workiva, Inc. (a) |
525,304 | 45,218,168 | ||||||
|
Production Technology Equipment — 3.1% |
||||||||
|
Azenta, Inc. (a) |
938,737 | 26,960,527 | ||||||
|
Novanta, Inc. (a) |
788,315 | 78,949,747 | ||||||
| 105,910,274 | ||||||||
|
Software — 15.6% |
||||||||
|
Agilysys, Inc. (a) |
475,836 | 50,081,739 | ||||||
|
BlackLine, Inc. (a) |
1,495,765 | 79,425,122 | ||||||
|
CCC Intelligent Solutions Holdings, Inc. (a) |
4,408,325 | 40,159,841 | ||||||
|
Descartes Systems Group, Inc. (The) (a) |
1,498,771 | 141,229,191 | ||||||
|
nCino, Inc. (a) |
1,278,250 | 34,653,358 | ||||||
|
Q2 Holdings, Inc. (a) |
1,038,311 | 75,163,333 | ||||||
|
SPS Commerce, Inc. (a) |
744,230 | 77,504,112 | ||||||
|
Vertex, Inc. - Class A (a) |
1,598,257 | 39,620,791 | ||||||
| 537,837,487 | ||||||||
|
Telecommunications — 2.5% |
||||||||
|
Telecommunications Equipment — 2.5% |
||||||||
|
Digi International, Inc. (a)(b) |
2,399,554 | 87,487,739 | ||||||
|
Utilities — 4.2% |
||||||||
|
Waste & Disposal Services — 4.2% |
||||||||
|
Casella Waste Systems, Inc. - Class A (a) |
1,536,735 | 145,805,417 | ||||||
|
Total Common Stocks (Cost $1,946,442,144) |
$ | 3,296,834,241 | ||||||
3
|
CONESTOGA
SMALL CAP FUND | ||||||||
|
MONEY MARKET FUNDS — 4.0% |
Shares |
Value |
||||||
|
Morgan Stanley Institutional Liquidity Fund - Advisory Class, 3.80% (c) (Cost $137,381,546) |
137,381,546 | $ | 137,381,546 | |||||
|
Total Investments at Value — 99.6% (Cost $2,083,823,690) |
$ | 3,434,215,787 | ||||||
|
Other Assets in Excess of Liabilities — 0.4% |
15,707,098 | |||||||
|
Net Assets — 100.0% |
$ | 3,449,922,885 | ||||||
|
(a) |
Non-income producing security. |
|
(b) |
The Fund owned 5% or more of the company’s outstanding voting shares thereby making the company an affiliate of the Fund as that term is defined in the Investment Company Act of 1940 (Note 5). |
|
(c) |
The rate shown is the 7-day effective yield as of September 30, 2025. |
|
Schedule of Investments uses the Russell ICB Industry and Sector classification. | |
|
See accompanying notes to financial statements. | |
4
|
CONESTOGA
SMID CAP FUND | ||||||||
|
COMMON STOCKS — 97.1% |
Shares |
Value |
||||||
|
Basic Materials — 6.7% |
||||||||
|
Metal Fabricating — 4.2% |
||||||||
|
RBC Bearings, Inc. (a) |
66,545 | $ | 25,971,848 | |||||
|
Specialty Chemicals — 2.5% |
||||||||
|
Balchem Corporation |
105,965 | 15,901,108 | ||||||
|
Consumer Discretionary — 11.8% |
||||||||
|
Consumer Services: Miscellaneous — 4.1% |
||||||||
|
Rollins, Inc. |
440,645 | 25,883,487 | ||||||
|
Education Services — 2.4% |
||||||||
|
Bright Horizons Family Solutions, Inc. (a) |
136,935 | 14,867,033 | ||||||
|
Home Improvement Retailers — 1.9% |
||||||||
|
SiteOne Landscape Supply, Inc. (a) |
92,860 | 11,960,368 | ||||||
|
Recreational Products — 2.3% |
||||||||
|
Pool Corporation |
45,740 | 14,182,602 | ||||||
|
Recreational Vehicles & Boats — 1.1% |
||||||||
|
LCI Industries |
71,085 | 6,621,568 | ||||||
|
Financials — 1.6% |
||||||||
|
Financial Data Providers — 1.6% |
||||||||
|
Clearwater Analytics Holdings, Inc. - Class A (a) |
542,995 | 9,784,770 | ||||||
|
Health Care — 10.2% |
||||||||
|
Medical Equipment — 4.9% |
||||||||
|
Merit Medical Systems, Inc. (a) |
208,253 | 17,332,897 | ||||||
|
Repligen Corporation (a) |
102,120 | 13,650,381 | ||||||
| 30,983,278 | ||||||||
|
Medical Supplies — 5.3% |
||||||||
|
Bio-Techne Corporation |
117,945 | 6,561,280 | ||||||
|
Stevanato Group S.p.A. |
653,112 | 16,817,634 | ||||||
|
West Pharmaceutical Services, Inc. |
36,230 | 9,504,216 | ||||||
| 32,883,130 | ||||||||
5
|
CONESTOGA
SMID CAP FUND | ||||||||
|
COMMON STOCKS — 97.1% (Continued) |
Shares |
Value |
||||||
|
Industrials — 37.7% |
||||||||
|
Aerospace — 4.0% |
||||||||
|
HEICO Corporation - Class A |
98,840 | $ | 25,114,256 | |||||
|
Building Materials: Other — 3.8% |
||||||||
|
Simpson Manufacturing Company, Inc. |
76,255 | 12,769,663 | ||||||
|
Trex Company, Inc. (a) |
215,945 | 11,157,878 | ||||||
| 23,927,541 | ||||||||
|
Building: Climate Control — 2.1% |
||||||||
|
Watsco, Inc. |
33,165 | 13,408,610 | ||||||
|
Construction — 4.2% |
||||||||
|
Construction Partners, Inc. - Class A (a) |
204,215 | 25,935,305 | ||||||
|
Defense — 3.0% |
||||||||
|
Mercury Systems, Inc. (a) |
245,150 | 18,974,610 | ||||||
|
Diversified Industrials — 2.2% |
||||||||
|
CSW Industrials, Inc. |
55,255 | 13,413,151 | ||||||
|
Electronic Equipment: Control & Filter — 2.0% |
||||||||
|
MSA Safety, Inc. |
73,690 | 12,679,838 | ||||||
|
Electronic Equipment: Other — 2.3% |
||||||||
|
SPX Technologies, Inc. (a) |
76,560 | 14,299,877 | ||||||
|
Engineering & Contracting Services — 2.4% |
||||||||
|
Exponent, Inc. |
212,565 | 14,769,016 | ||||||
|
Machinery: Engines — 1.3% |
||||||||
|
Generac Holdings, Inc. (a) |
48,870 | 8,180,838 | ||||||
|
Machinery: Industrial — 4.6% |
||||||||
|
EVI Industries, Inc. |
408,047 | 12,898,366 | ||||||
|
JBT Marel Corporation |
75,245 | 10,568,160 | ||||||
|
Kadant, Inc. |
16,960 | 5,046,957 | ||||||
| 28,513,483 | ||||||||
|
Machinery: Specialty — 2.6% |
||||||||
|
Graco, Inc. |
192,690 | 16,370,942 | ||||||
6
|
CONESTOGA
SMID CAP FUND | ||||||||
|
COMMON STOCKS — 97.1% (Continued) |
Shares |
Value |
||||||
|
Industrials — 37.7% (Continued) |
||||||||
|
Professional Business Support Services — 1.2% |
||||||||
|
Paylocity Holding Corporation (a) |
45,375 | $ | 7,226,876 | |||||
|
Transaction Processing Services — 2.0% |
||||||||
|
Jack Henry & Associates, Inc. |
85,355 | 12,711,920 | ||||||
|
Real Estate — 3.9% |
||||||||
|
Real Estate Services — 3.9% |
||||||||
|
FirstService Corporation |
126,590 | 24,114,129 | ||||||
|
Technology — 20.8% |
||||||||
|
Computer Services — 1.1% |
||||||||
|
Workiva, Inc. (a) |
81,673 | 7,030,412 | ||||||
|
Production Technology Equipment — 1.7% |
||||||||
|
Novanta, Inc. (a) |
106,605 | 10,676,491 | ||||||
|
Software — 18.0% |
||||||||
|
CCC Intelligent Solutions Holdings, Inc. (a) |
1,142,220 | 10,405,624 | ||||||
|
Descartes Systems Group, Inc. (The) (a) |
220,100 | 20,740,023 | ||||||
|
Guidewire Software, Inc. (a) |
103,785 | 23,856,020 | ||||||
|
nCino, Inc. (a) |
127,200 | 3,448,392 | ||||||
|
Procore Technologies, Inc. (a) |
113,135 | 8,249,804 | ||||||
|
Q2 Holdings, Inc. (a) |
198,250 | 14,351,318 | ||||||
|
SPS Commerce, Inc. (a) |
103,739 | 10,803,379 | ||||||
|
Tyler Technologies, Inc. (a) |
38,510 | 20,146,892 | ||||||
| 112,001,452 | ||||||||
|
Utilities — 4.4% |
||||||||
|
Waste & Disposal Services — 4.4% |
||||||||
|
Casella Waste Systems, Inc. - Class A (a) |
290,955 | 27,605,810 | ||||||
|
Total Common Stocks (Cost $455,548,700) |
$ | 605,993,749 | ||||||
7
|
CONESTOGA
SMID CAP FUND | ||||||||
|
MONEY MARKET FUNDS — 3.3% |
Shares |
Value |
||||||
|
Morgan Stanley Institutional Liquidity Fund - Advisory Class, 3.80% (b) (Cost $20,812,115) |
20,812,115 | $ | 20,812,115 | |||||
|
Total Investments at Value — 100.4% (Cost $476,360,815) |
$ | 626,805,864 | ||||||
|
Liabilities in Excess of Other Assets — (0.4%) |
(2,345,892 | ) | ||||||
|
Net Assets — 100.0% |
$ | 624,459,972 | ||||||
|
(a) |
Non-income producing security. |
|
(b) |
The rate shown is the 7-day effective yield as of September 30, 2025. |
|
Schedule of Investments uses the Russell ICB Industry and Sector classification. | |
|
See accompanying notes to financial statements. | |
8
|
CONESTOGA
MID CAP FUND | ||||||||
|
COMMON STOCKS — 95.9% |
Shares |
Value |
||||||
|
Consumer Discretionary — 18.1% |
||||||||
|
Consumer Services: Miscellaneous — 9.5% |
||||||||
|
Copart, Inc. (a) |
2,778 | $ | 124,927 | |||||
|
Rollins, Inc. |
3,195 | 187,674 | ||||||
| 312,601 | ||||||||
|
Education Services — 2.5% |
||||||||
|
Bright Horizons Family Solutions, Inc. (a) |
760 | 82,513 | ||||||
|
Recreational Products — 3.2% |
||||||||
|
Pool Corporation |
345 | 106,974 | ||||||
|
Specialty Retail — 2.9% |
||||||||
|
Tractor Supply Company |
1,685 | 95,826 | ||||||
|
Health Care — 18.4% |
||||||||
|
Health Care Services — 4.1% |
||||||||
|
Veeva Systems, Inc. - Class A (a) |
455 | 135,549 | ||||||
|
Medical Equipment — 9.6% |
||||||||
|
IDEXX Laboratories, Inc. (a) |
220 | 140,556 | ||||||
|
Repligen Corporation (a) |
619 | 82,742 | ||||||
|
STERIS plc |
375 | 92,790 | ||||||
| 316,088 | ||||||||
|
Medical Supplies — 4.7% |
||||||||
|
Bio-Techne Corporation |
1,075 | 59,802 | ||||||
|
West Pharmaceutical Services, Inc. |
360 | 94,439 | ||||||
| 154,241 | ||||||||
|
Industrials — 30.9% |
||||||||
|
Aerospace — 5.5% |
||||||||
|
HEICO Corporation - Class A |
720 | 182,945 | ||||||
|
Building: Climate Control — 4.7% |
||||||||
|
AAON, Inc. |
810 | 75,687 | ||||||
|
Watsco, Inc. |
200 | 80,860 | ||||||
| 156,547 | ||||||||
|
Electronic Equipment: Pollution Control — 2.4% |
||||||||
|
Xylem, Inc. |
530 | 78,175 | ||||||
9
|
CONESTOGA
MID CAP FUND | ||||||||
|
COMMON STOCKS — 95.9% (Continued) |
Shares |
Value |
||||||
|
Industrials — 30.9% (Continued) |
||||||||
|
Engineering & Contracting Services — 1.5% |
||||||||
|
Exponent, Inc. |
690 | $ | 47,941 | |||||
|
Machinery: Engines — 2.4% |
||||||||
|
Generac Holdings, Inc. (a) |
480 | 80,352 | ||||||
|
Machinery: Specialty — 3.1% |
||||||||
|
Graco, Inc. |
1,190 | 101,102 | ||||||
|
Professional Business Support Services — 7.3% |
||||||||
|
Fair Isaac Corporation (a) |
42 | 62,854 | ||||||
|
Paylocity Holding Corporation (a) |
264 | 42,047 | ||||||
|
Verisk Analytics, Inc. |
535 | 134,558 | ||||||
| 239,459 | ||||||||
|
Transaction Processing Services — 2.5% |
||||||||
|
Jack Henry & Associates, Inc. |
550 | 81,912 | ||||||
|
Trucking — 1.5% |
||||||||
|
Old Dominion Freight Line, Inc. |
349 | 49,132 | ||||||
|
Real Estate — 3.7% |
||||||||
|
Real Estate Services — 3.7% |
||||||||
|
CoStar Group, Inc. (a) |
1,465 | 123,602 | ||||||
|
Technology — 20.5% |
||||||||
|
Computer Services — 4.0% |
||||||||
|
Cloudflare, Inc. - Class A (a) |
280 | 60,085 | ||||||
|
Gartner, Inc. (a) |
270 | 70,975 | ||||||
| 131,060 | ||||||||
|
Software — 16.5% |
||||||||
|
Bentley Systems, Inc. - Class B |
1,295 | 66,667 | ||||||
|
Fortinet, Inc. (a) |
939 | 78,951 | ||||||
|
Guidewire Software, Inc. (a) |
505 | 116,079 | ||||||
|
Procore Technologies, Inc. (a) |
647 | 47,179 | ||||||
|
Roper Technologies, Inc. |
210 | 104,725 | ||||||
|
Tyler Technologies, Inc. (a) |
250 | 130,790 | ||||||
| 544,391 | ||||||||
10
|
CONESTOGA
MID CAP FUND | ||||||||
|
COMMON STOCKS — 95.9% (Continued) |
Shares |
Value |
||||||
|
Utilities — 4.3% |
||||||||
|
Waste & Disposal Services — 4.3% |
||||||||
|
Waste Connections, Inc. |
805 | $ | 141,519 | |||||
|
Total Common Stocks (Cost $2,822,897) |
$ | 3,161,929 | ||||||
|
|
||||||||
|
MONEY MARKET FUNDS — 5.0% |
|
|
||||||
|
Morgan Stanley Institutional Liquidity Fund - Advisory Class, 3.80% (b) (Cost $163,413) |
163,413 | $ | 163,413 | |||||
|
Total Investments at Value — 100.9% (Cost $2,986,310) |
$ | 3,325,342 | ||||||
|
Liabilities in Excess of Other Assets — (0.9%) |
(27,803 | ) | ||||||
|
Net Assets — 100.0% |
$ | 3,297,539 | ||||||
|
(a) |
Non-income producing security. |
|
(b) |
The rate shown is the 7-day effective yield as of September 30, 2025. |
|
