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 811-21290 |
Neiman Funds |
(Exact name of registrant as specified in charter) |
305 Spindrift Drive, Williamsville, NY 14221 |
(Address of principal executive offices) (Zip code) |
Daniel Neiman |
305 Spindrift Drive, Williamsville, NY 14221 |
(Name and address of agent for service) |
Registrant's telephone number, including area code: (858) 336-0832 |
Date of fiscal year end: March 31 |
Date of reporting period: March 31, 2025 |
Item 1. Reports to Stockholders.
TICKER:
Annual Shareholder Report
March 31, 2025
Class | Costs of a $10,000 Investment | Costs Paid as a Percentage of a $10,000 Investment |
---|---|---|
No-Load Shares | $ |
Management attributes the Fund's performance, in comparison to that of its benchmark, to a variety of factors. The Fund's portfolio is actively managed, meaning that stocks are added and/or removed based on management's decision if the stock fits management's value criteria. The difference between the Fund and the benchmark, the S&P 500 Index (the "Index"), is the Index is a passively managed basket of 500 different stocks. Many feel that the Index is a good indicator of the performance of the entire stock market in general. As a part of the Fund's risk mitigation strategy, investors should be aware that during market upswings, the Fund may underperform the benchmark. However, during market downturns the Fund typically outperforms the benchmark. The Fund will continue to hold high quality value stocks and the continued use of buying dividend paying companies with good balance sheets and strong cash flows even when value stocks are out of favor.
1 Year | 5 Year | 10 Year | |
---|---|---|---|
No-Load Shares |
|
|
|
S&P 500® Index |
Net Assets ($) | $ |
Number of Portfolio Holdings | |
Portfolio Turnover Rate (%) | |
Total Advisory Fees Paid (Net Waiver) ($) | $ |
1
Goldman Sachs Financial Square Government Fund Class I | |
Costco Wholesale Corp. | |
RTX Corporation | |
Apple Inc. | |
The Charles Schwab Corporation | |
Microsoft Corporation | |
Sempra Energy | |
Exxon Mobil Corp. | |
Philip Morris International, Inc. | |
CME Group Inc. |
(A) | Net Cash represents cash equivalents and liabilities in excess of other assets. |
This is a summary of certain changes to the Fund since March 31, 2024.
For additional information about the Fund, including its Prospectus, Statement of Additional Information, financial statements, holdings and proxy information, please visit https://www.neimanfunds.com/#Literature.
In order to reduce expenses, we will deliver a single copy of prospectuses, proxies, financial reports, and other communication to shareholders with the same residential address, provided they have the same last name or we reasonably believe them to be members of the same family. Unless we are notified otherwise, we will continue to send you only one copy of these materials for as long as you remain a shareholder of the Fund. If you would like to receive individual mailings, please call 1-877-385-2720 and we will begin sending you separate copies of these materials within 30 days after we receive your request.
2
TICKER:
Annual Shareholder Report
March 31, 2025
Class | Costs of a $10,000 Investment | Costs Paid as a Percentage of a $10,000 Investment |
---|---|---|
Class A | $ |
Management attributes the Fund's performance, in comparison to that of its benchmark, to a variety of factors. The Fund's portfolio is actively managed, meaning that stocks are added and/or removed based on management's decision if the stock fits management's value criteria. The difference between the Fund and the benchmark, the S&P 500 Index (the "Index"), is the Index is a passively managed basket of 500 different stocks. Many feel that the Index is a good indicator of the performance of the entire stock market in general. As a part of the Fund's risk mitigation strategy, investors should be aware that during market upswings, the Fund may underperform the benchmark. However, during market downturns the Fund typically outperforms the benchmark. The Fund will continue to hold high quality value stocks and the continued use of buying dividend paying companies with good balance sheets and strong cash flows even when value stocks are out of favor.
1 Year | 5 Year | 10 Year | |
---|---|---|---|
Class A (with sales charge) |
- |
|
|
Class A (without sales charge) |
|
|
|
S&P 500® Index |
|
|
|
Net Assets ($) | $ |
Number of Portfolio Holdings | |
Portfolio Turnover Rate (%) | |
Total Advisory Fees Paid (Net Waiver) ($) | $ |
1
Goldman Sachs Financial Square Government Fund Class I | |
Costco Wholesale Corp. | |
RTX Corporation | |
Apple Inc. | |
The Charles Schwab Corporation | |
Microsoft Corporation | |
Sempra Energy | |
Exxon Mobil Corp. | |
Philip Morris International, Inc. | |
CME Group Inc. |
(A) | Net Cash represents cash equivalents and liabilities in excess of other assets. |
This is a summary of certain changes to the Fund since March 31, 2024.
For additional information about the Fund, including its Prospectus, Statement of Additional Information, financial statements, holdings and proxy information, please visit https://www.neimanfunds.com/#Literature.
In order to reduce expenses, we will deliver a single copy of prospectuses, proxies, financial reports, and other communication to shareholders with the same residential address, provided they have the same last name or we reasonably believe them to be members of the same family. Unless we are notified otherwise, we will continue to send you only one copy of these materials for as long as you remain a shareholder of the Fund. If you would like to receive individual mailings, please call 1-877-385-2720 and we will begin sending you separate copies of these materials within 30 days after we receive your request.
