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                                           

811-21410

The Weitz Funds

(Exact name of registrant as specified in charter)

1125 South 103 Street, Suite 200       Omaha, NE                     68124-1071

(Address of principal executive offices)                                         (Zip code)

Weitz Investment Management, Inc., 1125 South 103 Street, Suite 200, Omaha, NE 68124-1071

(Name and address of agent for service)

Registrant’s telephone number, including area code:                   (402) 391-1980

Date of fiscal year end:      March 31

Date of reporting period:    March 31, 2024

Item 1. Reports to Stockholders.

ANNUAL

REPORT

March

31,

2024

EQUITY

Weitz

Large

Cap

Equity

Fund

Weitz

Multi

Cap

Equity

Fund

Weitz

Partners

III

Opportunity

Fund

ALLOCATION

Weitz

Conservative

Allocation

Fund

FIXED

INCOME

Weitz

Core

Plus

Income

Fund

Weitz

Nebraska

Tax

Free

Income

Fund

Weitz

Short

Duration

Income

Fund

Weitz

Ultra

Short

Government

Fund

2024

Annual

Report

2

THE

WEITZ

PHILOSOPHY

Finding

quality

at

a

discount

There

are

no

shortcuts

in

value

investing.

At

Weitz,

we

dig

for

opportunities

using

a

robust

quality

scoring

process.

We

analyze

hundreds

of

ideas

to

find

strong,

well-

managed

but

undervalued

companies

that

offer

reasonable

risk-adjusted

returns.

It’s

simple

–

but

it’s

not

easy.

We

do

the

due

diligence,

analyze,

ask

tough

questions

and

push

for

answers.

We

wait

for

the

right

opportunities.

Then,

and

only

then,

do

we

invest

your

money.

Fundamental

Research-Driven

Process

Our

research-driven

investment

approach

means

deeply

understanding

our

investable

universe

so

we

can

capitalize

on

opportunities

that

arise

out

of

market

inefficiencies.

Each

of

our

analysts

focuses

on

finding

opportunities

in

specific

industries,

ensuring

deep,

ongoing

research

within

their

own

areas

of

expertise.

We

also

encourage

a

generalist

mentality

where

all

investment

team

members

vet

new

ideas.

All

investment

decisions

are

backed

by

thorough

analysis,

logical

strategies,

extensive

debate

and

our

team’s

commitment

to

long-term

growth.

Bottom-Up

Focus

Our

focus

is

on

finding

well-run

companies

with

strong

fundamentals

and

outstanding

long-term

prospects.

Valuation

is

our

North

Star.

When

a

security

is

selling

at

a

significant

discount

to

its

intrinsic

value,

that’s

when

we

buy.

And

when

it’s

not

selling

at

a

discount,

we

have

the

discipline

and

patience

to

wait

for

the

price

to

come

our

way.

High-Conviction

Investing

We

believe

there

are

a

limited

number

of

great

investment

ideas

and

that

intrinsic

value

doesn’t

change

with

the

daily

ebbs

and

flows

of

the

market.

Our

high-conviction

approach

means

we

know

what

we

own

inside

and

out,

allowing

our

funds

to

be

highly

concentrated.

Today

we

are

responsible

for

approximately

$5

billion

in

investments

for

our

shareholders

–

individuals,

corporations,

pension

plans,

foundations

and

endowments.

And

our

commitment

remains

the

same:

to

put

your

goals

first.

Always.

We

do

so

through

our

expertise,

our

flexibility,

and

our

drive

to

uncover

investments

that

can

help

you

preserve

and

grow

wealth.

We’re

right

beside

you

Weitz

employees

have

a

strong

commitment

of

investing

their

own

assets

in

our

mutual

funds.

By

aligning

our

goals

with

yours,

you

can

have

confidence

that

we’re

treating

your

money

as

if

it

were

our

own.

TABLE

OF

CONTENTS

2024

Annual

Report

3

Value

Matters

4

Fixed

Income

Insights

6

Performance

Summary

9

Analyst

Corner

10

Conservative

Allocation

Fund

12

Core

Plus

Income

Fund

14

Large

Cap

Equity

Fund

18

Multi

Cap

Equity

Fund

20

Nebraska

Tax

Free

Income

Fund

22

Partners

III

Opportunity

Fund

24

Short

Duration

Income

Fund

26

Ultra

Short

Government

Fund

30

Schedule

of

Investments

32

Financial

Statements

60

Notes

to

Financial

Statements

68

Report

of

Independent

Registered

Public

Accounting

Firm

77

Actual

and

Hypothetical

Expenses

for

Comparison

Purposes

78

Other

Information

79

Information

About

the

Trustees

and

Officers

80

Index

Descriptions

83

Glossary

of

Terms

84

Paper

copies

of

the

Fund’s

shareholder

reports

are

no

longer

sent

by

mail

unless

specifically

requested.

Reports

will

be

made

available

at

weitzinvestments.com

and

you

will

be

notified

by

mail

each

time

a

report

is

posted.

You

will

continue

to

receive

other

Fund

regulatory

documents

(such

as

prospectuses

or

supplements)

in

paper

unless

you

have

elected

to

receive

all

Fund

documents

electronically.

If

you

would

like

to

receive

the

Fund’s

future

shareholder

reports

in

paper

free

of

charge,

you

may

make

that

request

(1)

by

contacting

your

financial

intermediary;

or

(2)

if

you

invest

directly

with

the

Fund,

by

calling

888-859-0698.

Portfolio

composition

is

subject

to

change

at

any

time

and

references

to

specific

securities,

industries,

and

sectors

referenced

in

this

report

are

not

recommendations

to

purchase

or

sell

any

particular

security.

Current

and

future

portfolio

holdings

are

subject

to

risk.

See

the

Schedules

of

Investments

included

in

this

report

for

the

percent

of

assets

in

each

of

the

Funds

invested

in

particular

industries

or

sectors.

2024

Annual

Report

(Unaudited)

4

VALUE

MATTERS:

Getting

Around

the

Bases

March

31,

2024

Dear

Clients

and

Fellow

Shareholders,

The

first

quarter

of

2024

was

strong

for

our

stock

funds

and

provided

a

good

finish

to

our

fiscal

year

ending

March

31.

The

absolute

returns

were

very

good

for

both

the

quarter

and

the

past

twelve

months.

Relative

to

the

Russell

1000,

the

Large

Cap

Equity

Fund

(formerly

known

as

the

Value

Fund)

had

a

strong

year,

while

our

other

equity

funds

lagged

a

bit

given

the

extraordinary

skewing

of

the

indices

by

a

handful

of

mega-cap

growth

stocks.

Full

fund

performance

is

available

later

in

this

report.

You’ve

probably

read

more

than

you

care

to

about

the

“Magnificent

Seven”

–

Microsoft,

Meta

Platforms

(Facebook

parent),

Alphabet

(Google

parent),

Amazon.com,

Apple,

Tesla,

and

especially

NVIDIA

–

and

their

disproportionate

impact

on

the

S&P

500

and

the

Russell

1000

and

3000.

For

an

even

more

extreme

example

of

a

company

having

an

outsized

impact

on

index

performance,

consider

Super

Micro

Computer

(SMCI)

which,

as

of

March

31,

2024,

accounted

for

27%

of

the

year-to-

date

return

of

the

entire

Russell

2000

(U.S.

small-cap

index).

Many

of

these

are

great

businesses,

and

we

own

four

of

them,

but

the

arithmetic

of

capitalization-weighted

indices

can

distort

the

story

of

how

“the

market”

is

doing

at

any

given

moment.

It

would

be

disingenuous

to

suggest

that

we

don’t

care

about

the

relative

numbers.

We

do.

But

what

we

are

after,

and

what

our

fixed

income

teammates

are

after,

is

good

risk-adjusted

returns.

That

is,

we

want

to

race

as

fast

as

we

can

around

the

track

while

making

sure

we

finish

the

race

safely.

(Our

co-head

of

fixed

income

Tom

Carney

uses

the

baseball

image

of

“getting

safely

around

the

bases.”)

Happily,

having

a

healthy

respect

for

risk

is

not

inconsistent

with

winning

the

long-term

race.

In

fact,

it

is

a

requirement.

The

portfolio

managers’

commentaries

provide

portfolio-specific

information

on

our

winners

and

losers

and

some

color

on

how

the

funds

are

positioned.

We

also

recommend

reading

Fixed

Income

Insights

.

If

the

economy

is

okay,

and

the

market

is

hitting

new

highs,

why

does

everyone

feel

so

bad?

Over

the

past

five

and

a

half

years,

the

total

return

for

the

S&P

500

has

been

roughly

+100%.

Yet

the

mood

in

the

country

is

subdued,

at

best.

Economists

and

market

commentators

are

puzzled

as

to

why

people

are

not

more

upbeat.

While

key

economic

indicators

such

as

employment,

GDP,

and

corporate

earnings

are

fairly

strong

–

many

polls

show

that

a

large

proportion

of

the

population

has

relatively

low

confidence

in

the

economy

and/or

their

political

leaders.

The

reasons

for

the

disconnect

are

complicated,

and

we

do

not

presume

to

fully

understand

them.

A

lot

has

happened

over

the

past

several

years

and

the

crosscurrents

of

good

and

bad

news

have

probably

been

disorienting.

Consider,

since

fall

2018:

There

have

been

three

bear

markets

–

drops

of

20%

or

more

in

the

S&P

500

Covid

caused

a

shutdown

of

the

economy,

creating

short-

term

business

winners

and

losers,

and

uncertainty

as

to

long-

term

impacts

on

the

economy

Covid

“safety

net”

spending

provided

temporary

payments

and

debt

forbearance

(not

forgiveness),

and

now

those

programs

have

ended

The

Fed

expanded

the

money

supply

and

provided

near-

zero

cost

financing

in

order

to

stimulate

inflation,

then

made

a

wrenching

reversal

of

policy,

raising

interest

rates

dramatically

in

order

to

suppress

the

inflation

that

had

been

created

Shooting

wars

in

Ukraine

and

the

Middle

East

and

trouble

in

other

geopolitical

hotspots

are

causing

local

suffering

and

supply

chain

issues

Growing

tensions

with

China

have

widespread

implications

for

a

wide

range

of

businesses

and

raise

fears

about

the

future

of

Taiwan

Artificial

intelligence

(AI)

is

at

the

heart

of

the

monster

rally

in

tech

stocks,

but

it

has

also

raised

troubling

questions

about

its

potential

misuse

No

wonder

investors

are

uneasy!

The

news

media

has

always

understood

how

to

build

engagement

(“If

it

bleeds,

it

leads”),

and

social

media

has

learned

to

amplify

the

noise

(and

the

anxiety).

As

citizens,

it’s

important

that

we

do

what

we

can

to

address

the

issues

of

the

day.

But

from

the

narrow

perspective

of

investors

,

it

is

often

best

to

avoid

reacting

to

the

scary

headlines.

Selling

all

of

one’s

stocks,

or

worse

yet,

trying

to

jump

in

and

out

based

on

the

news,

would

have

been

very

expensive.

Over

the

years,

we’ve

often

suggested

that

clients

turn

off

CNBC

and

turn

on

the

History

Channel,

and

we

stick

by

that

suggestion.

Focus

on

the

Longer-Term,

Bigger

Picture

One

of

Warren

Buffett’s

favorite

questions

is,

“What

one

stock

would

you

buy

if

you

knew

the

stock

market

would

be

closed

for

the

next

ten

years?”

It’s

a

great

question.

One

is

forced

to

think

about

the

business

itself.

Will

its

products

and

services

still

be

wanted

and

needed

in

ten

years?

Will

management

be

able

to

adapt

to

a

changing

world

and

avoid

being

“disrupted?”

Is

its

balance

sheet

strong

enough

to

withstand

recessions

and

other

financial

stresses?

Is

its

culture

solid

and

well-entrenched?

Fortunately,

we

will

have

a

stock

market

available

to

allow

us

to

take

profits,

make

new

investments

and

correct

mistakes.

But

if

we

think

about

our

investment

choices

as

if

we

would

have

to

live

with

them

for

many

years,

the

focus

is

very

different.

Predicting

near-term

changes

in

the

fed

funds

rate

becomes

irrelevant.

Balance

sheet

strength

and

capital

structure

flexibility

will

be

more

important.

Quarterly

earnings

become

much

less

important.

Investors

tend

to

obsess

over

the

pattern

of

earnings

growth

and

how

the

results

compare

to

“expectations.”

Strong,

healthy

earnings

are

important,

and

growth

in

the

stream

of

earnings

is

desirable.

But

regular,

stairstep

earnings

growth

is

not

necessary

(and

may

be

evidence

of

management’s

short-term

focus

and/or

dishonest

accounting).

Some

businesses

are

highly

cyclical.

This

is

okay.

Buffett

has

often

said

that

he

“preferred

a

lumpy

15%

[growth]

to

a

smooth

12%.”

ConAgra

Foods

CEO

Mike

Harper

said

he

expected

the

chicken

business

to

lose

money

about

one

in

every

four

years

but

that

it

was

a

welcome

part

of

the

product

portfolio

because

it

earned

very

high

average

returns

on

capital

over

the

cycle.

All

companies

are

cyclical

to

some

extent.

Business

expansions

and

contractions

tend

to

overshoot

in

both

directions

(the

business

cycle

will

always

be

with

us).

During

the

Covid

shutdown,

some

earnings

were

pulled

forward

(groceries,

2024

Annual

Report

(Unaudited)

5

home

improvement

products,

broadband

service)

and

others

were

delayed

(travel,

hospitality,

live

entertainment).

Capital

expenditures

can

also

impact

the

pattern

of

reported

earnings

and

can

divert

cash

from

one

of

investors’

favorite

corporate

activities

–

stock

buybacks.

In

each

of

these

cases,

investors

are

likely

to

have

little

tantrums

if

a

company

“misses

its

numbers.”

What

really

matters

to

the

long-term

investor,

though,

is

the

aggregate

amount

of

cash,

or

owners’

earnings,

the

company

is

going

to

produce

over

a

long

holding

period.

Finally,

while

it

is

critical

that

we

do

not

overpay

for

a

stock

–

with

a

10-year

frame

of

reference,

it

is

less

important

that

we

buy

on

the

absolute

bottom

tick.

We

would

like

to

benefit

from

multiple

expansion

or

valuation

“rerating,”

but

over

the

long

run,

the

bulk

of

our

return

will

come

from

growth

in

the

value

of

the

business

as

the

company

evolves

and

reinvests

its

retained

earnings

.

Outlook

and

Game

Plan

Stocks

have

gone

up

a

lot

over

the

past

eighteen

months.

The

mega-cap

“inflation”

of

the

indices

probably

overstates

the

dimensions

of

the

move,

but

valuations

are

on

the

high

side

by

historical

standards.

Our

stocks

have

participated.

The

weighted

average

price-to-

value

ratios

of

our

portfolios

are

higher

than

they

have

been

in

a

while.

We

do

not

despair

at

this

–

most

of

our

stocks

are

fairly

valued,

and

we

have

a

few

“good

ideas

that

have

not

worked

yet”

for

which

we

have

high

hopes.

Our

focus

is

on

long-term

returns.

Our

companies

are

generally

doing

very

well

and

growing

the

values

of

their

businesses.

The

economic

news

is

subject

to

all

sorts

of

crosscurrents,

and

the

added

noise

of

an

election

year

make

the

outlook

as

unpredictable

as

ever.

But

we

plan

to

continue

to

collect

great

businesses

and

patiently

give

them

the

time

to

generate

and

compound

investment

returns.

Sincerely,

As

of

3/31/2024,

the

following

portfolio

companies

constituted

a

portion

of

the

net

assets

of

Conservative

Allocation

Fund,

Large

Cap

Equity

Fund,

Multi

Cap

Equity

Fund,

and

Partners

III

Opportunity

Fund

as

follows:

Alphabet,

Inc.:

1.3%,

5.0%,

6.6%,

and

6.1%.

Amazon.com,

Inc..:

0.0%,

4.3%,

0.0%,

and

4.9%.

Apple,

Inc.:

0.0%,

0.0%,

0.0%,

and

0.0%.

Berkshire

Hathaway,

Inc.:

2.7%,

4.9%,

6.6%,

and

10.7%.

Conagra

Brands,

Inc.:

0.0%,

0.0%,

0.0%,

and

0.0%.

Meta

Platforms,

Inc.:

0.0%,

5.2%,

5.9%,

and

3.5%.

Microsoft

Corp.:

1.8%,

0.0%,

0.0%,

and

3.2%.

NVIDIA

Corp.:

0.0%,

0.0%,

0.0%,

and

0.0%.

Tesla,

Inc.

0.0%,

0.0%,

0.0%,

and

0.0%.

Super

Micro

Computer,

Inc.:

0.0%,

0.0%,

0.0%,

and

0.0%.

Portfolio

composition

is

subject

to

change

at

any

time.

Current

and

future

portfolio

holdings

are

subject

to

risk.

_________________________________________________

While

this

commentary

typically

focuses

on

our

equity

funds,

we

would

be

remiss

if

we

failed

to

acknowledge

a

great

accomplishment

in

the

first

quarter

by

our

fixed

income

teammates.

At

the

2024

Lipper

Fund

Awards,

our

Core

Plus

Income

Fund

(WCPBX)

was

named

the

best

fund

over

both

the

three-

and

five-year

periods

in

Lipper’s

Core

Plus

Bond

Funds

category.

Congratulations

to

co-heads

of

fixed

income

Tom

Carney

and

Nolan

Anderson.

Their

team

has

built

an

impressive

track

record

in

fixed

income,

and

the

recent

volatility

in

the

bond

markets

has

shone

a

light

on

their

exceptional

work.

_________________________________________________

Wally

Weitz

wally@weitzinvestments.com

Brad

Hinton

brad@weitzinvestments.com

2024

Annual

Report

(Unaudited)

6

FIXED

INCOME

INSIGHTS:

Great

Expectations

March

31,

2024

After

a

stunning

“everything

rally”

in

the

fourth

quarter,

U.S.

fixed

income

markets

took

a

breather

to

start

2024.

As

illustrated

in

the

chart

below,

interest

rates

increased

across

the

yield

curve,

as

investors

dialed

back

expectations

of

significant

Federal

Reserve

interest

rate

cuts

in

2024.

The

result

was

modest

gains

for

shorter-duration

and

more

credit-sensitive

sectors

of

the

market

and

small

to

moderate

losses

for

intermediate

and

longer-

duration

bonds.

While

interest

rates

increased

during

the

first

quarter,

risk

assets

continued

their

torrid

rally.

In

hindsight,

last

November’s

long-

awaited

Fed

‘pivot’

or

pause

in

its

monetary

tightening

policy,

was

akin

to

the

Fed

announcing

the

“all-clear”

signal,

giving

investors

confidence

that

everything

is

(finally)

just

right.

The

U.S.

Treasury

added

to

the

excitement

by

aggressively

shifting

the

expected

mix

of

government

funding

toward

T-Bills,

and

away

from

longer-term

coupon

issuance

(lower-than-expected

coupon

issuance

may

provide

technical

support

for

longer-term

yields).

Interestingly,

the

announcement

coincided

with

10-year

and

30-year

Treasury

bond

rates

briefly

eclipsing

5%

for

the

first

time

in

more

than

16

years.

While

we

remain

optimistic

about

forward-looking

return

prospects

in

fixed

income,

as

credit

spreads

continue

to

rachet

tighter

the

amount

of

coupon

income

or

yield

available

in

the

marketplace

is

increasingly

a

function

of

today’s

relatively

high

levels

of

U.S.

Treasury,

or

“risk-free,”

rates.

As

we

look

at

credit

markets

broadly,

investor

sentiment

today

largely

reflects

a

high

level

of

certainty

in

the

future

path

of

the

economy,

the

painless

disappearance

of

inflation,

and

Fed

rate

cuts.

In

other

words,

credit

markets

are

discounting

little

room

for

error.

As

Warren

Buffett

famously

said,

“The

future

is

never

clear;

you

pay

a

very

high

price

in

the

stock

market

for

a

cheery

consensus.”

In

reality,

the

future

path

of

the

U.S.

economy,

inflation,

fiscal

policy,

and

geopolitics

remains

highly

uncertain.

As

a

stark

example,

since

the

Fed’s

pivot,

we

have

seen

significant

increases

in

the

price

of

a

wide

range

of

commodities

including

oil

and

gasoline,

which

may

feed

into

higher

inflation

down

the

road.

More

concerning

and

less

discussed

is

the

impact

of

U.S.

fiscal

policy.

Years

of

huge

government

deficits

are,

by

nature,

inflationary.

Extraordinary

levels

of

government

spending

without

commensurate

increases

in

tax

revenue

have

resulted

in

government

deficits

once

reserved

for

only

war-time

periods,

averaging

9%

of

GDP

over

the

last

four

years.

This

deficit

spending

may

be

the

primary

reason

that

the

Federal

Reserve’s

rapid

increase

in

interest

rates

has

yet

to

buckle

the

U.S.

economy.

Per

Bank

of

America,

the

U.S.

national

debt

is

rising

by

$1

trillion

every

100

days;

it

is

set

to

hit

$37

trillion

by

the

election,

$40

trillion

by

mid-2025,

and

could

double

in

eight

years.

To

say

we

may

be

borrowing

growth

from

the

future

could

prove

to

be

an

understatement.

Increasing

government

deficits

accompanied

by

high

interest

rates

creates

a

more

challenging

interest

burden

the

U.S.

must

absorb.

Spending

an

increasing

amount

of

government

tax

revenue

to

pay

interest

crowds

out

spending

for

otherwise

more

productive

uses.

Per

Bank

of

America,

interest

costs

are

set

to

rise

to

$1.6

trillion

based

on

current

spending

trends

and

as

U.S.

debt

is

refinanced

at

higher

current

rates.

This

dynamic

could

result

in

increasing

amounts

of

Treasury

issuance

as

deficits

increase

further.

Fiscal

policy

has

and

may

continue

to

play

a

critical

role

in

the

evolution

of

the

post

COVID

economic

and

inflation

dynamics.

2024

Annual

Report

(Unaudited)

7

As

previously

mentioned,

credit

spreads

continued

their

descent

in

the

first

quarter

and

now

sit

near

10-year

lows.

Broad

investment-grade

spreads

declined

from

106

basis

points

to

93

basis

points.

High

yield

spreads

declined

from

339

basis

points

to

312

basis

points.

Investor

behavior

in

both

the

primary

and

secondary

markets

suggest

there

is

simply

not

enough

supply

of

credit

to

keep

up

with

demand.

We

are

witnessing

signs

of

investor

complacency

with

indiscriminate

buying,

record

levels

of

new

issue

subscription

(both

in

corporate

bonds

and

securitized

products),

and

significant

flattening

in

credit

curves

(i.e.,

the

extra

compensation

you

receive

to

lend

further

out

the

interest

rate

curve).

Given

market

conditions

that

appear

priced

for

perfection,

we

ask

ourselves:

what

happens

to

risk

assets

and

the

economy

if

the

Fed

doesn’t

cut

rates

at

all

or

as

much

as

expected?

Or

if

the

Fed

does

cut

rates,

will

that

spur

another

rally

in

risk

assets,

commodities

and

therefore,

further

fuel

inflation?

We

believe

the

answer

to

either

question

warrants

caution

regarding

duration

exposure

and

current

levels

of

credit

spreads.

The

Value

of

Diversification

in

Fixed

Income

Our

investment

approach

focuses

on

casting

a

wider

net

across

the

fixed

income

landscape,

seeking

out

the

most

attractive

risk-adjusted

opportunities

both

within

and

outside

the

benchmark

categories.

Today,

we

believe

a

diversified

portfolio

encompassing

broad

market

exposure,

including

benchmark

and

non-benchmark,

fixed

and

floating

rate,

is

a

competitive

advantage

in

today’s

environment.

How

so?

Our

current

asset

allocation

reflects

not

only

our

efforts

to

focus

on

sector

and

security

selection,

investing

in

assets

one

at

a

time

in

those

areas

that

we

believe

have

the

most

favorable

risk/reward

outcomes,

but

to

weather

different

macro

environments.

For

example,

if

continued

economic

strength

results

in

a

steepening

yield

curve/increase

in

term

premiums

and

higher

longer-term

yields,

allocations

to

newer

vintage

agency

and

non-agency

mortgages

(our

coupon

stack

consists

of

newer

vintage

4.5%

to

6.5%

coupons)

should

benefit

from

attractive

coupon

income

and

slower

prepayment

speeds.

Moreover,

these

MBS

investments

differ

from

what

is

broadly

represented

in

the

benchmark

indices

like

the

Agg,

which

largely

consists

of

low

coupon

(2-3%),

lower

dollar

price

MBS

that

was

originated

during

the

post

COVID/Fed

QE

2020-2022

period.

A

scenario

where

inflation

remains

stickier

than

expected,

forcing

the

Federal

Reserve

to

hold

short-term

interest

rates

higher

than

what

is

discounted

in

the

front

end

of

the

Treasury

curve,

may

benefit

floating

rate

securities

(commercial

mortgage-

backed

securities,

corporate

and

infrastructure

CLOs).

Higher

for

longer

short-term

rates

may

also

benefit

shorter

duration

asset-backed

securities

(auto,

consumer,

equipment)

given

their

1-2

year

weighted

average

life

profile

and

amortization

feature,

allowing

for

the

reinvestment

of

monthly

interest

and

principal

payments.

Conversely,

should

the

U.S.

economy

suffer

unexpected

weakness

or

experience

an

exogenous

shock,

U.S.

Treasuries

may

provide

downside

protection,

serve

as

a

natural

hedge

to

MBS

exposures,

and

provide

a

key

source

of

liquidity

to

take

advantage

of

market

opportunities

that

may

arise

from

unexpected

economic

turbulence.

Regardless

of

the

macro

environment

to

come,

we

believe

our

active,

flexible

approach

will

allow

us

to

deliver

value

to

shareholders.

Portfolio

composition

is

subject

to

change

at

any

time.

Current

and

future

portfolio

holdings

are

subject

to

risk.

Definitions:

Basis

point

(BPS)

refers

to

a

unit

of

measurement

that

is

equal

to

1/100th

of

1%,

or

0.01%.

Spreads

are

measured

by

ICE

BofA

which

is

a

group

of

indexes

that

track

the

performance

of

U.S.

dollar-denominated

debt

issued

in

the

U.S.

domestic

market.

The

Bloomberg

U.S.

Aggregate

Bond

Index

is

a

broad-

based

benchmark

that

measures

the

investment

grade,

U.S.

dollar-denominated,

fixed-rate

taxable

bond

market.

The

Bloomberg

U.S.

Corporate

High

Yield

Bond

Index

measures

the

U.S.

dollar-denominated,

high

yield,

fixed-rate

corporate

bond

market.

The

Bloomberg

U.S.

Corporate

Investment

Grade

Index

is

a

broad-based

benchmark

that

measures

the

investment

grade,

fixed-rate,

taxable,

corporate

bond

market.

The

Bloomberg

U.S.

Mortgage-Backed

Securities

(MBS)

Index

tracks

fixed-rate

agency

mortgage-backed

pass-through

securities

guaranteed

by

Ginnie

Mae,

Fannie

Mae,

and

Freddie

Mac.

The

Bloomberg

U.S.

Securitized

Index

is

a

subset

of

the

Bloomberg

U.S.

Aggregate

Bond

Index

that

includes

MBS

Pass-through,

ABS,

CMBS

and

covered

assets.

The

Bloomberg

U.S.

Treasury

Index

measures

U.S.

dollar-denominated,

fixed-rate,

nominal

debt

issued

by

the

U.S.

Treasury.

The

Bloomberg

U.S.

Treasury

Bill

(T-Bill)

Index

tracks

the

market

for

treasury

bills

issued

by

the

U.S.

government.

U.S.

Treasury

bills

are

issued

in

fixed

maturity

terms

of

4,

8,

13,

17,

26

and

52

weeks.

Investment

Grade

Bonds

are

those

securities

rated

at

least

BBB-

by

one

or

more

credit

ratings

agencies.

Non-Investment

Grade

Bonds

are

those

securities

(commonly

referred

to

as

“high

yield”

or

“junk”

bonds)

rated

BB+

and

below

by

one

or

more

credit

ratings

agencies

.

Effective

yield

is

the

return

on

a

bond

that

has

its

interest

payments

(or

coupons)

reinvested

at

the

same

rate

by

the

bondholder.

Effective

yield

is

the

total

yield

an

investor

receives,

in

contrast

to

the

nominal

yield—which

is

the

stated

interest

rate

of

the

bond's

coupon.

Option

Adjusted

Spread:

A

“spread”

compares

the

interest

rate

on

a

particular

bond

against

a

“base

line”

bond

(typically

a

U.S.

Treasury

bond).

When

a

bond

issuer

(or

bondholder)

has

the

option

to

exercise

a

right

(for

example,

if

the

issuer

can

call

a

bond

before

its

stated

maturity

date),

then

the

“Option

Adjusted

Spread”

takes

into

account

the

possibility

that

this

option

might

be

exercised—so

a

bond's

Option

Adjusted

Spread

may

be

more

(or

less)

than

its

regular

spread.

Tom

Carney

tom@weitzinvestments.com

Nolan

Anderson

nolan@weitzinvestments.com

2024

Annual

Report

(Unaudited)

8

DISCLOSURES

Data

quoted

is

past

performance

and

current

performance

may

be

lower

or

higher.

Past

performance

is

no

guarantee

of

future

results

.

Investment

return

and

principal

value

of

an

investment

will

fluctuate,

and

shares,

when

redeemed,

may

be

worth

more

or

less

than

their

original

cost.

All

investments

involve

risks,

including

possible

loss

of

principal.

Please

visit

weitzinvestments.com

for

the

most

recent

month-end

performance.

Investment

results

reflect

applicable

fees

and

expenses

and

assume

all

distributions

are

reinvested

but

do

not

reflect

the

deduction

of

taxes

an

investor

would

pay

on

distributions

or

share

redemptions.

Certain

Funds

have

entered

into

fee

waiver

and/or

expense

reimbursement

arrangements

with

the

Investment

Advisor

by

which

the

Advisor

has

contractually

agreed

to

waive

a

portion

of

the

Advisor’s

fee

and

reimburse

certain

expenses

(excluding

taxes,

interest,

brokerage

costs,

acquired

fund

fees

and

expenses

and

extraordinary

expenses)

to

limit

the

total

annual

fund

operating

expenses

of

the

Fund’s

average

daily

net

assets

through

Contractual

Expiration

Date

of

7/31/2024.

If

this

arrangement

had

not

been

in

place,

the

performance

results

would

have

been

lower.

The

net

expense

ratio

reflects

the

total

annual

fund

operating

expenses

of

the

Fund

after

taking

into

account

any

such

fee

waiver

and/or

expense

reimbursement.

Net

and

gross

expense

ratios

are

as

of

the

Fund’s

most

recent

prospectus.

Performance

quoted

for

the

Conservative

Allocation,

Large

Cap

Equity

and

Multi

Cap

Equity

Funds’

Institutional

Class

shares

before

their

inception

is

derived

from

the

historical

performance

of

the

Investor

Class

shares,

which

have

not

been

adjusted

for

the

expenses

of

the

Institutional

Class

shares,

had

they,

returns

would

have

been

different.

Performance

quoted

for

the

Partners

III

Opportunity

and

Short

Duration

Income

Funds’

Investor

Class

shares

before

their

inception

is

derived

from

the

historical

performance

of

the

Institutional

Class

shares,

which

have

not

been

adjusted

for

the

expenses

of

the

Investor

Class

shares,

had

they,

returns

would

have

been

different.

Index

performance

is

hypothetical

and

is

shown

for

illustrative

purposes

only.

You

cannot

invest

directly

in

an

index.

See

page

83

for

a

description

of

all

indices.

All

indices

Since

Inception

return

are

since

the

Fund’s

inception.

The

inception

date

of

the

Bloomberg

1-3

Year

U.S.

Aggregate

Index

and

the

Bloomberg

5-Year

Municipal

Bond

Index

was

12/31/1992

and

1/29/1988,

respectively.

On

12/29/2006,

the

Nebraska

Tax

Free

Income

Fund

succeeded

to

substantially

all

of

the

assets

of

Weitz

Income

Partners

Limited

Partnership.

On

12/31/1993,

Multi

Cap

Equity

Fund

succeeded

to

substantially

all

of

the

assets

of

Weitz

Partners

II

Limited

Partnership.

On

12/30/2005,

Partners

III

Opportunity

Fund

succeeded

to

substantially

all

of

the

assets

of

Weitz

Partners

III

Limited

Partnership.

The

investment

objectives,

policies

and

restrictions

of

the

Funds

are

materially

equivalent

to

those

of

the

Partnerships,

and

the

Partnerships

were

managed

at

all

times

with

full

investment

authority

by

the

Investment

Adviser.

The

performance

information

includes

performance

for

the

Partnerships.

The

Partnerships

were

not

registered

under

the

Investment

Company

Act

of

1940

and,

therefore,

were

not

subject

to

certain

investment

or

other

restrictions

or

requirements

imposed

by

the

1940

Act

or

the

Internal

Revenue

Code.

If

the

Partnerships

had

been

registered

under

the

1940

Act,

the

Partnerships’

performance

might

have

been

adversely

affected.

Effective

12/16/2016,

the

Ultra

Short

Government

Fund

revised

its

principal

investment

strategies.

Prior

to

that

date,

the

Fund

operated

as

a

“government

money

market

fund”

and

maintained

a

stable

net

asset

value

of

$1.00

per

share.

Performance

prior

to

12/16/2016

reflects

the

Fund’s

prior

principal

investment

strategies

and

may

not

be

indicative

of

future

performance

results.

Effective

12/16/2016,

the

Short

Duration

Income

Fund

revised

its

principal

investment

strategies.

Since

that

time

the

Fund

has

generally

maintained

an

average

effective

duration

between

one

to

three

and

a

half

years.

Prior

to

that

date,

the

Fund

maintained

a

dollar–weighted

average

maturity

of

between

two

to

five

years.

Performance

prior

to

12/16/2016

reflects

the

Fund’s

prior

principal

investment

strategies

and

may

not

be

indicative

of

future

performance

results.