Schedule of Investments uses the Russell ICB Industry and Sector classification. | |
|
See accompanying notes to financial statements. | |
11
|
CONESTOGA
DISCOVERY FUND | ||||||||
|
COMMON STOCKS — 96.0% |
Shares |
Value |
||||||
|
Consumer Discretionary — 5.7% |
||||||||
|
Education Services — 4.9% |
||||||||
|
Universal Technical Institute, Inc. (a) |
7,940 | $ | 258,447 | |||||
|
Entertainment — 0.8% |
||||||||
|
Thunderbird Entertainment Group, Inc. (a) |
41,176 | 44,141 | ||||||
|
Consumer Staples — 7.8% |
||||||||
|
Food Products — 4.3% |
||||||||
|
Mama’s Creations, Inc. (a) |
21,955 | 230,747 | ||||||
|
Soft Drinks — 3.5% |
||||||||
|
Vita Coco Company, Inc. (The) (a) |
4,350 | 184,745 | ||||||
|
Financials — 3.7% |
||||||||
|
Property & Casualty Insurance — 3.7% |
||||||||
|
Palomar Holdings, Inc. (a) |
1,671 | 195,089 | ||||||
|
Health Care — 23.5% |
||||||||
|
Biotechnology — 10.1% |
||||||||
|
Alpha Teknova, Inc. (a) |
29,471 | 182,425 | ||||||
|
Twist Bioscience Corporation (a) |
5,305 | 149,283 | ||||||
|
Vericel Corporation (a) |
6,534 | 205,625 | ||||||
| 537,333 | ||||||||
|
Health Care Facilities — 2.2% |
||||||||
|
U.S. Physical Therapy, Inc. |
1,404 | 119,270 | ||||||
|
Health Care Services — 3.2% |
||||||||
|
Phreesia, Inc. (a) |
7,240 | 170,285 | ||||||
|
Medical Equipment — 8.0% |
||||||||
|
BioLife Solutions, Inc. (a) |
7,149 | 182,371 | ||||||
|
iRadimed Corporation |
2,610 | 185,727 | ||||||
|
OrthoPediatrics Corporation (a) |
3,171 | 58,759 | ||||||
| 426,857 | ||||||||
12
|
CONESTOGA
DISCOVERY FUND | ||||||||
|
COMMON STOCKS — 96.0% (Continued) |
Shares |
Value |
||||||
|
Industrials — 33.6% |
||||||||
|
Construction — 3.1% |
||||||||
|
Construction Partners, Inc. - Class A (a) |
1,303 | $ | 165,481 | |||||
|
Electronic Equipment: Control & Filter — 3.6% |
||||||||
|
Energy Recovery, Inc. (a) |
12,455 | 192,056 | ||||||
|
Electronic Equipment: Gauges & Meters — 3.3% |
||||||||
|
Transcat, Inc. (a) |
2,385 | 174,582 | ||||||
|
Engineering & Contracting Services — 8.2% |
||||||||
|
Bowman Consulting Group Ltd. (a) |
5,340 | 226,202 | ||||||
|
Willdan Group, Inc. (a) |
2,166 | 209,431 | ||||||
| 435,633 | ||||||||
|
Industrial Suppliers — 4.4% |
||||||||
|
CryoPort, Inc. (a) |
5,199 | 49,287 | ||||||
|
Hillman Solutions Corporation (a) |
19,990 | 183,508 | ||||||
| 232,795 | ||||||||
|
Professional Business Support Services — 6.0% |
||||||||
|
Acuren Corporation (a) |
10,165 | 135,296 | ||||||
|
Montrose Environmental Group, Inc. (a) |
6,660 | 182,884 | ||||||
| 318,180 | ||||||||
|
Security Services — 1.0% |
||||||||
|
SoundThinking, Inc. (a) |
4,673 | 56,356 | ||||||
|
Transaction Processing Services — 4.0% |
||||||||
|
I3 Verticals, Inc. - Class A (a) |
6,602 | 214,301 | ||||||
|
Technology — 18.3% |
||||||||
|
Computer Services — 2.1% |
||||||||
|
Climb Global Solutions, Inc. |
850 | 114,614 | ||||||
|
Software — 16.2% |
||||||||
|
N-able, Inc. (a) |
20,000 | 156,000 | ||||||
|
Planet Labs PBC - Class A (a) |
31,765 | 412,310 | ||||||
|
Q2 Holdings, Inc. (a) |
1,965 | 142,246 | ||||||
|
TECSYS, Inc. |
6,035 | 151,539 | ||||||
| 862,095 | ||||||||
13
|
CONESTOGA
DISCOVERY FUND | ||||||||
|
COMMON STOCKS — 96.0% (Continued) |
Shares |
Value |
||||||
|
Telecommunications — 3.4% |
||||||||
|
Telecommunications Equipment — 3.4% |
||||||||
|
Digi International, Inc. (a) |
5,040 | $ | 183,758 | |||||
|
Total Common Stocks (Cost $3,676,501) |
$ | 5,116,765 | ||||||
|
|
||||||||
|
MONEY MARKET FUNDS — 4.8% |
|
|
||||||
|
Morgan Stanley Institutional Liquidity Fund - Advisory Class, 3.80% (b) (Cost $257,534) |
257,534 | $ | 257,534 | |||||
|
Total Investments at Value — 100.8% (Cost $3,934,035) |
$ | 5,374,299 | ||||||
|
Liabilities in Excess of Other Assets — (0.8%) |
(42,322 | ) | ||||||
|
Net Assets — 100.0% |
$ | 5,331,977 | ||||||
|
(a) |
Non-income producing security. |
|
(b) |
The rate shown is the 7-day effective yield as of September 30, 2025. |
|
Schedule of Investments uses the Russell ICB Industry and Sector classification. | |
|
See accompanying notes to financial statements. | |
14
|
CONESTOGA
FUNDS September 30, 2025 | ||||||||
|
|
Conestoga
|
Conestoga
|
||||||
|
ASSETS |
||||||||
|
Investments in unaffiliated securities, at cost |
$ | 1,831,781,742 | $ | 476,360,815 | ||||
|
Investments in affiliated securities, at cost |
252,041,948 | — | ||||||
|
Total investments, at cost |
$ | 2,083,823,690 | $ | 476,360,815 | ||||
|
Investments in unaffiliated securities, at value (Note 2) |
$ | 3,158,482,338 | $ | 626,805,864 | ||||
|
Investments in affiliated securities, at value (Notes 2 & 5) |
275,733,449 | — | ||||||
|
Total investments, at value |
3,434,215,787 | 626,805,864 | ||||||
|
Receivable for capital shares sold |
2,423,003 | 96,148 | ||||||
|
Receivable for investment securities sold |
59,056,592 | — | ||||||
|
Dividends and interest receivable |
160,050 | 164,654 | ||||||
|
Other assets |
33,341 | 12,876 | ||||||
|
Total assets |
3,495,888,773 | 627,079,542 | ||||||
|
LIABILITIES |
||||||||
|
Payable for capital shares redeemed |
4,901,502 | 547,781 | ||||||
|
Payable for investment securities purchased |
38,416,749 | 1,526,253 | ||||||
|
Payable to Adviser (Note 4) |
2,332,687 | 379,673 | ||||||
|
Accrued distribution and shareholder servicing fees (Note 4) |
135,643 | 39,979 | ||||||
|
Accrued Trustees’ fees (Note 4) |
64,052 | 64,052 | ||||||
|
Payable to administrator (Note 4) |
41,917 | 11,622 | ||||||
|
Accrued legal fees |
24,000 | 24,000 | ||||||
|
Accrued audit fees |
18,300 | 16,800 | ||||||
|
Other accrued expenses |
31,038 | 9,410 | ||||||
|
Total liabilities |
45,965,888 | 2,619,570 | ||||||
|
CONTINGENCIES AND COMMITMENTS (NOTES 4 & 8) |
$ | — | $ | — | ||||
|
NET ASSETS |
$ | 3,449,922,885 | $ | 624,459,972 | ||||
|
NET ASSETS CONSIST OF: |
||||||||
|
Paid-in capital |
$ | 1,960,899,221 | $ | 465,331,521 | ||||
|
Distributable earnings |
1,489,023,664 | 159,128,451 | ||||||
|
NET ASSETS |
$ | 3,449,922,885 | $ | 624,459,972 | ||||
|
NET ASSET VALUE PER SHARE: |
||||||||
|
INSTITUTIONAL CLASS |
||||||||
|
Net assets applicable to Institutional Class |
$ | 2,953,715,413 | $ | 591,190,234 | ||||
|
Institutional Class shares of beneficial interest outstanding (unlimited number of shares authorized, no par value) |
40,846,670 | 23,162,479 | ||||||
|
Net asset value, offering price and redemption price per share (Note 2) |
$ | 72.31 | $ | 25.52 | ||||
|
INVESTORS CLASS |
||||||||
|
Net assets applicable to Investors Class |
$ | 496,207,472 | $ | 33,269,738 | ||||
|
Investors Class shares of beneficial interest outstanding (unlimited number of shares authorized, no par value) |
7,038,829 | 1,339,722 | ||||||
|
Net asset value, offering price and redemption price per share (Note 2) |
$ | 70.50 | $ | 24.83 | ||||
|
See accompanying notes to financial statements. |
15
|
CONESTOGA
FUNDS | ||||||||
|
|
Conestoga
|
Conestoga
|
||||||
|
ASSETS |
||||||||
|
Investments in securities, at cost |
$ | 2,986,310 | $ | 3,934,035 | ||||
|
Investments in securities, at value (Note 2) |
$ | 3,325,342 | $ | 5,374,299 | ||||
|
Receivable for investment securities sold |
— | 3,936 | ||||||
|
Receivable due from Adviser (Note 4) |
13,013 | 9,803 | ||||||
|
Dividends and interest receivable |
18 | 373 | ||||||
|
Other assets |
16,903 | 8,193 | ||||||
|
Total assets |
3,355,276 | 5,396,604 | ||||||
|
LIABILITIES |
||||||||
|
Accrued distribution and shareholder servicing fees (Note 4) |
7,684 | 13,491 | ||||||
|
Accrued Trustees’ fees (Note 4) |
828 | 1,269 | ||||||
|
Payable to administrator (Note 4) |
6,588 | 6,608 | ||||||
|
Accrued legal fees |
24,000 | 24,000 | ||||||
|
Accrued audit fees |
16,800 | 16,800 | ||||||
|
Other accrued expenses |
1,837 | 2,459 | ||||||
|
Total liabilities |
57,737 | 64,627 | ||||||
|
CONTINGENCIES AND COMMITMENTS (NOTES 4 & 8) |
$ | — | $ | — | ||||
|
NET ASSETS |
$ | 3,297,539 | $ | 5,331,977 | ||||
|
NET ASSETS CONSIST OF: |
||||||||
|
Paid-in capital |
$ | 3,222,159 | $ | 4,090,342 | ||||
|
Distributable earnings |
75,380 | 1,241,635 | ||||||
|
NET ASSETS |
$ | 3,297,539 | $ | 5,331,977 | ||||
|
NET ASSET VALUE PER SHARE: |
||||||||
|
INSTITUTIONAL CLASS |
||||||||
|
Net assets applicable to Institutional Class |
$ | 2,794,799 | $ | 2,969,541 | ||||
|
Institutional Class shares of beneficial interest outstanding (unlimited number of shares authorized, no par value) |
290,073 | 311,169 | ||||||
|
Net asset value, offering price and redemption price per share (Note 2) |
$ | 9.63 | $ | 9.54 | ||||
|
INVESTORS CLASS |
||||||||
|
Net assets applicable to Investors Class |
$ | 502,740 | $ | 2,362,436 | ||||
|
Investors Class shares of beneficial interest outstanding (unlimited number of shares authorized, no par value) |
52,747 | 249,803 | ||||||
|
Net asset value, offering price and redemption price per share (Note 2) |
$ | 9.53 | $ | 9.46 | ||||
|
See accompanying notes to financial statements. |
16
|
CONESTOGA
FUNDS For the Year Ended September 30, 2025 | ||||||||
|
|
Conestoga
|
Conestoga
|
||||||
|
INVESTMENT INCOME |
||||||||
|
Dividend income from unaffiliated investments |
$ | 8,729,014 | $ | 3,092,450 | ||||
|
Dividend income from affiliated investments (Note 5) |
1,413,758 | — | ||||||
|
Foreign withholding taxes on dividends |
(163,949 | ) | (27,988 | ) | ||||
|
Interest |
1,198,680 | 162,781 | ||||||
|
Total investment income |
11,177,503 | 3,227,243 | ||||||
|
EXPENSES |
||||||||
|
Management fees (Note 4) |
35,253,935 | 5,835,350 | ||||||
|
Shareholder servicing fees (Note 4) |
||||||||
|
Institutional Class |
1,889,633 | 317,024 | ||||||
|
Investors Class |
317,625 | 19,021 | ||||||
|
Distribution fees - Investors Class (Note 4) |
1,588,099 | 95,101 | ||||||
|
Trustees’ fees and expenses (Note 4) |
258,002 | 258,002 | ||||||
|
Fund accounting fees (Note 4) |
280,328 | 118,756 | ||||||
|
Transfer agent fees (Note 4) |
||||||||
|
Institutional Class |
129,321 | 9,895 | ||||||
|
Investors Class |
149,714 | 9,557 | ||||||
|
Custody and bank service fees |
191,654 | 51,865 | ||||||
|
Legal fees |
100,176 | 100,176 | ||||||
|
Registration and filing fees |
116,763 | 43,565 | ||||||
|
Postage and supplies |
104,945 | 22,481 | ||||||
|
Audit and tax services fees |
19,582 | 18,082 | ||||||
|
Administration fees (Note 4) |
10,950 | 10,950 | ||||||
|
Insurance expense |
9,897 | 9,897 | ||||||
|
Shareholder reporting expenses |
8,406 | 5,183 | ||||||
|
Borrowing expenses (Note 10) |
7,336 | 4,144 | ||||||
|
Other expenses |
31,354 | 17,028 | ||||||
|
Total expenses |
40,467,720 | 6,946,077 | ||||||
|
Fee reductions and expense reimbursements by the Adviser (Note 4) |
(3,938,837 | ) | (1,014,052 | ) | ||||
|
Net expenses |
36,528,883 | 5,932,025 | ||||||
|
NET INVESTMENT LOSS |
(25,351,380 | ) | (2,704,782 | ) | ||||
|
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS |
||||||||
|
Net realized gains from unaffiliated investments |
216,336,523 | 30,119,778 | ||||||
|
Net realized losses from affiliated investments (Note 5) |
(52,975,012 | ) | — | |||||
|
Net change in unrealized appreciation (depreciation) on unaffiliated investments |
(458,491,985 | ) | (53,528,389 | ) | ||||