2
Item 2. Code of Ethics. | ||||||||
The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer and the principal financial officer. The registrant has not made any amendments to its code of ethics during the covered period. The registrant has not granted any waivers from any provisions of the code of ethics during the covered period. A copy of the registrant’s Code of Ethics is filed herewith. | ||||||||
Item 3. Audit Committee Financial Expert. | ||||||||
The registrant’s Board of Trustees has determined that it does not have an audit committee financial expert serving on its audit committee. The registrant believes that the experience provided by each member of the audit committee together offers the registrant adequate oversight for the registrant’s level of financial complexity. | ||||||||
Item 4. Principal Accountant Fees and Services. | ||||||||
(a-d) The following table details the aggregate fees billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal accountant to the registrant. The principal accountant has provided no services to the adviser or any entity controlled by, or under common control with the adviser that provides ongoing services to the registrant. | ||||||||
FYE 3/31/2025 | FYE 3/31/2024 | |||||||
Audit Fees | $15,550 | $15,250 | ||||||
Audit-Related Fees | $0 | $0 | ||||||
Tax Fees | $3,000 | $3,000 | ||||||
All Other Fees | $750 | $750 | ||||||
Nature of Tax Fees: includes fees for services performed with respect to tax compliance. | ||||||||
All Other Fees: Review of Semi-Annual Financials. | ||||||||
(e) (1) The audit committee approves all audit and non-audit related services and, therefore, has not adopted preapproval 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) All of the principal accountant’s hours spent on auditing the registrant’s financial statements were attributed to work performed by full-time permanent employees of the principal accountant. | ||||||||
(g) The following table indicates the aggregate non-audit fees billed by the registrant’s principal
accountant for services to the registrant, the registrant’s investment adviser (not sub-adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant, for the last two years. | ||||||||
Non-Audit Fees | FYE 3/31/2025 | FYE 3/31/2024 | ||||||
Registrant | $3,750 | $3,750 | ||||||
Registrant’s Investment Adviser | $0 | $0 | ||||||
(h) The principal accountant provided no services to the investment adviser or any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant. | ||||||||
(i) Not applicable. | ||||||||
(j) Not applicable. | ||||||||
Item 5. Audit Committee of Listed Companies. | ||||||||
Not applicable. |
Item 6. Investments. | ||||||
Neiman Large Cap Value Fund | ||||||
Schedule of Investments | ||||||
March 31, 2025 | ||||||
Shares | Fair Value | % of Net Assets | ||||
COMMON STOCKS | ||||||
Aircraft Engines & Engine Parts | ||||||
11,400 | RTX Corporation | $ 1,510,044 | 4.27% | |||
Beverages | ||||||
13,700 | The Coca-Cola Company | 981,194 | 2.77% | |||
Electronic Computers | ||||||
6,500 | Apple Inc. | 1,443,845 | 4.08% | |||
Fire, Marine & Casualty Insurance | ||||||
1,300 | Berkshire Hathaway Inc. Class B * | 692,354 | 1.96% | |||
Gas & Other Services Combined | ||||||
15,700 | Sempra Energy | 1,120,352 | 3.17% | |||
Hospitals & Medical Service Plans | ||||||
1,600 | UnitedHealth Group, Inc. | 838,000 | 2.37% | |||
Metal Mining | ||||||
8,448 | Southern Copper Corporation | 789,550 | 2.23% | |||
Miscellaneous Industrial & Commercial Machinery & Equipment | ||||||
3,700 | Eaton Corporation PLC (Ireland) | 1,005,771 | 2.84% | |||
National Commercial Banks | ||||||
3,500 | JPMorgan Chase & Co. | 858,550 | ||||
5,000 | The PNC Financial Services Group, Inc. | 878,850 | ||||
1,737,400 | 4.91% | |||||
Petroleum Refining | ||||||
6,100 | Chevron Corporation | 1,020,469 | ||||
9,300 | Exxon Mobil Corp. | 1,106,049 | ||||
6,900 | Phillips 66 | 852,012 | ||||
4,900 | Valero Energy Corporation | 647,143 | ||||
3,625,673 | 10.25% | |||||
Pharmaceutical Preparations | ||||||
1,800 | AbbVie Inc. | 377,136 | ||||
5,900 | Johnson & Johnson | 978,456 | ||||
8,600 | Merck & Co. | 771,936 | ||||
2,127,528 | 6.01% | |||||
Radio & TV Broadcasting & Communications Equipment | ||||||
5,300 | QUALCOMM Incorporated | 814,133 | 2.30% | |||
Railroads, Line-Haul Operating | ||||||
3,400 | Union Pacific Corporation | 803,216 | 2.27% | |||
Retail - Variety Stores | ||||||
1,900 | Costco Wholesale Corp. | 1,796,982 | 5.08% | |||
Security & Commodity Brokers, Dealers, Exchanges & Services | ||||||
4,000 | CME Group Inc. | 1,061,160 | 3.00% | |||
Security Brokers, Dealers & Flotation Companies | ||||||
14,600 | The Charles Schwab Corporation | 1,142,888 | 3.23% | |||
Semiconductors & Related Devices | ||||||
3,200 | Analog Devices, Inc. | 645,344 | ||||
5,700 | Broadcom Inc. | 954,351 | ||||
7,000 | NVIDIA Corp. | 758,660 | ||||
3,800 | Texas Instruments Incorporated | 682,860 | ||||
3,041,215 | 8.60% | |||||
Services - Business Services, NEC | ||||||
2,700 | Accenture PLC Class A (Ireland) | 842,508 | 2.38% | |||
Services - Computer Processing & Data Preparation | ||||||
3,300 | Automatic Data Processing, Inc. | 1,008,249 | ||||
3,500 | Alphabet Inc. - Class A | 541,240 | ||||
1,400 | Meta Platforms, Inc. - Class A | 806,904 | ||||
2,356,393 | 6.66% | |||||
Services - Prepackaged Software | ||||||
3,000 | Microsoft Corporation | 1,126,170 | 3.18% | |||
Soap, Detergent, Cleaning Preparations, Perfumes, Cosmetics | ||||||
5,100 | Procter & Gamble Co. | 869,142 | 2.46% | |||
Special Industry Machinery, NEC | ||||||
13,500 | Lam Research Corporation | 981,450 | 2.77% | |||
Tobacco Products | ||||||
10,400 | Altria Group Inc. | 624,208 | ||||
6,700 | Philip Morris International, Inc. | 1,063,491 | ||||
1,687,699 | 4.77% | |||||
Total for Common Stocks (Cost $20,019,605) | 32,394,667 | 91.56% | ||||