2024

Annual

Report

(Unaudited)

9

PERFORMANCE

SUMMARY

Returns

(%)

as

of

3/31/2024

                    ANNUALIZED                    

EQUITY

QTD

YTD

1

YR

5

YR

10

YR

Since

Fund

Inception*

Inception

Date

Net

Expense

Gross

Expense

Large

Cap

Equity

-

Investor

(WVALX)

7.74‌

7.74‌

31.74‌

13.50‌

9.58‌

10.56‌

5/9/1986*

1.04‌

1.04‌

Large

Cap

Equity

-

Institutional

(WVAIX)

7.79‌

7.79‌

31.94‌

13.70‌

9.79‌

10.62‌

7/31/2014

0.89‌

0.89‌

Russell

1000

Index

10.30‌

10.30‌

29.87‌

14.74‌

12.67‌

10.86‌

S&P

500

Index

10.56‌

10.56‌

29.88‌

15.03‌

12.95‌

10.89‌

Multi

Cap

Equity

-

Investor

(WPVLX)

8.97‌

8.97‌

25.84‌

9.22‌

6.04‌

11.17‌

6/1/1983*

1.07‌

1.07‌

Multi

Cap

Equity

-

Institutional

(WPVIX)

8.98‌

8.98‌

26.04‌

9.43‌

6.26‌

11.23‌

7/31/2014

0.89‌

0.89‌

Russell

3000

Index

10.02‌

10.02‌

29.29‌

14.32‌

12.32‌

11.16‌

S&P

500

Index

10.56‌

10.56‌

29.88‌

15.03‌

12.95‌

11.45‌

Partners

III

Opportunity

-

Investor

(WPOIX)

7.93‌

7.93‌

22.29‌

5.71‌

4.60‌

11.30‌

8/1/2011

1.75‌

1.75‌

Partners

III

Opportunity

-

Institutional

(WPOPX)

8.21‌

8.21‌

23.19‌

6.36‌

5.17‌

11.46‌

6/1/1983*

1.19‌

1.19‌

Russell

3000

Index

10.02‌

10.02‌

29.29‌

14.32‌

12.32‌

11.16‌

S&P

500

Index

10.56‌

10.56‌

29.88‌

15.03‌

12.95‌

11.45‌

                    ANNUALIZED                    

ALLOCATION

QTD

YTD

1

YR

5

YR

10

YR

Since

Fund

Inception*

Inception

Date

Net

Expense

Gross

Expense

Conservative

Allocation

-

Investor

(WBALX)

4.11‌

4.11‌

12.09‌

6.63‌

5.54‌

5.80‌

10/1/2003*

0.85‌

0.99‌

Conservative

Allocation

-

Institutional

(WBAIX)

4.22‌

4.22‌

12.32‌

6.79‌

5.62‌

5.84‌

3/29/2019

0.70‌

0.79‌

Morningstar

Moderately

Conservative

Target

Risk

Index

2.52‌

2.52‌

9.42‌

4.70‌

4.56‌

5.63‌

                    ANNUALIZED                    

FIXED

INCOME

QTD

YTD

1

YR

5

YR

10

YR

Since

Fund

Inception*

Inception

Date

Net

Expense

Gross

Expense

Core

Plus

Income

-

Investor

(WCPNX)

0.28‌

0.28‌

3.88‌

2.51‌

N/A‌

2.85‌

7/31/2014*

0.55‌

0.82‌

Core

Plus

Income

-

Institutional

(WCPBX)

0.30‌

0.30‌

3.97‌

2.60‌

N/A‌

3.01‌

7/31/2014*

0.45‌

0.59‌

Bloomberg

U.S.

Aggregate

Bond

Index

(0.78‌)

(0.78‌)

1.70‌

0.36‌

N/A‌

1.41‌

Nebraska

Tax

Free

Income

(WNTFX)

(0.46‌)

(0.46‌)

1.44‌

0.87‌

1.05‌

4.03‌

10/1/1985*

0.46‌

0.96‌

Bloomberg

5-Year

Municipal

Bond

Index

(0.37‌)

(0.37‌)

1.95‌

1.25‌

1.73‌

N/A‌

Short

Duration

Income

-

Investor

(WSHNX)

1.14‌

1.14‌

5.40‌

2.22‌

1.88‌

4.59‌

8/1/2011

0.55‌

0.86‌

Short

Duration

Income

-

Institutional

(WEFIX)

1.16‌

1.16‌

5.46‌

2.31‌

2.05‌

4.65‌

12/23/1988*

0.45‌

0.60‌

Bloomberg

1-3

Year

U.S.

Aggregate

Index

0.45‌

0.45‌

3.56‌

1.31‌

1.27‌

N/A‌

Ultra

Short

Government

(SAFEX)

1.14‌

1.14‌

4.94‌

2.00‌

1.34‌

2.31‌

8/1/1991*

0.33‌

0.64‌

ICE

BofA

U.S.

6-Month

Treasury

Bill

Index

1.24‌

1.24‌

5.22‌

2.14‌

1.52‌

2.81‌

*

Denotes

the

Fund's

inception

date

and

the

date

from

which

Since

Fund

Inception

performance

is

calculated.

2024

Annual

Report

(Unaudited)

10

ANALYST

CORNER

An

Introduction

to

Microchip

Technology

(MCHP)

By

Andrew

McClure

&

Barton

Hooper

Microchip

Technology,

Inc.,

(MCHP)

is

a

leading

provider

of

mixed-signal

microcontrollers

(MCU),

analog

integrated

circuits

and

other

semiconductors.

The

company

offers

approximately

100,000

products

to

over

125,000

customers

in

the

industrial,

automotive,

data

center,

appliance

and

communications

end

markets.

The

company’s

MCU

and

analog

businesses

combined

generate

over

85%

of

its

revenue.

The

history

of

Microchip

Technology

dates

to

1987

when

it

was

spun

off

from

its

former

parent

company,

General

Instruments.

In

1989,

Microchip

Technology

became

a

fully

independent

company,

and

over

the

next

30-plus

years,

now

executive

chairman

Stephen

Sanghi

led

the

company

through

two

phases

of

business

development

which

have

enabled

the

company

to

become

a

top

competitor

in

most

of

its

primary

markets.

The

first

phase,

Microchip

1.0

(1990-2017),

focused

on

creating

sustainable

revenue

streams,

taking

share

in

microcontrollers,

and

building

scale

through

internal

efforts

and

acquisitions.

Microchip

2.0

(2018-2021)

channeled

efforts

to

integrate

multiple

acquisitions,

technology

tools,

and

manufacturing

into

what

the

company

calls

Total

System

Solutions

–

a

strategic

approach

to

win

more

business

per

customer

order.

After

three

decades

as

CEO,

Mr.

Sanghi

turned

that

role

over

to

20-year

executive

Ganesh

Moorthy.

Moorthy

is

now

leading

the

company

through

its

“Microchip

3.0”

phase

which

is

focused

on

leveraging

the

Total

Systems

Solution

(TSS)

strategy,

driving

sustained

above-market

organic

growth,

and

expanding

margins.

Understanding

Microchip

Technology’s

Offerings

As

mentioned,

Microchip

Technology’s

products

include

mixed-

signal

microcontrollers

(MCUs)

and

analog

integrated

circuits

–

both

of

which

are

important

components

to

many

of

the

electronics,

smartphones,

vehicles,

appliances,

and

more

devices

that

we

use

every

day.

An

MCU

is

a

simple

miniature

computer

comprised

of

many

components

and

used

either

to

control

several

small

features

of

a

larger

system

or

be

the

complete

“brains”

of

a

smaller

one.

Analog

integrated

circuits

provide

power

management,

signal

conversion,

security,

timing,

and

other

functionality

needed

to

run

electronics

and

digital

devices.

These

products

are

typically

used

in

applications

where

the

accuracy

of

captured

data

is

critical.

A

helpful

example

of

how

Microchip

Technology’s

products

and

its

TSS

strategy

works

is

something

that

is

in

everybody’s

home

–

a

refrigerator.

The

fridge

has

an

analog

chip

which

measures

the

temperature

inside

to

ensure

the

air

stays

at

a

constant

temperature,

say

37

degrees.

Presume

your

child

opens

the

door

and

spends

a

few

minutes

contemplating

life

while

deciding

whether

to

have

juice

or

milk,

and

when

done,

the

temperature

has

risen

to

39

degrees.

This

information

is

sent

from

the

analog

temperature

sensor

to

the

microcontroller

which

then

sends

a

signal

to

the

compressor

to

turn

on

(powered

by

an

analog

power

management

chip)

and

cool

the

fridge

back

to

the

desired

37

degrees.

Microchip

Technology’s

TSS

strategy

would

be

to

earn

the

refrigerator

company’s

business

to

provide

MCUs

or

one

of

the

analog

chips

and

then

use

its

ability

to

package

the

combination

into

a

single

offering

or

grouped

offerings,

thereby

allowing

it

to

leverage

a

single

customer

relationship

into

the

sale

of

multiple

products.

Microchip

Technology’s

Competitive

Positioning

Through

our

long-term

ownership

of

Texas

Instruments,

Inc.,

(TXN)

and

Analog

Devices,

Inc.,

(ADI)

which

are

both

primarily

analog

integrated

circuit

manufacturers,

we

are

well

versed

in

the

regular

cyclicality

of

the

semiconductor

industry.

While

cyclical,

we

believe

the

MCU

and

analog

integrated

circuit

category

offers

the

favorable

dynamics

of

businesses

we

like

to

own.

Some

of

these

characteristics

include

high

gross

margins,

engineered

intellectual

property,

and

components

which

are

critical

to

operation

but

with

relatively

low

prices

that

prevent

easy

substitution.

Microchip,

Analog

Devices

and

Texas

Instruments

also

share

the

favorable

attribute

of

having

large

customer

bases

and

a

wide

diversity

of

products

so

no

one

customer,

product,

or

category

has

outsized

influence

on

results.

The

microcontroller

and

analog

segments

of

the

industry

have

also

consolidated

over

the

past

20

years,

and

as

such,

we

believe

are

more

rational

from

a

pricing

and

capacity

standpoint

compared

to

other

times

in

history.

Microchip

Technology

identified,

and

is

benefiting

from,

the

adoption

and

expansion

of

several

tailwinds

which

are

driving

digitization

and

the

demand

for

the

company’s

products.

The

Microchip

3.0

strategy

is

focused

on

leveraging

its

TSS

strategy

to

capitalize

on

six

secular

megatrends:

5G,

Internet

of

Things

(IoT),

data

centers,

autonomous

vehicles,

electrified

transport,

and

sustainability.

Combined,

revenue

from

the

six

megatrends

represented

45%

of

the

company’s

fiscal

year

2023

revenue.

Microchip

Technology

believes

these

tailwinds

are

durable,

and

the

company

estimates

that

megatrend-related

revenue

will

grow

at

twice

the

rate

of

the

remaining

business

which,

itself,

should

grow

at

rates

close

to

global

gross

domestic

product

(GDP).

Over

time,

the

company

believes

it

will

take

share

in

its

relevant

markets.

Navigating

Obstacles

As

has

been

the

case

for

many

businesses,

the

COVID

pandemic

and

its

aftermath

have

been

difficult

for

Microchip

Technology

to

navigate.

The

company

first

dealt

with

a

significant

fall

off

in

orders

early

in

the

pandemic

and

was

then

overwhelmed

by

demand

for

and

shortages

of

its

products

as

consumers

and

businesses

shifted

from

buying

services

to

goods

such

as

automobiles,

appliances,

and

computers.

The

company

was

faced

with

unprecedented

backlogs

which

are

now

unwinding,

and

investors

are

concerned

it

will

be

faced

with

a

significant

inventory

correction.

We

believe

it

is

likely

that

customers

will

need

a

period

of

digestion

which

may

result

in

lackluster

sales

and

earnings

growth,

but

we

have

yet

to

encounter

evidence

that

the

secular

growth

tailwinds

described

above

have

been

curtailed.

We

expect

that

the

company’s

results

in

any

one

period

may

be

volatile,

but

we

believe

over

our

3–5-year

horizon,

the

company’s

growth

trajectory

is

relatively

predictable.

Potential

for

a

Bright

Future

In

addition

to

our

experience

with

Texas

Instruments

and

Analog

Devices,

we

were

drawn

to

Microchip

Technology

as

it

appears

to

be

early

in

its

journey

of

returning

more

capital

to

shareholders.

The

company

rightly

(in

our

opinion)

prioritized

acquisitions

to

capitalize

on

the

opportunity

to

build

out

its

product

and

technology

lineup

to

solidify

its

competitive

position.

Since

the

closing

of

the

acquisition

of

MicroSemi

Corporation

(a

provider

of

semiconductor

and

systems

solutions

for

aerospace/defense,

communications,

data

center,

and

industrial

markets)

in

2018

–

which

was

the

company’s

last

material

transaction

–

Microchip

2024

Annual

Report

(Unaudited)

11

Technology

has

focused

on

paying

down

debt,

increasing

its

dividend,

and

repurchasing

shares.

The

company

is

in

the

middle

of

executing

a

plan

to

return

100%

of

its

free

cash

flow

in

the

form

of

dividends

and

share

repurchases

by

the

fourth

quarter

of

fiscal

year

2024.

We

believe

this

return

of

capital,

combined

with

the

potential

for

revenue

and

earnings

appreciation,

presents

a

compelling

opportunity

for

shareholders.

As

of

3/31/2024,

the

following

portfolio

company

constituted

a

portion

of

the

net

assets

of

Conservative

Allocation

Fund,

Large

Cap

Equity

Fund,

Multi

Cap

Equity

Fund,

and

Partners

III

Opportunity

Fund

as

follows:

Analog

Devices,

Inc.:

2.1%,

4.2%,

0.0%

and

0.0%.

Microchip

Technology:

1.2%,

2.2%,

0.0%,

and

0.0%.

Texas

Instruments,

Inc.:

0.8%,

0.0%,

2.6%,

and

2.9%.

Holdings

are

subject

to

change

and

may

not

be

representative

of

the

Fund's

current

or

future

investments.

Andrew

McClure,

Equity

Jr.

Research

Analyst,

Andrew

joined

Weitz

Investment

Management

in

2023.

Prior

to

joining

the

firm,

he

was

an

equity

research

associate

at

Craig-

Hallum

Capital

Group.

Andrew

has

a

Bachelor

of

Business

Administration

degree

in

finance

from

the

University

of

Minnesota

Duluth.

Barton

Hooper,

CFA,

Vice

President,

Director

of

Equity

Research,

Barton

joined

Weitz

Investment

Management

in

2007.

Prior

to

joining

the

firm,

he

was

a

research

analyst

at

Oak

Value

Capital

Management

and

Trilogy

Capital

Management.

Prior

to

his

investment

management

experience,

Barton

worked

at

George

K.

Baum

&

Company

and

was

a

certified

public

accountant

at

Deloitte

&

Touche

LLC.

Barton

has

a

bachelor's

in

accounting

from

the

University

of

Missouri

and

an

MBA

from

Washington

University

in

St.

Louis

2024

Annual

Report

(Unaudited)

12

CONSERVATIVE

ALLOCATION

FUND

Portfolio

Managers:

Brad

Hinton,

CFA

&

Nolan

Anderson

Investment

Style:

Conservative

Allocation

The

Conservative

Allocation

Fund’s

Institutional

Class

returned

+4.22%

for

the

first

quarter

compared

to

+2.52%

for

the

Morningstar

Moderately

Conservative

Target

Risk

Index.

For

the

fiscal

year

ended

March

31,

2024,

the

Fund’s

Institutional

Class

returned

+12.32%

compared

to

+9.42%

for

the

index.

The

stock

market

rally

powered

ahead

in

the

first

quarter,

adding

an

exclamation

point

to

the

Fund’s

strong

fiscal

year

results.

Interest

rates

generally

rose

during

the

quarter,

providing

a

mild

headwind

to

fixed

income

returns.

The

Fund’s

bonds

still

delivered

modest

positive

contributions

across

sectors,

thanks

largely

to

heftier

coupon

income.

Rock

and

gravel

producers

Martin

Marietta

Materials,

Inc.

(MLM)

and

Vulcan

Materials

Company

(VMC)

were

both

top

contributors

for

the

quarter.

Public

infrastructure

business

remained

strong,

while

pricing

and

margin

expansion

have

been

exceptional.

Berkshire

Hathaway,

Inc.

(BRK/B),

Aon

PLC

(AON)

and

Oracle

Corporation

(ORCL)

also

delivered

solid,

double-digit

quarterly

returns.

Charter

Communications,

Inc.

(CHTR)

was

the

notable

weak

link

during

the

quarter,

though

the

Fund’s

small

position

size

helped

to

mitigate

the

negative

impact.

Charter’s

stock

fell

sharply

as

the

company

reported

worse-than-expected

broadband

subscriber

losses,

introduced

multi-year

capital

spending

plans

that

were

higher

than

anticipated,

and

disclosed

that

five

million

customers

participated

in

a

federal

subsidy

program

that

would

not

be

funded

beyond

April.

Other

quarterly

detractors

included

Laboratory

Corporation

of

America

Holdings

(LH),

S&P

Global,

Inc.

(SPGI),

Honeywell

International,

Inc.

(HON)

and

Comcast

Corp.

(CMCSA).

Martin

Marietta

and

Vulcan

were

also

among

the

Fund’s

top

contributors

for

the

fiscal

year,

along

with

Microsoft

Corporation

(MSFT),

Berkshire

Hathaway

and

JPMorgan

Chase

&

Co.

(JPM)

as

mega-cap

stocks

dominated

yet

again.

Contribution

breadth

continued

to

be

notable,

with

15

stocks

across

five

sectors

posting

returns

above

20%

for

the

fiscal

year.

Charter,

Diageo

PLC

(DEO),

and

Texas

Instruments,

Inc.

(TXN)

were

the

Fund’s

only

material

fiscal

year

detractors.

As

the

“risk-on”

party

raged,

we

dialed

back

exposure

at

the

margin.

We

sold

the

Fund’s

Qurate

Retail,

Inc.

preferred

(QRTEP)

position

as

the

security

price

rebounded

into

the

$40s.

While

we

collected

a

nice

dividend

stream

for

several

years,

the

investment

was

a

mistake.

Howard

Marks

eloquently

described

risk

control

as

“declining

to

take

risks

that

(a)

exceed

the

quantum

of

risk

you

want

to

live

with

and/or

(b)

you

wouldn’t

be

well

rewarded

for

bearing.”

As

the

Qurate

turnaround

story

unfolded,

part

(a)

became

a

clear

affirmative

for

this

more

conservative

strategy.

So,

we

sold

it

and

moved

on.

We

modestly

trimmed

several

of

the

Fund’s

biggest

winners,

including

all

five

stocks

on

the

fiscal

year

contributor

leaderboard.

We

also

exited

the

Fund’s

Markel

Group,

Inc.

(MKL)

position

due

to

their

uneven

execution

and

our

shifting

conviction.

Markel

delivered

acceptable

absolute

returns,

though

relative

results

did

not

meet

our

expectations.

Equity

purchases

were

very

limited

during

the

quarter.

Bond

yields

were

down

from

their

autumn

highs

but

remained

healthy.

During

the

quarter,

we

were

most

active

in

current

coupon

agency

and

jumbo

mortgage-backed

securities

(MBS),

which

in

our

view

offered

reasonable

option-adjusted

spreads.

We

also

continued

to

layer

in

small

individual

positions

in

asset-

backed

debt,

with

a

heavy

focus

on

sponsor

quality,

structural

protection,

and

straightforward

collateral.

As

interest

rates

floated

back

up,

we

purchased

Treasury

notes

with

roughly

3.5-year

maturities.

At

higher

rates,

we

would

be

willing

to

re-extend

the

Fund’s

buying

to

slightly

longer

maturities.

The

Fund’s

overall

portfolio

continues

to

evolve

with

market

conditions.

We

own

common

equity

stakes

in

28

companies

totaling

43.9%

of

net

assets.

High-yielding,

hybrid

securities

account

for

another

0.8%

of

the

Fund.

The

fixed

income

portfolio

includes

securitized

debt

(14.3%),

investment-grade

corporate

bonds

(0.7%),

Treasury

securities

(32.8%),

and

cash

equivalents/

other

(7.5%).

We

have

ample

resources

to

invest

heavily

in

new

opportunities

as

our

team

uncovers

them.

We

think

the

investing

landscape

for

allocation

investors

is

well

balanced.

In

our

view,

the

Fund’s

securities

offer

adequate

long-

term

capital

appreciation

potential.

High-quality

bonds

yielding

well

above

4%

have

enhanced

the

current

income

outlook.

And

sizeable

holdings

of

short

maturity

Treasury

securities

and

cash

provide

healthy

ballast

with

respectable

yields.

As

always,

we

encourage

investors

to

evaluate

the

strategy

on

a

total-return

basis

over

longer

time

horizons.

Definitions:

Investment

Grade

Bonds

are

those

securities

rated

at

least

BBB-

by

one

or

more

credit

ratings

agencies.

2024

Annual

Report

(Unaudited)

13

Growth

of

$10,000

Investment

–

10

Year

30-Day

SEC

Yield

Industry

Breakdown

Fixed

Income

Attributes

Credit

Quality

Share

Class

Subsidized

Unsubsidized

Investor

2.29

%

2.16%

Institutional

2.43

2.32

%

of

Net

Assets

Financials

13.1

Information

Technology

10.7

Health

Care

5.8

Materials

5.1

Industrials

4.6

Communication

Services

3.1

Consumer

Staples

1.5

U.S.

Treasuries

32.8

Asset-Backed

Securities

7.3

Mortgage-Backed

Securities

4.5

Commercial

Mortgage-Backed

Securities

2.5

Corporate

Convertible

Bonds

0.8

Corporate

Bonds

0.7

Cash

Equivalents/Other

7.5

100.0

Portfolio

Summary

Average

Maturity

2.5

years

Average

Effective

Maturity

2.5

years

Average

Duration

1.7

years

Average

Effective

Duration

1.5

years

Average

Coupon

2.97%

Underlying

Securities

%

of

Portfolio

U.S.

Treasury

68

.

6

U.S.

Government

Agency

Mortgage

Related

Securities

3.2

AAA

20.4

AA

1.4

A

1.1

BBB

0.

7

Non-Rated

1.5

Cash

Equivalents

3.1

100.0

Returns

Annualized

QTD

YTD

1

YR

3

YR

5

YR

10

YR

20

YR

Since

Inception

(10/1/03)

Net

Expense

Gross

Expense

WBALX

-

Investor

Class

4

.11%

4

.11%

12

.09%

4

.11%

6

.63%

5

.54%

5

.67%

5

.80%

0

.85%

0

.99%

WBAIX

-

Institutional

Class

4

.22

4

.22

12

.32

4

.27

6

.79

5

.62

5

.71

5

.84

0

.70

0

.79

Morningstar

Moderately

Conservative

Target

Risk

Index

2

.52

2

.52

9

.42

1

.26

4

.70

4

.56

5

.32

5

.63

All

data

as

of

3/31/2024

unless

otherwise

indicated.

Data

quoted

is

past

performance

and

current

performance

may

be

lower

or

higher.

Past

performance

is

no

guarantee

of

future

results.

Investment

return

and

principal

value

of

an

investment

will

fluctuate,

and

shares,

when

redeemed,

may

be

worth

more

or

less

than

their

original

cost.

All

investments

involve

risks,

including

possible

loss

of

principal.

Please

visit

weitzinvestments.com

for

the

most

recent

month-end

performance.

Investment

results

reflect

applicable

fees

and

expenses

and

assume

all

distributions

are

reinvested

but

do

not

reflect

the

deduction

of

taxes

an

investor

would

pay

on

distributions

or

share

redemptions.

The

Fund

has

entered

into

fee

waiver

and/or

expense

reimbursement

arrangements

with

the

Investment

Advisor

by

which

the

Advisor

has

contractually

agreed

to

waive

a

portion

of

the

Advisor’s

fee

and

reimburse

certain

expenses

(excluding

taxes,

interest,

brokerage

costs,

acquired

fund

fees

and

expenses

and

extraordinary

expenses)

to

limit

the

total

annual

fund

operating

expenses

of

the

Fund’s

average

daily

net

assets

through

7/31/2024.

If

this

arrangement

had

not

been

in

place,

the

performance

results

would

have

been

lower.

The

net

expense

ratio

reflects

the

total

annual

fund

operating

expenses

of

the

Fund

after

taking

into

account

any

such

fee

waiver

and/or

expense

reimbursement.

Net

and

gross

expense

ratios

are

as

of

the

Fund’s

most

recent

prospectus.

See

page

8

for

additional

performance

disclosures.

See

page

83

for

a

description

of

all

indices.

See

page

84

for

a

Glossary

of

Terms.

Credit

ratings

are

assigned

to

underlying

securities

utilizing

ratings

from

a

Nationally

Recognized

Statistical

Rating

Organization

(NRSRO)

such

as

Moody’s

and

Fitch,

or

other

rating

agencies

and

applying

the

following

hierarchy:

security

is

determined

to

be

Investment

Grade

if

it

has

been

rated

at

least

BBB-

by

one

credit

rating

agency;

once

determined

to

be

Investment

Grade

(BBB-

and

above)

or

Non-Investment

Grade

(BB+

and

below)

where

multiple

ratings

are

available,

then

the

lowest

rating

is

assigned.

Mortgage-related

securities

issued

and

guaranteed

by

government-sponsored

agencies

such

as

Fannie

Mae

and

Freddie

Mac

are

generally

not

rated

by

rating

agencies.

Securities

that

are

not

rated

do

not

necessarily

indicate

low

quality.

Ratings

are

shown

in

the

Fitch

scale

(e.g.,

AAA).

Ratings

and

portfolio

credit

quality

may

change

over

time.

The

Fund

itself

has

not

been

rated

by

a

credit

rating

agency.

Contributions

to

performance

are

based

on

actual

daily

holdings.

Returns

shown

are

the

actual

quarterly

returns

of

the

security.

Source

(Fixed

Income

Attributes,

Credit

Quality,

and

Maturity

Distribution):

Bloomberg

Analytics

Source

(Top

Performers,

Bottom

Performers):

Statpro

Top

10

Stock

Holdings

Top

Equity

Contributors

Top

Equity

Detractors

%

of

Net

Assets

Berkshire

Hathaway,

Inc.,

–

Class

B

2.7

Danaher

Corp.

2.2

Thermo

Fisher

Scientific,

Inc.

2.2

Mastercard,

Inc.,

–

Class

A

2.1

Aon

plc

–

Class

A

2.1

Analog

Devices,

Inc.

2.1

Visa,

Inc.,

–

Class

A

2.0

Vulcan

Materials

Co.

2.0

Martin

Marietta

Materials,

Inc.

1.9

Microsoft

Corp.

1.8

21.1

Return

Average

Weight

Contribution

Martin

Marietta

Materials,

Inc.

23.0%

2.0%

0.45%

Berkshire

Hathaway,

Inc.

–

Class

B.

17.8

2.6

0.45

Vulcan

Materials

Co.

20.4

2.1

0.41

Aon

plc

–

Class

A

14.9

2.0

0.29

Oracle

Corp.

19.6

1.5

0.27

Return

Average

Weight

Contribution

Charter

Communications,

Inc.,

-

Class

A

(25.3)%

0.9%

(0.28)%

Laboratory

Corp

of

America

Holdings

(3.6)

1.5

(0.06)

S&P

Global,

Inc.

(3.2)

1.4

(0.05)

Honeywell

International,

Inc.

(1.6)

0.8

(0.02)

Comcast

Corp.,

–

Class

A

(0.5)

1.0

(0.01)

2024

Annual

Report

(Unaudited)

14

CORE

PLUS

INCOME

FUND

Portfolio

Managers:

Tom

Carney,

CFA

&

Nolan

Anderson

Investment

Style:

Intermediate-Term

Core

Plus

Bond

The

Core

Plus

Income

Fund’s

Institutional

Class

returned

+0.30%

for

the

first

quarter

compared

to

a

-0.78%

return

for

the

Bloomberg

U.S.

Aggregate

Bond

Index

(Agg).

For

the

fiscal

year

ended

March

31,

2024,

the

Fund’s

Institutional

Class

returned

+3.97%

compared

to

+1.70%

for

the

index.

While

we

are

pleased

with

positive

absolute

and

strong

relative

results

for

the

quarter

and

fiscal

year,

our

focus

remains

on

longer-term

results

(3-,

5-,

and

7-year),

which

continue

to

outpace

the

index.

After

a

stunning

“everything

rally”

in

the

fourth

quarter,

U.S.

fixed

income

markets

took

a

breather

to

start

2024.

As

illustrated

in

the

chart

below,

interest

rates

increased

across

the

yield

curve,

as

investors

dialed

back

expectations

of

significant

Federal

Reserve

interest

rate

cuts

in

2024.

The

result

was

modest

gains

for

shorter-duration

and

more

credit-sensitive

sectors

of

the

market

and

small

to

moderate

losses

for

intermediate

and

longer-

duration

bonds.

While

interest

rates

increased

during

the

first

quarter,

risk

assets

continued

their

torrid

rally.

In

hindsight,

last

November’s

long-

awaited

Fed

‘pivot’

or

pause

in

its

monetary

tightening

policy,

was

akin

to

the

Fed

announcing

the

“all-clear”

signal,

giving

investors

confidence

that

everything

is

(finally)

just

right.

The

U.S.

Treasury

added

to

the

excitement

by

aggressively

shifting

the

expected

mix

of

government

funding

toward

T-Bills,

and

away

from

longer-term

coupon

issuance

(lower-than-expected

coupon

issuance

may

provide

technical

support

for

longer-term

yields).

Interestingly,

the

announcement

coincided

with

10-year

and

30-

year

Treasury

bond

rates

briefly

eclipsing

5%

for

the

first

time

in

more

than

16

years.

As

previously

mentioned,

credit

spreads

continued

their

descent

in

the

first

quarter

and

now

sit

near

10-year

lows.

Broad

investment-grade

spreads

declined

from

106

basis

points

to

93

basis

points.

High

yield

spreads

declined

from

339

basis

points

to

312

basis

points.

Investor

behavior

in

both

the

primary

and

secondary

markets

suggests

there

is

simply

not

enough

supply

of

credit

to

keep

up

with

demand.

We

are

witnessing

signs

of

investor

complacency

with

indiscriminate

buying,

record

levels

of

new

issue

subscription

(both

in

corporate

bonds

and

securitized

products),

and

significant

flattening

in

credit

curves

(i.e.,

the

extra

compensation

you

receive

to

lend

further

out

the

interest

rate

curve).

The

chart

below

provides

a

long-term

view

of

the

Core

Plus

Income

Fund’s

forward

return

prospects

as

measured

by

yield

to

worst

(YTW).

From

inception

through

mid-2022,

the

Fund’s

YTW

only

breached

4%

during

the

teeth

of

COVID.

It

has

now

exceeded

5.5%

for

seven

consecutive

quarters.

Given

the

average

of

3.6%

for

the

time

series

below,

today’s

forward

return

prospects

as

measured

by

a

YTW

of

5.8%

on

March

31,

2024,

as

compared

to

4.8%

for

the

index,

reinforce

the

improved

role

fixed

income

has

in

an

overall

asset

allocation

framework.

Portfolio

Positioning

The

table

below

shows

the

change

in

allocation

to

various

sectors,

from

the

prior

quarter

and

from

the

prior

year.

This

summary

provides

a

view

over

time

of

how

we

have

allocated

capital.

Since

our

goal

is

to

invest

in

sectors

that

we

believe

offer

the

best

risk-adjusted

returns,

our

allocations

may

change

significantly

over

time.

*Corporate

CLOs

are

included

in

the

ABS

segment

in

the

Fund’s

schedule

of

investments

but

are

additionally

called

out

separately

for

the

purposes

of

the

discussion.

**High-Yield

exposure

consists

of

investments

in

the

Corporate,

Corporate

Convertible,

ABS,

and

CMBS

sectors.

Sector

(%

of

Net

Assets)

3/31/2024

Current

Quarter

12/31/2023

Previous

Quarter

Qtr

Over

Qtr

Change

3/31/2023

Previous

Year

Yr

Over

Yr

Change

Corporate

Bonds

12.2

13.1

-0.9

15.6

-3.4

Corporate

Convertible

Bonds

0.1

0.1

0.0

0.3

-0.2

Asset-Backed

Securities

(ABS)

23.1

21.7

1.4

28.9

-5.8

Corporate

Collateralized

Loan

Obligations

(CLOs)*

10.1

7.2

2.9

11.5

-1.4

Commercial

Mortgage-

Backed

Securities

(CMBS)

5.0

4.6

0.4

7.0

-2.0

Agency

Mortgage-Backed

(MBS)

22.8

14.0

8.8

0.6

22.2

Non-Agency

Mortgage

Backed

(RMBS)

3.7

2.0

1.7

0.2

3.5

Non-Convertible

Preferred

Stock

0.1

0.1

0.0

0.1

0.0

Taxable

Municipal

Bonds

0.0

0.0

0.0

0.2

-0.2

U.S.

Treasury

31.2

33.9

-2.7

39.7

-8.5

Common

Stock

0.0

0.0

0.0

0.0

0.0

Cash

&

Equivalents

1.8

10.5

-8.7

7.4

-5.6

Total

(does

not

include

CLO

line)

100.0

100.0

100.0

High

Yield**

2.8

3.0

-0.2

6.6

-3.8

Average

Effective

Duration

(years)

5.5

5.3

0.2

5.2

0.3

Average

Effective

Maturity

(years)

9.4

8.7

0.7

7.9

1.5

2024

Annual

Report

(Unaudited)

15

The

most

notable

change

in

sector

allocation

during

the

first

quarter

(and

for

the

fiscal

year)

was

a

significant

increase

in

mortgage-backed

securities

(MBS).

The

Fund

had

not

had

a

meaningful

investment

in

MBS

in

its

almost

10-year

life,

but

that

all

changed

in

2023.

Most

of

our

MBS

investments

occurred

over

the

past

three

quarters,

where

over

27%

of

Fund

assets

were

deployed,

primarily

in

agency

(Fannie

Mae

and

Freddie

Mac)

MBS,

but

also

in

prime

jumbo

MBS

(mortgages

too

large

to

be

eligible

for

inclusion

in

agency

MBS).

We

believe

the

combination

of

higher

coupon

income

on

newer

production

mortgages

and

wider

MBS

spreads

have

made

the

relative

value

proposition

versus

other

higher-quality

investment

grade

corporate

bonds

quite

compelling.