|
Net change in unrealized appreciation (depreciation) on affiliated investments (Note 5) |
10,875,761 | — | ||||||
|
NET REALIZED AND UNREALIZED LOSSES ON INVESTMENTS |
(284,254,713 | ) | (23,408,611 | ) | ||||
|
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS |
$ | (309,606,093 | ) | $ | (26,113,393 | ) | ||
|
See accompanying notes to financial statements. |
17
|
CONESTOGA
FUNDS | ||||||||
|
|
Conestoga
|
Conestoga
|
||||||
|
INVESTMENT INCOME |
||||||||
|
Dividend income from investments |
$ | 16,681 | $ | 5,926 | ||||
|
Foreign withholding taxes on dividends |
(152 | ) | (227 | ) | ||||
|
Interest |
3,108 | 3,251 | ||||||
|
Total investment income |
19,637 | 8,950 | ||||||
|
EXPENSES |
||||||||
|
Legal fees |
100,176 | 100,176 | ||||||
|
Fund accounting fees (Note 4) |
55,358 | 55,508 | ||||||
|
Registration and filing fees |
42,160 | 37,754 | ||||||
|
Management fees (Note 4) |
25,304 | 46,096 | ||||||
|
Audit and tax services fees |
18,082 | 18,082 | ||||||
|
Transfer agent fees (Note 4) |
||||||||
|
Institutional Class |
6,534 | 6,115 | ||||||
|
Investors Class |
9,654 | 10,073 | ||||||
|
Administration fees (Note 4) |
10,950 | 10,950 | ||||||
|
Insurance expense |
9,072 | 9,072 | ||||||
|
Postage and supplies |
5,541 | 5,644 | ||||||
|
Trustees’ fees and expenses (Note 4) |
4,411 | 5,902 | ||||||
|
Shareholder reporting expenses |
5,011 | 4,965 | ||||||
|
Custody and bank service fees |
2,967 | 3,725 | ||||||
|
Distribution fees - Investors Class (Note 4) |
1,279 | 5,303 | ||||||
|
Shareholder servicing fees (Note 4) |
||||||||
|
Institutional Class |
2,651 | 2,488 | ||||||
|
Investors Class |
256 | 1,061 | ||||||
|
Other expenses |
16,139 | 17,227 | ||||||
|
Total expenses |
315,545 | 340,141 | ||||||
|
Fee reductions and expense reimbursements by the Adviser (Note 4) |
(288,961 | ) | (277,218 | ) | ||||
|
Net expenses |
26,584 | 62,923 | ||||||
|
NET INVESTMENT LOSS |
(6,947 | ) | (53,973 | ) | ||||
|
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS |
||||||||
|
Net realized gains (losses) from investments |
(49,068 | ) | 227,247 | |||||
|
Net change in unrealized appreciation (depreciation) on investments |
(75,211 | ) | 1,084,694 | |||||
|
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS |
(124,279 | ) | 1,311,941 | |||||
|
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS |
$ | (131,226 | ) | $ | 1,257,968 | |||
|
See accompanying notes to financial statements. |
18
|
CONESTOGA
SMALL CAP FUND | ||||||||
|
|
Year
Ended |
Year
Ended |
||||||
|
FROM OPERATIONS |
||||||||
|
Net investment loss |
$ | (25,351,380 | ) | $ | (19,631,713 | ) | ||
|
Net realized gains (losses) from investments |
163,361,511 | (2,220,842 | ) | |||||
|
Net change in unrealized appreciation (depreciation) on investments |
(447,616,224 | ) | 702,909,818 | |||||
|
Net increase (decrease) in net assets resulting from operations |
(309,606,093 | ) | 681,057,263 | |||||
|
DISTRIBUTIONS TO SHAREHOLDERS (Note 2) |
||||||||
|
Institutional Class |
— | (26,243,824 | ) | |||||
|
Investors Class |
— | (6,455,571 | ) | |||||
|
Decrease in net assets from distributions to shareholders |
— | (32,699,395 | ) | |||||
|
CAPITAL SHARE TRANSACTIONS (Note 6) |
||||||||
|
Institutional Class |
||||||||
|
Proceeds from shares sold |
593,921,486 | 859,013,339 | ||||||
|
Reinvestment of distributions to shareholders |
— | 19,097,244 | ||||||
|
Payments for shares redeemed |
(902,011,103 | ) | (673,945,503 | ) | ||||
|
Net increase (decrease) in Institutional Class net assets from capital share transactions |
(308,089,617 | ) | 204,165,080 | |||||
|
Investors Class |
||||||||
|
Proceeds from shares sold |
66,801,087 | 125,175,867 | ||||||
|
Reinvestment of distributions to shareholders |
— | 5,572,497 | ||||||
|
Payments for shares redeemed |
(305,256,348 | ) | (176,094,660 | ) | ||||
|
Net decrease in Investors Class net assets from capital share transactions |
(238,455,261 | ) | (45,346,296 | ) | ||||
|
TOTAL INCREASE (DECREASE) IN NET ASSETS |
(856,150,971 | ) | 807,176,652 | |||||
|
|
||||||||
|
NET ASSETS |
||||||||
|
Beginning of year |
4,306,073,856 | 3,498,897,204 | ||||||
|
End of year |
$ | 3,449,922,885 | $ | 4,306,073,856 | ||||
|
See accompanying notes to financial statements. |
19
|
CONESTOGA
SMID CAP FUND | ||||||||
|
|
Year
Ended |
Year
Ended |
||||||
|
FROM OPERATIONS |
||||||||
|
Net investment loss |
$ | (2,704,782 | ) | $ | (1,525,449 | ) | ||
|
Net realized gains (losses) from investments |
30,119,778 | (104,201 | ) | |||||
|
Net change in unrealized appreciation (depreciation) on investments |
(53,528,389 | ) | 124,736,491 | |||||
|
Net increase (decrease) in net assets resulting from operations |
(26,113,393 | ) | 123,106,841 | |||||
|
CAPITAL SHARE TRANSACTIONS (Note 6) |
||||||||
|
Institutional Class |
||||||||
|
Proceeds from shares sold |
65,600,475 | 353,429,905 | ||||||
|
Payments for shares redeemed |
(161,305,673 | ) | (96,004,772 | ) | ||||
|
Net increase (decrease) in Institutional Class net assets from capital share transactions |
(95,705,198 | ) | 257,425,133 | |||||
|
Investors Class |
||||||||
|
Proceeds from shares sold |
2,438,447 | 3,483,376 | ||||||
|
Payments for shares redeemed |
(10,229,846 | ) | (13,518,396 | ) | ||||
|
Net decrease in Investors Class net assets from capital share transactions |
(7,791,399 | ) | (10,035,020 | ) | ||||
|
TOTAL INCREASE (DECREASE) IN NET ASSETS |
(129,609,990 | ) | 370,496,954 | |||||
|
NET ASSETS |
||||||||
|
Beginning of year |
754,069,962 | 383,573,008 | ||||||
|
End of year |
$ | 624,459,972 | $ | 754,069,962 | ||||
|
See accompanying notes to financial statements. |
20
|
CONESTOGA
MID CAP FUND | ||||||||
|
|
Year
Ended |
Year
Ended |
||||||
|
FROM OPERATIONS |
||||||||
|
Net investment loss |
$ | (6,947 | ) | $ | (5,349 | ) | ||
|
Net realized losses from investments |
(49,068 | ) | (96,639 | ) | ||||
|
Net change in unrealized appreciation (depreciation) on investments |
(75,211 | ) | 632,230 | |||||
|
Net increase (decrease) in net assets resulting from operations |
(131,226 | ) | 530,242 | |||||
|
CAPITAL SHARE TRANSACTIONS (Note 6) |
||||||||
|
Institutional Class |
||||||||
|
Proceeds from shares sold |
296,158 | 322,307 | ||||||
|
Payments for shares redeemed |
(23,044 | ) | (23,295 | ) | ||||
|
Net increase in Institutional Class net assets from capital share transactions |
273,114 | 299,012 | ||||||
|
Investors Class |
||||||||
|
Proceeds from shares sold |
— | 23,250 | ||||||
|
Payments for shares redeemed |
— | (34,125 | ) | |||||
|
Net decrease in Investors Class net assets from capital share transactions |
— | (10,875 | ) | |||||
|
TOTAL INCREASE IN NET ASSETS |
141,888 | 818,379 | ||||||
|
NET ASSETS |
||||||||
|
Beginning of year |
3,155,651 | 2,337,272 | ||||||
|
End of year |
$ | 3,297,539 | $ | 3,155,651 | ||||
|
See accompanying notes to financial statements. |
21
|
CONESTOGA
DISCOVERY FUND | ||||||||
|
|
Year
Ended |
Year
Ended |
||||||
|
FROM OPERATIONS |
||||||||
|
Net investment loss |
$ | (53,973 | ) | $ | (36,999 | ) | ||
|
Net realized gains (losses) from investments |
227,247 | (242,788 | ) | |||||
|
Net change in unrealized appreciation (depreciation) on investments |
1,084,694 | 658,348 | ||||||
|
Net increase in net assets resulting from operations |
1,257,968 | 378,561 | ||||||
|
CAPITAL SHARE TRANSACTIONS (Note 6) |
||||||||
|
Institutional Class |
||||||||
|
Proceeds from shares sold |
94,622 | 85,000 | ||||||
|
Payments for shares redeemed |
(34,514 | ) | (16,200 | ) | ||||
|
Net increase in Institutional Class net assets from capital share transactions |
60,108 | 68,800 | ||||||
|
Investors Class |
||||||||
|
Proceeds from shares sold |
161,501 | 2,182,550 | ||||||
|
Payments for shares redeemed |
(444,035 | ) | (337,866 | ) | ||||
|
Net increase (decrease) in Investors Class net assets from capital share transactions |
(282,534 | ) | 1,844,684 | |||||
|
TOTAL INCREASE IN NET ASSETS |
1,035,542 | 2,292,045 | ||||||
|
NET ASSETS |
||||||||
|
Beginning of year |
4,296,435 | 2,004,390 | ||||||
|
End of year |
$ | 5,331,977 | $ | 4,296,435 | ||||
|
See accompanying notes to financial statements. |
22
|
CONESTOGA
SMALL CAP FUND | ||||||||||||||||||||
|
Per Share Data for a Share Outstanding Throughout Each Year: | ||||||||||||||||||||
|
|
Year |
Year |
Year |
Year |
Year |
|||||||||||||||
|
Net asset value at beginning of year |
$ | 78.28 | $ | 66.27 | $ | 59.06 | $ | 87.18 | $ | 63.19 | ||||||||||
|
Income (loss) from investment operations: |
||||||||||||||||||||
|
Net investment loss (a) |
(0.47 | ) | (0.33 | ) | (0.29 | ) | (0.45 | ) | (0.56 | ) | ||||||||||
|
Net realized and unrealized gains (losses) on investments |
(5.50 | ) | 12.95 | 9.93 | (23.17 | ) | 24.55 | |||||||||||||
|
Total from investment operations |
(5.97 | ) | 12.62 | 9.64 | (23.62 | ) | 23.99 | |||||||||||||
|
Less distributions from net realized gains |
— | (0.61 | ) | (2.43 | ) | (4.50 | ) | — | ||||||||||||
|
Net asset value at end of year |
$ | 72.31 | $ | 78.28 | $ | 66.27 | $ | 59.06 | $ | 87.18 | ||||||||||
|
Total return (b) |
(7.63 | %) | 19.19 | % | 16.54 | % | (28.62 | %) | 37.96 | % | ||||||||||
|
Net assets at end of year (000,000’s) |
$ | 2,954 | $ | 3,527 | $ | 2,796 | $ | 2,359 | $ | 3,386 | ||||||||||
|
Ratios/supplementary data: |
||||||||||||||||||||
|
Ratio of total expenses to average net assets |
0.99 | % | 0.99 | % | 0.98 | % | 0.98 | % | 0.98 | % | ||||||||||
|
Ratio of net expenses to average net assets (c) |
0.90 | % | 0.90 | % | 0.90 | % | 0.90 | % | 0.90 | % | ||||||||||
|
Ratio of net investment loss to average net assets (c) |
(0.61 | %) | (0.47 | %) | (0.44 | %) | (0.62 | %) | (0.69 | %) | ||||||||||
|
Portfolio turnover rate |
17 | % | 16 | % | 13 | % | 24 | % | 19 | % | ||||||||||
|
(a) |
Per share net investment loss has been determined on the basis of average number of shares outstanding during the year. |
|
(b) |
Total return is a measure of the change in value of an investment in the Fund over the years covered. The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions, if any, or the redemption of Fund shares. The total returns would be lower if the Adviser had not reduced management fees and/or reimbursed expenses (Note 4). |
|
(c) |
Ratio was determined after management fee reductions and/or expense reimbursements (Note 4). |
|
See accompanying notes to financial statements. | |
23
|
CONESTOGA
SMALL CAP FUND | ||||||||||||||||||||
|
Per Share Data for a Share Outstanding Throughout Each Year: | ||||||||||||||||||||
|
|
Year |
Year |
Year |
Year |
Year |
|||||||||||||||
|
Net asset value at beginning of year |
$ | 76.46 | $ | 64.88 | $ | 57.97 | $ | 85.83 | $ | 62.33 | ||||||||||
|
Income (loss) from investment operations: |
||||||||||||||||||||
|
Net investment loss (a) |
(0.61 | ) | (0.47 | ) | (0.41 | ) | (0.59 | ) | (0.70 | ) | ||||||||||
|
Net realized and unrealized gains (losses) on investments |
(5.35 | ) | 12.66 | 9.75 | (22.77 | ) | 24.20 | |||||||||||||
|
Total from investment operations |
(5.96 | ) | 12.19 | 9.34 | (23.36 | ) | 23.50 | |||||||||||||
|
Less distributions from net realized gains |