REAL ESTATE INVESTMENT TRUSTS | ||||||
8,800 | Lamar Advertising Company - Class A | 1,001,264 | 2.83% | |||
Total for Real Estate Investment Trusts (Cost $671,415) | ||||||
MONEY MARKET FUNDS | ||||||
2,001,243 | Goldman Sachs Financial Square Government Fund | |||||
Class I 4.22% ** | 2,001,243 | 5.66% | ||||
Total for Money Market Funds (Cost $2,001,243) | ||||||
Total Investments | 35,397,174 | 100.05% | ||||
(Cost $22,692,263) | ||||||
Liabilities in Excess of Other Assets | (18,639) | -0.05% | ||||
Net Assets | $ 35,378,535 | 100.00% | ||||
* Non-Income Producing Security. | ||||||
** The rate shown represents the 7-day yield at March 31, 2025. | ||||||
The accompanying notes are an integral part of these financial statements. |
Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies. | ||
Neiman Large Cap Value Fund | ||
Statement of Assets and Liabilities | ||
March 31, 2025 | ||
Assets: | ||
Investments at Fair Value | $ 35,397,174 | |
(Cost $22,692,263) | ||
Prepaid Expenses | 12,976 | |
Receivables: | ||
Shareholder Purchases | 13,214 | |
Dividends | 58,832 | |
Total Assets | 35,482,196 | |
Liabilities: | ||
Due to Adviser | 44,246 | |
Payable for Shareholder Redemptions | 27,433 | |
Accrued Distribution and Service (12b-1) Fees | 707 | |
Accrued Compliance Officer Expense | 1,012 | |
Other Accrued Expenses | 30,263 | |
Total Liabilities | 103,661 | |
Net Assets | $ 35,378,535 | |
Net Assets Consist of: | ||
Paid In Capital | $ 22,830,362 | |
Total Distributable Earnings (Accumulated Deficit) | 12,548,173 | |
Net Assets | $ 35,378,535 | |
No-Load Shares | ||
Net Assets | $ 34,255,131 | |
Shares of Beneficial Interest Outstanding | ||
(Unlimited number of shares authorized without par value) | 1,096,713 | |
Net Asset Value, Maximum Offering Price and Redemption Price Per Share | $ 31.23 | |
Class A Shares | ||
Net Assets | $ 1,123,404 | |
Shares of Beneficial Interest Outstanding | ||
(Unlimited number of shares authorized without par value) | 35,967 | |
Net Asset Value and Redemption Price Per Share | $ 31.23 | |
Maximum Offering Price Per Share ($31.23/0.9425) * | $ 33.14 | |
* Reflects a maximum sales charge of 5.75%. | ||
The accompanying notes are an integral part of these financial statements. |
Neiman Large Cap Value Fund | |
Statement of Operations | |
For the fiscal year ended March 31, 2025 | |
Investment Income: | |
Dividends (Net of foreign withholding tax of $0) | $ 857,366 |
Total Investment Income | 857,366 |
Expenses: | |
Management Fees | 364,153 |
Transfer Agent Fees & Accounting Fees | 46,456 |
Distribution and Service (12b-1) Fees - Class A | 2,921 |
Administration Fees | 29,999 |
Registration Expense | 26,866 |
Audit Fees | 19,499 |
Legal Fees | 8,209 |
Custody Fees | 8,752 |
Insurance Expense | 854 |
Miscellaneous Expense | 14,093 |
Printing and Postage Expense | 4,113 |
Compliance Officer Expense | 4,000 |
Trustees Fees | 5,984 |
Total Expenses | 535,899 |
Less: Expense Waiver / Expense Reimbursement | (7,877) |
Net Expenses | 528,022 |
Net Investment Income (Loss) | 329,344 |
Net Realized and Unrealized Gain (Loss) on Investments & Options Written: | |
Net Realized Gain (Loss) on Investments | 506,290 |
Net Realized Gain (Loss) on Options Written | (71,455) |
Net Change In Unrealized Appreciation (Depreciation) on Investments | 887,679 |
Net Change In Unrealized Appreciation (Depreciation) on Options Written | 106,005 |
Net Realized and Unrealized Gain (Loss) on Investments | 1,428,519 |
Net Increase (Decrease) in Net Assets from Operations | $ 1,757,863 |
The accompanying notes are an integral part of these financial statements. |
Neiman Large Cap Value Fund | |||
Statements of Changes in Net Assets | |||
4/1/2024 | 4/1/2023 | ||
to | to | ||
3/31/2025 | 3/31/2024 | ||
From Operations: | |||
Net Investment Income (Loss) | $ 329,344 | $ 505,740 | |
Net Realized Gain (Loss) on Investments | 506,290 | (166,377) | |
Net Realized Gain (Loss) on Options Written | (71,455) | 13,919 | |
Net Change in Unrealized Appreciation (Depreciation) | |||
on Investments and Options Written | 993,684 | 4,217,891 | |
Net Increase (Decrease) in Net Assets from Operations | 1,757,863 | 4,571,173 | |
From Distributions to Shareholders: | |||
No-Load Shares | (393,206) | (435,068) | |
Class A Shares | (12,842) | (16,594) | |
Change in Net Assets from Distributions | (406,048) | (451,662) | |
From Capital Share Transactions: | |||
Proceeds From Sale of Shares | |||
No-Load Shares | 5,016,294 | 6,723,296 | |
Class A Shares | 58,253 | 44,032 | |
Shares Issued on Reinvestment of Dividends | |||
No-Load Shares | 392,152 | 434,059 | |
Class A Shares | 11,988 | 15,627 | |
Cost of Shares Redeemed | |||
No-Load Shares | (8,442,535) | (4,404,956) | |
Class A Shares | (155,151) | (392,204) | |
Net Increase (Decrease) from Shareholder Activity | (3,118,999) | 2,419,854 | |
Net Increase (Decrease) in Net Assets | (1,767,184) | 6,539,365 | |
Net Assets at Beginning of Year | 37,145,719 | 30,606,354 | |
Net Assets at End of Year | $ 35,378,535 | $ 37,145,719 | |
Share Transactions: | |||
Issued | |||
No-Load Shares | 159,842 | 247,616 | |
Class A Shares | 1,881 | 1,638 | |
Reinvested | |||
No-Load Shares | 12,531 | 15,856 | |
Class A Shares | 383 | 572 | |
Redeemed | |||
No-Load Shares | (273,790) | (163,234) | |
Class A Shares | (4,949) | (14,520) | |
Net Increase (Decrease) in Shares | (104,102) | 87,928 | |
The accompanying notes are an integral part of these financial statements. |
Neiman Large Cap Value Fund | |||||||||
Financial Highlights - No-Load Class | |||||||||
Selected data for a share outstanding | 4/1/2024 | 4/1/2023 | 4/1/2022 | 4/1/2021 | 4/1/2020 | ||||
throughout each year: | to | to | to | to | to | ||||
3/31/2025 | 3/31/2024 | 3/31/2023 | 3/31/2022 | 3/31/2021 | |||||
Net Asset Value - | |||||||||
Beginning of Year | $ 30.03 | $ 26.64 | $ 29.46 | $ 29.98 | $ 21.87 | ||||