In

addition

to

MBS,

we

added

two

new

and

unique

investments

during

the

first

quarter,

highlighted

below.

Starwood

Infrastructure/Project

Finance

CLOs

.

In

2018,

Starwood

Property

Trust

acquired

a

vertically

integrated

energy

infrastructure

platform

from

General

Electric

for

$2.5

billion

and

renamed

it

Starwood

Infrastructure

Finance

(SIF).

Since

the

acquisition,

SIF

has

invested

over

$3.6

billion

and

currently

has

an

approximately

$2.6

billion

portfolio

of

first

lien

senior

secured

loans

diversified

across

energy

infrastructure

and

power

generation

assets

within

the

U.S.

As

part

of

its

long-term

financing

strategy,

SIF

has

issued

three

infrastructure/project

finance

CLOs,

the

latest

of

which

priced

in

the

first

quarter.

We

are

pleased

to

partner

with

a

high-quality

sponsor

like

Starwood

for

our

first

infrastructure/project

finance

CLO

investment.

We

believe

this

serves

as

yet

another

example

of

our

ability

to

source

high

quality

bonds

in

off-benchmark

sectors

that

generate

attractive

coupon

income

and

provide

diversification

benefits

to

shareholders.

New

Mountain

Rated

Feeder

.

While

only

a

few

broadly

syndicated,

publicly

rated

transactions

have

been

issued

in

the

capital

markets,

rated

feeders

have

been

in

existence

for

a

number

of

years

and

serve

to

provide

investors

access

to

direct

lending

credit

funds.

In

the

case

of

our

investment,

we

partnered

with

New

Mountain

Capital

for

their

second

broadly

syndicated

rated

feeder

transaction

that

priced

in

the

first

quarter.

Founded

in

1999,

New

Mountain

Capital

is

an

alternative

investment

manager

with

approximately

$50

billion

in

assets

under

management

(AUM).

New

Mountain

Capital

has

a

long-term

track

record

of

investing

in

“defensive

growth”

businesses,

utilizing

deep

fundamental

research.

Established

in

2008,

New

Mountain

Capital’s

credit

platform

has

approximately

$11

billion

in

AUM.

Much

like

a

CLO,

rated

feeder

transactions

invest

primarily

in

senior

secured

floating

rate

loans

and

utilize

tranched-out

capital

structures,

which

helps

make

the

fund

accessible

to

a

broad

range

of

investors

depending

on

their

risk/return

objectives.

Importantly,

New

Mountain’s

general

partner

equity

commitment

in

the

fund

will

serve

as

the

equity

in

the

transaction,

which

creates

a

strong

alignment

of

interest.

In

addition,

unlike

many

direct

lending

vehicles,

the

New

Mountain

fund

is

unlevered,

which

we

believe

is

a

significant

credit

positive.

In

terms

of

overall

portfolio

metrics,

the

Fund’s

average

effective

maturity

increased

to

9.4

years

as

of

March

31,

2024,

from

8.7

years

as

of

December

31,

2023,

while

the

average

effective

duration

increased

to

5.5

years

from

5.3

years

over

the

same

time

period,

compared

to

the

Agg’s

average

effective

duration

of

6.1

years

on

March

31,

2024.

These

measures

provide

a

guide

to

the

Fund’s

interest

rate

sensitivity.

A

higher

average

effective

duration

increases

the

Fund’s

price

sensitivity

to

changes

in

interest

rates

(either

up

or

down).

As

of

March

31,

our

high-yield

exposure

as

a

percent

of

net

assets

was

2.8%,

down

from

3.0%

on

December

31,

2023.

The

Fund

can

invest

up

to

25%

of

net

assets

in

high

yield,

therefore

we

have

ample

capacity

to

take

advantage

of

valuation

discrepancies/

opportunities

in

the

high

yield

area.

Top

Quarterly

Contributors

Collateralized

Loan

Obligations

(CLOs)

:

Our

CLO

portfolio

was

the

largest

contributor

to

performance

during

the

quarter.

Positive

returns

were

driven

by

strong

coupon

income

and

modest

price

appreciation.

Asset-Backed

Securities

(ABS):

Positive

returns

in

our

ABS

portfolio

were

driven

by

strong

coupon

income

and

modest

price

appreciation

due

to

strong

sector

and

security

selection.

Agency

Mortgage-

Backed

Securities

(MBS):

Our

agency

MBS

portfolio

generated

positive

returns

due

to

strong

coupon

income

and

moderate

declines

in

MBS

spreads

during

the

quarter.

Corporate

Bonds:

Corporate

bonds

–

led

by

REITS,

consumer

cyclical,

and

financials

–

generated

strong

absolute

returns

as

credit

spreads

meaningfully

tightening.

Top

Quarterly

Detractors

U.S.

Treasury

Bonds:

U.S.

Treasuries

were

the

primary

detractor

from

performance.

With

a

duration

of

over

10

years,

our

Treasury

portfolio

experienced

unrealized

mark-to-market

losses

as

interest

rates

increased

during

the

quarter.

Top

Fiscal

Year

Contributors

Collateralized

Loan

Obligations:

Our

CLO

portfolio

was

the

largest

contributor

to

performance

during

the

fiscal

year.

Positive

returns

were

driven

by

strong

coupon

income

and

modest

price

appreciation.

Asset-

Backed

Securities:

Positive

returns

in

our

ABS

portfolio

were

driven

by

strong

coupon

income

and

moderate

price

appreciation

due

to

strong

sector

and

security

selection.

Agency

Mortgage-

Backed

Securities:

Our

agency

MBS

generated

positive

returns

as

a

result

of

our

exposure

to

higher

coupon

pass-

throughs

and

modestly

benefitted

from

a

decline

in

MBS

spreads.

Corporate

Bonds:

Corporate

bonds

–

led

by

retail,

financials,

and

REITs

–

generated

strong

absolute

returns

as

credit

spreads

meaningfully

tightening

during

the

fiscal

year.

Top

Fiscal

Year

Detractors

U.S.

Treasury

Bonds:

U.S.

Treasuries

were

the

primary

detractor

from

performance.

With

a

duration

of

over

10

years,

our

Treasury

portfolio

experienced

unrealized

mark-to-market

losses

as

interest

rates

increased

during

the

fiscal

year.

Fund

Strategy

Our

approach

consists

primarily

of

investing

in

a

diversified

portfolio

of

high-quality

bonds

while

maintaining

an

overall

portfolio

average

duration

of

3.5

to

7

years.

We

may

seek

to

capture

attractive

coupon

income

and

potential

price

appreciation

by

investing

in

longer-duration

and

lower-quality

bonds

when

attractively

priced.

We

may

also

invest

up

to

25%

in

fixed

income

securities

that

are

not

considered

investment

grade

(such

as

high-yield

and

convertible

bonds

as

well

as

preferred

and

convertible

preferred

stock),

and

we

do

so

when

we

perceive

the

risk/reward

characteristics

to

be

favorable.

We

do

not,

and

will

not,

try

to

mimic

any

particular

index

as

we

construct

our

portfolio.

We

believe

our

flexible

mandate

and

high-

conviction

portfolio

will

benefit

investors

over

the

long

term.

We

utilize

a

bottom-up,

research-driven

approach

and

select

portfolio

assets

one

security

at

a

time

based

on

our

view

of

opportunities

2024

Annual

Report

(Unaudited)

16

in

the

marketplace.

Our

fixed

income

research

is

not

dependent

on,

but

often

benefits

from,

the

due

diligence

work

our

equity

teammates

conduct

on

companies

and

industries.

Overall,

we

strive

to

be

adequately

compensated

for

the

risks

assumed

in

order

to

maximize

investment

(or

reinvestment)

yield

and

to

avoid

making

interest

rate

bets,

particularly

those

that

depend

on

interest

rates

going

down.

We

have

often

maintained

a

lower

duration

profile

than

the

index,

particularly

in

very

low-

yield

environments.

Our

shorter

duration

profile

has

benefited

shareholders

in

periods

of

rising

interest

rates.

Maintaining

a

diversified

portfolio

and

liquidity

reserves

is

a

key

element

of

our

risk

management

approach.

As

a

result,

we

have

not

held

back

from

owning

U.S.

Treasury

bonds

and,

at

times

like

now,

cash

reserves.

We

believe

this

approach

has

served

our

clients

well,

particularly

in

extreme

market

environments

like

the

pandemic

brought

upon

us

in

March

2020.

Definitions:

Average

effective

duration

provides

a

measure

of

a

fund’s

interest-rate

sensitivity.

The

longer

a

fund’s

duration,

the

more

sensitive

the

fund

is

to

shifts

in

interest

rates.

Average

effective

maturity

is

the

weighted

average

of

the

maturities

of

a

fund’s

underlying

bonds.

Basis

point

(BPS)

refers

to

a

unit

of

measurement

that

is

equal

to

1/100th

of

1%,

or

0.01%.

Commercial

real

estate

collateralized

loan

obligations

(CRE

CLOs)

are

a

type

of

asset-backed

security

backed

by

a

pool

of

commercial

loans

.

Investment

Grade

Bonds

are

those

securities

rated

at

least

BBB-

by

one

or

more

credit

ratings

agencies.

Spreads

are

measured

by

ICE

BofA

which

is

a

group

of

indexes

that

track

the

performance

of

U.S.

dollar-

denominated

debt

issued

in

the

U.S.

domestic

market.

Middle

market

CLOs

refer

to

collateralized

loan

obligations

backed

by

loans

made

to

smaller

companies,

which

companies

generally

have

earnings

before

interest,

taxes,

and

amortization

of

less

than

$75

million.

Non-Investment

Grade

Bonds

are

those

securities

(commonly

referred

to

as

“high

yield”

or

“junk”

bonds)

rated

BB+

and

below

by

one

or

more

credit

ratings

agencies.

A

Rated

Feeder

is

a

type

of

a

traditional

feeder

fund

(an

investment

fund

that

collects

investor

capital

and

invests

it

into

a

master

fund)

that

issues

both

rated

debt

and

equity.

In

each

case,

the

equity

provides

the

subordination

required

to

support

the

ratings

of

the

debt.

Yield

to

worst

(YTW)

is

the

lowest

potential

yield

that

can

be

received

on

a

bond

portfolio

without

the

underlying

issuers

defaulting.

2024

Annual

Report

(Unaudited)

17

Growth

of

$10,000

Investment

Since

Inception

30-Day

SEC

Yield

Asset

Allocation

%

of

Net

Assets

Share

Class

Subsidized

Unsubsidized

Investor

5.23

%

4.86%

Institutional

5.33

5.11

Returns

Annualized

QTD

YTD

1

YR

3

YR

5

YR

Since

Inception

(7/31/14)

Net

Expense

Gross

Expense

WCPNX

-

Investor

Class

0

.28%

0

.28%

3

.88%

(0

.34)%

2

.51%

2

.85%

0

.55%

0

.82%

WCPBX

-

Institutional

Class

0

.30

0

.30

3

.97

(0

.28)

2

.60

3

.01

0

.45

0

.59

Bloomberg

U.S.

Aggregate

Bond

Index

(0

.78)

(0

.78)

1

.70

(2

.45)

0

.36

1

.41

All

data

as

of

3/31/2024

unless

otherwise

indicated.

Data

quoted

is

past

performance

and

current

performance

may

be

lower

or

higher.

Past

performance

is

no

guarantee

of

future

results.

Investment

return

and

principal

value

of

an

investment

will

fluctuate,

and

shares,

when

redeemed,

may

be

worth

more

or

less

than

their

original

cost.

All

investments

involve

risks,

including

possible

loss

of

principal.

Please

visit

weitzinvestments.com

for

the

most

recent

month-end

performance.

Investment

results

reflect

applicable

fees

and

expenses

and

assume

all

distributions

are

reinvested

but

do

not

reflect

the

deduction

of

taxes

an

investor

would

pay

on

distributions

or

share

redemptions.

The

Fund

has

entered

into

fee

waiver

and/or

expense

reimbursement

arrangements

with

the

Investment

Advisor

by

which

the

Advisor

has

contractually

agreed

to

waive

a

portion

of

the

Advisor’s

fee

and

reimburse

certain

expenses

(excluding

taxes,

interest,

brokerage

costs,

acquired

fund

fees

and

expenses

and

extraordinary

expenses)

to

limit

the

total

annual

fund

operating

expenses

of

the

Fund’s

average

daily

net

assets

through

7/31/2024.

If

this

arrangement

had

not

been

in

place,

the

performance

results

would

have

been

lower.

The

net

expense

ratio

reflects

the

total

annual

fund

operating

expenses

of

the

Fund

after

taking

into

account

any

such

fee

waiver

and/or

expense

reimbursement.

Net

and

gross

expenses

ratios

are

as

of

the

Fund’s

most

recent

Prospectus.

See

page

8

for

additional

performance

disclosures.

See

page

83

for

a

description

of

all

indices.

See

page

84

for

a

Glossary

of

Terms.

Credit

ratings

are

assigned

to

underlying

securities

utilizing

ratings

from

a

Nationally

Recognized

Statistical

Rating

Organization

(NRSRO)

such

as

Moody’s

and

Fitch,

or

other

rating

agencies

and

applying

the

following

hierarchy:

security

is

determined

to

be

Investment

Grade

if

it

has

been

rated

at

least

BBB-

by

one

credit

rating

agency;

once

determined

to

be

Investment

Grade

(BBB-

and

above)

or

Non-Investment

Grade

(BB+

and

below)

where

multiple

ratings

are

available,

then

the

lowest

rating

is

assigned.

Mortgage-related

securities

issued

and

guaranteed

by

government-sponsored

agencies

such

as

Fannie

Mae

and

Freddie

Mac

are

generally

not

rated

by

rating

agencies.

Securities

that

are

not

rated

do

not

necessarily

indicate

low

quality.

Ratings

are

shown

in

the

Fitch

scale

(e.g.,

AAA).

Ratings

and

portfolio

credit

quality

may

change

over

time.

The

Fund

itself

has

not

been

rated

by

a

credit

rating

agency.

Source

(Fixed

Income

Attributes,

Credit

Quality,

and

Maturity

Distribution):

Bloomberg

Analytics

Fixed

Income

Attributes

Maturity

Distribution

Credit

Quality

Portfolio

Summary

Average

Maturity

9.4

years

Average

Effective

Maturity

9.4

years

Average

Duration

6.3

years

Average

Effective

Duration

5.5

years

Average

Coupon

5.23%

Maturity

%

of

Portfolio

Cash

Equivalents

0.9

Less

than

1

year

6.6

1

-

3

Years

7.9

3

-

5

Years

14.5

5

-

7

Years

17.5

7

-

10

Years

19.8

10

Years

or

more

32.8

Common

Stocks

0.0

100.0

Underlying

Securities

%

of

Portfolio

U.S.

Treasury

31.5

U.S.

Government

Agency

Mortgage

Related

Securities

23.0

AAA

7.9

AA

7.3

A

11.6

BBB

15.0

BB

1.7

B

0.8

CCC

0.1

Non-Rated

0.1

Cash

Equivalents

1.0

100.0

2024

Annual

Report

(Unaudited)

18

LARGE

CAP

EQUITY

FUND

Portfolio

Manager:

Brad

Hinton,

CFA

Investment

Style:

Large

Cap

The

Large

Cap

Equity

Fund’s

Institutional

Class

returned

+7.79%

for

the

first

quarter

compared

to

+10.30%

for

the

Russell

1000

Index.

For

the

fiscal

year

ended

March

31,

2024,

the

Fund’s

Institutional

Class

returned

+31.94%

compared

to

+29.87%

for

the

index.

The

stock

market

rally

powered

ahead

in

the

first

quarter,

adding

an

exclamation

point

to

the

Fund’s

very

strong

fiscal

year

results.

Fund

returns

have

now

topped

50%

from

the

October

2022

lows.

It

is

neither

unusual

nor

concerning

for

relative

results

to

soften

deeper

into

such

a

strong

run.

At

the

margin,

we

have

gradually

been

rotating

exposure

from

“what

has

worked”

to

“what

could

work

next.”

The

story

of

those

portfolio

shifts

will

be

written

over

the

next

several

years,

not

the

first

few

months.

Meta

Platforms,

Inc.

(META),

Berkshire

Hathaway,

Inc.

(BRK/B),

Vulcan

Materials

Company

(VMC),

Amazon.com,

Inc.

(AMZN),

and

Mastercard,

Inc.

(MA)

were

the

Fund’s

leading

quarterly

contributors.

Most

of

the

Fund’s

companies

reported

healthy

results

with

constructive

outlooks

for

the

year

ahead.

Stock

prices

have

generally

risen

faster

than

our

value

estimates,

leading

to

less

valuation

cushion

at

the

portfolio

level.

Charter

Communications,

Inc.

(CHTR)

and

Liberty

Broadband

Corp.

(LBRDK)

were

the

Fund’s

primary

quarterly

detractors.

Charter’s

stock

fell

sharply

as

the

company

reported

worse-than-

expected

broadband

subscriber

losses,

introduced

multi-year

capital

spending

plans

that

were

higher

than

anticipated,

and

disclosed

that

five

million

customers

participated

in

a

federal

subsidy

program

that

would

not

be

funded

beyond

April.

While

that’s

a

near-term

triple

whammy,

we

think

these

issues

push

out

rather

than

derail

our

investment

thesis.

We

added

more

Charter

shares

during

the

quarter.

Other

quarterly

detractors

included

Adobe,

Inc.

(ADBE),

S&P

Global,

Inc.

(SPGI)

and

Laboratory

Corp

of

America

Holdings

(LH).

Mega-cap

titans

Meta

Platforms,

Alphabet,

Inc.

(GOOG)

and

Amazon

generated

outsized

gains

and

were

the

Fund’s

top

relative

contributors

for

the

fiscal

year.

Vulcan

Materials,

CoStar

Group,

Inc.

(CSGP)

and

eight

other

stocks

across

multiple

industries

delivered

contributions

of

more

than

100

bps

(1%)

each.

Liberty

Broadband

and

Charter

Communications

were

the

Fund’s

primary

fiscal

year

detractors.

Liberty

Media

Corp.-Liberty

Live

(LLYVK),

Thermo

Fisher

Scientific,

Inc.

(TMO)

and

Analog

Devices,

Inc.

(ADI)

were

also

slight

detractors

for

the

fiscal

year.

Following

our

valuation

discipline,

we

continued

to

methodically

rotate

from

more

fully

priced

stocks

to

those

trading

at

healthier

discounts

to

our

value

estimates.

We

trimmed

more

tech-adjacent

winners

during

the

quarter,

including

Alphabet,

Gartner,

Inc.

(IT),

Salesforce

(CRM)

and

Meta

Platforms.

We

added

to

the

Fund’s

positions

in

Global

Payments,

Inc.

(GPN),

Fidelity

National

Information

Services,

Inc.

(FIS)

and

Aon

PLC

(AON).

We

also

bought

more

Charter

shares

and

trimmed

Liberty

Broadband

(owner

of

32%

of

Charter)

to

refill

and

reshape

the

Fund’s

Charter-

related

exposure.

Alphabet

has

been

the

most

notable

trim

over

the

past

two

quarters.

In

effect,

we

removed

the

heavy

overweight

layer

of

the

position

size,

which

had

been

in

the

6%

to

8%

range

for

most

of

the

last

five

years.

Part

of

the

decision

simply

reflected

valuation

prudence

after

an

exceptional

period

where

the

stock

price

ran

well

ahead

of

our

estimate

of

business

value

growth.

Some

of

it

was

a

reality

check

that

Google’s

core

search

business

may

be

less

clearly

unassailable

than

it

appeared

to

be

five

to

seven

years

ago.

Our

team

also

has

adopted

a

healthy

“prove

it”

approach

to

management/culture,

capital

allocation

and

future

returns

on

a

robust

investment

cycle.

While

Alphabet

may

no

longer

warrant

standout

overweight

status,

the

stock

remains

one

of

the

Fund’s

largest

holdings.

After

many

reports

filled

with

mea

culpas

on

FIS,

it

is

refreshing

to

provide

a

different

kind

of

interim

update.

We

suggested

last

quarter

that

the

stock’s

setup

was

much

improved

from

year-

end,

rebased

price

levels.

We

added

to

the

Fund’s

position

in

January

and

early

February

at

an

average

price

in

the

high

$50s.

FIS

completed

the

sale

of

a

majority

stake

in

Worldpay

Merchant

Solutions

in

January,

and

the

company

is

paying

down

debt

and

repurchasing

stock

with

the

proceeds.

The

core

businesses

are

doing

fine,

and

the

stock

rose

24%

to

$74

during

the

quarter.

Credit

to

CEO

Stephanie

Ferris

and

her

team

for

taking

decisive

steps

to

help

surface

value.

While

FIS

has

much

more

work

to

do,

the

checkpoint

served

as

a

nice

reminder

that

good

things

can

(eventually)

happen

to

high-quality

stocks

trading

at

a

discount

to

intrinsic

value.

We

sold

Linde

plc

(LIN)

after

an

exceptional

13+

years

of

very

profitable

ownership.

Our

team

deeply

admires

Linde’s

industrial

gas

business,

and

management

has

done

a

terrific

job

since

the

2018

merger

with

industrial

gases

company

Praxair.

Our

exit

was

purely

valuation

driven,

and

we

would

gladly

partner

with

Linde

again

at

the

right

price.

We

have

a

focused

portfolio

that

is

well

aligned

with

our

vision

for

successful

large-cap

investing.

The

Fund

has

concentrated

ownership

stakes

in

29

companies,

with

the

top

ten

representing

nearly

half

of

the

portfolio.

Each

position

is

significant

enough

to

matter,

yet

none

can

individually

make

or

break

our

results.

Our

current

estimate

is

that

the

portfolio

trades

at

a

price-to-value

in

the

mid

90s,

which

we

believe

offers

adequate

return

potential

over

a

multi-year

period.

2024

Annual

Report

(Unaudited)

19

Capitalization

Growth

of

$10,000

Investment

–

10

Year

Returns

Annualized

QTD

YTD

1

YR

3

YR

5

YR

10

YR

20

YR

Since

Inception

(5/9/86)

Net

Expense

Gross

Expense

WVALX

-

Investor

Class

7.74%

7.74%

31.74%

8.40%

13.50%

9.58%

7.56%

10.56%

1.04%

1.04%

WVAIX

-

Institutional

Class

7.79

7.79

31.94

8.56

13.70

9.79

7.66

10.

62

0.89

0.89

Russell

1000

Index

10

.

30

10

.

30

29

.

87

10

.

44

14

.

74

12

.

67

10

.

20

10

.

86

S&P

500

Index

10

.

56

10

.

56

29

.

88

11

.

48

15

.0

3

12

.

95

10

.

14

10

.

89

All

data

as

of

3/31/2024

unless

otherwise

indicated.

Data

quoted

is

past

performance

and

current

performance

may

be

lower

or

higher.

Past

performance

is

no

guarantee

of

future

results.

Investment

return

and

principal

value

of

an

investment

will

fluctuate,

and

shares,

when

redeemed,

may

be

worth

more

or

less

than

their

original

cost.

All

investments

involve

risks,

including

possible

loss

of

principal.

Please

visit

weitzinvestments.com

for

the

most

recent

month-end

performance.

Investment

results

reflect

applicable

fees

and

expenses

and

assume

all

distributions

are

reinvested

but

do

not

reflect

the

deduction

of

taxes

an

investor

would

pay

on

distributions

or

share

redemptions.

The

Fund

has

entered

into

fee

waiver

and/or

expense

reimbursement

arrangements

with

the

Investment

Advisor

by

which

the

Advisor

has

contractually

agreed

to

waive

a

portion

of

the

Advisor’s

fee

and

reimburse

certain

expenses

(excluding

taxes,

interest,

brokerage

costs,

acquired

fund

fees

and

expenses

and

extraordinary

expenses)

to

limit

the

total

annual

fund

operating

expenses

of

the

Fund’s

average

daily

net

assets

through

7/31/2024.

If

this

arrangement

had

not

been

in

place,

the

performance

results

would

have

been

lower.

The

net

expense

ratio

reflects

the

total

annual

fund

operating

expenses

of

the

Fund

after

taking

into

account

any

such

fee

waiver

and/or

expense

reimbursement.

Net

and

gross

expense

ratios

are

as

of

the

Fund’s

most

recent

prospectus.

See

page

8

for

additional

performance

disclosures.

See

page

83

for

a

description

of

all

indices.

See

page

84

for

a

Glossary

of

Terms.

Contributions

to

performance

are

based

on

actual

daily

holdings.

Returns

shown

are

the

actual

quarterly

returns

of

the

security.

Source

(Top

Performers,

Bottom

Performers):

Statpro

Source

(Capitalization):

Bloomberg

Analytics

Top

10

Stock

Holdings

Industry

Breakdown

%

of

Net

Assets

Meta

Platforms,

Inc.

–

Class

A

5.2

Visa,

Inc.

–

Class

A

5.1

Alphabet,

Inc.

–

Class

C

5.0

Berkshire

Hathaway,

Inc.

–

Class

B

4.9

Mastercard,

Inc.

–

Class

A

4.9

Thermo

Fisher

Scientific,

Inc.

4.6

Danaher

Corp.

4.5

CoStar

Group,

Inc.

4.4

Vulcan

Materials

Co.

4.3

Amazon.com,

Inc.

4.3

47.2

%

of

Net

Assets

Financials

26.1

Information

Technology

22.2

Communication

Services

16.9

Health

Care

11.

2

Consumer

Discretionary

6.8

Industrials

5.1

Real

Estate

4.4

Materials

4.

3

Cash

Equivalents/Other

3

.

0

100.0

Top

Contributors

Top

Detractors

Return

Average

Weight

Contribution

Meta

Platforms,

Inc.

–

Class

A

37.4%

5.1%

1.68%

Berkshire

Hathaway,

Inc.

–

Class

B

17.9

4.8

0.84

Vulcan

Materials

Co.

20.4

4.2

0.79

Amazon.com,

Inc.

18.7

4.1

0.73

Mastercard,

Inc.

–

Class

A

13.1

4.8

0.61

Return

Average

Weight

Contribution

Charter

Communications,

Inc.

–

Class

A

(25.8)%

3.2%

(0.85)%

Liberty

Broadband

Corp.

–

Class

C

(28.9)

1.7

(0.66)

Adobe,

Inc.

(15.4)

1.9

(0.31)

S&P

Global,

Inc.

(3.2)

2.9

(0.10)

Laboratory

Corp.

of

America

Holdings

(3.6)

2.2

(0.09)

2024

Annual

Report

(Unaudited)

20

MULTI

CAP

EQUITY

FUND

Portfolio

Managers:

Wally

Weitz,

CFA,

Brad

Hinton,

CFA

&

Drew

Weitz

Investment

Style:

Multi-Cap

Value

The

Multi

Cap

Equity

Fund’s

Institutional

Class

returned

+8.98%

for

the

first

quarter

compared

to

+10.02%

for

the

Russell

3000

Index.

For

the

fiscal

year

ended

March

31,

2024,

the

Fund’s

Institutional

Class

returned

+26.04%

compared

to

+29.29%

for

the

index.

Equities

continued

to

rally

in

the

first

quarter,

generating

very

strong

absolute

returns

for

Fund

shareholders

and

pushing

many

market

indices

to

all-time

highs.

The

Fund’s

absolute

results

for

the

fiscal

year

were

similarly

strong.

We

are

pleased

to

report

strong,

risk-adjusted

absolute

returns

for

both

the

quarter

and

fiscal

year,

despite

modestly

lagging

the

index.

The

strategy

for

our

Multi

Cap

Equity

Fund

is

founded

on

the

notion

that

investing

in

businesses

of

all

sizes

provides

investors

with

the

broadest

possible

opportunity

set

and

may

provide

a

measure

of

insulation

as

market

leadership

shifts

(sometimes

dramatically)

from

one

size

category

to

another.

In

recent

years,

however,

large-

and

mega-cap

companies

have

rarely

relinquished

the

crown,

and

the

first

quarter

and

fiscal

year

were

no

exception.

Befitting

our

strategy,

we

own

several

positions

in

this

space,

including

two

of

the

market’s

Magnificent

Seven

(Alphabet,

Inc.

(GOOG)

and

Meta

Platforms,

Inc.

(META))

and

indirectly

a

third,

(Apple,

Inc.

(AAPL),

via

Berkshire

Hathaway,

Inc.’s

(BRK/B)

sizeable

position),

and

our

performance

benefited

accordingly.

Our

small

and

medium-

sized

businesses

also

performed

well,

and

the

Fund

outperformed

the

small-cap

and

mid-cap

indices,

even

as

we

lagged

the

capitalization-weighted

Russell

3000,

which

is

dominated

by

the

same

mega-cap

stocks

that

have

fueled

the

large-cap

Russell

1000

index.

Of

course,

while

we

aspire

for

long-term

outperformance

in

any

environment,

periods

of

small-

and/or

mid-cap

outperformance

could

provide

a

relative

performance

tailwind

for

our

portfolio

compared

to

the

“top-heavy”

Russell

3000.

Meta

Platforms

and

Berkshire

Hathaway

were

mega-cap

winners

and

top

contributors

in

the

first

quarter,

although

small-

cap

Perimeter

Solutions

SA’s

(PR)

61%

gain

made

it

the

Fund’s

strongest

performing

stock

on

an

absolute

basis.

Perimeter’s

sole

material

competitor

for

wildfire

retardants

was

forced

to

withdraw

their

product

due

to

corrosive

damage

to

the

airtankers

used

to

deploy

it.

Aggregates

purveyors

Martin

Marietta

Materials,

Inc.

(MLM)

and

Vulcan

Materials

Co.

(VMC)

round

out

the

top

quarterly

contributors

list

thanks

to

continued

heathy

price

increases

and

strong

demand

from

public

infrastructure

projects.

Liberty

Broadband

Corp.

(LBRDA)

(a

holding

company

that

owns

32%

of

broadband

provider

Charter

Communications,

Inc.

(CHTR))

was

the

Fund’s

primary

detractor.

Charter

has

been

a

multi-quarter

laggard,

as

increased

competition

from

wireless

broadband

alternatives

has

dampened

broadband

subscriber

growth,

while

elevated

network

upgrade

and

expansion

plans

have

depressed

current

cash

flows

in

favor

of

future

returns.

Adding

to

these

woes,

management

disclosed

that

roughly

five

million

of

its

broadband

customers

receive

a

federal

subsidy

that

will

expire

in

April.

We

anticipate

that

Charter

will

retain

many,

if

not

most,

of

these

subscribers

and

that

the

financial

impact

will

be

manageable.

This

development

further

clouds

near-term

results,

but

we

believe

our

long-term

investment

thesis

remains

intact.

We

added

to

our

exposure

by

initiating

a

position

directly

in

Charter

shares,

and

we

will

shape

our

exposure

in

conjunction

with

holdings

of

Liberty

Broadband.

Negative

returns

from

LICT

Corp.

(LICT

US),

Liberty

Global,

Ltd.

(LBTYK),

Laboratory

Corp.

Holdings

of

America

(LH),

and

Liberty

Latin

America

Ltd.

(LILAK

US)

rounded

out

the

top

detractors

list.

Performance

was

broadly

strong

across

the

portfolio

during

the

fiscal

year,

with

top

performers

Meta

Platforms,

Alphabet,

Martin

Marietta

Materials,

Berkshire

Hathaway,

and

CoStar

Group,

Inc.

(CSGP)

each

contributing

over

2%

to

the

Fund’s

overall

return.

On

the

other

hand,

Liberty

Broadband’s

dismal

first

quarter

performance

made

it

the

Fund’s

top

detractor

for

the

quarter

and

fiscal

year.

Fellow

detractor

Liberty

Global

has

announced

plans

to

separately

list

its

Swiss

business

and

is

examining

other

steps

to

unlock

the

latent

value

in

its

assets.

After

a

multi-year

period

of

disappointing

results,

we

opted

to

sell

our

remaining

shares

in

Liberty

Latin

America.

LICT

Corp

and

LKQ

Corp.

(LKQ)

were

modest

detractors

for

the

fiscal

year.

During

the

first

quarter,

we

made

valuation-related

trims

to

Berkshire

Hathaway,

Gartner,

Inc.

(IT),

Martin

Marietta

Materials,

and

Vulcan

Materials.

We

also

exited

our

investment

in

Markel

Group,

Inc.

(MKL)

at

a

reasonable

profit.

As

previously

mentioned,

we

initiated

a

new

position

in

Charter

shares

to

add

to

our

exposure

directly,

rather

than

via

additional

Liberty

Broadband

shares.

At

current

prices,

we

believe

shares

are

attractive

without

the

“double

discount”

at

Liberty

Broadband

(a

discount

applied

from

investors

due

to

the

structural

complexity

of

the

security

on

top

of

Charter

itself

trading

at

a

discount

to

our

estimate

of

intrinsic

value)

and

without

the

additional

complexities.

We

also

initiated

a

new

position

in

VeriSign,

Inc.

(VRSN),

operator

of

critical

internet

infrastructure

known

as

the

Domain

Name

System

(DNS).

DNS

enables

the

translation

of

easily

recognizable/

memorable

website

names

into

their

assigned

numeric

Internet

Protocol

(IP)

address.

This

IP

address

contains

the

information

necessary

to

route

a

connection

from

the

source

computer

to

the

requested

data

or

service.

VeriSign

oversees

the

DNS

for

all

“.com”

and

“.net”

websites

under

its

contract

with

the

Internet

Corporation

for

Assigned

Names

and

Numbers

(ICANN)

–

the

global

nonprofit

that

oversees

domain

names

and

IP

addresses

globally

–

and

has

done

so

with

no

service

interruptions

since

1991.

Under

the

terms

of

the

contract,

VeriSign

earns

a

modest

annual

fee

from

the

owner

of

each

address

in

its

digital

“address”

book,

enjoys

contractually

agreed-upon

price

escalators,

and

maintains

a

presumptive

right

of

renewal

into

the

future.

Given

the

evergreen

nature

of

its

contract

and

the

mission-critical

nature

of

its

offerings,

we

believe

VeriSign

has

a

very

wide

moat

(competitive

advantage)

around

its

business,

and

we

were

pleased

to

acquire

shares

at

a

discount

to

our

estimate

of

value.

To

reiterate,

we

believe

that

investing

in

businesses

of

all

sizes,

using

our

Quality

at

a

Discount

framework,

is

an

enduring

advantage

of

a

multi-cap

investing

strategy.