— | (0.61 | ) | (2.43 | ) | (4.50 | ) | — | ||||||||||||
|
Net asset value at end of year |
$ | 70.50 | $ | 76.46 | $ | 64.88 | $ | 57.97 | $ | 85.83 | ||||||||||
|
Total return (b) |
(7.80 | %) | 18.94 | % | 16.33 | % | (28.78 | %) | 37.70 | % | ||||||||||
|
Net assets at end of year (000,000’s) |
$ | 496 | $ | 779 | $ | 703 | $ | 642 | $ | 968 | ||||||||||
|
Ratios/supplementary data: |
||||||||||||||||||||
|
Ratio of total expenses to average net assets |
1.26 | % | 1.26 | % | 1.26 | % | 1.26 | % | 1.25 | % | ||||||||||
|
Ratio of net expenses to average net assets (c) |
1.10 | % | 1.10 | % | 1.10 | % | 1.10 | % | 1.10 | % | ||||||||||
|
Ratio of net investment loss to average net assets (c) |
(0.82 | %) | (0.67 | %) | (0.64 | %) | (0.82 | %) | (0.89 | %) | ||||||||||
|
Portfolio turnover rate |
17 | % | 16 | % | 13 | % | 24 | % | 19 | % | ||||||||||
|
(a) |
Per share net investment loss has been determined on the basis of average number of shares outstanding during the year. |
|
(b) |
Total return is a measure of the change in value of an investment in the Fund over the years covered. The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions, if any, or the redemption of Fund shares. The total returns would be lower if the Adviser had not reduced management fees and/or reimbursed expenses (Note 4). |
|
(c) |
Ratio was determined after management fee reductions and/or expense reimbursements (Note 4). |
|
See accompanying notes to financial statements. | |
24
|
CONESTOGA
SMID CAP FUND | ||||||||||||||||||||
|
Per Share Data for a Share Outstanding Throughout Each Year: | ||||||||||||||||||||
|
|
Year |
Year |
Year |
Year |
Year |
|||||||||||||||
|
Net asset value at beginning of year |
$ | 26.49 | $ | 20.98 | $ | 17.96 | $ | 26.13 | $ | 19.29 | ||||||||||
|
Income (loss) from investment operations: |
||||||||||||||||||||
|
Net investment loss (a) |
(0.10 | ) | (0.06 | ) | (0.06 | ) | (0.09 | ) | (0.11 | ) | ||||||||||
|
Net realized and unrealized gains (losses) on investments |
(0.87 | ) | 5.57 | 3.08 | (8.08 | ) | 6.95 | |||||||||||||
|
Total from investment operations |
(0.97 | ) | 5.51 | 3.02 | (8.17 | ) | 6.84 | |||||||||||||
|
Net asset value at end of year |
$ | 25.52 | $ | 26.49 | $ | 20.98 | $ | 17.96 | $ | 26.13 | ||||||||||
|
Total return (b) |
(3.66 | %) | 26.26 | % | 16.82 | % | (31.27 | %) | 35.46 | % | ||||||||||
|
Net assets at end of year (000’s) |
$ | 591,190 | $ | 711,283 | $ | 340,636 | $ | 272,623 | $ | 357,479 | ||||||||||
|
Ratios/supplementary data: |
||||||||||||||||||||
|
Ratio of total expenses to average net assets |
0.99 | % | 1.02 | % | 1.07 | % | 1.07 | % | 1.10 | % | ||||||||||
|
Ratio of net expenses to average net assets (c) |
0.85 | % | 0.85 | % | 0.85 | % | 0.85 | % | 0.85 | % | ||||||||||
|
Ratio of net investment loss to average net assets (c) |
(0.38 | %) | (0.27 | %) | (0.29 | %) | (0.41 | %) | (0.47 | %) | ||||||||||
|
Portfolio turnover rate |
11 | % | 10 | % | 9 | % | 15 | % | 17 | % | ||||||||||
|
(a) |
Per share net investment loss has been determined on the basis of average number of shares outstanding during the year. |
|
(b) |
Total return is a measure of the change in value of an investment in the Fund over the years covered. The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions, if any, or the redemption of Fund shares. The total returns would be lower if the Adviser had not reduced management fees and/or reimbursed expenses (Note 4). |
|
(c) |
Ratio was determined after management fee reductions and/or expense reimbursements (Note 4). |
|
See accompanying notes to financial statements. | |
25
|
CONESTOGA
SMID CAP FUND | ||||||||||||||||||||
|
Per Share Data for a Share Outstanding Throughout Each Year: | ||||||||||||||||||||
|
|
Year |
Year |
Year |
Year |
Year |
|||||||||||||||
|
Net asset value at beginning of year |
$ | 25.84 | $ | 20.52 | $ | 17.60 | $ | 25.68 | $ | 19.01 | ||||||||||
|
Income (loss) from investment operations: |
||||||||||||||||||||
|
Net investment loss (a) |
(0.16 | ) | (0.12 | ) | (0.11 | ) | (0.15 | ) | (0.17 | ) | ||||||||||
|
Net realized and unrealized gains (losses) on investments |
(0.85 | ) | 5.44 | 3.03 | (7.93 | ) | 6.84 | |||||||||||||
|
Total from investment operations |
(1.01 | ) | 5.32 | 2.92 | (8.08 | ) | 6.67 | |||||||||||||
|
Net asset value at end of year |
$ | 24.83 | $ | 25.84 | $ | 20.52 | $ | 17.60 | $ | 25.68 | ||||||||||
|
Total return (b) |
(3.91 | %) | 25.93 | % | 16.59 | % | (31.46 | %) | 35.09 | % | ||||||||||
|
Net assets at end of year (000’s) |
$ | 33,270 | $ | 42,787 | $ | 42,937 | $ | 44,183 | $ | 64,189 | ||||||||||
|
Ratios/supplementary data: |
||||||||||||||||||||
|
Ratio of total expenses to average net assets |
1.31 | % | 1.34 | % | 1.38 | % | 1.36 | % | 1.36 | % | ||||||||||
|
Ratio of net expenses to average net assets (c) |
1.10 | % | 1.10 | % | 1.10 | % | 1.10 | % | 1.10 | % | ||||||||||
|
Ratio of net investment loss to average net assets (c) |
(0.63 | %) | (0.51 | %) | (0.54 | %) | (0.66 | %) | (0.71 | %) | ||||||||||
|
Portfolio turnover rate |
11 | % | 10 | % | 9 | % | 15 | % | 17 | % | ||||||||||
|
(a) |
Per share net investment loss has been determined on the basis of average number of shares outstanding during the year. |
|
(b) |
Total return is a measure of the change in value of an investment in the Fund over the years covered. The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions, if any, or the redemption of Fund shares. The total returns would be lower if the Adviser had not reduced management fees and/or reimbursed expenses (Note 4). |
|
(c) |
Ratio was determined after management fee reductions and/or expense reimbursements (Note 4). |
|
See accompanying notes to financial statements. | |
26
|
CONESTOGA
MID CAP FUND | ||||||||||||||||||||
|
Per Share Data for a Share Outstanding Throughout Each Period: | ||||||||||||||||||||
|
|
Year |
Year |
Year |
Year |
Period
|
|||||||||||||||
|
Net asset value at beginning of period |
$ | 10.03 | $ | 8.27 | $ | 7.10 | $ | 10.32 | $ | 10.00 | ||||||||||
|
Income (loss) from investment operations: |
||||||||||||||||||||
|
Net investment loss (b) |
(0.02 | ) | (0.01 | ) | (0.01 | ) | (0.03 | ) | (0.01 | ) | ||||||||||
|
Net realized and unrealized gains (losses) on investments |
(0.38 | ) | 1.77 | 1.18 | (3.19 | ) | 0.33 | |||||||||||||
|
Total from investment operations |
(0.40 | ) | 1.76 | 1.17 | (3.22 | ) | 0.32 | |||||||||||||
|
Net asset value at end of period |
$ | 9.63 | $ | 10.03 | $ | 8.27 | $ | 7.10 | $ | 10.32 | ||||||||||
|
Total return (c) |
(3.99 | %) | 21.28 | % | 16.48 | % | (31.20 | %) | 3.20 | %(d) | ||||||||||
|
Net assets at end of period (000’s) |
$ | 2,795 | $ | 2,631 | $ | 1,893 | $ | 1,406 | $ | 1,168 | ||||||||||
|
Ratios/supplementary data: |
||||||||||||||||||||
|
Ratio of total expenses to average net assets |
9.22 | % | 8.73 | % | 12.10 | % | 12.20 | % | 16.18 | %(e) | ||||||||||
|
Ratio of net expenses to average net assets (f) |
0.80 | % | 0.80 | % | 0.80 | % | 0.80 | % | 0.80 | %(e) | ||||||||||
|
Ratio of net investment loss to average net assets (f) |
(0.18 | %) | (0.15 | %) | (0.12 | %) | (0.36 | %) | (0.50 | %)(e) | ||||||||||
|
Portfolio turnover rate |
11 | % | 5 | % | 9 | % | 18 | % | 1 | %(d) | ||||||||||
|
(a) |
Represents the period from the commencement of operations as a series of Conestoga Funds (June 29, 2021) through September 30, 2021. |
|
(b) |
Per share net investment loss has been determined on the basis of average number of shares outstanding during the period. |
|
(c) |
Total return is a measure of the change in value of an investment in the Fund over the periods covered. The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions, if any, or the redemption of Fund shares. The total returns would be lower if the Adviser had not reduced management fees and/or reimbursed expenses (Note 4). |
|
(d) |
Not annualized. |
|
(e) |
Annualized. |
|
(f) |
Ratio was determined after management fee reductions and/or expense reimbursements (Note 4). |
|
See accompanying notes to financial statements. | |
27
|
CONESTOGA
MID CAP FUND | ||||||||||||||||||||
|
Per Share Data for a Share Outstanding Throughout Each Period: | ||||||||||||||||||||
|
|
Year |
Year |
Year |
Year |
Period
|
|||||||||||||||
|
Net asset value at beginning of period |
$ | 9.95 | $ | 8.23 | $ | 7.08 | $ | 10.31 | $ | 10.00 | ||||||||||
|
Income (loss) from investment operations: |
||||||||||||||||||||
|
Net investment loss (b) |
(0.04 | ) | (0.04 | ) | (0.03 | ) | (0.05 | ) | (0.02 | ) | ||||||||||
|
Net realized and unrealized gains (losses) on investments |
(0.38 | ) | 1.76 | 1.18 | (3.18 | ) | 0.33 | |||||||||||||
|
Total from investment operations |
(0.42 | ) | 1.72 | 1.15 | (3.23 | ) | 0.31 | |||||||||||||
|
Net asset value at end of period |
$ | 9.53 | $ | 9.95 | $ | 8.23 | $ | 7.08 | $ | 10.31 | ||||||||||
|
Total return (c) |
(4.22 | %) | 20.90 | % | 16.24 | % | (31.33 | %) | 3.10 | %(d) | ||||||||||
|
Net assets at end of period (000’s) |
$ | 503 | $ | 525 | $ | 444 | $ | 395 | $ | 567 | ||||||||||
|
Ratios/supplementary data: |
||||||||||||||||||||
|
Ratio of total expenses to average net assets |
13.87 | % | 13.47 | % | 17.34 | % | 15.54 | % | 17.54 | %(e) | ||||||||||
|
Ratio of net expenses to average net assets (f) |
1.05 | % | 1.05 | % | 1.05 | % | 1.05 | % | 1.05 | %(e) | ||||||||||
|
Ratio of net investment loss to average net assets (f) |
(0.43 | %) | (0.39 | %) | (0.37 | %) | (0.61 | %) | (0.73 | %)(e) | ||||||||||
|
Portfolio turnover rate |
11 | % | 5 | % | 9 | % | 18 | % | 1 | %(d) | ||||||||||
|
(a) |
Represents the period from the commencement of operations as a series of Conestoga Funds (June 29, 2021) through September 30, 2021. |
|
(b) |
Per share net investment loss has been determined on the basis of average number of shares outstanding during the period. |
|
(c) |
Total return is a measure of the change in value of an investment in the Fund over the periods covered. The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions, if any, or the redemption of Fund shares. The total returns would be lower if the Adviser had not reduced management fees and/or reimbursed expenses (Note 4). |
|
(d) |
Not annualized. |
|
(e) |
Annualized. |
|
(f) |
Ratio was determined after management fee reductions and/or expense reimbursements (Note 4). |
|
See accompanying notes to financial statements. | |
28
|
CONESTOGA
DISCOVERY FUND | ||||||||||||||||
|
Per Share Data for a Share Outstanding Throughout Each Period: | ||||||||||||||||
|
|
Year |
Year |
Year |
Period
|
||||||||||||
|
Net asset value at beginning of period |
$ | 7.33 | $ | 6.35 | $ | 7.07 | $ | 10.00 | ||||||||
|
Income (loss) from investment operations: |
||||||||||||||||
|
Net investment loss (b) |
(0.09 | ) | (0.06 | ) | (0.06 | ) | (0.06 | ) | ||||||||
|
Net realized and unrealized gains (losses) on investments |
2.30 | 1.04 | (0.66 | ) | (2.87 | ) | ||||||||||
|
Total from investment operations |
2.21 | 0.98 | (0.72 | ) | (2.93 | ) | ||||||||||
|
Net asset value at end of period |
$ | 9.54 | $ | 7.33 | $ | 6.35 | $ | 7.07 | ||||||||
|
Total return (c) |