Net Investment Income (Loss) (a) | 0.29 | 0.42 | 0.35 | 0.26 | 0.31 | ||||
Net Realized and Unrealized Gains (Losses) | |||||||||
on Investments and Options Written (b) | 1.25 | 3.35 | (2.21) | 4.37 | 8.13 | ||||
Total from Investment Operations | 1.54 | 3.77 | (1.86) | 4.63 | 8.44 | ||||
Distributions (From Net Investment Income) | (0.34) | (0.38) | (0.31) | (0.29) | (0.33) | ||||
Distributions (From Capital Gains) | - | - | (0.65) | (4.86) | - | ||||
Total Distributions | (0.34) | (0.38) | (0.96) | (5.15) | (0.33) | ||||
Net Asset Value - | |||||||||
End of Year | $ 31.23 | $ 30.03 | $ 26.64 | $ 29.46 | $ 29.98 | ||||
Total Return (c) | 5.14% | 14.29% | (6.15)% | 16.51% | 38.84% | ||||
Ratios/Supplemental Data | |||||||||
Net Assets - End of Year (Thousands) | $34,255 | $35,985 | $29,249 | $28,010 | $34,193 | ||||
Before Waiver/Reimbursement | |||||||||
Ratio of Expenses to Average Net Assets | 1.46% | 1.56% | 1.64% | 1.59% | 1.50% | ||||
Ratio of Net Investment Income (Loss) to | |||||||||
Average Net Assets | 0.92% | 1.46% | 1.11% | 0.73% | 1.18% | ||||
After Waiver/Reimbursement | |||||||||
Ratio of Expenses to Average Net Assets | 1.45% | 1.45% | 1.45% | 1.45% | 1.45% | ||||
Ratio of Net Investment Income (Loss) to | |||||||||
Average Net Assets | 0.93% | 1.56% | 1.30% | 0.87% | 1.23% | ||||
Portfolio Turnover Rate | 8.32% | 12.13% | 25.49% | 20.99% | 108.93% | ||||
(a) Based on Average Shares Outstanding. | |||||||||
(b) Realized and unrealized gains and losses per share in this caption are balancing amounts necessary to | |||||||||
reconcile the change in net asset value for the period, and may not reconcile with the aggregate gains and | |||||||||
losses in the Statement of Operations due to share transactions for the period. | |||||||||
(c) Total return represents the rate that the investor would have earned or lost on an investment in the Fund | |||||||||
assuming reinvestment of dividends and excludes the effects of applicable sales charges. | |||||||||
The accompanying notes are an integral part of these financial statements. |
Neiman Large Cap Value Fund | ||||||||||
Financial Highlights - Class A | ||||||||||
Selected data for a share outstanding | 4/1/2024 | 4/1/2023 | 4/1/2022 | 4/1/2021 | 4/1/2020 | |||||
throughout each year: | to | to | to | to | to | |||||
3/31/2025 | 3/31/2024 | 3/31/2023 | 3/31/2022 | 3/31/2021 | ||||||
Net Asset Value - | ||||||||||
Beginning of Year | $ 30.03 | $ 26.64 | $ 29.46 | $ 29.98 | $ 21.87 | |||||
Net Investment Income (Loss) (a) | 0.28 | 0.42 | 0.34 | 0.26 | 0.30 | |||||
Net Realized and Unrealized Gains (Losses) | ||||||||||
on Investments and Options Written (b) | 1.26 | 3.35 | (2.20) | 4.37 | 8.14 | |||||
Total from Investment Operations | 1.54 | 3.77 | (1.86) | 4.63 | 8.44 | |||||
Distributions (From Net Investment Income) | (0.34) | (0.38) | (0.31) | (0.29) | (0.33) | |||||
Distributions (From Capital Gains) | - | - | (0.65) | (4.86) | - | |||||
Total Distributions | (0.34) | (0.38) | (0.96) | (5.15) | (0.33) | |||||
Net Asset Value - | ||||||||||
End of Year | $ 31.23 | $ 30.03 | $ 26.64 | $ 29.46 | $ 29.98 | |||||
Total Return (c) | 5.14% | 14.29% | (6.15)% | 16.51% | 38.84% | |||||
Ratios/Supplemental Data | ||||||||||
Net Assets - End of Year (Thousands) | $ 1,123 | $ 1,161 | $ 1,358 | $ 1,581 | $ 1,674 | |||||
Before Waiver/Reimbursement | ||||||||||
Ratio of Expenses to Average Net Assets | 1.71% | 1.81% | 1.89% | 1.84% | 1.75% | |||||
Ratio of Net Investment Income (Loss) to | ||||||||||
Average Net Assets | 0.64% | 1.19% | 0.86% | 0.48% | 0.89% | |||||
After Waiver/Reimbursement | ||||||||||
Ratio of Expenses to Average Net Assets | 1.45% | 1.45% | 1.45% | 1.45% | 1.45% | |||||
Ratio of Net Investment Income (Loss) to | ||||||||||
Average Net Assets | 0.91% | 1.55% | 1.30% | 0.87% | 1.19% | |||||
Portfolio Turnover Rate | 8.32% | 12.13% | 25.49% | 20.99% | 108.93% | |||||
(a) Based on Average Shares Outstanding. | ||||||||||
(b) Realized and unrealized gains (losses) per share in this caption are balancing amounts necessary to | ||||||||||
reconcile the change in net asset value for the period, and may not reconcile with the aggregate gains and | ||||||||||
losses in the Statement of Operations due to share transactions for the period. | ||||||||||
(c) Total return represents the rate that the investor would have earned or lost on an investment in the Fund | ||||||||||
assuming reinvestment of dividends and excludes the effect of applicable sales charges. | ||||||||||
The accompanying notes are an integral part of these financial statements. |
NOTES TO THE FINANCIAL STATEMENTS | |||||||||
Neiman Large Cap Value Fund | |||||||||
March 31, 2025 | |||||||||
1.) ORGANIZATION | |||||||||
Neiman Large Cap Value Fund (the “Fund”) is a diversified series of the Neiman Funds
(the “Trust”), an open-end management investment company. The Trust was organized in Ohio as a business trust on January 3,
2003, and may offer shares of beneficial interest in a number of separate series; each series representing a distinct fund with its own
investment objectives and policies. As of March 31, 2025, there are seven series authorized by the Trust. Neiman Funds Management LLC
is the adviser to the Fund (the “Adviser”). The Fund currently offers No-Load Class shares and Class A shares. The Fund (No-Load
shares) commenced operations on April 1, 2003. Class A shares commenced operations on August 1, 2012. The classes differ principally in
their respective distribution expenses (see Note 5) and arrangements as well as their respective sales charge structure. All classes of
shares have identical rights to earnings, assets and voting privileges, except for class specific expenses and exclusive rights to vote
on matters affecting only individual classes. No-Load shares of the Fund are offered at net asset value without an initial sales charge.