Valuation

remains

our

North

Star,

and

while

price

appreciation

may

have

outstripped

business

value

growth

of

late,

we

think

our

stocks

are

priced

at

reasonable

attractive

discounts

to

business

value

and

are

capable

of

earning

reasonable,

risk-adjusted

returns.

2024

Annual

Report

(Unaudited)

21

Capitalization

Growth

of

$10,000

Investment

–

10

Year

Returns

Annualized

QTD

YTD

1

YR

3

YR

5

YR

10

YR

20

YR

Since

Inception

(6/31/83)

Net

Expense

Gross

Expense

WPVLX

-

Investor

Class

8

.97%

8

.97%

25

.84%

4

.88%

9

.22%

6

.04%

6

.62%

11

.17%

1

.07%

1

.07%

WPVIX

-

Institutional

Class

8

.98

8

.98

26

.04

5

.07

9

.43

6

.26

6

.73

11

.23

0

.89

0

.89

Russell

3000

Index

10

.02

10

.02

29

.29

9

.77

14

.32

12

.32

10

.06

11

.16

S&P

500

Index

10

.56

10

.56

29

.88

11

.48

15

.03

12

.95

10

.14

11

.45

All

data

as

of

3/31/2024

unless

otherwise

indicated.

Data

quoted

is

past

performance

and

current

performance

may

be

lower

or

higher.

Past

performance

is

no

guarantee

of

future

results.

Investment

return

and

principal

value

of

an

investment

will

fluctuate,

and

shares,

when

redeemed,

may

be

worth

more

or

less

than

their

original

cost.

All

investments

involve

risks,

including

possible

loss

of

principal.

Please

visit

weitzinvestments.com

for

the

most

recent

month-end

performance.

Investment

results

reflect

applicable

fees

and

expenses

and

assume

all

distributions

are

reinvested

but

do

not

reflect

the

deduction

of

taxes

an

investor

would

pay

on

distributions

or

share

redemptions.

The

Fund

has

entered

into

fee

waiver

and/or

expense

reimbursement

arrangements

with

the

Investment

Advisor

by

which

the

Advisor

has

contractually

agreed

to

waive

a

portion

of

the

Advisor’s

fee

and

reimburse

certain

expenses

(excluding

taxes,

interest,

brokerage

costs,

acquired

fund

fees

and

expenses

and

extraordinary

expenses)

to

limit

the

total

annual

fund

operating

expenses

of

the

Fund’s

average

daily

net

assets

through

7/31/2024.

If

this

arrangement

had

not

been

in

place,

the

performance

results

would

have

been

lower.

The

net

expense

ratio

reflects

the

total

annual

fund

operating

expenses

of

the

Fund

after

taking

into

account

any

such

fee

waiver

and/or

expense

reimbursement.

Net

and

gross

expense

ratios

are

as

of

the

Fund’s

most

recent

prospectus.

.

See

page

8

for

additional

performance

disclosures.

See

page

83

for

a

description

of

all

indices.

See

page

84

for

a

Glossary

of

Terms.

Contributions

to

performance

are

based

on

actual

daily

holdings.

Returns

shown

are

the

actual

quarterly

returns

of

the

security.

Source

(Top

Performers,

Bottom

Performers):

Statpro

Source

(Capitalization):

Bloomberg

Analytics

Top

10

Stock

Holdings

Industry

Breakdown

%

of

Net

Assets

Alphabet,

Inc.

–

Class

C

6.6

Berkshire

Hathaway,

Inc.

–

Class

B

6.6

Meta

Platforms,

Inc.

–

Class

A

5.9

CoStar

Group,

Inc.

5.0

HEICO

Corp.

–

Class

A

4.8

Visa,

Inc.

–

Class

A

4.5

Mastercard

,

Inc.

–

Class

A

4.2

Liberty

Media

Corp.-Liberty

SiriusXM

3.9

CarMax,

Inc.

3.9

LKQ

Corp.

3.8

49.2

%

of

Net

Assets

Communication

Services

26.6

Financials

18.0

Information

Technology

11.

5

Industrials

10.

7

Materials

9.2

Consumer

Discretionary

7.7

Health

Care

6.4

Real

Estate

5.0

Warrants

0.0

Cash

Equivalents/Other

4.9

100.0

Top

Contributors

Top

Detractors

Return

Average

Weight

Contribution

Meta

Platforms,

Inc.

–

Class

A

37.3%

5.6%

1.82%

Berkshire

Hathaway,

Inc.

–

Class

B

17.9

6.9

1.21

Perimeter

Solutions

SA

61.3

1.9

1.03

Martin

Marietta

Materials,

Inc.

23.0

3.4

0.75

Vulcan

Materials

Co.

20.3

3.4

0.67

Return

Average

Weight

Contribution

Liberty

Broadband

Corp.

–

Class

C

(29.1)%

3.6%

(1.34)%

Liberty

Latin

America

Ltd.

–

Class

C

(2.0)

1.2

(0.20)

Laboratory

Corp.

of

America

Holdings

(3.6)

3.3

(0.13)

Liberty

Global,

Ltd.

–

Class

C

(5.4)

2.4

(0.10)

LICT

Corp.

(7.2)

1.3

(0.10)

2024

Annual

Report

(Unaudited)

22

NEBRASKA

TAX

FREE

INCOME

FUND

Portfolio

Manager:

Tom

Carney,

CFA

Investment

Style:

Municipal-State

Bond

The

Nebraska

Tax

Free

Income

Fund

returned

-0.46%

in

the

first

quarter

compared

to

a

-0.37%

return

for

the

Bloomberg

5-Year

Municipal

Bond

Index.

For

the

fiscal

year

ended

March

31,

2024,

the

Fund’s

total

return

was

+1.44%

compared

to

a

+1.95%

return

for

the

index.

Overview

After

a

stunning

“everything

rally”

in

the

fourth

quarter,

U.S.

fixed

income

markets

took

a

breather

to

start

2024.

As

illustrated

in

the

chart

below,

interest

rates

increased

across

the

yield

curve,

as

investors

dialed

back

expectations

of

significant

Federal

Reserve

interest

rate

cuts

in

2024.

The

result

was

modest

gains

for

shorter-duration

and

more

credit-sensitive

sectors

of

the

market

and

small

to

moderate

losses

for

intermediate

and

longer-

duration

bonds.

During

the

first

quarter

of

2024,

municipal

bonds

modestly

underperformed

their

U.S.

Treasury

counterparts

as

the

ratio

of

the

5-year

AAA-rated

municipal

bond

to

the

5-year

Treasury

(the

‘tenor’

or

maturity

profile

that

most

resembles

the

Nebraska

Tax-

Free

Income

Fund)

increased

from

58%

on

December

31,

2023,

to

60%

on

March

31,

2024.

The

Municipal/Treasury

ratio

(M/T

ratio)

measures

the

relative

attractiveness

of

tax-free

municipal

bonds.

All

else

equal,

the

higher

the

ratio,

the

more

appealing

municipal

bonds

become,

given

their

tax-advantaged

status.

The

chart

below

is

a

20-year

graph

of

the

5-year

M/T

ratio.

The

current

ratio

(right-hand

side

of

graph)

resides

near

the

lows

of

the

past

20

years,

well

below

the

peaks/highs

reached

in

the

Great

Financial

Crisis

of

2008/2009,

the

onset

of

COVID

in

2020,

and

the

20-year

average

of

87%.

Overall,

today’s

M/T

ratio

would

suggest

that

municipal

bonds

are

less

appealing

compared

to

their

taxable

counterparts

than

they

have

been

over

the

past

20

years.

However,

the

increased

nominal

yield

environment,

improved

fiscal

position

of

many

municipal

bond

issuers,

lower

supply,

and

broad-based

demand

(retail

and

institutional)

help

to

explain

today’s

lower

M/T

ratio.

Top

Quarterly

Contributors

Hospital

revenue

bonds

issued

by

Douglas

County,

Nebraska

(Madonna

Rehabilitation).

Top

Quarterly

Detractors:

Combined

utility

revenue

bonds

issued

by

Dawson

Nebraska

Public

Power

District.

School

district

general

obligation

bonds

issued

by

Wayne

County,

Nebraska;

and

Papillion-La

Vista,

Nebraska.

Single

family

housing

revenue

bonds

issued

by

the

Nebraska

State

Investment

Finance

Authority.

General

revenue

bonds

issued

by

Boys

Town

Village.

Tax-supported

lease

revenue

bonds

issued

by

Papillion,

Nebraska,

Municipal

Facilities

Corporation.

Fiscal

Year

Performance

For

the

fiscal

year,

nearly

all

segments

contributed

to

positive

Fund

results.

The

segments

with

the

largest

contributions

included

city

general

obligation

bonds,

hospital

revenue

bonds,

tax-supported

lease

revenue

bonds,

school

district

general

obligation

bonds,

combined

utilities

revenue

bonds,

water

and

sewer

revenue

bonds,

and

electricity

and

public

power

bonds.

Isolated

individual

bonds

within

segments

above

detracted

modestly

from

fiscal

year

results.

None

of

the

isolated

price

declines

were

a

result

of

credit

deterioration

or

downgrade.

Portfolio

Metrics

Turning

to

portfolio

metrics,

the

average

effective

duration

of

the

Fund

was

unchanged

at

3.1

years

on

March

31,

2024,

from

December

31,

2023.

Average

effective

maturity

increased

from

3.5

years

to

3.8

years

over

the

same

timeframe.

Overall

asset

quality

remains

high,

with

approximately

93%

rated

A

or

better

by

one

or

more

of

the

nationally

recognized

statistical

rating

organizations.

Following

are

additional

details

regarding

the

breakdown

of

our

holdings.

Our

investments

are

broad,

and

they

are

all

backed

by

a

consistent

philosophy:

we

strive

to

own

only

those

investments

we

believe

compensate

us

for

the

incremental

credit

risk.

Our

overall

goal

is

to

invest

in

a

portfolio

of

bonds

of

varying

maturities

that

we

believe

offer

attractive

risk-adjusted

returns,

taking

into

consideration

the

general

level

of

interest

rates

and

the

credit

quality

of

each

investment.

Definitions:

Average

effective

duration

provides

a

measure

of

a

fund’s

interest-rate

sensitivity.

The

longer

a

fund’s

duration,

the

more

sensitive

the

fund

is

to

shifts

in

interest

rates.

Average

effective

maturity

is

the

weighted

average

of

the

maturities

of

a

fund’s

underlying

bonds.

2024

Annual

Report

(Unaudited)

23

Growth

of

$10,000

Investment

–

10

Year

30-Day

SEC

Yield

Share

Class

Subsidized

Unsubsidized

Investor

2.62

%

1.59%

Returns

Annualized

QTD

YTD

1

YR

3

YR

5

YR

10

YR

20

YR

Since

Inception

(10/1/85)

Net

Expense

Gross

Expense

WNTFX

(0

.46)%

(0

.46)%

1

.44%

(0

.27)%

0

.87%

1

.05%

2

.05%

4.03%

0

.46%

0

.96%

Bloomberg

5-Year

Municipal

Bond

Index

(0

.37)

(0

.37)

1

.95

(

0.30)

1

.25

1

.73

2

.81

N

/A

All

data

as

of

3/31/2024

unless

otherwise

indicated.

Data

quoted

is

past

performance

and

current

performance

may

be

lower

or

higher.

Past

performance

is

no

guarantee

of

future

results.

Investment

return

and

principal

value

of

an

investment

will

fluctuate,

and

shares,

when

redeemed,

may

be

worth

more

or

less

than

their

original

cost.

All

investments

involve

risks,

including

possible

loss

of

principal.

Please

visit

weitzinvestments.com

for

the

most

recent

month-end

performance.

Investment

results

reflect

applicable

fees

and

expenses

and

assume

all

distributions

are

reinvested

but

do

not

reflect

the

deduction

of

taxes

an

investor

would

pay

on

distributions

or

share

redemptions.

The

Fund

has

entered

into

fee

waiver

and/or

expense

reimbursement

arrangements

with

the

Investment

Advisor

by

which

the

Advisor

has

contractually

agreed

to

waive

a

portion

of

the

Advisor’s

fee

and

reimburse

certain

expenses

(excluding

taxes,

interest,

brokerage

costs,

acquired

fund

fees

and

expenses

and

extraordinary

expenses)

to

limit

the

total

annual

fund

operating

expenses

of

the

Fund’s

average

daily

net

assets

through

7/31/2024.

If

this

arrangement

had

not

been

in

place,

the

performance

results

would

have

been

lower.

The

net

expense

ratio

reflects

the

total

annual

fund

operating

expenses

of

the

Fund

after

taking

into

account

any

such

fee

waiver

and/or

expense

reimbursement.

Net

and

gross

expense

ratios

are

as

of

the

Fund’s

most

recent

prospectus.

See

page

8

for

additional

performance

disclosures.

See

page

83

for

a

description

of

all

indices.

See

page

84

for

a

Glossary

of

Terms.

Credit

ratings

are

assigned

to

underlying

securities

utilizing

ratings

from

a

Nationally

Recognized

Statistical

Rating

Organization

(NRSRO)

such

as

Moody’s

and

Fitch,

or

other

rating

agencies

and

applying

the

following

hierarchy:

security

is

determined

to

be

Investment

Grade

if

it

has

been

rated

at

least

BBB-

by

one

credit

rating

agency;

once

determined

to

be

Investment

Grade

(BBB-

and

above)

or

Non-Investment

Grade

(BB+

and

below)

where

multiple

ratings

are

available,

then

the

lowest

rating

is

assigned.

Ratings

are

shown

in

the

Fitch

scale

(e.g.,

AAA).

Ratings

and

portfolio

credit

quality

may

change

over

time.

The

Fund

itself

has

not

been

rated

by

a

credit

rating

agency.

Income

from

municipal

securities

is

generally

free

from

federal

taxes

and

state

taxes

for

residents

of

the

issuing

state.

While

the

interest

income

is

tax-free,

capital

gains,

if

any,

will

be

subject

to

taxes.

Income

for

some

investors

may

be

subject

to

the

federal

Alternative

Minimum

Tax

(AMT).

Source

(Fixed

Income

Attributes,

Credit

Quality,

and

Maturity

Distribution):

Bloomberg

Analytics

Fixed

Income

Attributes

State

Breakdown

Maturity

Distribution

Credit

Quality

Sector

Breakdown

Portfolio

Summary

Average

Maturity

5.9

years

Average

Effective

Maturity

3.8

years

Average

Duration

3.4

years

Average

Effective

Duration

3.1

years

Average

Coupon

3.51%

%

of

Net

Assets

Nebraska

88.2

Texas

1.6

New

Mexico

1.6

Washington

1.3

California

0.9

Florida

0.9

Utah

0.5

Cash

Equivalents/Other

5.0

100

.

0

Maturity

Type

%

of

Portfolio

Cash

Equivalents

3.9

Less

than

1

Year

14.3

1

-3

Years

38.6

3

-

5

Years

11.6

5

-

7

Years

19.1

7

-

10

Years

5.9

10

Years

or

more

6.6

100.0

Underlying

Securities

%

of

Portfolio

AAA

6.

2

AA

61.0

A

26.

2

BBB

0.6

Non-Rated

2.1

Cash

Equivalents

3.9

100.0

%

of

Net

Assets

Power

17.1

Hospital

12.0

Water/Sewer

7.2

General

6.6

Lease

5.9

Certificates

of

Participation

5.2

Housing

3.7

Airport/Transportation

3.6

Higher

Education

2.5

Revenue

63.8

School

District

14.1

City/Subdivision

10.3

County

2.6

State/Commonwealth

0.9

General

Obligation

27.9

Escrow/Pre-Refunded

3.3

Cash

Equivalents/Other

5.0

100.0

2024

Annual

Report

(Unaudited)

24

PARTNERS

III

OPPORTUNITY

FUND

Portfolio

Managers:

Wally

Weitz,

CFA

&

Drew

Weitz

Investment

Style:

Multi-Cap

Alternative

The

Partners

III

Opportunity

Fund’s

Institutional

Class

returned

+8.21%

in

the

first

quarter

of

2024

compared

to

+10.02%

for

the

Russell

3000

Index.

For

the

fiscal

year

ended

March

31,

2024,

the

Fund’s

Institutional

Class

returned

+23.19%

compared

to

+29.29%

for

the

index.

Equities

continued

to

rally

in

the

first

quarter,

generating

strong

absolute

returns

for

Fund

shareholders

and

pushing

many

market

indices

to

all-time

highs.

The

Fund’s

fiscal

year

returns

were

similarly

positive,

and

we

were

pleased

to

report

strong,

absolute

returns,

despite

falling

short

of

the

Russell

3000

in

both

periods.

As

multi-cap

investors,

we

believe

owning

businesses

of

all

sizes

provides

the

greatest

potential

opportunity

set

for

long-term

outperformance.

However,

in

recent

years,

large-

and

mega-cap

companies

have

consistently

outperformed

the

rest

of

the

market

cap

spectrum.

Befitting

our

strategy,

we

hold

many

investments

in

the

large-cap

space,

including

four

of

the

market’s

Magnificent

Seven

(Alphabet,

Inc.

(GOOG),

Amazon.com,

Inc.

(AMZN),

Meta

Platforms,

Inc.

(META)

and

Microsoft

Corp.

(MSFT))

and

indirectly

a

fifth,

(Apple,

Inc.

(AAPL),

via

Berkshire

Hathaway,

Inc.’s

(BRK/B)

sizeable

position),

and

the

Fund

benefited

accordingly.

Our

small

and

medium-sized

businesses

also

performed

well,

but

simply

did

not

keep

pace

with

the

large

market

leaders.

As

a

result,

we

are

not

surprised

by

having

lagged

the

capitalization-

weighted

Russell

3000,

as

it

is

dominated

by

the

same

mega-

cap

stocks

that

have

fueled

the

large-cap

Russell

1000

Index.

Of

course,

while

we

aspire

for

long-term

outperformance

in

any

environment,

periods

of

small-

and/or

mid-cap

companies

could

provide

a

relative

performance

tailwind

for

our

portfolio

compared

to

the

“top-heavy”

Russell

3000.

Berkshire

Hathaway,

Meta

Platforms

and

Amazon

were

mega-cap

winners

and

top

contributors

in

the

first

quarter,

although

small-

cap

Perimeter

Solutions

SA’s

(PR)

61%

gain

made

it

the

Fund’s

strongest

performing

stock

on

an

absolute

basis.

Perimeter’s

sole

material

competitor

for

wildfire

retardants

was

forced

to

withdraw

their

product

due

to

corrosive

damage

to

the

airtankers

used

to

deploy

it.

Fidelity

National

Information

Services,

Inc.

(FIS)

also

earned

top

marks

in

the

quarter.

FIS

completed

the

sale

of

its

majority

stake

in

Worldpay

Merchant

Solutions

in

January,

and

the

company

is

paying

down

debt

and

repurchasing

stock

with

the

proceeds.

Liberty

Broadband

Corp.

(LBRDA)

(a

holding

company

that

owns

32%

of

broadband

provider

Charter

Communications,

Inc.

(CHTR))

was

the

Fund’s

primary

detractor.

Charter

has

been

a

multi-quarter

laggard

as

increased

competition

from

wireless

broadband

alternatives

has

dampened

subscriber

growth,

while

elevated

network

upgrade

and

expansion

spending

have

depressed

current

cash

flows

in

favor

of

future

returns.

Adding

to

these

woes,

management

disclosed

that

roughly

five

million

of

its

broadband

customers

receive

a

federal

subsidy

that

will

expire

in

April.

We

anticipate

that

Charter

will

retain

many,

if

not

most,

of

these

subscribers

and

that

the

financial

impact

will

be

manageable.

Despite

yet

another

near-term

challenge,

we

continue

to

believe

Charter

is

an

example

of

a

good

idea

that

has

not

worked

yet.

We

added

to

our

exposure

by

initiating

a

position

directly

in

Charter

shares,

partially

offset

by

modest

tax-

loss

harvesting

at

Liberty

Broadband.

Joining

Liberty

Broadband

and

Charter

in

the

penalty

box

were

CoreCard

Corp.

(CCRD

US),

Liberty

Global,

Ltd.

(LBTYK),

and

our

short

position

against

the

SPDR

S&P

500

ETF

Trust

(SPY)

which

tracks

the

S&P

500

Index.

Performance

was

broadly

strong

across

the

portfolio

during

the

fiscal

year,

led

by

Meta

Platforms

which

saw

its

stock

price

more

than

double.

Our

top

four

performers

for

the

fiscal

year

–

Meta

Platforms,

Berkshire

Hathaway,

Amazon

and

Alphabet

–

each

contributed

in

excess

of

2%

to

the

Fund’s

overall

return,

with

our

fifth-highest

contributor

missing

that

same

distinction

by

mere

basis

points.

On

the

other

side

of

the

ledger,

Corecard

was

a

top

detractor

for

the

quarter

and

fiscal

year.

After

months

of

rumors,

it

was

confirmed

that

the

company’s

largest

customer,

Goldman

Sachs

Group,

Inc.

(GS),

would

exit

the

consumer

credit

card

business.

Corecard

processes

payments

for

Goldman’s

large

card

clients,

including

Apple

Card,

and

will

continue

to

do

so

until

Goldman

transitions

its

clients

to

a

new

operator.

The

transition

will

take

time

(quarters,

maybe

years),

giving

management

(and

us)

time

to

assess

the

company’s

next

steps.

Liberty

Broadband’s

dismal

first

quarter

earned

it

a

spot

as

a

top

detractor

for

the

fiscal

year

along

with

our

S&P

500

ETF

Index

short

position.

Fellow

detractor

Liberty

Global

has

announced

plans

to

separately

list

its

Swiss

business

and

is

examining

other

steps

to

unlock

the

latent

value

in

its

shares.

Finally,

despite

the

strong

first

quarter

showing,

Perimeter

Solutions

was

a

modest

detractor

for

the

fiscal

year.

Portfolio

activity

tilted

toward

valuation-driven

trims

during

the

first

quarter,

including

Meta

Platforms,

Microsoft

and

Amazon,

as

well

as

exiting

our

multi-year,

profitable

investment

in

Markel

Group,

Inc.

(MKL).

As

mentioned

previously,

we

trimmed

some

Liberty

Broadband

to

harvest

tax

losses

while

increasing

our

overall

economic

exposure

by

initiating

a

position

directly

in

Charter

shares

(our

only

new

holding

this

quarter).

At

quarter-end,

our

gross

long

position

was

93%,

down

modestly

from

95%

at

the

end

of

December

2023.

Our

short

position

increased

from

4%

to

roughly

5%

of

gross

assets,

resulting

in

a

net

long

position

of

approximately

87%.

Definitions:

Effective

net

is

the

effective

long

(the

sum

of

the

portfolio’s

long

positions,

such

as

common

stocks,

or

derivatives

where

the

price

increases

when

an

index

or

position

rises)

minus

the

effective

short

(the

sum

of

the

portfolio’s

short

positions,

such

as

derivatives

where

the

price

increases

when

an

index

or

position

falls).

2024

Annual

Report

(Unaudited)

25

Capitalization

Growth

of

$10,000

Investment

–

10

Year

Returns

Annualized

QTD

YTD

1

YR

3

YR

5

YR

10

YR

20

YR

Since

Inception

(8/1/11)

Net

Expense

Gross

Expense

WPOIX

-

Investor

Class

7

.93%

7

.93%

22

.29%

0

.43%

5

.71%

4

.60%

6

.69%

11

.30%

1

.75%

1

.75%

WPOPX

-

Institutional

Class

8

.21

8

.21

23

.19

1

.04

6

.36

5

.17

7

.01

11

.46

1

.19

1

.19

Russell

3000

Index

10

.02

10

.02

29

.29

9

.77

14

.32

12

.32

10

.06

11

.16

S&P

500

Index

10

.56

10

.56

29

.88

11

.48

15

.03

12

.95

10

.14

11

.45

All

data

as

of

3/31/2024

unless

otherwise

indicated.

Data

quoted

is

past

performance

and

current

performance

may

be

lower

or

higher.

Past

performance

is

no

guarantee

of

future

results.

Investment

return

and

principal

value

of

an

investment

will

fluctuate,

and

shares,

when

redeemed,

may

be

worth

more

or

less

than

their

original

cost.

All

investments

involve

risks,

including

possible

loss

of

principal.

Please

visit

weitzinvestments.com

for

the

most

recent

month-end

performance.

Investment

results

reflect

applicable

fees

and

expenses

and

assume

all

distributions

are

reinvested

but

do

not

reflect

the

deduction

of

taxes

an

investor

would

pay

on

distributions

or

share

redemptions.

Net

and

gross

expense

ratios

are

as

of

the

Fund’s

most

recent

prospectus.

See

page

8

for

additional

performance

disclosures.

See

page

83

for

a

description

of

all

indices.

See

page

84

for

a

Glossary

of

Terms.

Contributions

to

performance

are

based

on

actual

daily

holdings.

Returns

shown

are

the

actual

quarterly

returns

of

the

security.

Source

(Top

Performers,

Bottom

Performers):

Statpro

Source

(Capitalization):

Bloomberg

Analytics

Top

10

Stock

Holdings

Industry

Breakdown

%

of

Net

Assets

Berkshire

Hathaway,

Inc.

–

Class

B

10.7

Alphabet,

Inc.

–

Class

C

6.1

Thermo

Fisher

Scientific,

Inc.

5.5

Visa,

Inc.

–

Class

A

5.3

Mastercard,

Inc.

–

Class

A

5.1

Amazon.com,

Inc.

4.9

Danaher

Corp.

4.7

CarMax,

Inc.

4.5

Liberty

Media

Corp.-Liberty

SiriusXM

4.3

Global

Payments,

Inc.

3.8

54.9

%

of

Net

Assets

Financials

27.7

Communication

Services

23.5

Health

Care

13.

5

Information

Technology

10.7

Consumer

Discretionary

9.4

Real

Estate

3.2

Materials

2.8

Non-Convertible

Preferred

Stocks

1.6

Warrants

0.0

Securities

Sold

Short

(5

.

0

)

Short

Proceeds/Other

12

.6

100.0

Top

Contributors

Top

Detractors

Return

Average

Weight

Contribution

Berkshire

Hathaway,

Inc.

–

Class

B

17.9%

10.9%

1.89%

Meta

Platforms,

Inc.

–

Class

A

37.4

4.0

1.51

Perimeter

Solutions

SA

61.3

2.1

1.10

Amazon.com,

Inc.

18.8

5.0

0.92

Fidelity

National

Information

Services,

Inc.

24.0

3.0

0.67

Return

Average

Weight

Contribution

Liberty

Broadband

Corp.,

–

Class

C

(29.0)%

4.3%

(1.62)%

SPDR

S&P

500

ETF

Trust

10.0

(4.8)

(0.47)

CoreCard

Corp.

(20.1)

1.5

(0.37)

Charter

Communications,

Inc.,

–

Class

A

(11.8)

0.9

(0.20)

Liberty

Global,

Ltd.,

–

Class

C

(9.0)

3.3

(0.14)

2024

Annual

Report

(Unaudited)

26

SHORT

DURATION

INCOME

FUND

Portfolio

Managers:

Tom

Carney,

CFA

&

Nolan

Anderson

Investment

Style:

Short-Term

Bond

The

Short

Duration

Income

Fund’s

Institutional

Class

returned

+1.16%

in

the

first

quarter

compared

to

a

+0.45%

return

for

the

Bloomberg

U.S.

Aggregate

1-3

Year

Index.

For

the

fiscal

year

ended

March

31,

2024,

the

Fund’s

Institutional

Class

returned

+5.46%

compared

to

a

+3.56%

return

for

the

index.

Given

the

investment

challenges

of

the

past

year,

we

are

pleased

to

report

positive

absolute

results

and

good

relative

results

for

the

quarter

and

fiscal

year.

After

a

stunning

“everything

rally”

in

the

fourth

quarter,

U.S.

fixed

income

markets

took

a

breather

to

start

2024.

As

illustrated

in

the

chart

below,

interest

rates

increased

across

the

yield

curve,

as

investors

dialed

back

expectations

of

significant

Federal

Reserve

interest

rate

cuts

in

2024.

The

result

was

modest

gains

for

shorter-duration

and

more

credit-sensitive

sectors

of

the

market

and

small

to

moderate

losses

for

intermediate

and

longer-

duration

bonds.

While

interest

rates

increased

during

the

first

quarter,

risk

assets

continued

their

torrid

rally.

In

hindsight,

last

November’s

long-

awaited

Fed

‘pivot’

or

pause

in

its

monetary

tightening

policy,

was

akin

to

the

Fed

announcing

the

“all-clear”

signal,

giving

investors

confidence

that

everything

is

(finally)

just

right.

The

U.S.

Treasury

added

to

the

excitement

by

aggressively

shifting

the

expected

mix

of

government

funding

toward

T-Bills,

and

away

from

longer-term

coupon

issuance

(lower-than-expected

coupon

issuance

may

provide

technical

support

for

longer-term

yields).

Interestingly,

the

announcement

coincided

with

10-year

and

30-

year

Treasury

bond

rates

briefly

eclipsing

5%

for

the

first

time

in

more

than

16

years.

As

previously

mentioned,

credit

spreads

continued

their

descent

in

the

first

quarter

and

now

sit

near

10-year

lows.

Broad

investment-grade

spreads

declined

from

106

basis

points

to

93

basis

points.

High

yield

spreads

declined

from

339

basis

points

to

312

basis

points.

Investor

behavior

in

both

the

primary

and

secondary

markets

suggests

there

is

simply

not

enough

supply

of

credit

to

keep

up

with

demand.

We

are

witnessing

signs

of

investor

complacency

with

indiscriminate

buying,

record

levels

of

new

issue

subscription

(both

in

corporate

bonds

and

securitized

products),

and

significant

flattening

in

credit

curves

(i.e.,

the

extra

compensation

you

receive

to

lend

further

out

the

interest

rate

curve).

The

chart

below

provides

a

long-term

view

(10-year)

of

the

Short

Duration

Income

Fund’s

forward

return

prospects,

or

yield-to-

worst

(YTW).

YTW

has

historically

been

a

reasonable

predictor

of

forward

returns.

Until

the

first

quarter

of

2022

(right-hand

side

of

the

bar

chart

below),

the

Fund’s

YTW

had

never

breached

4%.

It

has

now

exceeded

5.5%

for

seven

consecutive

quarters.

Given

the

10-year

average

of

2.8%,

today’s

forward

return

prospects

as

measured

by

a

YTW

of

5.7%

on

March

31,

2024,

as

compared

to

4.9%

for

the

index,

reinforce

the

improved

role

fixed

income

has

in

an

overall

asset

allocation

framework.

Portfolio

Positioning

The

table

below

shows

the

change

in

allocation

to

various

sectors,

from

the

prior

quarter

and

from

the

prior

year.

This

summary

provides

a

view

over

time

of

how

we

have

allocated

capital.

Since

our

goal

is

to

invest

in

sectors

that

we

believe

offer

the

best

risk-adjusted

returns,

our

allocations

may

change

significantly

over

time.

*Corporate

CLOs

are

included

in

the

ABS

segment

in

the

Fund’s

schedule

of

investments

but

are

additionally

called

out

separately

for

the

purposes

of

the

discussion.

**High-Yield

exposure

consists

of

investments

in

the

Corporate,

Corporate

Convertible,

ABS

and

CMBS

sectors.

Sector

(%

Net

Assets)

3/31/2024

Current

Quarter

12/31/2023

Previous

Quarter

Qtr

Over

Qtr

Change

3/31/2023

Previous

Year

Yr

Over

Yr

Change

Corporate

Bonds

10.4

10.2

0.2

13.0

-2.6

Corporate

Convertible

Bonds

1.1

1.1

0.0

1.1

0.0

Asset-Backed

Securities

(ABS)

39.9

41.2

-1.3

41.1

-1.2

Corporate

Collateralized

Loan

Obligations

(CLO)*

11.6

12.2

-0.6

13.2

-1.6

Commercial

Mortgage-

Backed

Securities

(CMBS)

6.8

7.5

-0.7

9.4

-2.6

Agency

Mortgage-Backed

(MBS)

5.1

3.4

1.7

3.6

1.5

Non-Agency

Mortgage-

Backed

(RMBS)

7.8

5.5

2.3

5.7

2.1

Taxable

Municipal

Bonds

0.0

0.0

0.0

0.0

0.0

U.S.

Treasury

26.1

26.7

-0.6

25.0

1.1

Common

Stocks

0.0

0.0

0.0

0.0

0.0

Cash

&

Equivalents

2.8

4.4

-1.6

1.1

1.7

Total

(does

not

include

the

CLO

line)

100.0

100.0

100.0

High

Yield**

2.7

2.8

-0.1

3.8

-1.1

Average

Effective

Duration

(years)

1.4

1.4

0.0

1.5

-0.1

Average

Effective

Maturity

(years)

3.6

3.5

0.1

2.9

0.7

2024

Annual

Report

(Unaudited)

27

Investment

activity

remained

strong

in

the

first

quarter

as

we

sourced

a

little

more

than

$90

million

in

new

investments

for

the

Fund.

This

helped

offset

the

typical

(and

by-design)

feature

of

monthly/quarterly

paydowns

and

maturities

of

securities

(approximately

$60

million

in

the

first

quarter).

About

a

quarter

of

the

Fund’s

holdings

paydown

or

mature

in

any

given

year,

allowing

us

to

frequently

reinvest

investor

capital

into

areas

of

the

fixed

income

market

that

we

believe

provide

the

best

current

relative

value

opportunities.

While

this

continuous

reinvestment

had

been

a

headwind

when

rates

fell

to

historic

lows

during

the

Federal

Reserve’s

near

decade

of

zero

interest-rate

policy

(ZIRP),

it

has

afforded

us

the

opportunity

to

increase

the

Fund’s

forward

return

prospects

(as

shown

on

the

YTW

graph

above).

Noteworthy

additions

included:

Non-Agency

Mortgage-Backed

Securities

(RMBS)

issued

by

JP

Morgan,

Chase,

and

Sequoia.

These

are

senior-most

securities

issued

from

a

pool

of

super

prime,

jumbo

loans

(too

large

to

be

sold

to

the

Federal

agencies

like

Freddie

Mac

or

Fannie

Mae).