30.15 | % | 15.43 | % | (10.18 | %) | (29.30 | %)(d) | ||||||||
|
Net assets at end of period (000’s) |
$ | 2,970 | $ | 2,222 | $ | 1,864 | $ | 2,075 | ||||||||
|
Ratios/supplementary data: |
||||||||||||||||
|
Ratio of total expenses to average net assets |
7.08 | % | 8.13 | % | 11.38 | % | 9.08 | %(e) | ||||||||
|
Ratio of net expenses to average net assets (f) |
1.25 | % | 1.25 | % | 1.25 | % | 1.25 | %(e) | ||||||||
|
Ratio of net investment loss to average net assets (f) |
(1.05 | %) | (0.87 | %) | (0.88 | %) | (0.90 | %)(e) | ||||||||
|
Portfolio turnover rate |
31 | % | 32 | % | 23 | % | 27 | %(d) | ||||||||
|
(a) |
Represents the period from the commencement of operations as a series of Conestoga Funds (December 20, 2021) through September 30, 2022. |
|
(b) |
Per share net investment loss has been determined on the basis of average number of shares outstanding during the period. |
|
(c) |
Total return is a measure of the change in value of an investment in the Fund over the periods covered. The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions, if any, or the redemption of Fund shares. The total returns would be lower if the Adviser had not reduced management fees and/or reimbursed expenses (Note 4). |
|
(d) |
Not annualized. |
|
(e) |
Annualized. |
|
(f) |
Ratio was determined after management fee reductions and/or expense reimbursements (Note 4). |
|
See accompanying notes to financial statements. | |
29
|
CONESTOGA
DISCOVERY FUND | ||||||||||||||||
|
Per Share Data for a Share Outstanding Throughout Each Period: | ||||||||||||||||
|
|
Year |
Year |
Year |
Period
|
||||||||||||
|
Net asset value at beginning of period |
$ | 7.28 | $ | 6.32 | $ | 7.05 | $ | 10.00 | ||||||||
|
Income (loss) from investment operations: |
||||||||||||||||
|
Net investment loss (b) |
(0.11 | ) | (0.08 | ) | (0.08 | ) | (0.07 | ) | ||||||||
|
Net realized and unrealized gains (losses) on investments |
2.29 | 1.04 | (0.65 | ) | (2.88 | ) | ||||||||||
|
Total from investment operations |
2.18 | 0.96 | (0.73 | ) | (2.95 | ) | ||||||||||
|
Net asset value at end of period |
$ | 9.46 | $ | 7.28 | $ | 6.32 | $ | 7.05 | ||||||||
|
Total return (c) |
29.95 | % | 15.19 | % | (10.35 | %) | (29.50 | %)(d) | ||||||||
|
Net assets at end of period (000’s) |
$ | 2,362 | $ | 2,075 | $ | 140 | $ | 184 | ||||||||
|
Ratios/supplementary data: |
||||||||||||||||
|
Ratio of total expenses to average net assets |
7.72 | % | 7.76 | % | 23.00 | % | 13.66 | %(e) | ||||||||
|
Ratio of net expenses to average net assets (f) |
1.50 | % | 1.50 | % | 1.50 | % | 1.50 | %(e) | ||||||||
|
Ratio of net investment loss to average net assets (f) |
(1.30 | %) | (1.15 | %) | (1.13 | %) | (1.14 | %)(e) | ||||||||
|
Portfolio turnover rate |
31 | % | 32 | % | 23 | % | 27 | %(d) | ||||||||
|
(a) |
Represents the period from the commencement of operations as a series of Conestoga Funds (December 20, 2021) through September 30, 2022. |
|
(b) |
Per share net investment loss has been determined on the basis of average number of shares outstanding during the period. |
|
(c) |
Total return is a measure of the change in value of an investment in the Fund over the periods covered. The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions, if any, or the redemption of Fund shares. The total returns would be lower if the Adviser had not reduced management fees and/or reimbursed expenses (Note 4). |
|
(d) |
Not annualized. |
|
(e) |
Annualized. |
|
(f) |
Ratio was determined after management fee reductions and/or expense reimbursements (Note 4). |
|
See accompanying notes to financial statements. | |
30
CONESTOGA
FUNDS
NOTES TO FINANCIAL STATEMENTS
September 30, 2025
1. Organization
Conestoga Funds (the “Trust”) was organized as a Delaware statutory trust on February 5, 2002. The Trust consists of four series, the Conestoga Small Cap Fund (the “Small Cap Fund”), the Conestoga SMid Cap Fund (the “SMid Cap Fund”), the Conestoga Mid Cap Fund (the “Mid Cap Fund”) and the Conestoga Discovery Fund (the “Discovery Fund”) (individually, a “Fund” and collectively, the “Funds”). The Trust is registered as an open-end diversified management investment company of the series type under the Investment Company Act of 1940, as amended (the “1940 Act”). Each Fund’s investment objective is to achieve long-term growth of capital. Each Fund currently offers two classes of shares, Institutional Class and Investors Class. The Mid Cap Fund commenced operations on June 29, 2021 and the Discovery Fund commenced operations on December 20, 2021.
Each Fund’s two classes of shares represent interests in the same portfolio of investments, and have the same rights, but the share classes differ primarily in the expenses to which they are subject and have differing investment minimums. Institutional Class shares are sold without any sales loads or distribution fees but are subject to a shareholder servicing fee of up to 0.10% of the average daily net assets allocable to Institutional Class shares and require a $250,000 initial investment. Investors Class shares are sold without any sales loads but are subject to a distribution fee of up to 0.25% and a shareholder servicing fee of up to 0.25% of the average daily net assets allocable to Investors Class shares and require a $2,500 initial investment. The Board of Trustees of the Trust (the “Board” and the members thereof, “Trustees”) has determined to limit the shareholder servicing fees paid by Investors Class shares of each Fund to 0.05% of the average daily net assets allocable to Investors Class shares until at least September 30, 2026.
The Funds have adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update 2023-07 (“ASU 2023-07”), Segment Reporting (“Topic 280”) - Improvements to Reportable Segment Disclosures. Adoption of ASU 2023-07 impacted financial statement disclosures only and did not affect each Fund’s financial position or the results of its operations. An operating segment is defined in Topic 280 as a component of a public entity that engages in business activities from which it may recognize revenues and incur expenses, has operating results that are regularly reviewed by the public entity’s chief operating decision maker (“CODM”) to make decisions about resources to be allocated to the segment and assess its performance, and has discrete financial information available. The CODM is Conestoga Capital Advisors, LLC (the “Adviser” or “Management”). Each Fund operates as a single operating segment. Each Fund’s income, expenses, assets, changes in net assets resulting from operations and performance are regularly monitored and assessed as a whole by the CODM responsible for oversight functions of each Fund, using the information presented in the financial statements and financial highlights.
31
CONESTOGA
FUNDS
NOTES TO FINANCIAL STATEMENTS (Continued)
2. Significant Accounting Policies
The following is a summary of the Funds’ significant accounting policies. These policies are in conformity with generally accepted accounting principles in the United States of America (“GAAP”). The Funds follow accounting and reporting guidance under FASB Accounting Standards Codification Topic 946, “Financial Services – Investment Companies.”
New Accounting Pronouncement – In December 2023, the FASB issued Accounting Standards Update 2023-09 (“ASU 2023-09”), Income Taxes (“Topic 740”) – Improvements to Income Tax Disclosures, which amends quantitative and qualitative income tax disclosure requirements in order to increase disclosure consistency, bifurcate income tax information by jurisdiction and remove information that is no longer beneficial. ASU 2023-09 is effective for annual periods beginning after December 15, 2024, and early adoption is permitted. Management does not believe there will be any impact on the Funds’ financial statements.
Securities valuation – Each Fund values its portfolio securities at market value as of the close of regular trading on the New York Stock Exchange, Inc. (the “NYSE”) (normally 4:00 p.m. Eastern Time) on each business day the NYSE is open for business. The Funds value their listed securities on the basis of the security’s last sale price on the security’s primary exchange, if available, otherwise at the exchange’s most recently quoted bid price. NASDAQ-listed securities are valued at the NASDAQ Official Closing Price. Investments representing shares of other open-end investment companies, including money market funds, are valued at their net asset value (“NAV”) as reported by such companies. When using a quoted price and when the market is considered active, the security will be classified as Level 1 within the fair value hierarchy (see below). In the event that market quotations are not readily available or are considered unreliable due to market or other events, the Funds value their securities and other assets at fair value, as determined in good faith by the Adviser as the Funds’ valuation designee (in such capacity, the “Valuation Designee”), in accordance with procedures established by and under the general supervision of the Board pursuant to Rule 2a-5 under the 1940 Act. Rule 2a-5 permits 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 Section 2(a)(41) of the 1940 Act, which requires a fund to fair value a security when market quotations are not readily available. The Funds adopted Pricing and Valuation Guidelines conforming to Rule 2a-5, effective September 8, 2022, and designated the Adviser as Valuation Designee for each of the Funds. Under these procedures, securities held by the Funds may be classified as Level 2 or 3 within the fair value hierarchy, depending on the inputs used. Unavailable or unreliable market quotes may be due to the following factors: a substantial bid-ask spread; infrequent sales resulting in stale prices; insufficient trading volume; small trade sizes; a temporary lapse in any reliable pricing source; and actions of the securities or
32
CONESTOGA
FUNDS
NOTES TO FINANCIAL STATEMENTS (Continued)
futures markets, such as the suspension or limitation of trading. As a result, the prices of securities used to calculate each Fund’s NAV may differ from quoted or published prices for the same securities.
GAAP establishes a single authoritative definition of fair value, sets out a framework for measuring fair value, and requires additional disclosures about fair value measurements.
Various inputs are used in determining the value of each Fund’s investments. These inputs are summarized in the three broad levels listed below:
|
● |
Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities |
|
● |
Level 2 – Observable inputs other than quoted prices included in Level 1 that are observable for the assets 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 risks, 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 a Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and based on the best information available |
The inputs or methods used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety is determined based on the lowest level input that is significant to the fair value measurement.