Class A shares are subject to an initial maximum sales charge of 5.75% imposed at the time of purchase. The sales charge declines as the
amount purchased increases, in accordance with the Fund’s prospectus. The Fund’s investment objective is to seek long-term
capital appreciation. | |||||||||
2.) SIGNIFICANT ACCOUNTING POLICIES | |||||||||
The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services - Investment Companies. The financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). | |||||||||
The Fund is deemed to be an individual reporting segment and is not part of a consolidated reporting entity. The objective and strategy of the Fund is used by the investment manager to make investment decisions, and the results of the operations, as shown in the statements of operations and the financial highlights for the Fund is the information utilized for its day-to-day management. The Fund is party to the expense agreements as disclosed in the notes to the financial statements and resources are not allocated based on performance measurements. Due to the significance of oversight and its role, the Chief Investment Officer at the Adviser is deemed to be the Chief Operating Decision Maker. | |||||||||
The Fund follows the significant accounting policies described in this section. | |||||||||
SECURITY VALUATION | |||||||||
All investments in securities are recorded at their estimated fair value, as described in Note 3. | |||||||||
OPTION WRITING | |||||||||
When the Fund writes an option, an amount equal to the premium received by the Fund is recorded
as a liability and is subsequently adjusted to the current fair value of the written option. Premiums received from writing options that
expire unexercised are treated by the Fund on the expiration date as realized gains from written options. The difference between the premium
and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain;
or, if the premium is less than the amount paid for the closing purchase transaction, as a realized loss. If a call option is exercised,
the premium is added to the proceeds from the sale of the underlying security or currency in determining whether the Fund has realized
a gain or a loss. If a put option is exercised, the premium reduces the cost basis of the securities purchased by the Fund. The Fund,
as writer of an option, bears the market risk of an unfavorable change in the price of the security underlying the written option. For
additional information on option writing, see Note 9. | |||||||||
FEDERAL INCOME TAXES | |||||||||
The Fund’s policy is to continue to comply with the requirements of the Internal Revenue Code
that are applicable to regulated investment companies and to distribute all of its taxable income to shareholders. Therefore, no federal
income tax provision is required. It is the Fund’s policy to distribute annually, prior to the end of the calendar year, dividends
sufficient to satisfy excise tax requirements of the Internal Revenue Code. This Internal Revenue Code requirement may cause an excess
of distributions over the book year-end accumulated income. In addition, it is the Fund’s policy to distribute annually, after the
end of the fiscal year, any remaining net investment income and net realized capital gains. | |||||||||
The Fund recognizes the tax benefits of certain tax positions only where the position is “more
likely than not” to be sustained assuming examination by tax authorities. Management has analyzed the Fund’s tax positions,
and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns
filed for open tax years. The Fund identifies its major tax jurisdictions as U.S. Federal and State tax authorities; however the Fund
is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change
materially in the next twelve months. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income
tax expense on the Statement of Operations. During the fiscal year ended March 31, 2025, the Fund did not incur any interest or penalties. | |||||||||
DISTRIBUTIONS TO SHAREHOLDERS | |||||||||
Distributions to shareholders, which are determined in accordance with income tax regulations, are
recorded on the ex-dividend date. The treatment for financial reporting purposes of distributions made to shareholders during the year
from net investment income or net realized capital gains may differ from their ultimate treatment for federal income tax purposes. These
differences are caused primarily by differences in the timing of the recognition of certain components of income, expense, or realized
capital gain for federal income tax purposes. Where such differences are permanent in nature, they are reclassified in the components
of the net assets based on their ultimate characterization for federal income tax purposes. Any such reclassifications will have no effect
on net assets, results of operations, or net asset values per share of the Fund. | |||||||||
USE OF ESTIMATES | |||||||||
The financial statements are prepared in accordance with GAAP, which requires management to make
estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities
at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting
period. Actual results could differ from those estimates. | |||||||||
OTHER | |||||||||
The Fund records security transactions based on trade date. Dividend income is recognized on the
ex-dividend date, and interest income, if any, is recognized on an accrual basis. The Fund uses the specific identification method in
computing gain or loss on the sale of investment securities. Withholding taxes on foreign dividends have been provided for in accordance
with the Fund’s understanding of the applicable country’s tax rules and rates. | |||||||||
The Fund may invest in real estate investment trusts (“REITs”) that pay distributions
to their shareholders based on available funds from operations. It is common for these distributions to exceed the REITs’ taxable
earnings and profits resulting in the excess portion of such distribution to be designated as return of capital. Distributions received
from REITs are generally recorded as dividend income and, if necessary, are reclassified annually in accordance with tax information provided
by the underlying REITs. | |||||||||
EXPENSES | |||||||||
Expenses incurred by the Trust that do not relate to a specific fund of the Trust are allocated
prora-ta to the funds in the Trust based on the total number of funds in the Trust at the time the expense was incurred or by another
appropriate basis. Class specific expenses are borne by each specific class. Income, non-class specific expenses, and realized and unrealized
gains/losses are allocated to the respective classes based on the basis of relative net assets. | |||||||||
3.) SECURITIES VALUATIONS | |||||||||
The Fund utilizes various methods to measure the fair value of its investments on a recurring basis.
GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are: | |||||||||
Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities that the
Fund has the ability to access. | |||||||||
Level 2 - Observable inputs other than quoted prices included in level 1 that are observable for
the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive
market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data. | |||||||||
Level 3 - Unobservable inputs for the asset or liability, to the extent relevant observable inputs
are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset
or liability, and would be based on the best information available. | |||||||||
The availability of observable inputs can vary from security to security and is affected by a wide
variety of factors; including, for example, the type of security, whether the security is new and not yet established in the marketplace,
the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs
that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree
of judgment exercised in determining fair value is greatest for instruments categorized in level 3. | |||||||||
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 in its entirety. | |||||||||
FAIR VALUE MEASUREMENTS | |||||||||
A description of the valuation techniques applied to the Fund’s major categories of assets
and liabilities measured at fair value on a recurring basis follows. | |||||||||
Equity securities (common stocks, including
REITs). Equity securities generally are valued by using market quotations, but may be valued on the
basis of prices furnished by a pricing service when the Fund believes such prices accurately reflect the fair value of such securities.
Securities that are traded on any stock exchange or on the NASDAQ over-the-counter market are generally valued by the pricing service
at the last quoted sale price. Lacking a last sale price, an equity security is generally valued by the pricing service at its last bid
price. Generally, if the security is traded in an active market and is valued at the last sale price, the security is categorized as a
level 1 security, and if an equity security is valued by the pricing service at its last bid price, it is generally categorized as a level
2 security. If market prices are not available or, in the opinion of Fund management including as informed by the Adviser's opinion, market
prices do not reflect fair value, or if an event occurs after the close of trading (but prior to the time the NAV is calculated) that
materially affects fair value, the Fund through the Adviser may value the Fund’s assets at their fair value according to policies
approved by the Fund’s Board. Such securities are categorized in level 2 or level 3, when appropriate. | |||||||||
Money market funds. Money
market funds are valued at net asset value provided by the fund and are classified in level 1 of the fair value hierarchy. | |||||||||
Short positions (including options
written). Short positions that are traded on any exchange or on the NASDAQ over-the-counter market
are valued at the last quoted sale price. To the extent these short positions are actively traded and valuation adjustments are not applied,
they are classified in level 1 of the fair value hierarchy. Lacking a last sale price, a short position, including an option written,
is valued at its last ask price except when, in the Adviser’s opinion, the last ask price does not accurately reflect the current
value of the short position. When an ask price is used for valuation or when the security is not actively traded, those securities are
generally categorized in level 2 of the fair value hierarchy. | |||||||||
The following table summarizes the inputs used to value the Fund’s assets and liabilities
measured at fair value as of March 31, 2025: | |||||||||
Valuation Input of Assets | Level 1 | Level 2 | Level 3 | Total | |||||
Common Stocks | $ 32,394,667 | $ - | $ - | $ 32,394,667 | |||||
Real Estate Investment Trusts | 1,001,264 | - | - | 1,001,264 | |||||
Money Market Funds | 2,001,243 | - | - | 2,001,243 | |||||
Total | $ 35,397,174 | $ - | $ - | $ 35,397,174 | |||||
Refer to the Fund’s Schedule of Investments for a listing of securities by industry. The Fund
did not hold any Level 3 assets or liabilities during the fiscal year ended March 31, 2025. | |||||||||
4.) INVESTMENT ADVISORY AGREEMENT | |||||||||
The Trust, on behalf of the Fund, has entered into an Investment Advisory Agreement with Neiman
Funds Management LLC. Under the terms of the Investment Advisory Agreement, the Adviser manages the investment portfolio of the Fund,
subject to policies adopted by the Trust’s Board of Trustees. Under the Investment Advisory Agreement, the Adviser, at its own expense
and without reimbursement from the Trust, furnishes office space and all necessary office facilities, equipment and executive personnel
necessary for managing the assets of the Fund. The Adviser also pays the salaries and fees of all of its officers and employees that serve
as officers and trustees of the Trust. | |||||||||
The Adviser earns an annual management fee of 1.00% of the Fund’s average daily net assets.