In

our

assessment,

these

securities

have

meaningful

credit

enhancement,

shorter

average

lives

(2-3

years

based

upon

initial

prepayment

assumptions),

solid

cash

flow

characteristics

(6%

coupons),

and

superior

spread

metrics

relative

to

corporate

bonds

of

similar

credit

quality/maturity.

Agency

Mortgage-Backed

Securities

(MBS)

15-year

pass-through

mortgage

securities

backed

by

Fannie

Mae

and

Freddie

Mac

as

well

as

collateralized

mortgage

obligations

(CMOs)

with

short

average

lives

backed

by

Fannie

Mae

.

Asset-Backed

Securities

(ABS)

issued

by

Pagaya

(consumer),

SAFCO

(auto),

and

Foundation

Finance

(home

improvement).

SAFCO,

or

Southern

Auto

Finance

Company,

is

a

new

issuer

for

the

Fund

as

of

the

first

quarter

of

2024.

SAFCO,

headquartered

in

Florida,

specializes

in

auto

finance

for

first-time

buyers,

people

who

want

to

build

their

credit,

and

those

with

hard-to-verify

income,

like

the

self-employed.

For

SAFCO,

the

ability

to

pay

back

a

loan

starts

with

credit

score

but

is

enhanced

by

artificial

intelligence

(A.I.)

and

many

other

data

points

to

identify

creditworthiness.

The

Fund’s

investment

consists

of

the

senior-most

investment

having

a

short

average

life

expected

to

be

approximately

one

year.

Corporate

Collateralized

Loan

Obligations

(CLOs)

issued

by

New

Mountain

Capital

in

the

form

of

a

rated

feeder

.

While

only

a

few

broadly

syndicated,

publicly

rated

transactions

have

been

issued

in

the

capital

markets,

rated

feeders

have

been

in

existence

for

a

number

of

years

and

serve

to

provide

investors

access

to

direct

lending

credit

funds.

In

the

case

of

our

investment,

we

partnered

with

New

Mountain

Capital

for

their

second

broadly

syndicated

rated

feeder

transaction

that

priced

in

the

first

quarter.

Founded

in

1999,

New

Mountain

Capital

is

an

alternative

investment

manager

with

approximately

$50

billion

in

assets

under

management

(AUM).

New

Mountain

Capital

has

a

long-term

track

record

of

investing

in

“defensive

growth”

businesses,

utilizing

deep

fundamental

research.

Established

in

2008,

New

Mountain

Capital’s

credit

platform

has

approximately

$11

billion

in

AUM.

Much

like

a

CLO,

rated

feeder

transactions

invest

primarily

in

senior

secured

floating

rate

loans

and

utilize

tranched-out

capital

structures,

which

helps

make

the

fund

accessible

to

a

broad

range

of

investors

depending

on

their

risk/return

objectives.

Importantly,

New

Mountain’s

general

partner

equity

commitment

in

the

fund

will

serve

as

the

equity

in

the

transaction,

which

creates

a

strong

alignment

of

interest.

In

addition,

unlike

many

direct

lending

vehicles,

the

New

Mountain

fund

is

unlevered,

which

we

believe

is

a

significant

credit

positive. Our

Fund

participated

in

the

senior-most

security

of

New

Mountain’s

$300

million

rated

feeder

issuance

which

we

believe

will

generate

favorable

floating

rate

coupon

income.

Infrastructure/Project

CLOs

issued

by

Starwood

Capital.

In

2018,

Starwood

Property

Trust

acquired

a

vertically

integrated

energy

infrastructure

platform

from

General

Electric

for

$2.5

billion

and

renamed

it

Starwood

Infrastructure

Finance

(SIF).

Since

the

acquisition,

SIF

has

invested

over

$3.6

billion

and

currently

has

an

approximately

$2.6

billion

portfolio

of

first-lien

senior-secured

loans

diversified

across

energy

infrastructure

and

power

generation

assets

within

the

U.S.

As

part

of

its

long-term

financing

strategy,

SIF

has

issued

three

infrastructure/project

finance

CLOs,

the

latest

of

which

priced

in

the

first

quarter.

Our

Fund

participated

in

the

senior-most

security

of

Starwood’s

$400

million

issuance.

We

are

pleased

to

partner

with

a

high-quality

sponsor

like

Starwood

for

our

first

infrastructure/

project

finance

CLO

investment.

We

believe

this

serves

as

yet

another

example

of

our

ability

to

source

high-quality

bonds

in

off-benchmark

sectors

that

generate

attractive

coupon

income

and

provide

diversification

benefits

to

shareholders.

In

terms

of

overall

portfolio

metrics,

from

December

31,

2023,

to

March

31,

2024,

average

effective

maturity

increased

from

3.5

to

3.6

years,

and

average

effective

duration

stayed

steady

at

1.4

years.

These

measures

provide

a

guide

to

the

Fund’s

interest

rate

sensitivity.

A

higher

average

effective

maturity

and

longer

average

effective

duration

increase

the

Fund’s

price

sensitivity

to

changes

in

interest

rates

(either

up

or

down).

Another

portfolio

attribute

to

highlight

is

the

Fund’s

investments

in

floating-rate

securities

(mainly

middle-market

CLOs

and

CRE

CLOs).

As

of

March

31,

2024,

more

than

19%

of

Fund

assets

were

represented

by

floating-rate

securities.

We

don’t

invest

based

on

any

wager

that

the

Fed

will

raise

or

lower

short-term

interest

rates

–

as

each

investment

is

vetted

based

on

its

individual

merits

(relative

risk/

reward)

and

the

expected

future

nominal

return

contributions

each

can

make

to

the

Fund.

Top

Quarterly

Contributors

All

segments

contributed

to

results

in

the

quarter.

CLOs

(both

corporate

and

commercial

real

estate);

a

broad

segment

of

ABS;

select

corporate

bonds

issued

by

real-estate

investment

trusts;

agency

and

RMBS;

and

U.S.

Treasuries

were

the

main

contributors

to

Fund

performance

in

the

quarter.

Top

Quarterly

Detractors

No

segment

detracted

from

Fund

performance

in

the

quarter.

Fiscal

Year

Results

Fiscal

year

results

were

aided

by

nearly

all

segments

–

led

by

the

Fund’s

CLOs

(both

middle-market

and

commercial

real

estate),

ABS,

and

select

corporate

bond

investments

in

the

retail

segment,

U.S.

Treasury

and

both

agency

and

non-agency

mortgage-backed

securities.

The

sole

fiscal

year

detractor

was

one

non-agency

commercial

mortgage-backed

security

(CMBS)

investment

in

a

single

asset,

single

borrower

(SASB)

security

backed

by

two

very

large

convention

center

hotels

in

San

Francisco

and

operated

as

part

of

the

Hilton

lodging

brand.

In

June

2023,

the

owner,

Park

Hotels

and

Resorts,

ceased

making

payments

on

the

CMBS

loan

secured

by

these

two

hotels.

Interest

payments

continue

to

be

made

by

the

special

servicer

(Wells

Fargo)

whose

role

will

be

to

work

on

behalf

of

CMBS

investors

to

resolve

this

situation.

We

have

been

and

will

continue

to

be

monitoring

developments,

which

are

minimal

to

date,

and

we

will

work

toward

the

best

outcome

possible.

2024

Annual

Report

(Unaudited)

28

Fund

Strategy

Our

approach

consists

primarily

of

investing

in

a

diversified

portfolio

of

high-quality

bonds

while

maintaining

an

overall

portfolio

average

effective

duration

of

1.0

to

3.5

years.

We

may

invest

up

to

15%

in

fixed

income

securities

that

are

not

considered

investment

grade

(such

as

high

yield

and

convertible

bonds),

and

we

do

so

when

we

perceive

the

risk/reward

characteristics

to

be

favorable.

We

do

not,

and

will

not,

try

to

mimic

any

index

as

we

construct

our

portfolio.

We

believe

our

flexible

mandate

is

a

differentiator

that

allows

us

to

navigate

any

environment.

The

last

few

years

have

reinforced

our

conviction

about

the

strength

of

our

flexible

mandate.

We

utilize

a

bottom-up,

research-driven

approach

and

select

portfolio

assets

one

security

at

a

time

based

on

our

view

of

opportunities

in

the

marketplace.

Our

fixed

income

research

is

not

dependent

on,

but

often

benefits

from,

the

due

diligence

efforts

our

equity

teammates

conduct

on

companies

and

industries.

Overall,

we

strive

to

be

adequately

compensated

for

the

risks

assumed

while

seeking

to

maximize

investment

(or

reinvestment)

income

and

avoid

making

interest-rate

bets,

particularly

ones

that

depend

on

interest

rates

going

down.

Our

goal

is

to

(a)

preserve

capital,

(b)

maintain

a

strong

liquidity

position,

(c)

understand

evolving

risks

and

opportunities,

(d)

conduct

consistent/thorough

credit

surveillance,

and

(e)

selectively

take

advantage

of

favorable

risk/reward

opportunities.

We

remain

ready

to

take

advantage

of

any

further

valuation

disparities

that

may

develop

and

will

strive

to

continue

to

earn

your

trust.

Definitions:

Average

effective

duration

provides

a

measure

of

a

fund’s

interest-

rate

sensitivity.

The

longer

a

fund’s

duration,

the

more

sensitive

the

fund

is

to

shifts

in

interest

rates.

Average

effective

maturity

is

the

weighted

average

of

the

maturities

of

a

fund’s

underlying

bonds.

Basis

point

(BPS)

refers

to

a

unit

of

measurement

that

is

equal

to

1/100th

of

1%,

or

0.01

%.

Commercial

real

estate

collateralized

loan

obligations

(CRE

CLOs)

are

a

type

of

asset-backed

security

backed

by

a

pool

of

commercial

loans.

Spreads

are

measured

by

ICE

BofA

which

is

a

group

of

indexes

that

track

the

performance

of

U.S.

dollar-denominated

debt

issued

in

the

U.S.

domestic

market.

Investment

Grade

Bonds

are

those

securities

rated

at

least

BBB-

by

one

or

more

credit

ratings

agencies.

Middle

market

refers

to

smaller

companies,

generally

with

earnings

before

interest,

taxes,

and

amortization

of

generally

less

than

$75

million.

Non-Investment

Grade

Bonds

are

those

securities

(commonly

referred

to

as

“high

yield”

or

“junk”

bonds)

rated

BB+

and

below

by

one

or

more

credit

ratings

agencies.

A

Rated

Feeder

is

a

type

of

a

traditional

feeder

fund

(an

investment

fund

that

collects

investor

capital

and

invests

it

into

a

master

fund)

that

issues

both

rated

debt

and

equity.

In

each

case,

the

equity

provides

the

subordination

required

to

support

the

ratings

of

the

debt.

Yield

to

worst

(YTW)

is

the

lowest

potential

yield

that

can

be

received

on

a

bond

portfolio

without

the

underlying

issuers

defaulting.

2024

Annual

Report

(Unaudited)

29

Growth

of

$10,000

Investment

–

10

Year

30-Day

SEC

Yield

Asset

Allocation

%

of

Net

Assets

Share

Class

Subsidized

Unsubsidized

Investor

5.05

%

4.75%

Institutional

5.15

4.97

Returns

Annualized

QTD

YTD

1

YR

3

YR

5

YR

10

YR

20

YR

Since

Inception

(8/1/11)

Net

Expense

Gross

Expense

WSHNX

-

Investor

Class

1

.14%

1

.14%

5

.40%

1

.55%

2

.22%

1

.88%

2

.82%

4

.59%

0

.55%

0

.86%

WEFIX

-

Institutional

Class

1

.16

1

.16

5

.46

1

.64

2

.31

2

.05

2

.93

4

.65

0

.45

0

.60

Bloomberg

1-3

Year

U.S.

Aggregate

Index

0

.45

0

.45

3

.56

0

.26

1

.31

1

.27

2

.09

N

/A

All

data

as

of

3/31/2024

unless

otherwise

indicated.

Data

quoted

is

past

performance

and

current

performance

may

be

lower

or

higher.

Past

performance

is

no

guarantee

of

future

results.

Investment

return

and

principal

value

of

an

investment

will

fluctuate,

and

shares,

when

redeemed,

may

be

worth

more

or

less

than

their

original

cost.

All

investments

involve

risks,

including

possible

loss

of

principal.

Please

visit

weitzinvestments.com

for

the

most

recent

month-end

performance.

Investment

results

reflect

applicable

fees

and

expenses

and

assume

all

distributions

are

reinvested

but

do

not

reflect

the

deduction

of

taxes

an

investor

would

pay

on

distributions

or

share

redemptions.

The

Fund

has

entered

into

fee

waiver

and/or

expense

reimbursement

arrangements

with

the

Investment

Advisor

by

which

the

Advisor

has

contractually

agreed

to

waive

a

portion

of

the

Advisor’s

fee

and

reimburse

certain

expenses

(excluding

taxes,

interest,

brokerage

costs,

acquired

fund

fees

and

expenses

and

extraordinary

expenses)

to

limit

the

total

annual

fund

operating

expenses

of

the

Fund’s

average

daily

net

assets

through

7/31/2024.

If

this

arrangement

had

not

been

in

place,

the

performance

results

would

have

been

lower.

The

net

expense

ratio

reflects

the

total

annual

fund

operating

expenses

of

the

Fund

after

taking

into

account

any

such

fee

waiver

and/or

expense

reimbursement.

Net

and

gross

expense

ratios

are

as

of

the

Fund’s

most

recent

prospectus.

See

page

8

for

additional

performance

disclosures.

See

page

83

for

a

description

of

all

indices.

See

page

84

for

a

Glossary

of

Terms.

Credit

ratings

are

assigned

to

underlying

securities

utilizing

ratings

from

a

Nationally

Recognized

Statistical

Rating

Organization

(NRSRO)

such

as

Moody’s

and

Fitch,

or

other

rating

agencies

and

applying

the

following

hierarchy:

security

is

determined

to

be

Investment

Grade

if

it

has

been

rated

at

least

BBB-

by

one

credit

rating

agency;

once

determined

to

be

Investment

Grade

(BBB-

and

above)

or

Non-Investment

Grade

(BB+

and

below)

where

multiple

ratings

are

available,

then

the

lowest

rating

is

assigned.

Mortgage-related

securities

issued

and

guaranteed

by

government-sponsored

agencies

such

as

Fannie

Mae

and

Freddie

Mac

are

generally

not

rated

by

rating

agencies.

Securities

that

are

not

rated

do

not

necessarily

indicate

low

quality.

Ratings

are

shown

in

the

Fitch

scale

(e.g.,

AAA).

Ratings

and

portfolio

credit

quality

may

change

over

time.

The

Fund

itself

has

not

been

rated

by

a

credit

rating

agency.

Source

(Fixed

Income

Attributes,

Credit

Quality,

and

Maturity

Distribution):

Bloomberg

Analytics

Fixed

Income

Attributes

Maturity

Distribution

Credit

Quality

Portfolio

Summary

Average

Maturity

3.6

years

Average

Effective

Maturity

3.6

years

Average

Duration

2.0

years

Average

Effective

Duration

1.4

years

Average

Coupon

4.83%

Maturity

%

of

Portfolio

Cash

Equivalents

2.2

Less

than

1

year

24.6

1

-

3

Years

37.6

3

-

5

Years

12.8

5

-

7

Years

5.7

7

-

10

Years

7.9

10

Years

or

more

9.2

100.0

Underlying

Securities

%

of

Portfolio

U.S.

Treasury

26.3

U.S.

Government

Agency

Mortgage

Related

Securities

4.7

AAA

42.5

AA

5.7

A

6.4

BBB

9.4

BB

1.1

B

0.6

Non-Rated

1.1

Cash

Equivalents

2.2

100.0

2024

Annual

Report

(Unaudited)

30

ULTRA

SHORT

GOVERNMENT

FUND

Portfolio

Managers:

Tom

Carney,

CFA

&

Nolan

Anderson

Investment

Style:

Ultra-Short-Term

Bond

The

Ultra

Short

Government

Fund

returned

+1.14%

in

the

first

quarter

compared

to

+1.24%

for

the

ICE

BofA

US

6-Month

Treasury

Bill

Index

(6-Month

Treasury).

For

the

fiscal

year

ended

March

31,

2024,

the

Fund

returned

+4.94%

compared

to

a

+5.22%

return

for

the

index.

Overview

Short-term

investors

(our

Fund

included)

continued

to

post

solid

returns

in

the

first

quarter

as

the

Federal

Reserve

has

been

in

pause

mode

on

its

two-year

campaign

to

slow

inflation

by

raising

the

fed

funds

rate,

and

by

extension

all

short-term-oriented

investments.

Nominal

short-term

returns

remain

high

by

17-year

standards,

a

long-enough

period

for

investors

to

appreciate

returns

available

in

money

market

funds,

CDs,

and

funds

like

our

Ultra

Short

Government

fund.

The

market’s

attention

has

now

turned

to

when

the

Fed

will

begin

cutting

short-term

rates.

Predictions

as

to

when

that

may

happen

continue

to

get

pushed

further

out

in

2024

(or

beyond)

as

inflation,

while

down

from

a

year

ago,

has

remained

‘sticky’

and

above

the

Fed’s

long-term

goal

of

2%.

The

Fed’s

monetary

policy

decisions

(e.g.,

changes

in

short-term

interest

rates)

will

continue

to

affect

all

investments

within

our

opportunity

set.

As

a

result,

our

yield

and

return

will

invariably

follow

the

path

dictated

by

the

Fed’s

monetary

policy,

as

we

frequently

reinvest

maturities

with

holdings

that

mature

in

a

short

period

of

time.

As

of

March

31,

2024,

96.1%

of

our

portfolio

was

invested

in

U.S.

Treasury

notes,

0.9%

in

investment-grade

asset-backed

securities,

and

3.0%

in

cash

and

cash

equivalents.

The

average

effective

duration

declined

to

0.3

years

at

March

31,

2024,

from

0.5

years

at

December

31,

2023.

The

Fund’s

30-day

yield

increased

approximately

13

basis

points

during

the

quarter

to

5.05%

as

of

March

31.

Under

normal

market

conditions,

the

Fund

will

invest

at

least

80%

of

its

net

assets

in

obligations

issued

or

guaranteed

by

the

U.S.

government

and

its

government-related

entities.

The

balance

of

Fund

assets

may

be

invested

in

U.S.

investment-grade

debt

securities.

For

the

past

year

we

have

thought

it

prudent

to

maintain

a

higher

exposure

to

U.S.

Treasury

notes

for

quality

and

liquidity

purposes.

Given

today’s

high

nominal

interest

rate

environment,

by

historic

standards,

we

would

expect

to

continue

to

keep

U.S.

Treasury

weightings

well

above

the

Fund’s

80%

minimum

threshold.

The

Fund

will

maintain

an

average

effective

duration

of

one

year

or

less.

Duration

is

a

measure

of

how

sensitive

the

portfolio

may

be

to

changes

in

interest

rates.

All

else

being

equal,

a

lower-

duration

bond

portfolio

is

less

sensitive

to

changes

in

interest

rates

than

a

bond

portfolio

with

a

higher

duration.

Over

time,

this

shorter-term

focus

(duration

of

less

than

one

year)

is

intended

to

generate

higher

total

returns

than

cash

or

money

market

funds,

while

also

taking

less

interest

rate

risk

than

a

bond

portfolio

with

a

higher

duration.

Definitions:

30-Day

SEC

Yield

represents

net

investment

income

earned

by

a

fund

over

a

30-day

period,

expressed

as

an

annual

percentage

rate

based

on

the

Fund’s

share

price

at

the

end

of

the

30-day

period.

Subsidized

yield

reflects

fee

waivers

and/or

expense

reimbursements

during

the

period.

Without

such

fee

waivers

and/or

expense

reimbursements,

if

any;

yields

would

have

been

lower.

Unsubsidized

yield

does

not

adjust

for

any

fee

waivers

and/or

expense

reimbursement

in

effect.

Average

effective

duration

provides

a

measure

of

a

fund’s

interest-rate

sensitivity.

The

longer

a

fund’s

duration,

the

more

sensitive

the

fund

is

to

shifts

in

interest

rates.

Investment

Grade

Bonds

are

those

securities

rated

at

least

BBB-

by

one

or

more

credit

ratings

agencies.

Non-Investment

Grade

Bonds

are

those

securities

(commonly

referred

to

as

“high

yield”

or

“junk”

bonds)

rated

BB+

and

below

by

one

or

more

credit

ratings

agencies.

2024

Annual

Report

(Unaudited)

31

Growth

of

$10,000

Investment

–

10

Year

30-Day

SEC

Yield

Asset

Allocation

%

of

Net

Assets

Share

Class

Subsidized

Unsubsidized

5.05

%

4.79%

Returns

Annualized

QTD

YTD

1

YR

3

YR

5

YR

10

YR

20

YR

Since

Inception

(8/1/91)

Net

Expense

Gross

Expense

SAFEX

1

.14%

1

.14%

4

.94%

2

.43%

2

.00%

1

.34%

1

.40%

2

.31%

0

.33%

0

.64%

ICE

BofA

U.S.

6-Month

Treasury

Bill

Index

1

.24

1

.24

5

.22

2

.57

2

.14

1

.52

1

.73

2

.81

All

data

as

of

3/31/2024

unless

otherwise

indicated.

Data

quoted

is

past

performance

and

current

performance

may

be

lower

or

higher.

Past

performance

is

no

guarantee

of

future

results.

Investment

return

and

principal

value

of

an

investment

will

fluctuate,

and

shares,

when

redeemed,

may

be

worth

more

or

less

than

their

original

cost.

All

investments

involve

risks,

including

possible

loss

of

principal.

Please

visit

weitzinvestments.com

for

the

most

recent

month-end

performance.

Investment

results

reflect

applicable

fees

and

expenses

and

assume

all

distributions

are

reinvested

but

do

not

reflect

the

deduction

of

taxes

an

investor

would

pay

on

distributions

or

share

redemptions.

The

Fund

has

entered

into

fee

waiver

and/or

expense

reimbursement

arrangements

with

the

Investment

Advisor

by

which

the

Advisor

has

contractually

agreed

to

waive

a

portion

of

the

Advisor’s

fee

and

reimburse

certain

expenses

(excluding

taxes,

interest,

brokerage

costs,

acquired

fund

fees

and

expenses

and

extraordinary

expenses)

to

limit

the

total

annual

fund

operating

expenses

of

the

Fund’s

average

daily

net

assets

through

07/31/2024.

If

this

arrangement

had

not

been

in

place,

the

performance

result

would

have

been

lower.

The

net

expense

ratio

reflects

the

total

annual

fund

operating

expenses

of

the

Fund

after

taking

into

account

any

such

fee

waiver

and/or

expense

reimbursement.

Net

and

gross

expense

ratios

are

as

of

the

Fund’s

most

recent

prospectus.

See

page

8

for

additional

performance

disclosures.

See

page

83

for

a

description

of

all

indices.

See

page

84

for

a

Glossary

of

Terms.

Credit

ratings

are

assigned

to

underlying

securities

utilizing

ratings

from

a

Nationally

Recognized

Statistical

Rating

Organization

(NRSRO)

such

as

Moody’s

and

Fitch,

or

other

rating

agencies

and

applying

the

following

hierarchy:

security

is

determined

to

be

Investment

Grade

if

it

has

been

rated

at

least

BBB-

by

one

credit

rating

agency;

once

determined

to

be

Investment

Grade

(BBB-

and

above)

or

Non-Investment

Grade

(BB+

and

below)

where

multiple

ratings

are

available,

then

the

lowest

rating

is

assigned.

Ratings

are

shown

in

the

Fitch

scale

(e.g.,

AAA).

Ratings

and

portfolio

credit

quality

may

change

over

time.

The

Fund

itself

has

not

been

rated

by

a

credit

rating

agency.

Source

(Fixed

Income

Attributes,

Credit

Quality,

and

Maturity

Distribution):

Bloomberg

Analytics

Fixed

Income

Attributes

Maturity

Distribution

Credit

Quality

Portfolio

Summary

Average

Maturity

0.3

years

Average

Effective

Maturity

0.3

years

Average

Duration

0.3

years

Average

Effective

Duration

0.3

years

Average

Coupon

2.90%

Maturity

%

of

Portfolio

Cash

Equivalents

3.0

Less

than

1

year

97.0

100.0

Underlying

Securities

%

of

Portfolio

U.S.

Treasury

96

.

1

AAA

0.8

AA

0.1

A

0.0

Cash

Equivalents

3

.

0

100.0

2024

Annual

Report

32

Conservative

Allocation

Fund

Schedule

of

Investments

March

31,

2024

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Common

Stocks

-

43.9%

a

Financials

%

of

Net

Assets

Shares

$

Value

Transaction

&

Payment

Processing

Services

5.4

Mastercard,

Inc.

-

Class

A

10,500

5,056,485‌

Visa,

Inc.

-

Class

A

17,000

4,744,360‌

Fidelity

National

Information

Services,

Inc.

40,000

2,967,200‌

a

Multi-Sector

Holdings

2.7

Berkshire

Hathaway,

Inc.

-

Class

B

(a)

15,000

6,307,800‌

a

Insurance

Brokers

2.1

Aon

plc

-

Class

A

15,000

5,005,800‌

a

Diversified

Banks

1.5

JPMorgan

Chase

&

Co.

17,500

3,505,250‌

a

Financial

Exchanges

&

Data

1.4

S&P

Global,

Inc.

7,500

3,190,875‌

a

13.1

30,777,770‌

Information

Technology

Semiconductor

Materials

&

Equipment

4.1

Analog

Devices,

Inc.

25,000

4,944,750‌

Microchip

Technology,

Inc.

30,000

2,691,300‌

Texas

Instruments,

Inc.

11,301

1,968,747‌

a

Systems

Software

3.4

Microsoft

Corp.

10,000

4,207,200‌

Oracle

Corp.

30,000

3,768,300‌

a

IT

Consulting

&

Other

Services

1.8

Accenture

plc

-

Class

A

(b)

12,000

4,159,320‌

a

Application

Software

1.4

Roper

Technologies,

Inc.

6,000

3,365,040‌

a

10.7

25,104,657‌

Health

Care

Life

Sciences

Tools

&

Services

4.4

Danaher

Corp.

21,000

5,244,119‌

Thermo

Fisher

Scientific,

Inc.

8,750

5,085,588‌

a

Health

Care

Services

1.4

Laboratory

Corp.

of

America

Holdings

15,000

3,276,900‌

a

5.8

13,606,607‌

Materials

Construction

Materials

3.9

Vulcan

Materials

Co.

17,000

4,639,640‌

Martin

Marietta

Materials,

Inc.

7,500

4,604,550‌

a

Industrial

Gases

1.2

Linde

plc

6,000

2,785,920‌

a

5.1

12,030,110‌

a

Industrials

%

of

Net

Assets

Shares

$

Value

Industrial

Machinery

&

Supplies

&

Components

2.5

Fortive

Corp.

35,000

3,010,700‌

IDEX

Corp.

12,000

2,928,240‌

a

Environmental

&

Facilities

Services

1.2

Veralto

Corp.

32,500

2,881,450‌

a

Industrial

Conglomerates

0.9

Honeywell

International,

Inc.

9,500

1,949,875‌

a

4.6

10,770,265‌

Communication

Services

Cable

&

Satellite

1.8

Comcast

Corp.

-

Class

A

55,000

2,384,250‌

Charter

Communications,

Inc.

-

Class

A

(a)

6,500

1,889,095‌

a

Interactive

Media

&

Services

1.3

Alphabet,

Inc.

-

Class

C

(a)

20,000

3,045,200‌

a

3.1

7,318,545‌

Consumer

Staples

Distillers

&

Vintners

1.5

Diageo

plc

-

ADR

(b)

24,000

3,569,760‌

a

Total

Common

Stocks

(Cost

$51,208,511)

103,177,714‌

Corporate

Bonds

-

0.7%

a

a

a

$

Principal

Amount

$

Value

a

a

AutoZone,

Inc.

3.63%

4/15/25

500,000

490,980‌

Brown

&

Brown,

Inc

4.2%

9/15/24

390,000

387,294‌

JPMorgan

Chase

&

Co.

3.84%

6/14/25

Floating

Rate

(SOFR

+

98)

200,000

199,137‌

U.S.

Bancorp

2.4%

7/30/24

500,000

494,762‌

a

Total

Corporate

Bonds

(Cost

$1,587,567)

1,572,173‌

Corporate

Convertible

Bonds

-

0.8%

a

a

Redwood

Trust,

Inc.

5.63%

7/15/24

(Cost

$1,985,629)

2,000,000

2,012,403‌

Asset-Backed

Securities

-

7.3%

a

a

Automobile

AmeriCredit

Automobile

Receivables

Trust

(AMCAR)

Series

2020-2

Class

D

–2.13%

3/18/26

595,000

581,162‌

ARI

Fleet

Lease

Trust

(ARIFL)

Series

2022-A

Class

A2

–3.12%

1/15/31

(c)

27,522

27,349‌

Series

2023-B

Class

A2

–6.05%

7/15/32

(c)

150,000

151,028‌

2024

Annual

Report

33

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

a

a

a

$

Principal

Amount

$

Value

a

a

Series

2024-A

Class

A2

–5.3%

11/15/32

(c)

85,000

84,862‌

BOF

URSA

VI

Funding

Trust

I

(BOF)

Series

2023-CAR1

Class

A2

–5.54%

10/27/31

(c)

90,086

89,665‌

Series

2023-CAR2

Class

A2

–5.54%

10/27/31

(c)

209,411

208,611‌

CarMax

Auto

Owner

Trust

(CARMX)

Series

2020-3

Class

D

–2.53%

1/15/27

360,000

356,146‌

Series

2021-3

Class

C

–1.25%

5/17/27

380,000

356,407‌

CFMT

LLC

(CFMT)

Series

2021-AL1

Class

B

–1.39%

9/22/31

(c)

167,929

164,316‌

Chesapeake

Funding

II

LLC

(CFII)

Series

2021-1A

Class

A1

–0.47%

4/15/33

(c)

102,657

100,541‌

Series

2023-1A

Class

A1

–5.65%

5/15/35

(c)

386,532

387,098‌

Series

2023-2A

Class

A1

–6.16%

10/15/35

(c)

133,619

134,496‌

Enterprise

Fleet

Financing

LLC

(EFF)

Series

2023-1

Class

A2

–5.51%

1/22/29

(c)

212,155

212,044‌

Series

2023-2

Class

A2

–5.56%

4/22/30

(c)

384,838

385,400‌

Series

2023-3

Class

A2

–6.4%

3/20/30

(c)

600,000

609,497‌

Series

2024-1

Class

A2

–5.23%

3/20/30

(c)

180,000

179,810‌

Flagship

Credit

Auto

Trust

(FCAT)

Series

2020-4

Class

C

–1.28%

2/16/27

(c)

160,897

158,140‌

Foursight

Capital

Automobile

Receivables

Trust

(FCRT)

Series

2022-2

Class

A2

–4.49%

3/16/26

(c)

22,240

22,225‌

JPMorgan

Chase

Auto

Credit

Linked

Note

(CACLN)

Series

2021-1

Class

A2

–0.88%

9/25/28

(c)

47,424

46,926‌

Series

2021-2

Class

A4

–0.89%

12/26/28

(c)

53,684

52,738‌

LAD

Auto

Receivables

Trust

(LADAR)

Series

2021-1A

Class

A

–1.3%

8/17/26

(c)

74,147

73,591‌

Series

2022-1A

Class

A

–5.21%

6/15/27

(c)

251,166

250,551‌

Series

2023-1A

Class

A2

–5.68%

10/15/26

(c)

120,235

120,176‌

Series

2023-2A

Class

A2

–5.93%

6/15/27

(c)

251,202

251,483‌

Series

2023-4A

Class

A3

–6.1%

12/15/27

(c)

225,000

226,752‌

Merchants

Fleet

Funding

LLC

(MFF)

Series

2023-1A

Class

A

–7.21%

5/20/36

(c)

460,000

463,112‌

OneMain

Direct

Auto

Receivables

Trust

(ODART)

Series

2021-1A

Class

A

–0.87%

7/14/28

(c)

354,812

342,252‌

Series

2022-1A

Class

C

–1.42%

7/14/28

(c)

447,000

410,357‌

Santander

Drive

Auto

Receivables

Trust

(SDART)

Series

2020-2

Class

D

–2.22%

9/15/26

81,183

80,692‌

SFS

Auto

Receivables

Securitization

Trust

(SFS)

Series

2023-1A

Class

A2A

–5.89%

3/22/27

(c)

71,974

72,101‌

Wheels

Fleet

Lease

Funding

LLC

(WFLF)

Series

2023-2A

Class

A

–6.46%

8/18/38

(c)

700,000

705,833‌

a

7,305,361‌

a

Collateralized

Loan

Obligations

ABPCI

Direct

Lending

Fund

CLO

X

LP

(ABPCI)

Series

2020-10A

Class

A

–7.53%

1/20/32

Floating

Rate

(TSFR3M

+

221)

(b)

(c)

(d)

500,000

500,763‌

Audax

Senior

Debt

CLO

6

LLC

(AUDAX)

Series

2021-6A

Class

A1

–7.08%

10/20/33

Floating

Rate

(TSFR3M

+

176)

(c)

(d)

500,000

500,232‌

BlackRock

Rainier

CLO

VI

Ltd.

(BLKMM)

Series

2021-6A

Class

A

–7.28%

4/20/33

Floating

Rate

(TSFR3M

+

196)

(b)

(c)

(d)

500,000

500,288‌

Cerberus

Loan

Funding

LP

(CERB)

Series

2020-1A

Class

A

–7.43%

10/15/31

Floating

Rate

(TSFR3M

+

211)

(b)

(c)

(d)

189,541

190,061‌

Series

2021-6A

Class

A

–6.98%

11/22/33

Floating

Rate

(TSFR3M

+

166)

(b)

(c)

(d)

18,755

18,801‌

a

a

a

$

Principal

Amount

$

Value

a

a

Churchill

Middle

Market

CLO

III

Ltd.

(CHMML)

Series

2021-1A

Class

A1

–7.08%

10/24/33

Floating

Rate

(US0003M

+

150)

(b)

(c)

(d)

250,000

250,122‌

Fortress

Credit

Opportunities

XV

CLO

Ltd.