The following is a summary of the Funds’ investments based on the inputs used to value the investments as of September 30, 2025:
|
Conestoga Small Cap Fund |
Level 1 |
Level 2 |
Level 3 |
Total |
||||||||||||
|
Common Stocks |
$ | 3,296,834,241 | $ | — | $ | — | $ | 3,296,834,241 | ||||||||
|
Money Market Funds |
137,381,546 | — | — | 137,381,546 | ||||||||||||
|
Total |
$ | 3,434,215,787 | $ | — | $ | — | $ | 3,434,215,787 | ||||||||
|
Conestoga SMid Cap Fund |
Level 1 |
Level 2 |
Level 3 |
Total |
||||||||||||
|
Common Stocks |
$ | 605,993,749 | $ | — | $ | — | $ | 605,993,749 | ||||||||
|
Money Market Funds |
20,812,115 | — | — | 20,812,115 | ||||||||||||
|
Total |
$ | 626,805,864 | $ | — | $ | — | $ | 626,805,864 | ||||||||
33
CONESTOGA
FUNDS
NOTES TO FINANCIAL STATEMENTS (Continued)
|
Conestoga Mid Cap Fund |
Level 1 |
Level 2 |
Level 3 |
Total |
||||||||||||
|
Common Stocks |
$ | 3,161,929 | $ | — | $ | — | $ | 3,161,929 | ||||||||
|
Money Market Funds |
163,413 | — | — | 163,413 | ||||||||||||
|
Total |
$ | 3,325,342 | $ | — | $ | — | $ | 3,325,342 | ||||||||
|
Conestoga Discovery Fund |
Level 1 |
Level 2 |
Level 3 |
Total |
||||||||||||
|
Common Stocks |
$ | 5,116,765 | $ | — | $ | — | $ | 5,116,765 | ||||||||
|
Money Market Funds |
257,534 | — | — | 257,534 | ||||||||||||
|
Total |
$ | 5,374,299 | $ | — | $ | — | $ | 5,374,299 | ||||||||
Refer to each Fund’s Schedule of Investments for a listing of the common stocks by industry and sector type. The Funds did not hold any derivative instruments or any assets or liabilities that were measured at fair value on a recurring basis using significant unobservable inputs (Level 3) as of or during the year ended September 30, 2025.
Share valuation – The NAV per share of each class of each Fund is calculated daily by dividing the total value of the assets attributable to that class, less liabilities attributable to that class, by the number of shares outstanding of that class. The offering price and redemption price per share of each class of each Fund is equal to the NAV per share of such class.
Cash – Each Fund’s cash may be held in a bank account with balances which may exceed the Federal Deposit Insurance Corporation limit of $250,000. As of September 30, 2025, none of the Funds had a cash balance held in a deposit sweep account.
Investment income – Dividend income is recorded on the ex-dividend date. Interest income is accrued as earned. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the security received. Withholding taxes on foreign dividends have been recorded in accordance with the Funds’ understanding of the applicable country’s rules and tax rates.
Investment transactions – Investment transactions are accounted for on the trade date. Realized gains and losses on investments sold are determined on a specific identification basis.
Common expenses – Common expenses of the Trust are allocated between the Funds based on the relative net assets of each Fund or the nature of the services performed and the relative applicability to each Fund.
Distributions to shareholders – Each Fund distributes to its shareholders any net investment income dividends and net realized capital gains distributions at least once each year. The amount of such dividends and distributions are determined in accordance with federal income tax regulations, which may differ from GAAP. Dividends and distributions
34
CONESTOGA
FUNDS
NOTES TO FINANCIAL STATEMENTS (Continued)
to shareholders are recorded on the ex-dividend date. The tax character of distributions paid to shareholders during the years ended September 30, 2025 and 2024 were as follows:
|
Conestoga Small Cap Fund |
Ordinary |
Long-Term
|
Total |
|||||||||
|
September 30, 2025 |
$ | — | $ | — | $ | — | ||||||
|
September 30, 2024 |
$ | — | $ | 32,699,395 | $ | 32,699,395 | ||||||
|
Conestoga SMid Cap Fund |
Ordinary |
Long-Term
|
Total |
|||||||||
|
September 30, 2025 |
$ | — | $ | — | $ | — | ||||||
|
September 30, 2024 |
$ | — | $ | — | $ | — | ||||||
|
Conestoga Mid Cap Fund |
Ordinary |
Long-Term
|
Total |
|||||||||
|
September 30, 2025 |
$ | — | $ | — | $ | — | ||||||
|
September 30, 2024 |
$ | — | $ | — | $ | — | ||||||
|
Conestoga Discovery Fund |
Ordinary |
Long-Term
|
Total |
|||||||||
|
September 30, 2025 |
$ | — | $ | — | $ | — | ||||||
|
September 30, 2024 |
$ | — | $ | — | $ | — | ||||||
Allocation between classes – Investment income earned, realized capital gains and losses, and unrealized appreciation and depreciation are allocated daily to each class of a Fund based upon its proportionate share of total net assets of that Fund. Class-specific expenses are charged directly to the class incurring the expense. Common expenses that are not attributable to a specific class are allocated daily to each class of shares of a Fund based upon its proportionate share of total net assets.
Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of increase (decrease) in net assets from operations during the reporting period. Actual results could differ from those estimates.
35
CONESTOGA
FUNDS
NOTES TO FINANCIAL STATEMENTS (Continued)
Federal income tax – Each Fund has qualified and intends to continue to qualify as a regulated investment company under the Internal Revenue Code of 1986, as amended (the “Code”). Qualification generally will relieve each Fund of liability for federal income taxes to the extent each Fund distributes substantially all of its taxable net investment income and net realized capital gains are distributed in accordance with the Code.
In order to avoid imposition of the excise tax applicable to regulated investment companies, it is also each Fund’s intention to declare as dividends in each calendar year at least 98% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts from prior years.
The following information is computed on a tax basis for each item as of September 30, 2025:
|
|
Small Cap Fund |
SMid Cap Fund |
||||||
|
Tax cost of investments |
$ | 2,088,340,593 | $ | 477,874,599 | ||||
|
Gross unrealized appreciation |
$ | 1,417,439,779 | $ | 180,824,550 | ||||
|
Gross unrealized depreciation |
(71,564,585 | ) | (31,893,285 | ) | ||||
|
Net unrealized appreciation |
1,345,875,194 | 148,931,265 | ||||||
|
Undistributed long-term capital gains |
161,547,757 | 12,169,256 | ||||||
|
Accumulated capital and other losses |
(18,399,287 | ) | (1,972,070 | ) | ||||
|
Distributable earnings |
$ | 1,489,023,664 | $ | 159,128,451 | ||||
|
|
Mid Cap Fund |
Discovery Fund |
||||||
|
Tax cost of investments |
$ | 2,988,949 | $ | 3,951,925 | ||||
|
Gross unrealized appreciation |
$ | 598,369 | $ | 1,667,309 | ||||
|
Gross unrealized depreciation |
(261,976 | ) | (244,935 | ) | ||||
|
Net unrealized appreciation |
336,393 | 1,422,374 | ||||||
|
Accumulated capital and other losses |
(261,013 | ) | (180,739 | ) | ||||
|
Distributable earnings |
$ | 75,380 | $ | 1,241,635 | ||||
The difference between the federal income tax cost of investments and the financial statement cost of portfolio investments for the Funds are due to certain timing differences in the recognition of capital gains or losses under income tax regulations and GAAP. These “book/tax” differences are temporary in nature and are primarily due to the tax deferral of losses on wash sales.
36
CONESTOGA
FUNDS
NOTES TO FINANCIAL STATEMENTS (Continued)
For the year ended September 30, 2025, the following reclassifications were made on the Statements of Assets and Liabilities for the Funds as a result of a permanent difference between the financial statements and income tax reporting requirements due in most part to net investment loss:
|
|
Small Cap Fund |
SMid Cap Fund |
Mid Cap Fund |
Discovery Fund |
||||||||||||
|
Paid-in capital |
$ | (22,289,086 | ) | $ | (2,101,237 | ) | $ | (6,847 | ) | $ | (46,657 | ) | ||||
|
Distributable earnings |
22,289,086 | 2,101,237 | 6,847 | 46,657 | ||||||||||||
Such reclassifications, the result of permanent differences between financial statement and income tax reporting requirements, had no effect on each Fund’s net assets of NAV per share.
Net qualified late year ordinary losses represent losses incurred after December 31, 2024. These losses are deemed to arise on the first day of the Funds’ next taxable year. For the year ended September 30, 2025, the Small Cap Fund, SMid Cap Fund, Mid Cap Fund and Discovery Fund deferred until October 1, 2025 qualified late year ordinary losses of $18,399,287, $1,972,070 & $4,711 and $40,868 for federal income tax purposes, respectively.
As of September 30, 2025, the Funds utilized the following capital loss carryforwards (“CLCFs”) against current year gains for federal income tax purposes:
|
|
Small Cap Fund |
SMid Cap Fund |
Mid Cap Fund |
Discovery Fund |
||||||||||||
|
Short-term capital loss carryforwards utilized |
$ | 4,832,422 | $ | 4,895,650 | $ | — | $ | 69,859 | ||||||||
|
Long-term capital loss carryforwards utilized |
— | 11,905,721 | — | 169,676 | ||||||||||||
|
Total |
$ | 4,832,422 | $ | 16,801,371 | $ | — | $ | 239,535 | ||||||||
For the year ended September 30, 2025, the Funds had the following CLCFs for federal income tax purposes:
|
|
Small Cap Fund |
SMid Cap Fund |
Mid Cap Fund |
Discovery Fund |
||||||||||||
|
Short-term capital loss carryforwards |
$ | — | $ | — | $ | 31,967 | $ | — | ||||||||
|
Long-term capital loss carryforwards |
— | — | 224,335 | 139,871 | ||||||||||||
|
Total |
$ | — | $ | — | $ | 256,302 | $ | 139,871 | ||||||||
These CLCFs, which do not expire, are available to offset net realized capital gains in future years, thereby reducing future taxable gain distributions.
37
CONESTOGA
FUNDS
NOTES TO FINANCIAL STATEMENTS (Continued)
The Funds recognize the tax benefits or expenses of uncertain tax positions only when the position is “more likely than not” of being sustained assuming examination by tax authorities. Management has reviewed each Fund’s tax positions for all open tax years (generally, three years) and has concluded that no provision for unrecognized tax benefits or expenses is required in these financial statements. The Funds identify their major tax jurisdiction as U.S. Federal.
The Funds recognize interest and penalties, if any, related to unrecognized tax benefits as income tax expenses on the Statements of Operations. During the year ended September 30, 2025, the Funds did not incur any interest and penalties.
3. Investment Transactions
During the year ended September 30, 2025, the cost of purchases and proceeds from sales of investment securities, other than short-term investments, were as follows:
|
|
Small Cap Fund |
SMid Cap Fund |
Mid Cap Fund |
Discovery Fund |
||||||||||||
|
Purchases of investment securities |
$ | 654,534,623 | $ | 76,144,658 | $ | 529,849 | $ | 1,408,119 | ||||||||
|
Proceeds from sales of investment securities |
$ | 1,180,218,019 | $ | 185,819,117 | $ | 335,193 | $ | 1,776,982 | ||||||||
4. Transactions with Related Parties
INVESTMENT ADVISORY AGREEMENT
The Small Cap Fund has entered into an Investment Advisory Agreement with the Adviser to provide supervision and assistance in overall management services to the Small Cap Fund. For these services, the Small Cap Fund pays the Adviser a management fee, calculated daily and paid monthly, equal to an annual rate of 0.90% of its average daily net assets. The Adviser has contractually agreed to limit the Small Cap Fund’s net annual operating expenses (excluding taxes, extraordinary expenses, reorganization expenses, brokerage commissions, interest, other expenditures that are capitalized in accordance with GAAP, and other extraordinary expenses not incurred in the ordinary course of such Fund’s business) to 1.10% (for the Investors Class) and 0.90% (for the Institutional Class) of average daily net assets until at least January 31, 2026. During the year ended September 30, 2025, the Adviser reduced its management fees of $35,253,935 from the Small Cap Fund by $1,030,661 and reimbursed other operating expenses of $2,908,176 under this arrangement. In addition, if at any point during the 24 months following the date that the Adviser reduced its management fees and/or made expense reimbursements, it becomes unnecessary for the Adviser to reduce its management fees or make expense reimbursements, the Adviser may recapture any of its prior management fee reductions or expense reimbursements to the extent such recapture does not cause the Fund’s total annual operating expenses to exceed the applicable expense limitation that was in effect
38
CONESTOGA
FUNDS
NOTES TO FINANCIAL STATEMENTS (Continued)
at the time of the management fee reduction or expense reimbursement. As of September 30, 2025, the Adviser may seek recovery of management fee reductions and expense reimbursements no later than the dates as stated below:
|
|
September
30, |
September
30, |
Total |
|||||||||
|
Small Cap Fund |
$ | 3,942,587 | $ | 3,938,837 | $ | 7,881,424 | ||||||
During the year ended September 30, 2025, the Adviser did not recover any previous management fee reductions or expense reimbursements from the Small Cap Fund.
The SMid Cap Fund has entered into an Investment Advisory Agreement with the Adviser to provide supervision and assistance in overall management services to the SMid Cap Fund. For these services, the SMid Cap Fund pays the Adviser a management fee, calculated daily and paid monthly, equal to an annual rate of 0.85% of its average daily net assets. The Adviser has contractually agreed to limit the SMid Cap Fund’s net annual operating expenses (excluding interest, taxes, brokerage commissions, other expenditures that are capitalized in accordance with GAAP, and other extraordinary expenses not incurred in the ordinary course of such Fund’s business) to 1.10% (for the Investors Class) and 0.85% (for the Institutional Class) of average daily net assets until at least January 31, 2026. During the year ended September 30, 2025, the Adviser reduced its management fees of $5,835,350 from the SMid Cap Fund by $618,852 and reimbursed other operating expenses of $395,200 under this arrangement. In addition, if at any point during the 24 months following the date that the Adviser reduced its management fees and/or made expense reimbursements, it becomes unnecessary for the Adviser to reduce its management fees or make expense reimbursements, the Adviser may recapture any of its prior management fee reductions or expense reimbursements to the extent such recapture does not cause the Fund’s total annual operating expenses to exceed the current expense limitation or the applicable expense limitation that was in effect at the time of the management fee reduction or expense reimbursement. As of September 30, 2025, the Adviser may seek recovery of management fee reductions and expense reimbursements no later than the dates as stated below:
|
|
September
30, |
September
30, |
Total |
|||||||||
|
SMid Cap Fund |
$ | 921,323 | $ | 1,014,052 | $ | 1,935,375 | ||||||
During the year ended September 30, 2025, the Adviser did not recover any previous management fee reductions or expense reimbursements from the SMid Cap Fund.