For the fiscal year ended March 31, 2025, the Adviser earned management fees totaling $364,153 before the waiver of management fees and
reimbursement of expenses described below. The Adviser has contractually agreed to waive management fees and reimburse expenses, without
recoupment, to the extent necessary to maintain total annual operating expenses of the Fund (excluding brokerage fees and commissions,
interest and other borrowing expenses, taxes, indirect expenses (such as expenses of other investment companies in which the Fund invests)
and extraordinary expenses) at 1.45% of its average daily net assets for No-Load Class shares and at 1.45% of its average daily net assets
for Class A shares through July 31, 2025. The fee waiver will automatically terminate on July 31, 2025, unless it is renewed by the Adviser.
The Adviser may not terminate the fee waiver or expense reimbursement before July 31, 2025. | |||||||||
For the fiscal year ended March 31, 2025, the Adviser waived fees and/or reimbursed expenses in
the amounts of $4,787 and $3,090 with no recapture provision for No Load and Class A, respectively. The Fund owed the Adviser $44,246
at March 31, 2025. Certain officers and directors of the Adviser are also officers and/or Trustees of the Trust. | |||||||||
5.) DISTRIBUTION AND SHAREHOLDER SERVICING PLAN | |||||||||
The Trust, with respect to the Fund, has adopted a plan pursuant to Rule 12b-1 under the 1940 Act
(the “Plan”) that allows the Fund to pay distribution and other fees (“12b-1 fees”) for the sale and distribution
of the Fund’s Class A shares and for services provided to shareholders by Arbor Court Capital LLC (the “Distributor”)
or the Adviser. The Plan permits the Fund to pay the Distributor and the Adviser 12b-1 fees as compensation for their services and expenses
in connection with the distribution of Fund shares. The Distributor must approve all payments made under the Plan and may pay any or all
amounts received under the Plan to other persons, including the Adviser, for distribution, promotional or shareholder support services.
Up to 0.25% of the 12b-1 fee may be used as a shareholder servicing fee. The Class A shares pay an annual 12b-1 fee equal to 0.25% of
its average daily net assets. During the fiscal year ended March 31, 2025, there was $2,921 of 12b-1 fees incurred by Class A shares.
As of March 31, 2025, the Fund had an accrued liability of $707 which represents 12b-1 fees accrued and available for payment for qualified
expenses under the Plan. | |||||||||
6.) RELATED PARTY TRANSACTIONS | |||||||||
During the fiscal year ended March 31, 2025, certain owners of the Adviser earned financial benefits
from the sale of Fund shares through Peak Brokerage Services, LLC (“Peak”), a FINRA registered broker/dealer. During the fiscal
year ended March 31, 2025, Peak earned $1,934 from the sale of the Fund’s Class A shares, a portion of which was paid to owners
of the Adviser. Additionally, during the fiscal year ended March 31, 2025, Peak earned $1,786 associated with trailing commissions of
the Fund’s Class A, which are paid from available class specific accrued 12b-1 fees. A portion of these fees were paid to owners
of the Adviser. | |||||||||
Also, Daniel Neiman, in his role as Chief Compliance Officer of the Fund, received $4,000 for his
services during the fiscal year ended March 31, 2025. Mr. Neiman is a control person of the Adviser and President of the Trust. The Fund
owed the Chief Compliance Officer $1,012 at March 31, 2025. | |||||||||
7.) PURCHASES AND SALES OF SECURITIES | |||||||||
For the fiscal year ended March 31, 2025, purchases and sales of investment securities other than
U.S. Government obligations and short-term investments aggregated $2,902,675 and $5,783,310, respectively. Purchases and sales of U.S.
Government obligations aggregated $0 and $0, respectively. | |||||||||
8.) CONTROL OWNERSHIP | |||||||||
The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities
of a fund creates a presumption of control of the Fund, under Section 2(a)(9) of the 1940 Act. As of March 31, 2025, National Financial
Services LLC located at 200 Liberty Street, New York, New York, for the benefit of its customers, owned, in the aggregate, 76.87% of the
Fund between the No Load Class and Class A, and therefore may be deemed to control the Fund. | |||||||||
9.) WRITTEN OPTIONS | |||||||||
As of March 31, 2025, there were no portfolio securities held by the Fund as collateral for options
written by the Fund. | |||||||||
For the fiscal year ended March 31, 2025, the total amount of options written, as presented in the
table below, is representative of the volume of activity for these derivative types during the period: | |||||||||
Number of Contracts | Premiums Received | ||||||||
Options Outstanding at March 31, 2024 | 132 | $43,398 | |||||||
Options Written | 0 | $0 | |||||||
Options Terminated in Closing Purchase Transactions | (132) | ($43,398) | |||||||
Options Expired | 0 | $0 | |||||||
Options Outstanding at March 31, 2025 | 0 | $0 | |||||||
The location on the Statement of Assets and Liabilities of the Fund’s derivative positions,
which are not accounted for as hedging instruments under GAAP, is as follows: | |||||||||
Liability | |||||||||
Covered Call | Derivatives | ||||||||
Options Written | $0 | ||||||||
Realized and unrealized gains and losses on derivatives contracts entered into during the fiscal
year ended March 31, 2025, by the Fund are recorded in the following locations in the Statement of Operations: | |||||||||
Realized | Unrealized | ||||||||
Location | Gain (Loss) | Location | Gain (Loss) | ||||||
Covered | Net Realized Gain | Net Change in Unrealized | |||||||
Call Options | (Loss) on Options | ($71,455) | Appreciation (Depreciation) | $106,005 | |||||
Written | Written | on Options Written | |||||||
The Fund’s use of options written exposes it to equity risk. In addition, the selling of covered
call options may be used by the Fund to reduce volatility of the Fund because the premiums received from selling the options will reduce
any losses on the underlying securities, but only by the amount of the premiums. However, selling the options may also limit the Fund’s
gain on the underlying securities. Call options written expose the Fund to minimal counterparty risk since they are exchange-traded and
the exchange’s clearing house guarantees the options against default. | |||||||||
During the fiscal year ended March 31, 2025, the Fund was not subject to any master netting arrangements. | |||||||||
Effective July 31, 2024, the Fund no longer engages in writing covered call options. | |||||||||
10.) TAX MATTERS | |||||||||
For Federal income tax purposes, the cost of investments owned at March 31, 2025, was $22,731,791. | |||||||||
At March 31, 2025, the composition of gross unrealized appreciation (the excess of value over tax
cost) and depreciation (the excess of tax cost over value) of investments on a tax basis was as follows: | |||||||||
Appreciation | Depreciation | Net Appreciation (Depreciation) | |||||||
$12,809,340 | ($143,957) | $12,665,383 | |||||||
The tax character of distributions for the No-Load Class was as follows: |
|||||||||
Year Ended | Year Ended | ||||||||
March 31, 2025 | March 31, 2024 | ||||||||
Ordinary Income: | $ 393,206 | $ 435,068 | |||||||
Long-term Capital Gain: | - | - | |||||||
$ 393,206 | $ 435,068 | ||||||||
The tax character of distributions for the Class A was as follows: | |||||||||
Year Ended | Year Ended | ||||||||
March 31, 2025 | March 31, 2024 | ||||||||
Ordinary Income: | $ 12,842 | $ 16,594 | |||||||
Long-term Capital Gain: | - | - | |||||||