(FCO)

Series

2021-15A

Class

A2

–7.14%

4/25/33

Floating

Rate

(TSFR3M

+

181)

(b)

(c)

(d)

500,000

500,325‌

Golub

Capital

Partners

CLO

54M

LP

(GOCAP)

Series

2021-54A

Class

A2

–7.06%

8/5/33

Floating

Rate

(TSFR3M

+

179)

(b)

(c)

(d)

500,000

499,965‌

Monroe

Capital

MML

CLO

XII

Ltd.

(MCMML)

Series

2021-2A

Class

A1

–7.09%

9/14/33

Floating

Rate

(TSFR3M

+

176)

(b)

(c)

(d)

500,000

500,246‌

Palmer

Square

Loan

Funding

Ltd.

(PSTAT)

Series

2021-1A

Class

A2

–6.83%

4/20/29

Floating

Rate

(TSFR3M

+

151)

(b)

(c)

(d)

500,000

500,363‌

a

3,961,166‌

a

Consumer

&

Specialty

Finance

Foundation

Finance

Trust

(FFIN)

Series

2021-2A

Class

A

–2.19%

1/15/42

(c)

113,367

104,338‌

Series

2023-2A

Class

A

–6.53%

6/15/49

(c)

199,431

203,070‌

Series

2024-1A

Class

A

–5.5%

12/15/49

(c)

160,000

159,931‌

Lendingpoint

Asset

Securitization

Trust

(LDPT)

Series

2022-C

Class

A

–6.56%

2/15/30

(c)

83,912

83,884‌

Marlette

Funding

Trust

(MFT)

Series

2023-1A

Class

A

–6.07%

4/15/33

(c)

72,136

72,149‌

Series

2023-3A

Class

A

–6.49%

9/15/33

(c)

117,490

117,653‌

Octane

Receivables

Trust

(OCTL)

Series

2021-1A

Class

A5

–0.93%

3/22/27

(c)

11,055

10,933‌

Series

2021-2A

Class

A

–1.21%

9/20/28

(c)

51,845

50,695‌

Series

2022-1A

Class

A2

–4.18%

3/20/28

(c)

96,820

96,050‌

Series

2022-2A

Class

A

–5.11%

2/22/28

(c)

94,326

93,932‌

Upstart

Securitization

Trust

(UPST)

Series

2021-5

Class

A

–1.31%

11/20/31

(c)

3,271

3,262‌

a

995,897‌

a

Equipment

Amur

Equipment

Finance

Receivables

IX

LLC

(AXIS)

Series

2021-1A

Class

A2

–0.75%

11/20/26

(c)

38,832

38,609‌

Amur

Equipment

Finance

Receivables

XI

LLC

(AXIS)

Series

2022-2A

Class

A2

–5.3%

6/21/28

(c)

96,982

96,787‌

Amur

Equipment

Finance

Receivables

XII

LLC

(AXIS)

Series

2023-1A

Class

A2

–6.09%

12/20/29

(c)

226,658

228,154‌

Amur

Equipment

Finance

Receivables

XIII

LLC

(AXIS)

Series

2024-1A

Class

A2

–5.38%

1/21/31

(c)

170,000

170,120‌

Dell

Equipment

Finance

Trust

(DEFT)

Series

2023-2

Class

A2

–5.84%

1/22/29

(c)

191,675

191,856‌

Series

2023-3

Class

A2

–6.1%

4/23/29

(c)

150,000

150,520‌

Dext

ABS

LLC

(DEXT)

Series

2023-2

Class

A2

–6.56%

5/15/34

(c)

640,820

642,988‌

DLLST

LLC

(DLLST)

Series

2024-1A

Class

A3

–5.05%

8/20/27

(c)

110,000

109,558‌

Granite

Park

Equipment

Leasing

LLC

(SCFGP)

Series

2023-1A

Class

A2

–6.51%

5/20/30

(c)

350,000

352,251‌

GreatAmerica

Leasing

Receivables

Funding

LLC

(GALC)

Series

2021-1

Class

B

–0.72%

12/15/26

(c)

500,000

481,501‌

HPEFS

Equipment

Trust

(HPEFS)

Series

2023-1A

Class

A2

–5.43%

8/20/25

(c)

367,523

367,155‌

MMAF

Equipment

Finance

LLC

(MMAF)

Series

2022-B

Class

A2

–5.57%

9/9/25

(c)

21,904

21,902‌

2024

Annual

Report

34

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Conservative

Allocation

Fund

(Continued)

Schedule

of

Investments

March

31,

2024

a

a

a

$

Principal

Amount

$

Value

a

a

Series

2022-B

Class

A3

–5.61%

7/10/28

(c)

250,000

250,006‌

Series

2023-A

Class

A2

–5.79%

11/13/26

(c)

167,889

168,203‌

SCF

Equipment

Leasing

LLC

(SCFET)

Series

2022-2A

Class

A2

–6.24%

7/20/28

(c)

41,899

41,925‌

Series

2022-2A

Class

A3

–6.5%

10/21/30

(c)

250,000

252,611‌

SCF

Equipment

Trust

LLC

(SCFET)

Series

2023-1A

Class

A2

–6.56%

1/22/30

(c)

1,000,000

1,008,944‌

a

4,573,090‌

a

Other

Verizon

Master

Trust

(VZMT)

Series

2023-7

Class

A1A

–5.67%

11/20/29

465,000

473,254‌

a

Total

Asset-Backed

Securities

(Cost

$17,270,567)

17,308,768‌

Commercial

Mortgage-Backed

Securities

-

2.5%

a

a

AREIT

LLC

(AREIT)

Series

2023-CRE8

Class

AS

–8.2%

8/17/41

Floating

Rate

(TSFR1M

+

287)

(b)

(c)

500,000

501,661‌

AREIT

Trust

(AREIT)

Series

2021-CRE5

Class

A

–6.52%

11/17/38

Floating

Rate

(TSFR1M

+

119)

(b)

(c)

332,176

329,901‌

CLNC

Ltd.

(CLNC)

Series

2019-FL1

Class

AS

–6.99%

8/20/35

Floating

Rate

(TSFR1M

+

166)

(b)

(c)

497,957

491,951‌

FS

Rialto

Issuer

LLC

(FSRI)

Series

2022-FL5

Class

A

–7.63%

6/19/37

Floating

Rate

(TSFR1M

+

230)

(c)

500,000

500,621‌

GPMT

Ltd.

(GPMT)

Series

2021-FL3

Class

A

–6.69%

7/16/35

Floating

Rate

(TSFR1M

+

136)

(b)

(c)

271,505

257,799‌

HERA

Commercial

Mortgage

Ltd.

(HCM)

Series

2021-FL1

Class

A

–6.49%

2/18/38

Floating

Rate

(TSFR1M

+

116)

(b)

(c)

371,105

366,093‌

HGI

CRE

CLO

Ltd.

(HGI)

Series

2021-FL1

Class

A4

–6.49%

6/16/36

Floating

Rate

(TSFR1M

+

116)

(b)

(c)

89,643

89,367‌

Series

2021-FL1

Class

AS

–6.84%

6/16/36

Floating

Rate

(TSFR1M

+

151)

(b)

(c)

500,000

492,497‌

Series

2021-FL2

Class

A4

–6.44%

9/17/36

Floating

Rate

(TSFR1M

+

111)

(b)

(c)

137,050

136,039‌

HIG

RCP

LLC

(HIG)

Series

2023-FL1

Class

A

–7.6%

9/19/38

Floating

Rate

(TSFR1M

+

227)

(c)

500,000

500,872‌

KREF

Ltd.

(KREF)

Series

2021-FL2

Class

A4

–6.51%

2/15/39

Floating

Rate

(TSFR1M

+

118)

(b)

(c)

500,000

488,211‌

Series

2022-FL3

Class

A

–6.78%

2/17/39

Floating

Rate

(TSFR1M

+

145)

(b)

(c)

500,000

496,875‌

LoanCore

Issuer

Ltd.

(LNCR)

Series

2021-CRE5

Class

A

–6.74%

7/15/36

Floating

Rate

(TSFR1M

+

141)

(b)

(c)

328,525

327,101‌

PFP

Ltd.

(PFP)

Series

2022-9

Class

A

–7.6%

8/19/35

Floating

Rate

(TSFR1M

+

227)

(b)

(c)

250,000

250,938‌

STWD

Ltd.

(STWD)

Series

2022-FL3

Class

A

–6.67%

11/15/38

Floating

Rate

(SOFR30A

+

135)

(b)

(c)

500,000

491,666‌

a

a

a

$

Principal

Amount

$

Value

a

a

VMC

Finance

LLC

(VMC)

Series

2021-FL4

Class

A

–6.54%

6/16/36

Floating

Rate

(TSFR1M

+

121)

(c)

98,967

97,140‌

a

Total

Commercial

Mortgage-Backed

Securities

(Cost

$5,834,579)

5,818,732‌

Mortgage-Backed

Securities

-

4.5%

a

a

Federal

Home

Loan

Mortgage

Corporation

Collateralized

Mortgage

Obligations

Series

3649

Class

A

–4%

3/15/25

2,026

2,008‌

a

Pass-Through

Securities

Pool#

J14649

–

3.5%

4/1/26

7,599

7,426‌

Pool#

E02948

–

3.5%

7/1/26

16,748

16,327‌

Pool#

J16663

–

3.5%

9/1/26

11,655

11,418‌

Pool#

ZS8692

–

2.5%

4/1/33

115,038

105,831‌

Pool#

SB8257

–

5.5%

9/1/38

1,201,685

1,211,566‌

Pool#

SB8287

–

5%

3/1/39

986,914

985,642‌

2,340,218‌

a

Federal

National

Mortgage

Association

Pass-Through

Securities

Pool#

995755

–

4.5%

5/1/24

21

21‌

Pool#

AB1769

–

3%

11/1/25

5,500

5,337‌

Pool#

AB3902

–

3%

11/1/26

19,443

18,911‌

Pool#

AK3264

–

3%

2/1/27

16,526

16,043‌

Pool#

AB6291

–

3%

9/1/27

100,858

97,566‌

Pool#

MA3189

–

2.5%

11/1/27

83,265

79,891‌

Pool#

MA3791

–

2.5%

9/1/29

205,099

194,225‌

Pool#

BM5708

–

3%

12/1/29

96,688

93,359‌

Pool#

AS7701

–

2.5%

8/1/31

577,007

539,792‌

Pool#

MA3540

–

3.5%

12/1/33

67,155

64,497‌

Pool#

MA5311

–

5%

3/1/39

744,497

743,538‌

1,853,180‌

a

Government

National

Mortgage

Association

Pass-Through

Securities

Pool#

5255

–

3%

12/20/26

18,653

18,147‌

a

Non-Government

Agency

Collateralized

Mortgage

Obligations

Chase

Home

Lending

Mortgage

Trust

(CHLMT)

Series

2024-1

Class

A4A

–6%

1/25/55

(c)

(d)

974,236

966,947‌

Series

2024-2

Class

A4A

–6%

2/25/55

(c)

(d)

625,114

623,052‌

Flagstar

Mortgage

Trust

(FSMT)

Series

2021-7

Class

B

–2.5%

8/25/51

(c)

(d)

379,545

330,946‌

GS

Mortgage-Backed

Securities

Trust

(GSMBS)

Series

2022-PJ1

Class

AB

–2.5%

5/28/52

(c)

(d)

420,897

364,237‌

JPMorgan

Mortgage

Trust

(JPMMT)

Series

2014-5

Class

B

–2.74%

10/25/29

(c)

(d)

36,325

34,767‌

Series

2016-3

Class

A

–2.97%

10/25/46

(c)

(d)

119,454

110,366‌

Series

2017-3

Class

A

–2.5%

8/25/47

(c)

(d)

154,553

133,936‌

Series

2020-7

Class

A

–3%

1/25/51

(c)

(d)

20,629

20,198‌

Series

2020-8

Class

A

–3%

3/25/51

(c)

(d)

59,185

56,745‌

Series

2021-6

Class

B

–2.5%

10/25/51

(c)

(d)

494,855

434,371‌

Series

2021-8

Class

B

–2.5%

12/25/51

(c)

(d)

362,920

317,483‌

2024

Annual

Report

35

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

a

a

a

$

Principal

Amount

$

Value

a

a

Series

2022-2

Class

A4A

–2.5%

8/25/52

(c)

(d)

293,959

253,761‌

Series

2023-6

Class

A4A

–5.5%

12/26/53

(c)

(d)

651,198

642,550‌

Series

2024-2

Class

A6A

–6%

8/25/54

(c)

(d)

723,517

719,553‌

JPMorgan

Wealth

Management

(JPMWM)

Series

2020-ATR1

Class

A

–3%

2/25/50

(c)

(d)

12,118

11,997‌

RCKT

Mortgage

Trust

(RCKT)

Series

2021-3

Class

A5

–2.5%

7/25/51

(c)

(d)

341,927

299,407‌

Sequoia

Mortgage

Trust

(SEMT)

Series

2019-CH2

Class

A

–4.5%

8/25/49

(c)

(d)

18,687

18,387‌

Series

2020-3

Class

A

–3%

4/25/50

(c)

(d)

29,773

28,646‌

Series

2023-3

Class

A4

–6%

9/25/53

(c)

(d)

444,882

444,197‌

Series

2024-3

Class

A4

–6%

4/25/54

(c)

(d)

500,000

497,141‌

6,308,687‌

a

Total

Mortgage-Backed

Securities

(Cost

$10,920,791)

10,520,232‌

U.S.

Treasuries

-

32.8%

a

a

U.S.

Treasury

Notes

2%

4/30/24

2,000,000

1,994,611‌

2.5%

5/31/24

1,000,000

995,408‌

3%

6/30/24

2,000,000

1,988,325‌

0.38%

9/15/24

2,000,000

1,956,567‌

4.25%

9/30/24

2,000,000

1,990,029‌

2.25%

10/31/24

2,000,000

1,966,188‌

1.13%

1/15/25

2,000,000

1,938,785‌

1.38%

1/31/25

2,000,000

1,939,453‌

2%

2/15/25

2,000,000

1,946,919‌

2.63%

3/31/25

2,000,000

1,953,744‌

2.75%

5/15/25

3,000,000

2,927,930‌

0.25%

6/30/25

2,000,000

1,888,437‌

0.25%

7/31/25

2,000,000

1,881,875‌

3.13%

8/15/25

2,000,000

1,954,727‌

2.75%

8/31/25

2,000,000

1,943,086‌

3.5%

9/15/25

2,000,000

1,962,969‌

3%

10/31/25

2,000,000

1,946,016‌

2.25%

11/15/25

2,000,000

1,921,484‌

0.38%

11/30/25

2,000,000

1,861,016‌

0.38%

1/31/26

1,000,000

924,726‌

4%

2/15/26

2,000,000

1,975,469‌

2.38%

4/30/26

2,000,000

1,911,719‌

0.75%

5/31/26

2,000,000

1,842,891‌

1.5%

8/15/26

2,000,000

1,864,219‌

4.63%

9/15/26

2,000,000

2,004,687‌

1.63%

10/31/26

4,000,000

3,723,906‌

2%

11/15/26

3,000,000

2,816,836‌

1.88%

2/28/27

2,000,000

1,861,250‌

2.38%

5/15/27

2,000,000

1,882,383‌

0.5%

8/31/27

2,000,000

1,757,305‌

4.13%

9/30/27

2,000,000

1,984,844‌

4.13%

10/31/27

2,000,000

1,984,531‌

2.25%

11/15/27

2,000,000

1,860,742‌

3.5%

1/31/28

2,000,000

1,941,875‌

4%

2/29/28

2,000,000

1,976,953‌

3.5%

4/30/28

2,000,000

1,940,469‌

4.13%

7/31/28

2,000,000

1,987,852‌

4.63%

9/30/28

2,000,000

2,029,062‌

2.88%

4/30/29

1,000,000

938,184‌

a

a

a

$

Principal

Amount

$

Value

a

a

4%

10/31/29

1,000,000

988,398‌

a

Total

U.S.

Treasuries

(Cost

$78,893,525)

77,155,870‌

Cash

Equivalents

-

7.2%

a

a

U.S.

Treasury

Bills,

5.10%

to

5.23%,

4/30/24

to

7/16/24

(e)

13,000,000

12,874,530‌

JPMorgan

U.S.

Government

Money

Market

Fund

-

Institutional

Class

5.16%

(f)

4,137,971

4,137,971‌

a

Total

Cash

Equivalents

(Cost

$17,012,570)

17,012,501‌

Total

Investments

in

Securities

(Cost

$184,713,739)

234,578,393‌

Other

Assets

Less

Other

Liabilities

-  0.3%

666,469‌

Net

Assets

-

100%

235,244,862‌

Net

Asset

Value

Per

Share

-

Investor

Class

17.23

Net

Asset

Value

Per

Share

-

Institutional

Class

17.27

(a)

Non-income

producing.

(b)

Foreign

domiciled

entity.

(c)

Security

is

exempt

from

registration

under

Rule

144A

of

the

Securities

Act

of

1933.

This

security

may

be

resold

in

transactions

that

are

exempt

from

registration,

normally

to

qualified

institutional

buyers.

(d)

The

interest

rate

resets

periodically

based

on

the

weighted

average

coupons

of

the

underlying

mortgage-related

or

asset-backed

obligations.

(e)

Interest

rates

presented

represent

the

effective

yield

at

March

31,

2024.

(f)

Rate

presented

represents

the

7

day

average

yield

at

March

31,

2024.

2024

Annual

Report

36

Core

Plus

Income

Fund

Schedule

of

Investments

March

31,

2024

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Corporate

Bonds

-

12.2%

a

a

a

$

Principal

Amount

$

Value

a

Abercrombie

&

Fitch

Management

Co.

8.75%

7/15/25

(a)

1,428,000

1,446,517‌

Aircastle,

Ltd.

5.25%

8/11/25

(a)

(b)

5,171,000

5,127,372‌

Ally

Financial,

Inc.

8%

11/1/31

2,000,000

2,229,799‌

American

Airlines

Group,

Inc.

3.75%

3/1/25

(a)

1,000,000

973,088‌

American

Airlines,

Inc./AAdvantage

Loyalty

IP

Ltd.

5.5%

4/20/26

(a)

(b)

2,475,000

2,459,692‌

5.75%

4/20/29

(a)

(b)

1,000,000

983,750‌

Antares

Holdings,

LP

7.95%

8/11/28

(a)

3,000,000

3,120,203‌

Apollo

Debt

Solutions

BDC

6.9%

4/13/29

(a)

500,000

505,114‌

Ares

Capital

Corp.

2.88%

6/15/28

1,000,000

891,735‌

Ashtead

Capital,

Inc.

4.38%

8/15/27

(a)

1,000,000

959,912‌

4%

5/1/28

(a)

1,070,000

1,005,861‌

2.45%

8/12/31

(a)

500,000

406,351‌

5.55%

5/30/33

(a)

250,000

246,028‌

5.95%

10/15/33

(a)

1,000,000

1,011,760‌

AT&T,

Inc.

6.8%

5/15/36

713,000

792,129‌

Axalta

Coating

Systems

LLC

3.38%

2/15/29

(a)

624,000

558,961‌

Barings

BDC,

Inc.

7%

2/15/29

7,000,000

6,949,375‌

Bath

&

Body

Works,

Inc.

6.95%

3/1/33

3,675,000

3,666,536‌

6.88%

11/1/35

301,000

308,024‌

6.75%

7/1/36

2,756,000

2,785,795‌

Berkshire

Hathaway

Finance

Corp.

4.25%

1/15/49

500,000

447,332‌

Blue

Owl

Credit

Income

Corp.

7.75%

1/15/29

(a)

5,000,000

5,153,618‌

Broadcom,

Inc.

3.42%

4/15/33

(a)

350,000

303,529‌

3.14%

11/15/35

(a)

1,014,000

819,594‌

Cantor

Fitzgerald

LP

4.5%

4/14/27

(a)

1,500,000

1,430,110‌

7.2%

12/12/28

(a)

1,000,000

1,035,178‌

Carlisle

Cos.,

Inc.

3.5%

12/1/24

532,000

523,725‌

3.75%

12/1/27

500,000

476,812‌

CDW

LLC

/

CDW

Finance

Corp.

4.25%

4/1/28

4,000,000

3,832,241‌

3.28%

12/1/28

1,000,000

913,315‌

Charles

Schwab

Corp.

(The)

1.95%

12/1/31

5,000,000

4,020,985‌

Charter

Communications

Operating

LLC/Charter

Communications

Operating

Capital

4.2%

3/15/28

650,000

612,943‌

Choice

Hotels

International,

Inc.

3.7%

1/15/31

250,000

219,270‌

Cinemark

USA,

Inc.

5.88%

3/15/26

(a)

500,000

494,019‌

5.25%

7/15/28^

(a)

3,000,000

2,842,824‌

Compass

Group

Diversified

Holdings

LLC

5.25%

4/15/29

(a)

2,581,000

2,455,028‌

a

a

a

$

Principal

Amount

$

Value

a

Concentrix

Corp.

6.6%

8/2/28

3,165,000

3,203,044‌

6.85%

8/2/33

4,812,000

4,786,075‌

CoStar

Group,

Inc.

2.8%

7/15/30

(a)

5,846,000

4,989,109‌

Delta

Air

Lines,

Inc./SkyMiles

IP

Ltd.

4.5%

10/20/25

(a)

(b)

323,750

320,521‌

4.75%

10/20/28

(a)

1,100,000

1,076,228‌

Devon

Energy

Corp.

5.25%

10/15/27

325,000

325,473‌

4.5%

1/15/30

920,000

887,396‌

Diamondback

Energy,

Inc.

3.25%

12/1/26

75,000

71,919‌

3.5%

12/1/29

100,000

92,542‌

Dick's

Sporting

Goods,

Inc.

3.15%

1/15/32

1,700,000

1,451,071‌

Dow

Chemical

Co.

(The)

4.25%

10/1/34

1,052,000

970,370‌

Drax

Finco

PLC

6.63%

11/1/25

(a)

(b)

1,000,000

993,040‌

Element

Fleet

Management

Corp.

3.85%

6/15/25

(a)

(b)

1,000,000

976,704‌

Energy

Transfer

LP

2.9%

5/15/25

500,000

485,440‌

6%

2/1/29

(a)

1,000,000

1,009,521‌

7.38%

2/1/31

(a)

900,000

942,138‌

Enterprise

Products

Operating

LLC

4.45%

2/15/43

990,000

883,827‌

EPR

Properties

(EPR)

4.75%

12/15/26

1,250,000

1,210,589‌

4.5%

6/1/27

3,330,000

3,170,686‌

4.95%

4/15/28

3,830,000

3,648,317‌

3.6%

11/15/31

350,000

292,764‌

Essential

Properties

LP

2.95%

7/15/31

11,081,000

9,010,807‌

Expedia

Group,

Inc.

3.8%

2/15/28

484,000

460,583‌

3.25%

2/15/30

90,000

81,043‌

Gap,

Inc.

(The)

3.88%

10/1/31

(a)

106,000

89,774‌

Gartner,

Inc.

3.75%

10/1/30

(a)

5,000,000

4,480,896‌

HEICO

Corp.

5.25%

8/1/28

3,000,000

3,019,608‌

5.35%

8/1/33

1,000,000

1,003,806‌

Hercules

Capital,

Inc.

2.63%

9/16/26

1,000,000

909,139‌

Highwoods

Realty

LP

3.88%

3/1/27

750,000

706,505‌

3.05%

2/15/30

1,600,000

1,351,579‌

2.6%

2/1/31

500,000

395,676‌

Host

Hotels

&

Resorts

LP

Series

H

3.38%

12/15/29

612,000

545,507‌

Indiana

Bell

Telephone

Co.,

Inc.

7.3%

8/15/26

535,000

554,579‌

Ingersoll

Rand,

Inc.

5.4%

8/14/28

1,000,000

1,013,953‌

International

Flavors

&

Fragrances,

Inc.

(IFF)

4.45%

9/26/28

1,662,000

1,609,756‌

5%

9/26/48

1,500,000

1,283,849‌

2024

Annual

Report

37

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

a

a

a

$

Principal

Amount

$

Value

a

Kilroy

Realty,

LP

2.65%

11/15/33

280,000

207,673‌

Kite

Realty

Group

Trust

(KRG)

4.75%

9/15/30

2,315,000

2,217,377‌

Lennar

Corp.

4.75%

5/30/25

622,000

616,821‌

LKQ

Corp.

6.25%

6/15/33

5,000,000

5,210,496‌

LPL

Holdings,

Inc.

6.75%

11/17/28

3,000,000

3,143,415‌

LXP

Industrial

Trust

6.75%

11/15/28

3,000,000

3,129,715‌

2.7%

9/15/30

500,000

418,497‌

Markel

Group,

Inc.

3.5%

11/1/27

550,000

520,335‌

Marriott

International,

Inc.

Series

HH

2.85%

4/15/31

500,000

431,470‌

Masonite

International

Corp.

5.38%

2/1/28

(a)

(b)

646,000

647,345‌

3.5%

2/15/30

(a)

(b)

200,000

177,134‌

MasTec,

Inc.

4.5%

8/15/28

(a)

3,881,000

3,693,529‌

Micron

Technology,

Inc.

4.19%

2/15/27

500,000

487,391‌

Mileage

Plus

Holdings

LLC/Mileage

Plus

Intellectual

Property

Assets

Ltd.

6.5%

6/20/27

(a)

1,173,250

1,180,649‌

MPLX

LP

4.88%

6/1/25

190,000

188,469‌

4%

3/15/28

85,000

81,877‌

4.8%

2/15/29

250,000

247,054‌

4.7%

4/15/48

551,000

470,357‌

OneMain

Finance

Corp.

3.88%

9/15/28

1,994,000

1,780,813‌

5.38%

11/15/29

3,303,000

3,108,197‌

Oracle

Corp.

4.13%

5/15/45

1,000,000

807,829‌

3.6%

4/1/50

470,000

339,833‌

Owl

Rock

Core

Income

Corp.

5.5%

3/21/25

11,807,000

11,728,308‌

Penske

Truck

Leasing

Co.

Lp

/

PTL

Finance

Corp.

5.35%

1/12/27

(a)

250,000

250,306‌

6.05%

8/1/28

(a)

2,000,000

2,059,063‌

Phillips

Edison

Grocery

Center

Operating

Partnership

I

LP

2.63%

11/15/31

4,100,000

3,338,815‌

Physicians

Realty

LP

4.3%

3/15/27

1,271,000

1,242,425‌

2.63%

11/1/31

7,577,000

6,248,127‌

Plains

All

American

Pipeline

LP/PAA

Finance

Corp.

3.55%

12/15/29

798,000

732,646‌

4.3%

1/31/43

75,000

61,102‌

Polaris,

Inc.

6.95%

3/15/29

1,000,000

1,064,522‌

Realty

Income

Corp.

4%

7/15/29

2,000,000

1,901,593‌

4.85%

3/15/30

1,000,000

989,027‌

RELX

Capital,

Inc.

4%

3/18/29

500,000

480,007‌

4.75%

5/20/32

250,000

247,709‌

Retail

Opportunity

Investments

Partnership

LP

6.75%

10/15/28

3,445,000

3,570,185‌

a

a

a

$

Principal

Amount

$

Value

a

Rocket

Mortgage

LLC

/

Rocket

Mortgage

Co-Issuer,

Inc.

3.88%

3/1/31

(a)

200,000

174,431‌

4%

10/15/33

(a)

1,450,000

1,229,703‌

STORE

Capital

Corp.

4.5%

3/15/28

503,000

477,600‌

4.63%

3/15/29

9,563,000

9,020,654‌

2.7%

12/1/31

1,250,000

984,536‌

Take-Two

Interactive

Software,

Inc.

3.7%

4/14/27

1,000,000

959,632‌

Tempur

Sealy

International,

Inc.

4%

4/15/29

(a)

400,000

363,366‌

3.88%

10/15/31

(a)

1,500,000

1,275,279‌

T-Mobile

USA,

Inc.

2.63%

4/15/26

250,000

237,631‌

3.38%

4/15/29

4,000,000

3,702,542‌

Twilio,

Inc.

3.88%

3/15/31

300,000

262,170‌

United

Wholesale

Mortgage

LLC

5.75%

6/15/27

(a)

200,000

194,634‌

5.5%

4/15/29

(a)

700,000

662,724‌

VICI

Properties

LP

4.95%

2/15/30

500,000

483,895‌

VICI

Properties

LP/VICI

Note

Co.,

Inc.

4.13%

8/15/30

(a)

1,120,000

1,019,123‌

VistaJet

Malta

Finance

PLC

/

Vista

Management

Holding,

Inc.

7.88%

5/1/27^

(a)

(b)

4,462,000

3,776,990‌

6.38%

2/1/30^

(a)

(b)

100,000

73,846‌

Vontier

Corp.

2.95%

4/1/31

100,000

83,681‌

a

Total

Corporate

Bonds

(Cost

$207,302,149)

208,314,907‌

Corporate

Convertible

Bonds

-

0.1%

a

Redwood

Trust,

Inc.

5.63%

7/15/24

700,000

704,341‌

5.75%

10/1/25

500,000

485,024‌

a

Total

Corporate

Convertible

Bonds

(Cost

$1,199,535)

1,189,365‌

Asset-Backed

Securities

-

23.1%

a

Automobile

ACM

Auto

Trust

(ACM)

Series

2023-1A

Class

B

–7.26%

1/22/30

(a)

2,227,855

2,231,708‌

Series

2023-1A

Class

C

–8.59%

1/22/30

(a)

2,500,000

2,524,244‌

Series

2023-2A

Class

A

–7.97%

6/20/30

(a)

3,587,936

3,613,900‌

Series

2023-2A

Class

B

–9.85%

6/20/30

(a)

7,000,000

7,022,213‌

Series

2024-1A

Class

A

–7.71%

1/21/31

(a)

1,952,641

1,960,195‌

American

Credit

Acceptance

Receivables

Trust

(ACAR)

Series

2020-4

Class

D

–1.77%

12/14/26

(a)

2,042,362

2,039,061‌

AmeriCredit

Automobile

Receivables

Trust

(AMCAR)

Series

2020-2

Class

D

–2.13%

3/18/26

1,500,000

1,465,115‌

Series

2020-3

Class

D

–1.49%

9/18/26

1,250,000

1,196,782‌

Series

2022-1

Class

C

–2.98%

9/20/27

450,000

429,387‌

Arivo

Acceptance

Auto

Loan

Receivables

Trust

(ARIVO)

Series

2021-1A

Class

A

–1.19%

1/15/27

(a)

9,835

9,741‌

Series

2022-2A

Class

C

–9.84%

3/15/29

(a)

1,000,000

948,425‌

2024

Annual

Report

38

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Core

Plus

Income

Fund

(Continued)

Schedule

of

Investments

March

31,

2024

a

a

a

$

Principal

Amount

$

Value

a

Avid

Automobile

Receivables

Trust

(AVID)

Series

2023-1

Class

A

–6.63%

7/15/26

(a)

542,464

542,867‌

Series

2023-1

Class

B

–7.12%

3/15/27

(a)

1,500,000

1,503,436‌

Bayview

Opportunity

Master

Fund

VII

LLC

(BVCLN)

Series

2024-CAR1

Class

C

12/26/31

Floating

Rate

(SOFR30A

+

150)

(a)

(c)

1,825,000

1,825,000‌

Bayview

Opportunity

Master

Fund

VII

Trust

(BVCLN)

Series

2024-CAR1F

Class

A

–6.97%

7/29/32

(a)

2,298,559

2,305,535‌

BOF

URSA

VI

Funding

Trust

I

(BOF)

Series

2023-CAR1

Class

A2

–5.54%

10/27/31

(a)

450,427

448,327‌

Series

2023-CAR2

Class

A2

–5.54%

10/27/31

(a)

1,047,056

1,043,052‌

BOF

VII

AL

Funding

Trust

I

(BOF)

Series

2023-CAR3

Class

A2

–6.29%

7/26/32

(a)

3,633,958

3,656,661‌

CFMT

LLC

(CFMT)

Series

2021-AL1

Class

B

–1.39%

9/22/31

(a)

391,835

383,404‌

Drive

Auto

Receivables

Trust

(DRIVE)

Series

2021-1

Class

D

–1.45%

1/16/29

610,000

591,149‌

Enterprise

Fleet

Financing

LLC

(EFF)

Series

2023-2

Class

A2

–5.56%

4/22/30

(a)

1,924,189

1,927,003‌

Exeter

Automobile

Receivables

Trust

(EART)

Series

2021-4A

Class

C

–1.46%

10/15/27

841,077

830,109‌

First

Help

Financial

Trust

(FHF)

Series

2023-1A

Class

A2

–6.57%

6/15/28

(a)

2,725,827

2,740,897‌

Series

2023-2A

Class

A2

–6.79%

10/15/29

(a)

1,697,154

1,714,120‌

First

Investors

Auto

Owner

Trust

(FIAOT)

Series

2022-1A

Class

A

–2.03%

1/15/27

(a)

91,715

90,485‌

Series

2022-2A

Class

D

–8.71%

10/16/28

(a)

1,000,000

1,050,048‌

Flagship

Credit

Auto

Trust

(FCAT)

Series

2021-1

Class

E

–2.72%

4/17/28

(a)

1,500,000

1,400,554‌

Series

2021-2

Class

C

–1.27%

6/15/27

(a)

2,100,000

2,012,135‌

Series

2021-3

Class

C

–1.46%

9/15/27

(a)

255,000

242,142‌

Series

2021-4

Class

D

–2.26%

12/15/27

(a)

350,000

321,429‌

Foursight

Capital

Automobile

Receivables

Trust

(FCRT)

Series

2022-2

Class

A2

–4.49%

3/16/26

(a)

22,240

22,225‌

GLS

Auto

Receivables

Issuer

Trust

(GCAR)

Series

2021-2A

Class

D

–1.42%

4/15/27

(a)

405,000

387,059‌

Series

2021-3A

Class

C

–1.11%

9/15/26

(a)

587,723

578,727‌

Series

2021-4A

Class

D

–2.48%

10/15/27

(a)

455,000

430,625‌

JPMorgan

Chase

Bank

NA

(CACLN)

Series

2021-2

Class

E

–2.28%

12/26/28

(a)

107,367

105,825‌

LAD

Auto

Receivables

Trust

(LADAR)

Series

2021-1A

Class

A

–1.3%

8/17/26

(a)

129,757

128,785‌

Series

2021-1A

Class

C

–2.35%

4/15/27

(a)

6,500,000

6,255,702‌

Series

2021-1A

Class

D

–3.99%

11/15/29

(a)

3,740,000

3,610,200‌

Series

2022-1A

Class

B

–5.87%

9/15/27

(a)

1,720,000

1,721,932‌

Series

2022-1A

Class

C

–6.85%

4/15/30

(a)

2,000,000

2,024,856‌

Series

2023-1A

Class

D

–7.3%

6/17/30

(a)

3,000,000

3,059,701‌

Series

2023-2A

Class

A2

–5.93%

6/15/27

(a)

2,512,019

2,514,830‌

Series

2023-4A

Class

C

–6.76%

3/15/29

(a)

1,510,000

1,546,962‌

Lendbuzz

Securitization

Trust

(LBST)

Series

2023-1A

Class

A2

–6.92%

8/15/28

(a)

3,740,922

3,769,937‌

Series

2023-3A

Class

A2

–7.5%

12/15/28

(a)

7,500,000

7,598,895‌

Series

2024-1A

Class

A2

–6.19%

8/15/29

(a)

2,500,000

2,497,720‌

Lobel

Automobile

Receivables

Trust

(LOBEL)

Series

2023-1

Class

A

–6.97%

7/15/26

(a)

1,201,362

1,203,892‌

Series

2023-2

Class

A

–7.59%

4/16/29

(a)

843,630

851,285‌

OneMain

Direct

Auto

Receivables

Trust

(ODART)

Series

2021-1A

Class

D

–1.62%

11/14/30

(a)

1,000,000

909,408‌

Series

2022-1A

Class

C

–1.42%

7/14/28

(a)

4,000,000

3,672,101‌

Prestige

Auto

Receivables

Trust

(PART)

Series

2022-1A

Class

C

–7.09%

8/15/28

(a)

1,000,000

1,011,686‌

a

a

a

$

Principal

Amount

$

Value

a

Research-Driven

Pagaya

Motor

Asset

Trust

(RPM)

Series

2023-3A

Class

A

–7.13%

1/26/32

(a)

4,604,723

4,635,814‌

SAFCO

Auto

Receivables

Trust

(SAFCO)

Series

2024-1A

Class

A

–6.51%

3/20/28

(a)

8,777,612

8,790,346‌

Santander

Bank

NA

(SBCLN)

Series

2021-1A

Class

C

–3.27%

12/15/31

(a)

89,339

88,370‌

Tricolor

Auto

Securitization

Trust

(TCAST)

Series

2023-1A

Class

A

–6.48%

8/17/26

(a)

624,866

625,055‌

Series

2023-1A

Class

B

–6.84%

11/16/26

(a)

1,480,000

1,485,409‌

Westlake

Automobile

Receivables

Trust

(WLAKE)

Series

2021-1A

Class

C

–0.95%

3/16/26

(a)

101,296

100,892‌

a

107,697,363‌

a

Collateralized

Loan

Obligations

ABPCI

Direct

Lending

Fund

CLO

X

LP

(ABPCI)

Series

2020-10A

Class

B1

–7.93%

1/20/32

Floating

Rate

(TSFR3M

+

261)

(a)

(b)

(c)

2,725,000

2,729,665‌

ABPCI

Direct

Lending

Fund

CLO

XI

LP

(ABPCI)

Series

2022-11A

Class

B1

–8.92%

10/27/34

Floating

Rate

(TSFR3M

+

360)

(a)

(c)

1,500,000

1,514,602‌

ABPCI

Direct

Lending

Fund

CLO

XII

Ltd.