39
CONESTOGA
FUNDS
NOTES TO FINANCIAL STATEMENTS (Continued)
The Mid Cap Fund has entered into an Investment Advisory Agreement with the Adviser to provide supervision and assistance in overall management services to the Mid Cap Fund. For these services, the Mid Cap Fund pays the Adviser a management fee, calculated daily and paid monthly, equal to an annual rate of 0.80% of its average daily net assets. The Adviser has contractually agreed to limit the Mid Cap Fund’s net annual operating expenses (excluding interest, taxes, brokerage commissions, other expenditures that are capitalized in accordance with GAAP, and other extraordinary expenses not incurred in the ordinary course of such Fund’s business) to 1.05% (for the Investors Class) and 0.80% (for the Institutional Class) of average daily net assets until at least January 31, 2026. During the year ended September 30, 2025, the Adviser did not collect any of its management fees of $25,304 from the Mid Cap Fund and reimbursed other operating expenses of $263,657 under this arrangement. In addition, if at any point during the 24 months following the date that the Adviser reduced its management fees and/or made expense reimbursements, it becomes unnecessary for the Adviser to reduce its management fees or make expense reimbursements, the Adviser may recapture any of its prior management fee reductions or expense reimbursements to the extent such recapture does not cause the Fund’s total annual operating expenses to exceed the current expense limitation or the applicable expense limitation that was in effect at the time of the management fee reduction or expense reimbursement. As of September 30, 2025, the Adviser may seek recovery of management fee reductions and expense reimbursements no later than the dates as stated below:
|
|
September
30, |
September
30, |
Total |
|||||||||
|
Mid Cap Fund |
$ | 244,391 | $ | 288,961 | $ | 533,352 | ||||||
During the year ended September 30, 2025, the Adviser did not recover any previous management fee reductions or expense reimbursements from the Mid Cap Fund.
The Discovery Fund has entered into an Investment Advisory Agreement with the Adviser to provide supervision and assistance in overall management services to the Discovery Fund. For these services, the Discovery Fund pays the Adviser a management fee, calculated daily and paid monthly, equal to an annual rate of 1.00% of its average daily net assets. The Adviser has contractually agreed to limit the Discovery Fund’s net annual operating expenses (excluding interest, taxes, brokerage commissions, other expenditures that are capitalized in accordance with GAAP, and other extraordinary expenses not incurred in the ordinary course of such Fund’s business) to 1.50% (for the Investors Class) and 1.25% (for the Institutional Class) of average daily net assets until at least January 31, 2026. During the year ended September 30, 2025, the Adviser did not collect any of its management fees of $46,096 from the Discovery Fund and reimbursed other operating expenses of $231,122 under this arrangement. In addition, if at any point during the 24 months following the date that the Adviser reduced its management fees and/or made expense reimbursements, it becomes unnecessary for the Adviser to reduce
40
CONESTOGA
FUNDS
NOTES TO FINANCIAL STATEMENTS (Continued)
its management fees or make expense reimbursements, the Adviser may recapture any of its prior management fee reductions or expense reimbursements to the extent such recapture does not cause the Fund’s total annual operating expenses to exceed the current expense limitation or the applicable expense limitation that was in effect at the time of the management fee reduction or expense reimbursement. As of September 30, 2025, the Adviser may seek recovery of management fee reductions and expense reimbursements no later than the date as stated below:
|
|
September
30, |
September
30, |
Total |
|||||||||
|
Discovery Fund |
$ | 246,272 | $ | 277,218 | $ | 523,490 | ||||||
During the year ended September 30, 2025, the Adviser did not recover any previous management fee reductions or expense reimbursements from the Discovery Fund.
DISTRIBUTION AND SHAREHOLDER SERVICING PLANS
The Trust, on behalf of each Fund, has adopted a distribution plan (the “Distribution Plan”), pursuant to Rule 12b-1 under the 1940 Act, which permits each Fund to pay certain expenses associated with the distribution of Investors Class shares, including, but not limited to, advertising, printing of prospectuses and reports for other than existing shareholders, preparation and distribution of advertising material and sales literature, and payments to dealers and shareholder servicing agents who enter into agreements with the Funds. The Distribution Plan provides that each Fund may reimburse the Distributor (hereinafter defined) for distribution expenses in an amount not exceeding, on an annual basis, 0.25% of the average daily net assets allocable to Investors Class shares. During the year ended September 30, 2025, Investors Class shares of the Small Cap Fund, SMid Cap Fund, Mid Cap Fund and Discovery Fund incurred fees of $1,588,099, $95,101, $1,279, and $5,303, respectively, under the Distribution Plan.
The Trust, on behalf of each Fund, has adopted a Shareholder Servicing Plan under which each Fund may enter into agreements with various shareholder servicing agents, including financial institutions and securities brokers. Each Fund may pay shareholder servicing fees in an amount not exceeding, on an annual basis, 0.10% of the average daily net assets allocable to the Institutional Class shares and 0.25% of the average daily net assets allocable to the Investors Class shares. The Board has approved a limitation on the shareholder servicing fees of 0.05% of the average daily net assets attributable to Investors Class shares that will continue through at least September 30, 2026. During the year ended September 30, 2025, the Funds incurred the following fees under the Shareholder Servicing Plan:
|
|
Small Cap Fund |
SMid Cap Fund |
Mid Cap Fund |
Discovery Fund |
||||||||||||
|
Institutional Class shares |
$ | 1,889,633 | $ | 317,024 | $ | 2,651 | $ | 2,488 | ||||||||
|
Investors Class shares |
$ | 317,625 | $ | 19,021 | $ | 256 | $ | 1,061 | ||||||||
41
CONESTOGA
FUNDS
NOTES TO FINANCIAL STATEMENTS (Continued)
OTHER SERVICE PROVIDERS
Ultimus Fund Solutions, LLC (“Ultimus”) provides fund accounting, transfer agency and certain administration services to the Funds. Each Fund pays Ultimus fees in accordance with the agreements for such services. In addition, each Fund pays out-of-pocket expenses including, but not limited to, postage, supplies and costs related to the pricing of its portfolio securities.
Under the terms of a Distribution Agreement with the Trust, Ultimus Fund Distributors, LLC (the “Distributor”) serves as the principal underwriter to each Fund. The Distributor is a wholly-owned subsidiary of Ultimus.
Certain officers of the Trust are also officers of Ultimus and/or the Distributor. An employee of Ultimus serves as the Trust’s Anti-Money Laundering Officer.
TRUSTEE COMPENSATION
Trustees affiliated with the Adviser are not compensated by the Trust for their services. Effective January 1, 2025, each Trustee who is not an “interested person” of the Trust as defined in Section 2(a)(19) under the 1940 Act (“Independent Trustee”) receives a quarterly retainer of $17,750, $5,000 per quarterly and special in-person meeting, and $2,500 per special telephonic meeting. The Lead Independent Trustee receives an additional annual retainer of $36,400, and the Chair of the Audit Committee receives an additional annual retainer of $30,340, for their respective leadership roles. From January 1, 2024 through December 31, 2024, each Independent Trustee received a quarterly retainer of $15,625, $5,000 per quarterly and special in-person meeting, and $2,500 per special telephonic meeting. The Lead Independent Trustee received an additional annual retainer of $33,000, and the Chair of the Audit Committee received an additional annual retainer of $27,500, for their respective leadership roles. Each Fund pays its proportionate share of such fees.
PRINCIPAL HOLDERS OF FUND SHARES
As of September 30, 2025, the following shareholders owned of record 25% or more of the outstanding shares of each Fund:
|
NAME OF RECORD OWNERS |
% Ownership |
|
Conestoga Small Cap Fund |
|
|
Charles Schwab & Company, Inc. (for the benefit of its customers) |
33% |
|
National Financial Services, LLC (for the benefit of its customers) |
26% |
|
Conestoga SMid Cap Fund |
|
|
National Financial Services, LLC (for the benefit of its customers) |
62% |
|
Conestoga Mid Cap Fund |
|
|
Dominion Carolina Gas Transmission, LLC (for the benefit of its customers) |
43% |
|
Conestoga Discovery Fund |
|
|
RBC Capital Markets, LLC (for the benefit of its customers) |
42% |
42
CONESTOGA
FUNDS
NOTES TO FINANCIAL STATEMENTS (Continued)
A beneficial owner of 25% or more of a Fund’s outstanding shares may be considered a controlling person. That shareholder’s vote could have a more significant effect on matters presented at a shareholders’ meeting.
5. Affiliated Issuers
A company is considered an affiliate of a Fund under the 1940 Act if the Fund’s holdings in that company represent 5% or more of the outstanding voting shares of the company. The industry and percentage of net assets for these holdings can be found on the Small Cap Fund’s Schedule of Investments. Further information on these holdings for the year ended September 30, 2025 appears below:
|
|
Digi
|
LeMaitre
|
Mesa
|
|||||||||
|
Percentage of Outstanding Voting Shares Owned |
6.46 | % | 4.96 | % | 5.08 | % | ||||||
|
Shares at Beginning of Year |
2,276,606 | 1,420,521 | 363,985 | |||||||||
|
Shares Purchased During the Year |
270,000 | 20,000 | 50,000 | |||||||||
|
Shares Sold During the Year |
(147,052 | ) | (318,350 | ) | (134,475 | ) | ||||||
|
Shares at End of Year |
2,399,554 | 1,122,171 | 279,510 | |||||||||
|
Market Value at Beginning of Year |
$ | 62,674,963 | $ | 131,952,196 | $ | 47,267,092 | ||||||
|
Cost of Purchases During the Year |
8,196,020 | 1,749,982 | 6,612,413 | |||||||||
|
Cost of Sales During the Year |
(5,583,161 | ) | (16,169,777 | ) | (19,817,862 | ) | ||||||
|
Change in Unrealized Appreciation (Depreciation) |
22,199,917 | (19,331,217 | ) | (15,331,678 | ) | |||||||
|
Market Value at End of Year |
$ | 87,487,739 | $ | 98,201,184 | $ | 18,729,965 | ||||||
|
Net Realized Gains (Losses) During the Year |
$ | (954,069 | ) | $ | 13,838,276 | $ | (10,691,048 | ) | ||||
|
Dividend Income Earned During the Year |
$ | — | $ | 870,801 | $ | 259,000 | ||||||
|
|
Simulations
Plus, |
Stevanato
Group |
Transcat, Inc. |
|||||||||
|
Percentage of Outstanding Voting Shares Owned |
0.00 | % | 9.51 | % | 7.04 | % | ||||||
|
Shares at Beginning of Year |
1,266,380 | 4,326,581 | 643,499 | |||||||||
|
Shares Purchased During the Year |
559,304 | 515,000 | 125,000 | |||||||||
|
Shares Sold During the Year |
(1,825,684 | ) | (123,550 | ) | (112,400 | ) | ||||||
|
Shares at End of Year |
— | 4,718,031 | 656,099 | |||||||||
|
Market Value at Beginning of Year |
$ | 40,549,488 | $ | 86,531,620 | $ | 77,715,374 | ||||||
|
Cost of Purchases During the Year |
17,738,346 | 9,881,294 | 9,217,228 | |||||||||
|
Cost of Sales During the Year |
(78,159,226 | ) | (3,794,488 | ) | (13,502,630 | ) | ||||||
|
Change in Unrealized Appreciation (Depreciation) |
19,871,392 | 28,870,872 | (25,403,525 | ) | ||||||||
|
Market Value at End of Year |
$ | — | $ | 121,489,298 | $ | 48,026,447 | ||||||
|
Net Realized Losses During the Year |
$ | (48,895,015 | ) | $ | (1,405,705 | ) | $ | (4,867,451 | ) | |||
|
Dividend Income Earned During the Year |
$ | — | $ | 283,957 | $ | — | ||||||
43
CONESTOGA
FUNDS
NOTES TO FINANCIAL STATEMENTS (Continued)
|
|
|
|
Total |
|||||||||
|
Market Value at Beginning of Year |
$ | 446,690,733 | ||||||||||
|
Cost of Purchases During the Year |
53,395,283 | |||||||||||
|
Cost of Sales During the Year |
(137,027,144 | ) | ||||||||||
|
Change in Unrealized Appreciation (Depreciation) |
10,875,761 | |||||||||||
|
Market Value at End of Year (with LeMaitre Vascular, Inc.) |
$ | 373,934,633 | ||||||||||
|
Market Value at End of Year (without LeMaitre Vascular, Inc.) |
$ | 275,733,449 | ||||||||||
|
Net Realized Losses During the Year |
$ | (52,975,012 | ) | |||||||||
|
Dividend Income Earned During the Year |
$ | 1,413,758 | ||||||||||
|
* |
At September 30, 2025, the company was no longer defined as an affiliate, although it was an affiliate company during the Small Cap Fund’s fiscal year. |
|
** |
As of September 30, 2025, the company was no longer held by the Small Cap Fund. |
6. Capital Share Activity
The following table summarizes the capital share activity in Institutional Class shares of the Small Cap Fund:
|
|
For
the Year Ended |
For
the Year Ended |
||||||||||||||
|
|
Shares |
Value |
Shares |
Value |
||||||||||||
|
Issued |
7,772,736 | $ | 593,921,486 | 12,010,702 | $ | 859,013,339 | ||||||||||
|
Reinvested |
— | — | 280,347 | 19,097,244 | ||||||||||||
|
Redeemed |
(11,985,467 | ) | (902,011,103 | ) | (9,413,215 | ) | (673,945,503 | ) | ||||||||
|
Total |
(4,212,731 | ) | $ | (308,089,617 | ) | 2,877,834 | $ | 204,165,080 | ||||||||
The following table summarizes the capital share activity in Investors Class shares of the Small Cap Fund:
|
|
For
the Year Ended |
For
the Year Ended |
||||||||||||||
|
|
Shares |
Value |
Shares |
Value |
||||||||||||
|
Issued |
906,470 | $ | 66,801,087 | 1,797,536 | $ | 125,175,867 | ||||||||||
|
Reinvested |
— | — | 83,608 | 5,572,497 | ||||||||||||
|
Redeemed |
(4,055,914 | ) | (305,256,348 | ) | (2,534,382 | ) | (176,094,660 | ) | ||||||||
|
Total |
(3,149,444 | ) | $ | (238,455,261 | ) | (653,238 | ) | $ | (45,346,296 | ) | ||||||