$ 12,842 | $ 16,594 | ||||||||
As of March 31, 2025, the components of distributable earnings (accumulated deficit) on a tax basis
were as follows: | |||||||||
Undistributed Ordinary Income | $ 115,600 | ||||||||
Other Accumulated Gains (Losses) | (232,810) | ||||||||
Unrealized Appreciation (Depreciation) - Net | 12,665,383 | ||||||||
$ 12,548,173 | |||||||||
As of March 31, 2025, the differences between book basis and tax basis unrealized appreciation are attributable to the tax deferral of losses on wash sales. As of March 31, 2025, other accumulated losses are attributable to losses on straddles from options of $22,740 and an available capital loss carryforward of $210,070, which for federal tax purposes is short-term with no expiration. During the fiscal year ended March 31, 2025, the Fund utilized $172,142 of available short-term capital loss carryforward. | |||||||||
11.) CONCENTRATION OF SECTOR RISK | |||||||||
If a Fund has significant investments in the securities of issuers in industries within a particular
sector, any development affecting that sector 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 sector. In addition, this may increase the risk of loss of an investment
in the Fund and increase the volatility of the Fund's NAV per share. From time to time, circumstances may affect a particular sector and
the companies within such sector. For instance, economic or market factors, regulation or deregulation, and technological or other developments
may negatively impact all companies in a particular sector and therefore the value of a Fund's portfolio will be adversely affected. As
of March 31, 2025, the Fund had 29.98% of the value of its net assets invested in stocks within the Information Technology sector. | |||||||||
12.) SUBSEQUENT EVENTS | |||||||||
Subsequent events after the date of the Statement of Assets and Liabilities have been evaluated
through the date the financial statements were issued. Management has concluded that there is no impact requiring adjustment to or disclosure
in the financial statements. |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | |||||||||
To the Shareholders of Neiman Large Cap Value Fund and | |||||||||
Board of Trustees of Neiman Funds | |||||||||
Opinion on the Financial Statements | |||||||||
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Neiman Large Cap Value Fund (the “Fund”), a series of Neiman Funds, as of March 31, 2025, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of March 31, 2025, the results of its 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 five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. | |||||||||
Basis for Opinion | |||||||||
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. | |||||||||
We 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 March 31, 2025, by correspondence with the custodian and brokers. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. | |||||||||
We have served as the Fund’s auditor since 2004. | |||||||||
/s/ Cohen & Company, Ltd. | |||||||||
COHEN & COMPANY, LTD. | |||||||||
Milwaukee, Wisconsin | |||||||||
May 23, 2025 |
Item 8. Changes in and Disagreements with Accountants for Open-End Management
Investment Companies. | ||||||||
None. | ||||||||
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. | |||||||
At a meeting held on March 11, 2025, the Board of Trustees (the “Board” or the “Trustees”) considered the continuance of the Management Agreement between the Trust and the Adviser (the “Agreement”), on behalf of the Neiman Large Cap Value Fund (the “Fund” or “Large Cap Value”). Legal counsel reviewed the memorandum provided by Thompson Hine LLP and explained that, in consideration of the continuance of the management agreement, the Board should review as much information as is reasonably necessary to evaluate the terms of the contract and determine whether it is fair to the Fund and its shareholders. He also explained that the Adviser provided information to the Trustees for evaluation of the continuance of the Agreement. | |||||||
In renewing the Management Agreement, the Board of Trustees received materials from the Adviser (the “Report”) addressing the following factors: (i) the investment performance of the Fund and the Adviser; (ii) the nature, extent and quality of the services provided by the Adviser to the Fund; (iii) the cost of the services provided and the profits realized by the Adviser and its affiliates from the relationship with the Fund; (iv) the extent to which economies of scale will be realized as the Fund grows; and (v) whether the fee level reflects these economies of scale for the benefit of shareholders. | |||||||
As to the performance of the Fund, the Report included information regarding the performance of the Fund compared to the funds of similar style and objective as represented by the Morningstar Large Cap Value category; and a sub-set of this Morningstar group that reflected funds of a similar size. The performance data was through the quarter ended December 31, 2024, and both Fund share classes had the same performance. The Report also included comparative performance information for the Fund's benchmark index, the S&P 500 Index. The report indicated that the Fund sightly lagged the Morningstar Large Cap Value category for the one-year period while modestly lagging for the three-, five-, and ten-year periods. However, the report indicated the Fund had outperformed the similar size sub-set of the Morningstar Large Cap Value category for the one-year period while only slightly or modestly lagging for the three-, five-, and ten-year periods. The report indicated that the Fund lagged the S&P 500 Index over the one-, three-, five-, and ten-year periods by moderate or significant amounts. The Adviser reminded the Trustees that long term performance measures were tempered by the Fund’s prior use of a covered call strategy, which caused the Fund to underperform in strong market conditions. The Adviser also noted the Fund’s portfolio is focused on value stocks which makes a pure comparison to the S&P 500 Index less meaningful. The Trustees concluded that the Fund's long-term performance was consistent with their expectations relative to the Morningstar groups and as well as consistent with their expectation compared to the S&P 500 Index after taking into account the absence of expenses for the S&P 500 Index and the somewhat defensive strategy of the Fund. While performance was lower than hoped for, the Trustees concluded it was nonetheless acceptable in light of the defensive aspect of the Fund. | |||||||
As to the nature, extent and quality of the services provided by the Adviser, the Trustees analyzed the Adviser's experience and capabilities. The representative of the Adviser summarized the information provided to the Board. The Trustees discussed the Adviser's financial condition and the portfolio manager's background and investment management experience. The Board noted that there were no changes in the personnel managing the Fund or in the business or organization of the Adviser. The representative of the Adviser reviewed and discussed with the Board the Adviser's Form ADV and the Rule 17j-1 Code of Ethics certifications. Mr. D. Neiman also discussed the compliance services provided to the Fund by the Adviser. The Trustees discussed the quality of the Adviser's compliance efforts. The Adviser also provided to the Trustees a recent profit and loss statement and financial stability letter, which led the Trustees to conclude that the Adviser has sufficient financial resources. The Trustees further discussed the Adviser's financial condition and determined it was satisfactory in relation to the Adviser's obligations to the Fund. After reviewing the foregoing and further information from the Adviser, the Board concluded that the quality, extent, and nature of the services being provided by the Adviser were satisfactory. | |||||||