(ABPCI)

Series

2023-12A

Class

B

–8.82%

4/29/35

Floating

Rate

(TSFR3M

+

350)

(a)

(b)

(c)

2,000,000

2,029,009‌

ABPCI

Direct

Lending

Fund

CLO

XVI

LP

(ABPCI)

Series

2023-16A

Class

C

–9.43%

2/1/36

Floating

Rate

(TSFR3M

+

425)

(a)

(c)

2,000,000

2,019,933‌

Antares

CLO

Ltd.

(ANTRS)

Series

2017-2A

Class

DR

–9.33%

10/20/33

Floating

Rate

(TSFR3M

+

401)

(a)

(b)

(c)

2,000,000

1,914,377‌

Audax

Senior

Debt

CLO

6

LLC

(AUDAX)

Series

2021-6A

Class

B

–7.53%

10/20/33

Floating

Rate

(TSFR3M

+

221)

(a)

(c)

3,000,000

2,968,053‌

Audax

Senior

Debt

CLO

9

LLC

(AUDAX)

Series

2024-9A

Class

A1

–7.4%

4/20/36

Floating

Rate

(TSFR3M

+

210)

(a)

(c)

4,000,000

4,000,000‌

AUF

Funding

LLC

(AUF)

Series

2022-1A

Class

B1

–9.07%

1/20/31

Floating

Rate

(TSFR3M

+

375)

(a)

(c)

1,500,000

1,508,392‌

Barings

Middle

Market

CLO,

Ltd.

(BMM)

Series

2023-IIA

Class

A2

–8.53%

1/20/32

Floating

Rate

(TSFR3M

+

320)

(a)

(b)

(c)

3,000,000

3,020,055‌

Series

2023-IIA

Class

B

–9.48%

1/20/32

Floating

Rate

(TSFR3M

+

415)

(a)

(b)

(c)

3,000,000

3,015,063‌

Series

2023-IIA

Class

C

–11.58%

1/20/32

Floating

Rate

(TSFR3M

+

625)

(a)

(b)

(c)

2,500,000

2,520,726‌

BBC

Middle

Market

CLO

(BCMM)

Series

2023-1A

Class

B1

–9.22%

7/20/35

Floating

Rate

(TSFR3M

+

380)

(a)

(c)

3,750,000

3,816,447‌

BCRED

MML

CLO

LLC

(BXCMM)

Series

2022-1A

Class

A1

–6.97%

4/20/35

Floating

Rate

(TSFR3M

+

165)

(a)

(c)

1,000,000

1,000,571‌

BlackRock

Elbert

CLO

V

LLC

(ELB)

Series

5A

Class

AR

–7.18%

6/15/34

Floating

Rate

(TSFR3M

+

185)

(a)

(b)

(c)

1,040,000

1,042,887‌

BlackRock

Rainier

CLO

VI

Ltd.

(BLKMM)

Series

2021-6A

Class

B

–7.63%

4/20/33

Floating

Rate

(TSFR3M

+

231)

(a)

(b)

(c)

1,800,000

1,786,854‌

Brightwood

Capital

MM

CLO

Ltd.

(BWCAP)

Series

2020-1A

Class

A1R

–8.11%

1/15/31

Floating

Rate

(TSFR3M

+

280)

(a)

(b)

(c)

1,613,245

1,617,546‌

2024

Annual

Report

39

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

a

a

a

$

Principal

Amount

$

Value

a

Cerberus

Loan

Funding

LP

(CERB)

Series

2020-1A

Class

B

–8.13%

10/15/31

Floating

Rate

(TSFR3M

+

281)

(a)

(b)

(c)

500,000

501,900‌

Series

2020-1A

Class

C

–9.28%

10/15/31

Floating

Rate

(TSFR3M

+

396)

(a)

(b)

(c)

500,000

503,068‌

Series

2021-2A

Class

B

–7.48%

4/22/33

Floating

Rate

(TSFR3M

+

216)

(a)

(b)

(c)

1,500,000

1,490,235‌

Series

2021-6A

Class

B

–7.33%

11/22/33

Floating

Rate

(TSFR3M

+

201)

(a)

(b)

(c)

1,650,000

1,652,604‌

Series

2022-1A

Class

A2

–4.02%

4/15/34

(a)

1,750,000

1,665,993‌

Cerberus

Loan

Funding

XLII

LLC

(CERB)

Series

2023-3A

Class

B

–8.66%

9/13/35

Floating

Rate

(TSFR3M

+

335)

(a)

(c)

1,750,000

1,778,707‌

Churchill

Middle

Market

CLO

III

Ltd.

(CHMML)

Series

2021-1A

Class

A1

–7.08%

10/24/33

Floating

Rate

(US0003M

+

150)

(a)

(b)

(c)

1,000,000

1,000,486‌

CIFC-LBC

Middle

Market

CLO

(CLBC)

Series

2023-1A

Class

B1

–8.87%

10/20/35

Floating

Rate

(TSFR3M

+

355)

(a)

(c)

4,500,000

4,585,621‌

Series

2023-1A

Class

C

–9.62%

10/20/35

Floating

Rate

(TSFR3M

+

430)

(a)

(c)

5,000,000

5,053,928‌

Deerpath

Capital

CLO

Ltd.

(DPATH)

Series

2021-2A

Class

A1

–7.18%

1/15/34

Floating

Rate

(TSFR3M

+

186)

(a)

(b)

(c)

1,000,000

994,695‌

Series

2021-2A

Class

C

–8.48%

1/15/34

Floating

Rate

(TSFR3M

+

316)

(a)

(b)

(c)

2,300,000

2,274,253‌

Series

2022-1A

Class

A1

–7.26%

7/15/33

Floating

Rate

(TSFR3M

+

195)

(a)

(b)

(c)

750,000

750,448‌

Series

2023-1A

Class

B1

–9.21%

4/15/35

Floating

Rate

(TSFR3M

+

390)

(a)

(b)

(c)

2,500,000

2,541,752‌

Series

2023-1A

Class

C

–10.56%

4/15/35

Floating

Rate

(TSFR3M

+

525)

(a)

(b)

(c)

1,500,000

1,519,280‌

Series

2024-1A

Class

A1

7/15/36

Floating

Rate

(TSFR3M

+

205)

(a)

(b)

(c)

5,000,000

5,000,000‌

Fortress

Credit

Opportunities

IX

CLO

Ltd.

(FCO)

Series

2017-9A

Class

A1TR

–7.13%

10/15/33

Floating

Rate

(TSFR3M

+

181)

(a)

(b)

(c)

1,500,000

1,500,855‌

Fortress

Credit

Opportunities

XV

CLO

Ltd.

(FCO)

Series

2021-15A

Class

B

–7.44%

4/25/33

Floating

Rate

(TSFR3M

+

211)

(a)

(b)

(c)

1,500,000

1,484,926‌

Fortress

Credit

Opportunities

XXI

CLO

LLC

(FCO)

Series

2023-21A

Class

AT

–7.97%

1/21/35

Floating

Rate

(TSFR3M

+

265)

(a)

(c)

2,000,000

2,014,538‌

Series

2023-21A

Class

C

–10.22%

1/21/35

Floating

Rate

(TSFR3M

+

490)

(a)

(c)

1,000,000

1,014,566‌

Golub

Capital

Partners

CLO

31M

Ltd.

(GOCAP)

Series

2016-31A

Class

CR

–8.43%

8/5/30

Floating

Rate

(TSFR3M

+

316)

(a)

(b)

(c)

1,000,000

1,000,968‌

Golub

Capital

Partners

CLO

45M

Ltd.

(GOCAP)

Series

19-45A

Class

C

–9.38%

10/20/31

Floating

Rate

(TSFR3M

+

406)

(a)

(b)

(c)

3,000,000

3,019,990‌

Golub

Capital

Partners

CLO

54M

LP

(GOCAP)

Series

2021-54A

Class

B

–7.38%

8/5/33

Floating

Rate

(TSFR3M

+

211)

(a)

(b)

(c)

500,000

493,835‌

Series

2021-54A

Class

C

–8.18%

8/5/33

Floating

Rate

(TSFR3M

+

291)

(a)

(b)

(c)

1,000,000

988,479‌

Golub

Capital

Partners

Short

Duration

(GSHOR)

Series

2022-1A

Class

B1

–8.82%

10/25/31

Floating

Rate

(TSFR3M

+

350)

(a)

(c)

1,000,000

1,004,618‌

Guggenheim

MM

CLO

Ltd.

(GUGG)

Series

2021-4A

Class

B

–7.83%

1/15/34

Floating

Rate

(TSFR3M

+

251)

(a)

(b)

(c)

2,500,000

2,500,607‌

a

a

a

$

Principal

Amount

$

Value

a

Ivy

Hill

Middle

Market

Credit

Fund

IX

Ltd.

(IVYH)

Series

9A

Class

A1TR

–6.94%

4/23/34

Floating

Rate

(TSFR3M

+

162)

(a)

(b)

(c)

1,500,000

1,495,170‌

KKR

Lending

Partners

III

CLO

LLC

(KKRLP)

Series

2021-1A

Class

B

–7.48%

10/20/30

Floating

Rate

(TSFR3M

+

216)

(a)

(c)

3,000,000

2,994,115‌

Maranon

Loan

Funding

Ltd.

(MRNON)

Series

2021-2RA

Class

BR

–7.63%

7/15/33

Floating

Rate

(TSFR3M

+

231)

(a)

(b)

(c)

2,500,000

2,497,660‌

Monroe

Capital

Funding

CLO

X

Ltd.

(MCF)

Series

2023-1A

Class

B

–8.81%

4/15/35

Floating

Rate

(TSFR3M

+

350)

(a)

(b)

(c)

1,500,000

1,520,423‌

Monroe

Capital

MML

CLO

XII

Ltd.

(MCMML)

Series

2021-2A

Class

C

–8.24%

9/14/33

Floating

Rate

(TSFR3M

+

291)

(a)

(b)

(c)

2,000,000

1,976,030‌

Monroe

Capital

MML

CLO

XV

LLC

(MCMML)

Series

2023-1A

Class

A1

–7.93%

9/23/35

Floating

Rate

(TSFR3M

+

250)

(a)

(c)

3,000,000

3,028,908‌

Series

2023-1A

Class

B

–8.88%

9/23/35

Floating

Rate

(TSFR3M

+

345)

(a)

(c)

3,000,000

3,048,819‌

New

Mountain

Guardian

IV

Income

Rated

Feeder

II,

Ltd.

(NMRF)

Series

2024-1A

Class

B

4/5/37

Floating

Rate

(TSFR3M

+

400)

(a)

(b)

(c)

#

4,765,000

4,765,000‌

Series

2024-1A

Class

C

4/5/37

Floating

Rate

(TSFR3M

+

600)

(a)

(b)

(c)

#

3,825,000

3,825,000‌

Series

2024-1A

Class

D

4/5/37

Floating

Rate

(TSFR3M

+

840)

(a)

(b)

(c)

#

3,000,000

3,000,000‌

NXT

Capital

CLO

LLC

(NXT)

Series

2020-1A

Class

B

–7.98%

1/20/31

Floating

Rate

(TSFR3M

+

266)

(a)

(c)

5,400,000

5,410,778‌

Series

2020-1A

Class

C

–8.93%

1/20/31

Floating

Rate

(TSFR3M

+

361)

(a)

(c)

800,000

804,075‌

Owl

Rock

CLO

IX

LLC

(OR)

Series

2022-9A

Class

B

–9.32%

11/20/34

Floating

Rate

(TSFR3M

+

400)

(a)

(c)

1,000,000

1,011,925‌

Owl

Rock

CLO

VIII

LLC

(OR)

Series

2022-8A

Class

AT

–7.82%

11/20/34

Floating

Rate

(TSFR3M

+

250)

(a)

(c)

1,000,000

1,006,628‌

Owl

Rock

CLO

XII

LLC

(OR)

Series

2023-12A

Class

B

–8.87%

7/20/34

Floating

Rate

(TSFR3M

+

355)

(a)

(c)

1,000,000

1,010,845‌

Palmer

Square

Loan

Funding

Ltd.

(PSTAT)

Series

2021-1A

Class

A2

–6.83%

4/20/29

Floating

Rate

(TSFR3M

+

151)

(a)

(b)

(c)

250,000

250,181‌

Series

2021-1A

Class

B

–7.38%

4/20/29

Floating

Rate

(TSFR3M

+

206)

(a)

(b)

(c)

1,000,000

1,000,290‌

PennantPark

CLO

VI

LLC

(PCLO)

Series

2023-6A

Class

B1

–9.07%

4/22/35

Floating

Rate

(TSFR3M

+

375)

(a)

(c)

2,000,000

2,029,955‌

Starwood

Property

Mortgage

Trust

(STWD)

Series

2024-SIF3A

Class

B

4/17/36

Floating

Rate

(TSFR3M

+

225)

(a)

(c)

5,000,000

5,000,000‌

Series

2024-SIF3A

Class

C

4/17/36

Floating

Rate

(TSFR3M

+

285)

(a)

(c)

5,000,000

5,000,000‌

Series

2024-SIF3A

Class

D

4/17/36

Floating

Rate

(TSFR3M

+

450)

(a)

(c)

5,000,000

5,000,000‌

Twin

Brook

CLO

(TWBRK)

Series

2023-1A

Class

B

–8.52%

4/20/35

Floating

Rate

(TSFR3M

+

320)

(a)

(c)

1,000,000

1,009,652‌

Series

2023-1A

Class

C

–9.42%

4/20/35

Floating

Rate

(TSFR3M

+

410)

(a)

(c)

3,000,000

3,027,778‌

2024

Annual

Report

40

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Core

Plus

Income

Fund

(Continued)

Schedule

of

Investments

March

31,

2024

a

a

a

$

Principal

Amount

$

Value

a

Windhill

CLO,

Ltd.

(WNDHL)

Series

2023-1A

Class

C

–9.83%

10/22/35

Floating

Rate

(TSFR3M

+

450)

(a)

(b)

(c)

9,200,000

9,267,300‌

a

151,821,064‌

a

Consumer

&

Specialty

Finance

ACHV

ABS

Trust

(ACHV)

Series

2023-1PL

Class

B

–6.8%

3/18/30

(a)

448,525

449,197‌

Affirm

Asset

Securitization

Trust

(AFFRM)

Series

2022-Z1

Class

A

–4.55%

6/15/27

(a)

316,968

314,422‌

Series

2023-X1

Class

A

–7.11%

11/15/28

(a)

746,512

750,154‌

Bankers

Healthcare

Group

Securitization

Trust

(BHG)

Series

2020-A

Class

A

–2.56%

9/17/31

(a)

24,229

24,139‌

Series

2021-A

Class

A

–1.42%

11/17/33

(a)

162,798

155,449‌

Series

2022-B

Class

B

–4.84%

6/18/35

(a)

1,498,342

1,475,730‌

Series

2023-A

Class

A

–5.55%

4/17/36

(a)

746,715

742,673‌

Series

2023-B

Class

A

–6.92%

12/17/36

(a)

1,578,805

1,614,146‌

Driven

Brands

Funding

LLC

(HONK)

Series

2019-2A

Class

A2

–3.98%

10/20/49

(a)

478,750

450,972‌

Foundation

Finance

Trust

(FFIN)

Series

2019-1A

Class

A

–3.86%

11/15/34

(a)

18,119

18,025‌

Series

2021-1A

Class

B

–1.87%

5/15/41

(a)

2,936,304

2,674,133‌

FREED

ABS

Trust

(FREED)

Series

2022-1FP

Class

C

–2.51%

3/19/29

(a)

1,356,907

1,346,743‌

Series

2022-3FP

Class

B

–5.79%

8/20/29

(a)

134,156

134,117‌

Series

2022-4FP

Class

C

–8.59%

12/18/29

(a)

2,000,000

2,021,048‌

Hilton

Grand

Vacations

Trust

(HGVT)

Series

2020-AA

Class

B

–4.22%

2/25/39

(a)

143,702

139,896‌

Lendingpoint

Asset

Securitization

Trust

(LDPT)

Series

2022-C

Class

A

–6.56%

2/15/30

(a)

419,562

419,422‌

LendingPoint

Asset

Securitization

Trust

(LDPT)

Series

2020-REV1

Class

C

–7.7%

10/15/28

(a)

6,500,000

6,451,455‌

LP

LMS

Asset

Securitization

Trust

(LPMS)

Series

2023-1A

Class

A

–8.18%

10/17/33

(a)

1,657,978

1,663,736‌

Marlette

Funding

Trust

(MFT)

Series

2023-1A

Class

A

–6.07%

4/15/33

(a)

504,951

505,041‌

Octane

Receivables

Trust

(OCTL)

Series

2021-1A

Class

B

–1.53%

4/20/27

(a)

700,000

676,677‌

Series

2022-1A

Class

A2

–4.18%

3/20/28

(a)

225,913

224,117‌

Pagaya

AI

Debt

Selection

Trust

(PAID)

Series

2021

Class

B

–1.82%

1/16/29

(a)

211,966

203,622‌

Series

2023-7

Class

C

–8.8%

7/15/31

(a)

7,997,020

8,162,345‌

Series

2023-7

Class

D

–9%

7/15/31

(a)

4,998,138

4,708,120‌

Pagaya

AI

Debt

Trust

(PAID)

Series

2022-2

Class

A

–4.97%

1/15/30

(a)

312,094

310,700‌

Series

2022-3

Class

A

–6.06%

3/15/30

(a)

635,224

634,526‌

Series

2022-5

Class

A

–8.1%

6/17/30

(a)

630,881

638,988‌

Series

2023-1

Class

A

–7.56%

7/15/30

(a)

1,334,295

1,340,619‌

Series

2023-3

Class

A

–7.6%

12/16/30

(a)

2,811,742

2,831,654‌

Series

2023-5

Class

B

–7.63%

4/15/31

(a)

1,749,985

1,766,723‌

Series

2023-5

Class

C

–9.1%

4/15/31

(a)

2,999,975

3,069,721‌

Series

2023-5

Class

D

–9%

4/15/31

(a)

3,499,970

3,352,631‌

Series

2024-1

Class

A

–6.66%

7/15/31

(a)

1,700,000

1,706,379‌

Series

2024-3

Class

B

–6.57%

10/15/31

(a)

9,000,000

9,003,553‌

Prosper

Marketplace

Issuance

Trust

(PMIT)

Series

2023-1A

Class

A

–7.06%

7/16/29

(a)

511,727

513,498‌

Reach

ABS

Trust

(REACH)

Series

2024-1A

Class

A

–6.3%

2/18/31

(a)

1,551,373

1,554,867‌

Sierra

Timeshare

Receivables

Funding

LLC

(SRFC)

Series

2019-2A

Class

B

–2.82%

5/20/36

(a)

78,726

77,992‌

a

a

a

$

Principal

Amount

$

Value

a

Theorem

Funding

Trust

(THRM)

Series

2021-1A

Class

B

–1.84%

12/15/27

(a)

173,033

172,646‌

Series

2022-2A

Class

B

–9.27%

12/15/28

(a)

1,000,000

1,031,370‌

Series

2022-3A

Class

A

–7.6%

4/15/29

(a)

375,112

378,180‌

Upstart

Securitization

Trust

(UPST)

Series

2021-1

Class

C

–4.06%

3/20/31

(a)

160,000

158,385‌

Series

2023-2

Class

A

–6.77%

6/20/33

(a)

3,812,691

3,820,721‌

a

67,688,532‌

a

Data

Center

Compass

Datacenters

Issuer

II

LLC

(CODI)

Series

2024-1A

Class

A1

–5.25%

2/25/49

(a)

3,250,000

3,225,362‌

DataBank

Issuer

(COLO)

Series

2024-1A

Class

A2

–5.3%

1/26/54

(a)

5,750,000

5,423,328‌

Stack

Infrastructure

Issuer

LLC

(SIDC)

Series

2023-3A

Class

A2

–5.9%

10/25/48

(a)

4,250,000

4,271,424‌

Switch

ABS

Issuer,

LLC

(SWTCH)

Series

2024-1A

Class

A2

–6.28%

3/25/54

(a)

6,600,000

6,531,241‌

a

19,451,355‌

a

Equipment

Amur

Equipment

Finance

Receivables

IX

LLC

(AXIS)

Series

2021-1A

Class

B

–1.38%

2/22/27

(a)

1,035,000

1,019,116‌

Series

2021-1A

Class

D

–2.3%

11/22/27

(a)

500,000

485,689‌

Amur

Equipment

Finance

Receivables

XII

LLC

(AXIS)

Series

2023-1A

Class

A2

–6.09%

12/20/29

(a)

906,631

912,618‌

a

2,417,423‌

a

Fiber

Frontier

Issuer

LLC

(FYBR)

Series

2023-1

Class

A2

–6.6%

8/20/53

(a)

10,000,000

10,121,338‌

Series

2023-1

Class

B

–8.3%

8/20/53

(a)

2,650,000

2,699,570‌

a

12,820,908‌

a

Other

Adams

Outdoor

Advertising,

LP

(ADMSO)

Series

2023-1

Class

A2

–6.97%

7/15/53

(a)

6,000,000

6,241,452‌

Golub

Capital

Partners

ABS

Funding

(GCPAF)

Series

2023-1A

Class

A

–7.46%

7/25/33

(a)

5,000,000

4,985,888‌

Series

2024-1A

Class

A1

1/25/34

Floating

Rate

(TSFR3M

+

290)

(a)

(c)

5,000,000

4,993,372‌

Series

2024-1A

Class

A2

–6.89%

1/25/34

(a)

5,000,000

5,005,071‌

Jersey

Mike's

Funding

(JMIKE)

Series

2019-1A

Class

A2

–4.43%

2/15/50

(a)

2,649,975

2,539,611‌

Monroe

Capital

ABS

Funding

II

Ltd.

(MCF)

Series

2023-1A

Class

D

–10.2%

4/22/33

(a)

3,500,000

3,478,742‌

Oxford

Finance

Funding

Trust

(OXFIN)

Series

2023-1A

Class

A2

–6.72%

2/15/31

(a)

5,000,000

5,042,945‌

Zaxby's

Funding

LLC

(ZAXBY)

Series

2021-1A

Class

A2

–3.24%

7/30/51

(a)

1,218,750

1,081,022‌

33,368,103‌

a

Total

Asset-Backed

Securities

(Cost

$392,820,594)

395,264,748‌

2024

Annual

Report

41

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Commercial

Mortgage-Backed

Securities

-

5.0%

a

a

a

$

Principal

Amount

$

Value

a

ACREC,

Ltd.

(ACREC)

Series

2021-FL1

Class

E

–8.44%

10/16/36

Floating

Rate

(TSFR1M

+

311)

(a)

(b)

5,000,000

4,623,260‌

AREIT

LLC

(AREIT)

Series

2023-CRE8

Class

B

–8.65%

8/17/41

Floating

Rate

(TSFR1M

+

332)

(a)

(b)

5,000,000

4,969,013‌

Series

2023-CRE8

Class

C

–9.35%

8/17/41

Floating

Rate

(TSFR1M

+

402)

(a)

(b)

5,000,000

5,017,261‌

Series

2023-CRE8

Class

D

–10.7%

8/17/41

Floating

Rate

(TSFR1M

+

537)

(a)

(b)

3,000,000

3,003,085‌

AREIT

Trust

(AREIT)

Series

2021-CRE5

Class

A

–6.52%

11/17/38

Floating

Rate

(TSFR1M

+

119)

(a)

(b)

664,352

659,803‌

BDS

Ltd.

(BDS)

Series

2021-FL10

Class

C

–7.74%

12/16/36

Floating

Rate

(TSFR1M

+

241)

(a)

(b)

1,250,000

1,228,339‌

BPCRE

Ltd.

(BPCRE)

Series

2022-FL2

Class

C

–9.83%

1/16/37

Floating

Rate

(TSFR1M

+

450)

(a)

(b)

3,000,000

2,985,268‌

BPR

Trust

(BPR)

Series

2021-TY

Class

B

–6.59%

9/15/38

Floating

Rate

(TSFR1M

+

126)

(a)

3,250,000

3,213,065‌

BRSP

Ltd.

(BRSP)

Series

2021-FL1

Class

B

–7.34%

8/19/38

Floating

Rate

(TSFR1M

+

201)

(a)

(b)

1,100,000

1,054,773‌

Series

2021-FL1

Class

E

–8.89%

8/19/38

Floating

Rate

(TSFR1M

+

356)

(a)

(b)

4,000,000

3,492,278‌

CLNC

Ltd.

(CLNC)

Series

2019-FL1

Class

B

–7.34%

8/20/35

Floating

Rate

(TSFR1M

+

201)

(a)

(b)

3,200,000

3,146,916‌

FS

Rialto

Issuer

LLC

(FSRIA)

Series

2021-FL2

Class

D

–8.24%

5/16/38

Floating

Rate

(TSFR1M

+

291)

(a)

2,080,000

1,925,150‌

Series

2021-FL2

Class

E

–8.89%

5/16/38

Floating

Rate

(TSFR1M

+

356)

(a)

1,000,000

904,890‌

Series

2022-FL7

Class

A

–8.22%

10/19/39

Floating

Rate

(TSFR1M

+

290)

(a)

1,000,000

1,005,924‌

GPMT

Ltd.

(GPMT)

Series

2021-FL3

Class

A

–6.69%

7/16/35

Floating

Rate

(TSFR1M

+

136)

(a)

(b)

1,086,021

1,031,196‌

HERA

Commercial

Mortgage

Ltd.

(HCM)

Series

2021-FL1

Class

C

–7.39%

2/18/38

Floating

Rate

(TSFR1M

+

206)

(a)

(b)

650,000

625,970‌

HGI

CRE

CLO

Ltd.

(HGI)

Series

2021-FL1

Class

A4

–6.49%

6/16/36

Floating

Rate

(TSFR1M

+

116)

(a)

(b)

328,536

327,524‌

Series

2021-FL1

Class

AS

–6.84%

6/16/36

Floating

Rate

(TSFR1M

+

151)

(a)

(b)

2,000,000

1,969,987‌

Series

2021-FL1

Class

B

–7.04%

6/16/36

Floating

Rate

(TSFR1M

+

171)

(a)

(b)

5,100,000

4,966,992‌

Series

2021-FL1

Class

C

–7.14%

6/16/36

Floating

Rate

(TSFR1M

+

181)

(a)

(b)

450,000

434,598‌

Series

2021-FL1

Class

E

–8.39%

6/16/36

Floating

Rate

(TSFR1M

+

306)

(a)

(b)

750,000

698,638‌

Series

2021-FL2

Class

D

–7.59%

9/17/36

Floating

Rate

(TSFR1M

+

226)

(a)

(b)

1,000,000

961,244‌

HIG

RCP

LLC

(HIG)

Series

2023-FL1

Class

B

–8.94%

9/19/38

Floating

Rate

(TSFR1M

+

361)

(a)

3,000,000

2,989,058‌

Series

2023-FL1

Class

C

–9.89%

9/19/38

Floating

Rate

(TSFR1M

+

456)

(a)

5,000,000

5,009,091‌

Series

2023-FL1

Class

D

–11.18%

9/19/38

Floating

Rate

(TSFR1M

+

586)

(a)

5,000,000

4,581,222‌

a

a

a

$

Principal

Amount

$

Value

a

Hilton

USA

Trust

(HILT)

Series

2016-SFP

Class

E

–5.52%

11/5/35

(a)

840,000

105,893‌

ILPT

Commercial

Mortgage

Trust

(ILPT)

Series

2022-LPF2

Class

B

–8.07%

10/15/39

Floating

Rate

(TSFR1M

+

274)

(a)

3,000,000

3,000,731‌

KREF

Ltd.

(KREF)

Series

2021-FL2

Class

B

–7.09%

2/15/39

Floating

Rate

(TSFR1M

+

176)

(a)

(b)

2,500,000

2,259,352‌

LoanCore

Issuer

Ltd.

(LNCR)

Series

2021-CRE5

Class

B

–7.44%

7/15/36

Floating

Rate

(TSFR1M

+

211)

(a)

(b)

1,407,000

1,350,919‌

MF1

Multifamily

Housing

Mortgage

Loan

Trust

(MFHM)

Series

2021-FL5

Class

AS

–6.64%

7/15/36

Floating

Rate

(TSFR1M

+

131)

(a)

(b)

3,575,000

3,521,375‌

PFP

Ltd.

(PFP)

Series

2021-8

Class

C

–7.24%

8/9/37

Floating

Rate

(TSFR1M

+

191)

(a)

(b)

7,500,000

7,223,434‌

Series

2021-8

Class

E

–7.94%

8/9/37

Floating

Rate

(TSFR1M

+

261)

(a)

(b)

750,000

664,214‌

Series

2022-9

Class

A

–7.6%

8/19/35

Floating

Rate

(TSFR1M

+

227)

(a)

(b)

750,000

752,812‌

STWD

Ltd.