44
CONESTOGA
FUNDS
NOTES TO FINANCIAL STATEMENTS (Continued)
The following table summarizes the capital share activity in Institutional Class shares of the SMid Cap Fund:
|
|
For
the Year Ended |
For
the Year Ended |
||||||||||||||
|
|
Shares |
Value |
Shares |
Value |
||||||||||||
|
Issued |
2,526,167 | $ | 65,600,475 | 14,669,278 | $ | 353,429,905 | ||||||||||
|
Redeemed |
(6,214,846 | ) | (161,305,673 | ) | (4,053,808 | ) | (96,004,772 | ) | ||||||||
|
Total |
(3,688,679 | ) | $ | (95,705,198 | ) | 10,615,470 | $ | 257,425,133 | ||||||||
The following table summarizes the capital share activity in Investors Class shares of the SMid Cap Fund:
|
|
For
the Year Ended |
For
the Year Ended |
||||||||||||||
|
|
Shares |
Value |
Shares |
Value |
||||||||||||
|
Issued |
95,394 | $ | 2,438,447 | 151,112 | $ | 3,483,376 | ||||||||||
|
Redeemed |
(411,657 | ) | (10,229,846 | ) | (588,015 | ) | (13,518,396 | ) | ||||||||
|
Total |
(316,263 | ) | $ | (7,791,399 | ) | (436,903 | ) | $ | (10,035,020 | ) | ||||||
The following table summarizes the capital share activity in Institutional Class shares of the Mid Cap Fund:
|
|
For
the Year Ended |
For
the Year Ended |
||||||||||||||
|
|
Shares |
Value |
Shares |
Value |
||||||||||||
|
Issued |
30,079 | $ | 296,158 | 36,169 | $ | 322,307 | ||||||||||
|
Redeemed |
(2,288 | ) | (23,044 | ) | (2,712 | ) | (23,295 | ) | ||||||||
|
Total |
27,791 | $ | 273,114 | 33,457 | $ | 299,012 | ||||||||||
The following table summarizes the capital share activity in Investors Class shares of the Mid Cap Fund:
|
|
For
the Year Ended |
For
the Year Ended |
||||||||||||||
|
|
Shares |
Value |
Shares |
Value |
||||||||||||
|
Issued |
— | $ | — | 2,557 | $ | 23,250 | ||||||||||
|
Redeemed |
— | — | (3,770 | ) | (34,125 | ) | ||||||||||
|
Total |
— | $ | — | (1,213 | ) | $ | (10,875 | ) | ||||||||
45
CONESTOGA
FUNDS
NOTES TO FINANCIAL STATEMENTS (Continued)
The following table summarizes the capital share activity in Institutional Class shares of the Discovery Fund:
|
|
For
the Year Ended |
For
the Year Ended |
||||||||||||||
|
|
Shares |
Value |
Shares |
Value |
||||||||||||
|
Issued |
12,010 | $ | 94,622 | 12,169 | $ | 85,000 | ||||||||||
|
Redeemed |
(4,098 | ) | (34,514 | ) | (2,523 | ) | (16,200 | ) | ||||||||
|
Total |
7,912 | $ | 60,108 | 9,646 | $ | 68,800 | ||||||||||
The following table summarizes the capital share activity in Investors Class shares of the Discovery Fund:
|
|
For
the Year Ended |
For
the Year Ended |
||||||||||||||
|
|
Shares |
Value |
Shares |
Value |
||||||||||||
|
Issued |
18,339 | $ | 161,501 | 311,119 | $ | 2,182,550 | ||||||||||
|
Redeemed |
(53,636 | ) | (444,035 | ) | (48,200 | ) | (337,866 | ) | ||||||||
|
Total |
(35,297 | ) | $ | (282,534 | ) | 262,919 | $ | 1,844,684 | ||||||||
7. Industry Risk
If a Fund has significant investments in the securities of issuers within a particular industry, any development affecting that industry will have a greater impact on the value of the net assets of the Fund than would be the case if the Fund did not have significant investments in that industry. In addition, this may increase the risk of loss in the Fund and increase the volatility of the Fund’s NAV per share. Occasionally, market conditions, regulatory changes or other developments may negatively impact a particular industry. Under the Russell ICB Industry and Sector classification, equity companies are categorized within 11 industries and 45 sectors and 171 subsectors. As of September 30, 2025, the Funds had a significant value of their net assets invested in stocks within the Russell ICB industries as follows:
|
Fund |
Russell ICB Industry |
% Net Assets |
|
Small Cap Fund |
Industrials |
38.8% |
|
Technology |
20.0% |
|
|
SMid Cap Fund |
Industrials |
37.7% |
|
Technology |
20.8% |
|
|
Mid Cap Fund |
Industrials |
30.9% |
|
Technology |
20.5% |
|
|
Discovery Fund |
Industrials |
33.6% |
|
Health Care |
23.5% |
46
CONESTOGA
FUNDS
NOTES TO FINANCIAL STATEMENTS (Continued)
The Funds consider companies to be “in the same industry” for purposes of industry concentration if the companies are categorized in the same Russell ICB subsector. None of the Funds concentrated their investments by investing more than 25% of their net assets in a single Russell ICB subsector.
8. Contingencies and Commitments
The Funds indemnify the Trust’s officers and Trustees for certain liabilities that might arise from the performance of their duties to the Funds. Additionally, in the normal course of business, the Funds enter into contracts that contain a variety of representations and warranties and that provide general indemnifications. The Funds’ maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.
9. Recent Market Risk
Certain local, regional or global events such as war, acts of terrorism, the spread of infectious illnesses and/or other public health issues, financial institution instability, trade disruption or other events may have a significant impact on a security or a Fund. These types of events and others like them may have adverse impacts on the worldwide economy, as well as the economies of individual countries, the financial health of individual companies and the market in general in significant and unforeseen ways. Some of the impacts noted in recent times include, but are not limited to, embargos, political actions, tariffs, supply chain disruptions, bank failures, restrictions to investment and/or monetary movement, including the forced selling of securities or the inability to participate in impacted markets. The duration of these events could adversely affect a Fund’s performance, the performance of the securities in which a Fund invests and may lead to losses on an investment. The ultimate impact of these events on the financial performance of a Fund’s investments is not reasonably estimable at this time. Management is actively monitoring these events.
10. Borrowing Costs
From time to time, the Funds may have an overdrawn cash balance at the custodian due to redemptions or market movements. When this occurs, the Funds will incur borrowing costs charged by UMB Bank, NA (the “Custodian”). Accordingly, during the year ended September 30, 2025, the Small Cap Fund and SMid Cap Fund incurred $7,336 and $4,144 of borrowing costs charged by the Custodian, respectively.
47
CONESTOGA
FUNDS
NOTES TO FINANCIAL STATEMENTS (Continued)
11. Subsequent Events
The Funds are required to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed as of the date of the Statements of Assets and Liabilities. For non-recognized subsequent events that must be disclosed to keep the financial statements from being misleading, the Funds are required to disclose the nature of the event as well as an estimate of its financial effect, or a statement that such an estimate cannot be made. Management has evaluated subsequent events through the issuance of these financial statements and has noted no such events except for the following:
On November 19, 2025, the Board determined to close and liquidate the Conestoga Mid Cap Fund (for this section, the “Fund”) at the recommendation of the Adviser. The Fund will be closed and liquidated on or about January 31, 2026. In connection with the pending liquidation, the Fund discontinued accepting orders for the purchase of Fund shares after the close of business on November 24, 2025. On or around the close of business on January 31, 2026, the Fund will distribute, pro rata, all of its assets in cash to its shareholders, and all outstanding shares will be redeemed and cancelled. Prior to that time, the proceeds from the liquidation of portfolio securities will be invested in cash equivalent securities or held in cash. During this time, the Fund may hold more cash, cash equivalents or other short-term investments than normal, which may prevent the Fund from meeting its stated investment objective.
48
CONESTOGA
FUNDS
Report of Independent Registered
Public Accounting Firm
To
the Shareholders and Board of Trustees of
Conestoga Funds
Opinion on the Financial Statements
We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of Conestoga Funds comprising Conestoga Small Cap Fund, Conestoga SMid Cap Fund, Conestoga Mid Cap Fund, and Conestoga Discovery Fund (the “Funds”) as of September 30, 2025, the related statements 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, the financial highlights for each of the three 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 each of the Funds as of September 30, 2025, the results of their operations for the year then ended, the changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the three years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
The Funds’ financial highlights for the years ended September 30, 2022, and prior, were audited by other auditors whose report dated November 21, 2022, expressed an unqualified opinion on those financial highlights.
Basis for Opinion
These financial statements are the responsibility of the Funds’ management. Our responsibility is to express an opinion on the Funds’ 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 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.
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 procedures included confirmation of securities owned as of September 30, 2025, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. Our audits also included evaluating the accounting
49
CONESTOGA
FUNDS
REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM (Continued)
principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
We have served as the Funds’ auditor since 2023.
COHEN
& COMPANY, LTD.
Philadelphia, Pennsylvania
November 25, 2025
50
CONESTOGA
FUNDS
Additional Information (Unaudited)
Changes in and/or Disagreements with Accountants
There were no changes in and/or disagreements with accountants during the period covered by this report.
Proxy Disclosures
Not applicable.
Remuneration Paid to Directors, Officers and Others
Refer to the financial statements included herein.
Statement Regarding Basis for Approval of Investment Advisory Agreement
Not applicable.
51
|
Interested Trustees
Robert
M. Mitchell, Chairman and
Independent Trustees
Nicholas
J. Kovich, Lead Independent Trustee
Investment Adviser
Conestoga
Capital Advisors, LLC
Dividend
Paying Agent,
Ultimus
Fund Solutions, LLC
Custodian
UMB
Bank, NA
Distributor
Ultimus
Fund Distributors, LLC |
Independent Registered Public Accounting Firm
Cohen
& Company, Ltd.
Legal Counsel
Faegre
Drinker Biddle & Reath LLP
Conestoga Funds’ Officers
Robert
M. Mitchell, Chairman and |
This report is provided for the general information of the shareholders of the Conestoga Small Cap, SMid Cap, Mid Cap and Discovery Funds. This report is not intended for distribution to prospective investors in the Funds, unless preceded or accompanied by an effective prospectus.
(b) Included in (a)
| Item 8. | Changes in and Disagreements with Accountants for Open-End Management Investment Companies. |
Not applicable
| Item 9. | Proxy Disclosures for Open-End Management Investment Companies. |
Not applicable
| Item 10. | Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies. |
Included under Item 7
| Item 11. | Statement Regarding Basis for Approval of Investment Advisory Contract. |
Not applicable
| Item 12. | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. |
Not applicable
| Item 13. | Portfolio Managers of Closed-End Management Investment Companies. |
Not applicable
| Item 14. | Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. |
Not applicable
| Item 15. | Submission of Matters to a Vote of Security Holders. |
The registrant has not adopted procedures by which shareholders may recommend nominees to the registrant’s board of trustees.
| Item 16. | Controls and Procedures. |
(a) Based on their evaluation of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) as of a date within 90 days of the filing date of this report, the registrant’s principal executive officer and principal financial officer have concluded that such disclosure controls and procedures are reasonably designed and are operating effectively to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to them by others within those entities, particularly during the period in which this report is being prepared, and that the information required in filings on Form N-CSR is recorded, processed, summarized, and reported on a timely basis.
(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.
| Item 17. | Disclosure of Securities Lending Activities for Closed-End Management Investment Companies. |
Not applicable
| Item 18. | Recovery of Erroneously Awarded Compensation. |
Not applicable
| Item 19. | Exhibits. |
File the exhibits listed below as part of this Form. Letter or number the exhibits in the sequence indicated.
(a)(2) Not applicable.
(a)(4) Not applicable.
(a)(5) Not applicable.
(b) Certifications required by Rule 30a-2(b) under the Act (17 CFR 270.30.a-2(b)): Attached hereto.
| Exhibit 99.CERT | Certifications required by Rule 30a-2(a) under the Act |
| Exhibit 99.906CERT | Certifications required by Rule 30a-2(b) under the Act |
| Exhibit 99.CODE ETH | Code of Ethics |
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) | Conestoga Funds | |||
| By (Signature and Title)* | /s/ Robert M. Mitchell. | |||
| Robert M. Mitchell, Chief Executive Officer | ||||
| Date | December 5, 2025 | |||
| 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/ Robert M. Mitchell | |||
| Robert M. Mitchell, Chief Executive Officer | ||||
| Date | December 5, 2025 | |||
| By (Signature and Title)* | /s/ Joseph F. Monahan | |||
| Joseph F. Monahan, Treasurer and Principal Accounting Officer | ||||
| Date | December 5, 2025 | |||
| * | Print the name and title of each signing officer under his or her signature. |