As to the cost of the services to be provided and the profits to be realized by the Adviser from the relationship with the Fund, it was noted that the Adviser is waiving a portion of its management fee under an expense limitation agreement. Materials submitted by the Adviser showed that the Adviser has waived fees to limit the Fund's operating expense (with certain exclusions) to 1.45% of its average daily net assets for shares of the No-Load Class and 1.45% of its average daily net assets for Class A Shares. In addition, materials submitted by the Adviser showed profitability information for the twelve-month period ended December 31, 2024. Counsel indicated that the Board should evaluate the profitability information against the management fee in making its determination. The Trustees then reviewed the Adviser's profitability analysis on a pre- and post-indirect expenses basis. The Trustees noted the gross profit margin did not include any imputed portfolio manager or support personnel expense, which would significantly reduce profits to a loss. The Trustees noted that even after backing out the marketing element of indirect expenses for which the Adviser is not engaged under the Management Agreement, gross profits were still reasonable and the Adviser would be considered unprofitable or only slightly profitable after imputed portfolio manager and support personnel costs. The Trustees then reviewed the indirect fees received by the partial owners of the Adviser, for the period of January 1, 2024, through December 31, 2024, in their capacity as Registered Representatives with Peak Brokerage Services, LLC (Peak) and/or Registered Representatives in their Peak branch office(s). It was noted that they have received approximately $1,300, collectively, in sales charges and trailer fees related to the Fund. The Trustees concluded that these fees were reasonable, accepted the report, and concluded the fees did not materially change their profitability analysis. The Trustees concluded there were no material indirect benefits to the Adviser or its affiliates. In total, the Trustees concluded the Adviser's profits are not excessive and excessive profitability is not a current concern. | |||||||
Turning to the level of the management fee and expenses, the Trustees were presented with a comparative analysis of advisory fees and expense ratios drawn from the Morningstar Large Cap Value category; and a sub-set of this Morningstar group that reflected funds of a similar size and class structure. The Trustees noted that each class of the Fund had a net expense ratio (which includes acquired fund fees and expenses) of 1.46%, which was higher than the average net expense ratio (which includes acquired fund fees and expenses) for the Morningstar sub-set, but within the range of reasonable expenses. The Trustees also noted that the management fee of 1.00% was above the average of both Morningstar groups, but within the range of reasonable fees. The Trustees also recognized that the Adviser is capping the Fund's expense ratio, and therefore, the net management fee may be substantially less than the gross management fee depending on the net assets of the Fund. Having considered the comparative data as described above, the Trustees concluded that the Fund's management fee and expense ratios were reasonable. | |||||||
As for potential economies of scale, the Trustees discussed and considered information regarding whether there have been economies of scale with respect to the management of the Fund, whether the Fund has appropriately benefited from any economies of scale, and whether there is potential for realization of any further economies of scale. The Trustees agreed they would revisit the issue of economies of scale with the Adviser when Fund assets grow to the point that a further assessment of any realized economies of scale can be made. Again, the Trustees noted that the Adviser has contractually agreed to waive management fees and reimburse expenses to the extent necessary to limit annual operating expenses of the Fund and noted that as the Fund grows the expense ratios should decrease. | |||||||
As for potential economies of scale, the Trustees discussed and considered information regarding whether there have been economies of scale with respect to the management of the Fund, whether the Fund has appropriately benefited from any economies of scale, and whether there is potential for realization of any further economies of scale. The Trustees agreed they would revisit the issue of economies of scale with the Adviser when Fund assets grow to the point that a further assessment of any realized economies of scale can be made. Again, the Trustees noted that the Adviser has contractually agreed to waive management fees and reimburse expenses to the extent necessary to limit annual operating expenses of the Fund and noted that as the Fund grows the expense ratios should decrease. | |||||||
The Trustees reported that after further consideration (including a majority of the independent Trustees), they were satisfied with the performance of the Fund. They concluded that the nature and extent of services provided by the Adviser was consistent with the Board's expectations. The Trustees also concluded that the Adviser has sufficient resources and had provided quality advisory services to the Fund. The Board agreed that that the management fee was reasonable and that the Adviser was not overly profitable. The Trustees agreed that the fee waiver for the Fund capped the expenses and that additional economies of scale would not be a material consideration until the Fund is substantially larger but noted that the Adviser was committed to revisiting the issue of reducing fees as economies of scale are realized. It was the consensus of the Trustees, including the independent Trustees, that renewal of the Agreement would be in the best interest of the Fund. |
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. | ||||||||
There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant's Board of Trustees. | ||||||||
Item 16. Controls and Procedures. | ||||||||
(a) The Registrant’s president and chief financial officer concluded that the disclosure controls and procedures (as defined in Rule 30a-3(c) under the Act (17 CFR 270.30a -3(c))) as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the Act (17 CFR 270.30a -3(b)) and Rules 13a-15(b) or 15d-15(b) under the Exchange Act (17 CFR 240.13a -15(b) or 240.15d -15(b)). | ||||||||
(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR 270.30a -3(d)) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting. | ||||||||
Item 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. | ||||||||
(a)(1) Code of Ethics. Filed herewith. | ||||||||
(a)(2) Not applicable. | ||||||||
(a)(3) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith. | ||||||||
(b) Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Filed herewith. |
SIGNATURES | ||
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. | ||
Neiman Funds | ||
By: /s/Daniel Neiman | ||
Daniel Neiman | ||
President | ||
Date: 5/28/2025 | ||
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: /s/Daniel Neiman | ||
Daniel Neiman | ||
President (Principal Executive Officer) | ||
Date: 5/28/2025 | ||
By: /s/Daniel Neiman | ||
Daniel Neiman | ||
Chief Financial Officer (Principal Financial Officer) | ||
Date: 5/28/2025 |