(STWD)

Series

2021-FL2

Class

C

–7.54%

4/18/38

Floating

Rate

(TSFR1M

+

221)

(a)

(b)

2,109,000

1,909,536‌

Series

2022-FL3

Class

B

–7.27%

11/15/38

Floating

Rate

(SOFR30A

+

195)

(a)

(b)

3,525,000

3,384,962‌

VMC

Finance

LLC

(VMC)

Series

2021-FL4

Class

A

–6.54%

6/16/36

Floating

Rate

(TSFR1M

+

121)

(a)

395,867

388,561‌

a

Total

Commercial

Mortgage-Backed

Securities

(Cost

$87,494,208)

85,386,334‌

Mortgage-Backed

Securities

-

26.5%

a

Commercial

Mortgage-Backed

Securities

Commercial

Mortgage-Backed

Securities

Series

2018-52

Class

AE

–2.75%

5/16/51

80,265

73,353‌

a

Federal

Home

Loan

Mortgage

Corporation

Collateralized

Mortgage

Obligations

Series

5026

Class

DH

–1.75%

9/25/43

413,578

368,320‌

Series

4949

Class

BC

–2.25%

3/25/49

201,110

176,305‌

a

Pass-Through

Securities

Pool#

C91945

–

3%

8/1/37

221,576

202,806‌

Pool#

SD8258

–

Series

8258

5%

10/1/52

9,023,922

8,814,461‌

Pool#

SD8267

–

Series

8267

5%

11/1/52

3,659,228

3,573,989‌

Pool#

SD8290

–

6%

1/1/53

4,261,627

4,306,965‌

Pool#

SD8323

–

Series

8323

5%

5/1/53

6,659,714

6,502,594‌

Pool#

SD8324

–

Series

8324

5.5%

5/1/53

8,379,891

8,343,751‌

Pool#

SD8329

–

5%

6/1/53

14,263,258

13,920,783‌

Pool#

SD3386

–

5.5%

7/1/53

4,864,006

4,849,274‌

Pool#

SD8341

–

Series

8341

5%

7/1/53

4,772,593

4,657,955‌

Pool#

SD8342

–

Series

8342

5.5%

7/1/53

13,227,839

13,166,327‌

Pool#

SD8350

–

6%

8/1/53

8,421,855

8,502,582‌

Pool#

SD8347

–

4.5%

8/1/53

11,488,446

10,943,143‌

Pool#

SD3857

–

6%

9/1/53

8,619,851

8,708,762‌

Pool#

SD8362

–

5.5%

9/1/53

19,183,887

19,094,660‌

Pool#

SD8366

–

5%

10/1/53

15,643,535

15,268,459‌

2024

Annual

Report

42

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Core

Plus

Income

Fund

(Continued)

Schedule

of

Investments

March

31,

2024

a

a

a

$

Principal

Amount

$

Value

a

Pool#

SD8374

–

6.5%

11/1/53

4,730,703

4,834,919‌

Pool#

SD8371

–

5%

11/1/53

12,771,881

12,463,002‌

Pool#

SD8383

–

5.5%

12/1/53

22,546,155

22,437,761‌

Pool#

SD8395

–

5.5%

1/1/54

17,776,396

17,690,933‌

Pool#

SD8400

–

5%

2/1/54

19,829,122

19,349,548‌

Pool#

SD8408

–

5.5%

3/1/54

9,972,997

9,925,050‌

Pool#

SD8417

–

4.5%

3/1/54

14,960,323

14,247,644‌

Pool#

SD8419

–

5%

4/1/54

5,000,000

4,879,070‌

237,229,063‌

a

Federal

National

Mortgage

Association

Collateralized

Mortgage

Obligations

Series

2013-130

Class

CA

–2.5%

6/25/43

92,139

85,286‌

Series

2013-130

Class

CD

–3%

6/25/43

167,526

158,026‌

a

Pass-Through

Securities

Pool#

932836

–

3%

12/1/25

5,364

5,251‌

Pool#

468516

–

5.17%

6/1/28

196,231

193,696‌

Pool#

MA3443

–

4%

8/1/48

93,038

87,695‌

Pool#

FM5733

–

2%

1/1/51

1,150,980

929,262‌

Pool#

MA4785

–

Series

4785

5%

10/1/52

12,376,065

12,088,794‌

Pool#

MA4806

–

Series

4806

5%

11/1/52

3,645,061

3,560,173‌

Pool#

MA4941

–

5.5%

3/1/53

7,296,832

7,266,104‌

Pool#

MA5009

–

5%

5/1/53

19,055,870

18,605,671‌

Pool#

MA5040

–

6%

6/1/53

1,843,349

1,860,727‌

Pool#

MA5039

–

5.5%

6/1/53

7,498,218

7,465,615‌

Pool#

MA5038

–

Series

5038

5%

6/1/53

3,287,925

3,209,062‌

Pool#

MA5167

–

6.5%

10/1/53

2,799,976

2,861,658‌

Pool#

MA5166

–

6%

10/1/53

6,668,772

6,730,811‌

Pool#

MA5192

–

6.5%

11/1/53

6,250,834

6,388,537‌

Pool#

MA5191

–

6%

11/1/53

4,827,394

4,872,146‌

Pool#

MA5216

–

6%

12/1/53

9,668,349

9,757,984‌

Pool#

MA5215

–

5.5%

12/1/53

22,547,954

22,439,608‌

Pool#

CB7972

–

5%

2/1/54

9,977,123

9,741,229‌

Pool#

MA5296

–

5.5%

3/1/54

9,967,680

9,919,766‌

Pool#

MA5294

–

5%

3/1/54

9,981,855

9,740,855‌

Pool#

MA5331

–

5.5%

4/1/54

15,000,000

14,927,884‌

152,895,840‌

a

Government

National

Mortgage

Association

Collateralized

Mortgage

Obligations

Series

2021-29

Class

CY

–3%

9/20/50

1,000,000

787,600‌

a

Non-Government

Agency

Collateralized

Mortgage

Obligations

Chase

Home

Lending

Mortgage

Trust

(CHLMT)

Series

2024-1

Class

A3

–6%

1/25/55

(a)

(c)

6,864,739

6,839,154‌

Series

2024-2

Class

A3

–6%

2/25/55

(a)

(c)

8,842,999

8,821,095‌

Flagstar

Mortgage

Trust

(FSMT)

Series

2017-1

Class

2A2

–3%

3/25/47

(a)

(c)

36,935

33,809‌

GS

Mortgage-Backed

Securities

Trust

(GSMBS)

Series

2023-PJ3

Class

A3

–5%

10/27/53

(a)

(c)

4,767,708

4,595,443‌

JPMorgan

Mortgage

Trust

(JPMMT)

Series

2016-3

Class

A

–2.97%

10/25/46

(a)

(c)

47,782

44,147‌

Series

2017-3

Class

A

–2.5%

8/25/47

(a)

(c)

54,094

46,878‌

Series

2018-6

Class

2A2

–3%

12/25/48

(a)

(c)

18,889

17,560‌

Series

2023-3

Class

A3A

–5%

10/25/53

(a)

(c)

4,535,299

4,371,269‌

Series

2023-4

Class

1A2

–6%

11/25/53

(a)

(c)

2,684,916

2,676,587‌

Series

2023-9

Class

A2

–6%

4/25/54

(a)

(c)

3,037,743

3,030,218‌

a

a

a

$

Principal

Amount

$

Value

a

Series

2023-10

Class

A2

–6%

5/25/54

(a)

(c)

2,258,457

2,252,863‌

Series

2024-2

Class

A3

–6%

8/25/54

(a)

(c)

3,915,254

3,915,344‌

Morgan

Stanley

Residential

Mortgage

Loan

Trust

(MSRM)

Series

2023-1

Class

A1

–4%

2/25/53

(a)

(c)

5,644,969

5,100,590‌

RCKT

Mortgage

Trust

(RCKT)

Series

2021-3

Class

A5

–2.5%

7/25/51

(a)

(c)

1,367,706

1,197,629‌

Sequoia

Mortgage

Trust

(SEMT)

Series

2019-CH2

Class

A

–4.5%

8/25/49

(a)

(c)

8,009

7,880‌

Series

2023-3

Class

A1

–6%

9/25/53

(a)

(c)

4,586,612

4,575,251‌

Series

2024-1

Class

A1

–6%

1/25/54

(a)

(c)

15,004,663

14,995,630‌

a

Pass-Through

Securities

Greenpoint

Mortgage

Pass-Through

Certificates

(GMSI)

Series

2003-1

Class

A1

–6.36%

10/25/33

(c)

29,781

28,022‌

62,549,369‌

a

Total

Mortgage-Backed

Securities

(Cost

$453,672,187)

453,535,225‌

Municipal

Bonds

-

0.0%

a

Detroit,

MI

City

School

District

General

Obligation

SBLF,

6.65%

5/1/29

(Cost

$552,295)

460,000

491,262‌

U.S.

Treasuries

-

31.2%

a

U.S.

Treasury

Bonds

3.5%

2/15/39

2,100,000

1,930,031‌

1.88%

2/15/41

11,500,000

8,020,801‌

4.38%

5/15/41

5,000,000

4,992,285‌

1.75%

8/15/41

4,000,000

2,700,938‌

2%

11/15/41

7,500,000

5,264,062‌

2.38%

2/15/42

28,000,000

20,834,844‌

3.25%

5/15/42

15,000,000

12,755,273‌

4%

11/15/42

75,000,000

70,669,922‌

3.88%

2/15/43

10,000,000

9,247,266‌

3.13%

2/15/43

25,000,000

20,719,238‌

3.88%

5/15/43

11,500,000

10,617,285‌

2.88%

5/15/43

2,000,000

1,589,883‌

4.38%

8/15/43

70,500,000

69,684,844‌

3.63%

8/15/43

17,000,000

15,127,344‌

3.75%

11/15/43

6,000,000

5,429,414‌

4.5%

2/15/44

10,000,000

10,057,812‌

3.63%

2/15/44

10,500,000

9,320,391‌

3.38%

5/15/44

15,500,000

13,231,914‌

3.13%

8/15/44

27,500,000

22,531,201‌

3%

11/15/44

24,000,000

19,227,187‌

2.5%

2/15/45

21,000,000

15,363,223‌

3%

5/15/45

23,000,000

18,345,195‌

3%

11/15/45

9,500,000

7,548,789‌

2.5%

5/15/46

8,400,000

6,062,766‌

2.25%

8/15/46

2,500,000

1,711,865‌

3%

2/15/47

1,000,000

787,012‌

4.13%

8/15/53

13,000,000

12,498,281‌

U.S.

Treasury

Notes

2.25%

2/15/27

3,500,000

3,295,469‌

2.25%

8/15/27

3,000,000

2,801,836‌

1.13%

2/29/28

6,500,000

5,758,975‌

1.25%

5/31/28

8,000,000

7,079,688‌

2024

Annual

Report

43

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

a

a

a

$

Principal

Amount

$

Value

a

1.25%

9/30/28

7,000,000

6,143,320‌

2.38%

10/15/28

13,000,000

13,397,433‌

1.5%

11/30/28

3,000,000

2,654,063‌

1.88%

2/28/29

3,500,000

3,136,260‌

4%

10/31/29

10,000,000

9,883,984‌

1.75%

11/15/29

3,000,000

2,642,227‌

1.5%

2/15/30

5,250,000

4,514,795‌

4%

2/28/30

20,000,000

19,764,062‌

0.88%

11/15/30

8,000,000

6,477,188‌

1.13%

2/15/31

4,500,000

3,691,230‌

1.38%

11/15/31

5,500,000

4,493,564‌

1.88%

2/15/32

1,000,000

844,824‌

4.13%

11/15/32

42,000,000

41,720,273‌

a

Total

U.S.

Treasuries

(Cost

$563,466,212)

534,568,257‌

Non-Convertible

Preferred

Stocks

-

0.1%

a

a

Shares

$

Value

Qurate

Retail,

Inc.

8.00%

3/15/31

(Cost

$2,672,824)

27,800

1,382,216‌

Cash

Equivalents

-

4.4%

a

a

$

Principal

Amount

$

Value

a

a

JPMorgan

U.S.

Government

Money

Market

Fund

-

Institutional

Class

5.16%

(Cost

$74,887,396)

(d)

74,887,396

74,887,396‌

Short-Term

Securities

Held

as

Collateral

for

Securities

on

Loan

-

0.1%

a

a

Shares

$

Value

Goldman

Sachs

Financial

Square

Government

Fund

Institutional

Class

–5.21%

1,619,806

1,619,806‌

Citibank

N.A.

DDCA

5.32%

179,979

179,979‌

a

Total

Short-Term

Securities

Held

as

Collateral

for

Securities

on

Loan

(Cost

$1,799,785)

1,799,785‌

Total

Investments

in

Securities

(Cost

$1,785,867,185)

1,756,819,495‌

Other

Liabilities

in

Excess

of

Other

Assets

-  (2.7%)

(46,226,814‌)

Net

Assets

-

100%

1,710,592,681‌

Net

Asset

Value

Per

Share

-

Investor

Class

9.63

Net

Asset

Value

Per

Share

-

Institutional

Class

9.63

^

This

security

or

a

partial

position

of

this

security

was

on

loan

as

of

March

31,

2024.

The

total

value

of

securities

on

loan

as

of

March

31,

2024

was

$1,763,343.

#

This

security,

in

part

or

entirely,

represents

a

delayed-settlement

security

(a)

Security

is

exempt

from

registration

under

Rule

144A

of

the

Securities

Act

of

1933.

This

security

may

be

resold

in

transactions

that

are

exempt

from

registration,

normally

to

qualified

institutional

buyers.

(b)

Foreign

domiciled

entity.

(c)

The

interest

rate

resets

periodically

based

on

the

weighted

average

coupons

of

the

underlying

mortgage-related

or

asset-backed

obligations.

(d)

Rate

presented

represents

the

7

day

average

yield

at

March

31,

2024.

2024

Annual

Report

44

Large

Cap

Equity

Fund

Schedule

of

Investments

March

31,

2024

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Common

Stocks

-

97.0%

a

Financials

%

of

Net

Assets

Shares

$

Value

Transaction

&

Payment

Processing

Services

15.2

Visa,

Inc.

-

Class

A

170,000

47,443,600‌

Mastercard,

Inc.

-

Class

A

95,000

45,749,150‌

Global

Payments,

Inc.

200,000

26,732,000‌

Fidelity

National

Information

Services,

Inc.

300,000

22,254,000‌

a

Multi-Sector

Holdings

4.9

Berkshire

Hathaway,

Inc.

-

Class

B

(a)

110,000

46,257,200‌

a

Insurance

Brokers

3.3

Aon

plc

-

Class

A

92,500

30,869,100‌

a

Financial

Exchanges

&

Data

2.7

S&P

Global,

Inc.

60,000

25,527,000‌

a

26.1

244,832,050‌

Information

Technology

Application

Software

7.5

Salesforce,

Inc.

(a)

110,000

33,129,800‌

Roper

Technologies,

Inc.

40,000

22,433,600‌

Adobe,

Inc.

(a)

30,000

15,138,000‌

a

Semiconductor

Materials

&

Equipment

6.4

Analog

Devices,

Inc.

200,000

39,558,000‌

Microchip

Technology,

Inc.

225,000

20,184,750‌

a

IT

Consulting

&

Other

Services

5.0

Accenture

plc

-

Class

A

(b)

80,000

27,728,800‌

Gartner,

Inc.

(a)

40,000

19,066,800‌

a

Systems

Software

3.3

Oracle

Corp.

250,000

31,402,500‌

a

22.2

208,642,250‌

Communication

Services

Interactive

Media

&

Services

10.2

Meta

Platforms,

Inc.

-

Class

A

(a)

100,000

48,558,000‌

Alphabet,

Inc.

-

Class

C

(a)

310,000

47,200,600‌

a

Cable

&

Satellite

6.7

Charter

Communications,

Inc.

-

Class

A

(a)

110,000

31,969,300‌

Liberty

Media

Corp.-Liberty

SiriusXM

(a)

660,000

19,608,600‌

Liberty

Broadband

Corp.

-

Class

C

(a)

200,000

11,446,000‌

a

16.9

158,782,500‌

Health

Care

Life

Sciences

Tools

&

Services

9.1

Thermo

Fisher

Scientific,

Inc.

75,000

43,590,750‌

Danaher

Corp.

170,000

42,452,400‌

a

Health

Care

Services

2.1

Laboratory

Corp.

of

America

Holdings

90,000

19,661,400‌

a

11.2

105,704,550‌

a

Consumer

Discretionary

%

of

Net

Assets

Shares

$

Value

Broadline

Retail

4.3

Amazon.com,

Inc.

(a)

225,000

40,585,500‌

a

Automotive

Retail

2.5

CarMax,

Inc.

(a)

265,000

23,084,150‌

a

6.8

63,669,650‌

Industrials

Research

&

Consulting

Services

2.8

Equifax,

Inc.

97,500

26,083,200‌

a

Environmental

&

Facilities

Services

2.3

Veralto

Corp.

250,000

22,165,000‌

a

5.1

48,248,200‌

Real

Estate

Real

Estate

Services

4.4

CoStar

Group,

Inc.

(a)

425,000

41,055,000‌

Materials

Construction

Materials

4.3

Vulcan

Materials

Co.

150,000

40,938,000‌

a

Total

Common

Stocks

(Cost

$420,910,018)

911,872,200‌

Cash

Equivalents

-

3.1%

a

a

$

Principal

Amount

$

Value

a

a

U.S.

Treasury

Bills,

3.89%

to

5.19%,

4/4/24

to

6/18/24

(c)

20,000,000

19,884,025‌

JPMorgan

U.S.

Government

Money

Market

Fund

-

Institutional

Class

5.16%

(d)

8,996,433

8,996,433‌

a

Total

Cash

Equivalents

(Cost

$28,880,841)

28,880,458‌

Total

Investments

in

Securities

(Cost

$449,790,859)

940,752,658‌

Other

Liabilities

in

Excess

of

Other

Assets

-  (0.1%)

(1,342,965‌)

Net

Assets

-

100%

939,409,693‌

Net

Asset

Value

Per

Share

-

Investor

Class

55.57

Net

Asset

Value

Per

Share

-

Institutional

Class

57.14

(a)

Non-income

producing.

(b)

Foreign

domiciled

entity.

(c)

Interest

rates

presented

represent

the

effective

yield

at

March

31,

2024.

(d)

Rate

presented

represents

the

7

day

average

yield

at

March

31,

2024.

2024

Annual

Report

46

Multi

Cap

Equity

Fund

Schedule

of

Investments

March

31,

2024

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Common

Stocks

-

95.1%

a

Communication

Services

%

of

Net

Assets

Shares

$

Value

Interactive

Media

&

Services

12.5

Alphabet,

Inc.

-

Class

C

(a)

250,000

38,065,000‌

Meta

Platforms,

Inc.

-

Class

A

(a)

70,000

33,990,600‌

a

Cable

&

Satellite

8.2

Liberty

Media

Corp.-Liberty

SiriusXM

(a)

765,000

22,726,250‌

Liberty

Broadband

Corp.

(a)

Class

C

200,000

11,446,000‌

Class

A

100,000

5,712,000‌

Charter

Communications,

Inc.

-

Class

A

(a)

25,000

7,265,750‌

a

Movies

&

Entertainment

2.6

Liberty

Media

Corp.-Liberty

Live

(a)

193,500

8,409,345‌

Live

Nation

Entertainment,

Inc.

(a)

60,000

6,346,200‌

a

Alternative

Carriers

2.1

Liberty

Global,

Ltd.

-

Class

C

(a)

(b)

695,000

12,259,800‌

a

Integrated

Telecommunication

Services

1.2

LICT

Corp.

(a)

394

6,619,200‌

a

26.6

152,840,145‌

Financials

Transaction

&

Payment

Processing

Services

8.7

Visa,

Inc.

-

Class

A

92,500

25,814,900‌

Mastercard,

Inc.

-

Class

A

50,000

24,078,500‌

a

Multi-Sector

Holdings

6.6

Berkshire

Hathaway,

Inc.

-

Class

B

(a)

90,000

37,846,800‌

a

Insurance

Brokers

2.7

Aon

plc

-

Class

A

47,500

15,851,700‌

a

18.0

103,591,900‌

Information

Technology

Application

Software

4.5

Guidewire

Software,

Inc.

(a)

120,000

14,005,200‌

ACI

Worldwide,

Inc.

(a)

365,000

12,121,650‌

a

Semiconductor

Materials

&

Equipment

2.6

Texas

Instruments,

Inc.

85,000

14,807,850‌

a

Internet

Services

&

Infrastructure

2.4

VeriSign,

Inc.

(a)

72,000

13,644,720‌

a

IT

Consulting

&

Other

Services

2.0

Gartner,

Inc.

(a)

24,000

11,440,080‌

a

11.5

66,019,500‌

Industrials

Aerospace

&

Defense

4.8

HEICO

Corp.

-

Class

A

180,000

27,709,200‌

a

Research

&

Consulting

Services

2.6

Equifax,

Inc.

55,000

14,713,600‌

a

Industrials  

%

of

Net

Assets

Shares

$

Value

a

Industrial

Machinery

&

Supplies

&

Components

2.2

IDEX

Corp.

51,500

12,567,030‌

a

Environmental

&

Facilities

Services

1.1

Veralto

Corp.

70,000

6,206,200‌

a

10.7

61,196,030‌

Materials

Construction

Materials

6.6

Martin

Marietta

Materials,

Inc.

31,200

19,154,928‌

Vulcan

Materials

Co.

70,000

19,104,400‌

a

Specialty

Chemicals

2.6

Perimeter

Solutions

SA

(a)

(b)

2,000,000

14,840,000‌

a

9.2

53,099,328‌

Consumer

Discretionary

Automotive

Retail

3.9

CarMax,

Inc.

(a)

260,000

22,648,600‌

a

Distributors

3.8

LKQ

Corp.

405,000

21,631,050‌

a

7.7

44,279,650‌

Health

Care

Life

Sciences

Tools

&

Services

3.3

Danaher

Corp.

75,000

18,729,000‌

a

Health

Care

Services

3.1

Laboratory

Corp.

of

America

Holdings

82,000

17,913,720‌

a

6.4

36,642,720‌

Real

Estate

Real

Estate

Services

5.0

CoStar

Group,

Inc.

(a)

300,000

28,980,000‌

a

Total

Common

Stocks

(Cost

$228,634,864)

546,649,273‌

Warrants

-

0.0%

a

Perimeter

Solutions

SA

Expires

11/8/24

(Cost

$5,000)

(b)

(c)

500,000

0‌

Cash

Equivalents

-

5.0%

a

a

$

Principal

Amount

$

Value

a

a

U.S.

Treasury

Bills,

5.10%

to

5.23%,

4/30/24

to

7/16/24

(d)

20,000,000

19,845,082‌

2024

Annual

Report

47

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

a

a

$

Principal

Amount

$

Value

a

a

JPMorgan

U.S.

Government

Money

Market

Fund

-

Institutional

Class

5.16%

(e)

8,773,421

8,773,421‌

a

Total

Cash

Equivalents

(Cost

$28,618,605)

28,618,503‌

Total

Investments

in

Securities

(Cost

$257,258,469)

575,267,776‌

Other

Liabilities

in

Excess

of

Other

Assets

-  (0.1%)

(585,117‌)

Net

Assets

-

100%

574,682,659‌

Net

Asset

Value

Per

Share

-

Investor

Class

32.66

Net

Asset

Value

Per

Share

-

Institutional

Class

33.63

(a)

Non-income

producing.

(b)

Foreign

domiciled

entity.

(c)

This

security

is

classified

as

Level

3

within

the

fair

value

hierarchy.

(d)

Interest

rates

presented

represent

the

effective

yield

at

March

31,

2024.

(e)

Rate

presented

represents

the

7

day

average

yield

at

March

31,

2024.

2024

Annual

Report

48

Nebraska

Tax

Free

Income

Fund

Schedule

of

Investments

March

31,

2024

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Municipal

Bonds

-

95.0%

a

a

%

of

Net

Assets

$

Principal

Amount

$

Value

a

a

California

0.9

San

Diego

County

Regional

Airport

Authority

Revenue

Series

B

5%

7/1/25

200,000

202,939‌

a

Florida

0.9

State

of

Florida

General

Obligation

4%

6/1/36

200,000

200,872‌

a

Nebraska

88.2

Ashland-Greenwood

Public

Schools

General

Obligation

3%

12/15/42

100,000

81,787‌

Cass

County

School

District

No.

22

General

Obligation

    2.05%

12/15/25

375,000

362,986‌

    2.2%

12/15/26

250,000

240,096‌

City

of

Bellevue

NE

General

Obligation

Series

A

3%

9/15/32

500,000

496,122‌

City

of

Blair

NE

General

Obligation

5%

6/15/34

360,000

386,982‌

City

of

Blair

NE

Water

System

Revenue

    2.65%

12/15/24

100,000

98,597‌

    2.85%

12/15/25

100,000

97,496‌

    3%

12/15/26

100,000

96,684‌

    3.1%

12/15/27

100,000

95,921‌

    3.2%

12/15/28

100,000

95,596‌

City

of

Columbus

NE

Combined

Utilities

System

Revenue

    4%

6/15/33

200,000

208,541‌

AGC,

    4%

12/15/26

100,000

102,570‌

    4%

12/15/27

100,000

102,314‌

City

of

Columbus

NE

General

Obligation

    3%

12/15/29

150,000

148,819‌

    3%

12/15/30

150,000

148,226‌

City

of

Grand

Island

NE

Combined

Utility

System

Revenue

Series

A

AGC,

    4%

8/15/35

205,000

213,578‌

    4%

8/15/36

125,000

129,213‌

City

of

Grand

Island

NE

General

Obligation

    3%

11/15/27

150,000

149,288‌

    3%

11/15/30

150,000

148,636‌

City

of

Gretna

NE

Certificates

of

Participation

4%

12/15/25

500,000

501,354‌

City

of

Kearney

NE

General

Obligation

4%

5/15/34

220,000

223,449‌

City

of

Lincoln

NE

Electric

System

Revenue

3%

9/1/28

30,000

29,744‌

City

of

Norfolk

NE

General

Obligation

3.38%

5/15/34

500,000

495,392‌

City

of

Omaha

NE

General

Obligation

Series

A

    3%

4/15/35

100,000

95,446‌

Series

A

Class

A

–

    3%

4/15/34

100,000

96,217‌

City

of

Omaha

NE

Riverfront

Redevelopment

Special

Tax

Revenue

Series

A

4%

1/15/33

260,000

271,074‌

City

of

Omaha

NE

Sewer

Revenue

    5%

4/1/26

250,000

259,057‌

    4%

4/1/31

350,000

353,878‌

Series

A

    4%

4/1/34

100,000

104,928‌

County

of

Saline

NE

Revenue

3%

2/15/31

200,000

193,714‌

County

of

Sarpy

NE

Certificates

of

Participation

1.75%

6/15/26

500,000

477,385‌

County

of

Seward

NE

General

Obligation

3%

12/15/30

605,000

598,564‌

Cozad

City

School

District

General

Obligation

4%

6/15/26

250,000

253,703‌

a

a

%

of

Net

Assets

$

Principal

Amount

$

Value

a

a

Dawson

County

Public

Power

District

Revenue

Series

A

    2%

6/15/26

170,000

162,365‌

    2.1%

6/15/27

105,000

99,149‌

Series

B

    2.5%

6/15/28

135,000

128,161‌

    3%

6/15/29

245,000

238,719‌

    3%

6/15/30

355,000

343,207‌

Dodge

County

School

District

No.

595

General

Obligation

1.9%

6/15/32

200,000

175,621‌

Douglas

County

Hospital

Authority

No.

2

Revenue

    5%

5/15/26

500,000

500,270‌

    5%

5/15/30

140,000

145,661‌

    4%

5/15/32

700,000

708,286‌

Douglas

County

Hospital

Authority

No.

3

Revenue

5%

11/1/26

250,000

255,314‌

Douglas

County

School

District

No.

59

NE

General

Obligation

3%

12/15/32

100,000

96,335‌

Lincoln

Airport

Authority

Revenue

5%

7/1/27

150,000

156,435‌

Madison

County

Hospital

Authority

No.

1

Revenue

5%

7/1/35

140,000

141,568‌

Metropolitan

Utilities

District

of

Omaha

Gas

System

Revenue

4%

12/1/27

450,000

452,829‌

Municipal

Energy

Agency

of

Nebraska

Revenue

    5%

4/1/27

350,000

365,555‌

    5%

4/1/28

225,000

234,999‌

Nebraska

Cooperative

Republican

Platte

Enhancement

Project

Revenue

Series

A

2%

12/15/29

250,000

227,249‌

Nebraska

Educational

Health

Cultural

&

Social

Services

Finance

Authority

Revenue

4%

1/1/34

110,000

112,996‌

Nebraska

Investment

Finance

Authority

Revenue

    4.45%

9/1/43

180,000

179,837‌

Series

A

GNMA,

    2.05%

9/1/24

120,000

118,944‌

Series

B

    1.35%

9/1/26

200,000

183,533‌

Series

C

GNMA,

    2%

9/1/35

325,000

262,818‌

Nebraska

Public

Power

District

Revenue

Series

C

5%

1/1/32

65,000

66,567‌

Nebraska

State

College

Facilities

Corp.

Revenue

AGC,

4%

7/15/28

250,000

255,265‌

Omaha

Public

Facilities

Corp.

Revenue

    4%

6/1/28

85,000

86,628‌

Series

A

    4%

6/1/31

155,000

162,967‌

Series

C

    4%

4/1/33

340,000

354,648‌

    4%

4/1/39

500,000

504,443‌

Omaha

Public

Power

District

Revenue

Series

A

    2.85%

2/1/27

500,000

490,656‌

Series

C

    5%

2/1/39

150,000

151,518‌

Omaha

School

District

General

Obligation

    5%

12/15/28

130,000

131,395‌

    5%

12/15/29

350,000

366,633‌

    5%

12/15/31

135,000

140,668‌

Papillion

Municipal

Facilities

Corp.

Revenue

    2%

12/15/32

100,000

88,247‌

    2%

12/15/34

200,000

171,666‌

2024

Annual

Report

49

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

a

a

%

of

Net

Assets

$

Principal

Amount

$

Value

a

a

Papillion-La

Vista

School

District

No.

27

General

Obligation

Series

A

    2.05%

12/1/24

150,000

147,536‌

    2.2%

12/1/25

150,000

145,801‌

    2.3%

12/1/26

275,000

268,217‌

Series

B

    4%

12/1/35

400,000

421,201‌

Public

Power

Generation

Agency

Revenue

    5%

1/1/28

500,000

504,776‌

    5%

1/1/32

140,000

144,384‌

State

of

Nebraska

Certificates

of

Participation

    3%

2/1/26

60,000

59,487‌

Series

A

    2%

4/1/26

150,000

144,313‌

University

of

Nebraska

Facilities

Corp.

(The)

Revenue

5%

7/15/29

380,000

394,162‌

University

of

Nebraska

Revenue

PRE-REFUNDED/ESCROWED

TO

MATURITY,

    3%

7/1/25

100,000

99,600‌

    2.5%

7/1/26

210,000

207,335‌

    3%

7/1/27

100,000

100,253‌

    5%

5/15/30

100,000

107,245‌

Upper

Republican

Natural

Resource

District

Revenue

AGC,

    4%

12/15/25

245,000

245,133‌

    4%

12/15/27

395,000

395,293‌

Village

of

Boys

Town

NE

Revenue

    3%

9/1/28

700,000

698,130‌

    3%

7/1/35

325,000

310,165‌

Winside

Public

Schools

General

Obligation

2%

6/15/31

350,000

307,741‌

a

20,319,281‌

a

New

Mexico

1.6

New

Mexico

Finance

Authority

Revenue

Series

C

4%

6/1/34

365,000

369,452‌

a

Texas

1.6

City

of

Austin

Tx

Airport

System

Revenue

Series

B

5%

11/15/26

250,000

259,254‌

City

of

Austin

Tx

Electric

Utility

Revenue

Series

A

5%

11/15/35

100,000

112,655‌

a

371,909‌

a

Utah

0.5

City

of

Salt

Lake

City

UT

Public

Utilities

Revenue

5%

2/1/35

100,000

109,940‌

a

Washington

1.3

Pierce

County

School

District

No.

10

Tacoma

General

Obligation

Series

B

AMBAC,

4%

12/1/35

100,000

104,199‌

Port

of

Seattle

WA

Revenue

Series

C

5%

5/1/26

200,000

205,481‌

a

309,680‌

a

Total

Municipal

Bonds

(Cost

$22,772,510)

21,884,073‌

Cash

Equivalents

-

3.8%

a

a

$

Principal

Amount

$

Value

a

a

JPMorgan

U.S.

Government

Money

Market

Fund

-

Institutional

Class

5.16%

(Cost

$882,469)

(a)

882,469

882,469‌

a

Total

Investments

in

Securities

(Cost

$23,654,979)

22,766,542‌

Other

Assets

Less

Other

Liabilities

-  1.2%

267,558‌

Net

Assets

-

100%

23,034,100‌

Net

Asset

Value

Per

Share

-

Investor

Class

9.59

(a)

Rate

presented

represents

the

7

day

average

yield

at

March

31,

2024.

2024

Annual

Report

50

Partners

III

Opportunity

Fund

Schedule

of

Investments

March

31,

2024

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Common

Stocks

-

90.8%

a

Financials

%

of

Net

Assets

Shares

$

Value

Transaction

&

Payment

Processing

Services

17.0

Visa,

Inc.

-

Class

A

80,000

22,326,400‌

Mastercard

,

Inc.

-

Class

A

45,000

21,670,650‌

Global

Payments,

Inc.

120,000

16,039,200‌

Fidelity

National

Information

Services,

Inc.

160,000

11,868,800‌

a

Multi-Sector

Holdings

10.7

Berkshire

Hathaway,

Inc.

-

Class

B

(a)(b)

108,000

45,416,160‌

a

27.7

117,321,210‌

Communication

Services

Interactive

Media

&

Services

9.6

Alphabet,

Inc.

-

Class

C

(a)

170,000

25,884,200‌

Meta

Platforms,

Inc.

-

Class

A

30,000

14,567,400‌

a

Cable

&

Satellite

9.0

Liberty

Media

Corp.-Liberty

SiriusXM

(a)

620,000

18,419,000‌

Liberty

Broadband

Corp.

(a)

Class

C

205,000

11,732,150‌

Class

A

40,000

2,284,800‌

Charter

Communications,

Inc.

-

Class

A

(a)

20,000

5,812,600‌

a

Alternative

Carriers

2.9

Liberty

Global,

Ltd.

-

Class

C

(a)

(c)

700,000

12,348,000‌

a

Movies

&

Entertainment

2.0

Liberty

Media

Corp.-Liberty

Live

(a)

195,000

8,500,800‌

a

23.5

99,548,950‌

Health

Care

Life

Sciences

Tools

&

Services

10.2

Thermo

Fisher

Scientific,

Inc.

40,000

23,248,400‌

Danaher

Corp.

80,000

19,977,600‌

a

Health

Care

Services

3.3

Laboratory

Corp.

of

America

Holdings

65,000

14,199,900‌

a

13.5

57,425,900‌

Information

Technology

Application

Software

4.6

Roper

Technologies,

Inc.

25,000

14,021,000‌

CoreCard

Corp.

†

(a)

515,000

5,690,750‌

a

Systems

Software

3.2

Microsoft

Corp.

32,000

13,463,040‌

a

Semiconductor

Materials

&

Equipment

2.9

Texas

Instruments,

Inc.

70,000

12,194,700‌

a

10.7

45,369,490‌

Consumer

Discretionary

Broadline

Retail

4.9

Amazon.com,

Inc.

(a)(b)

115,000

20,743,700‌

a

Consumer

Discretionary  

%

of

Net

Assets

Shares

$

Value

a

Automotive

Retail

4.5

CarMax,

Inc.

(a)

220,000

19,164,200‌

a

9.4

39,907,900‌

Real

Estate

Real

Estate

Services

3.2

CoStar

Group,

Inc.

(a)

140,000

13,524,000‌

Materials

Specialty

Chemicals

2.8

Perimeter

Solutions

SA

(a)

(c)

1,600,000

11,872,000‌

a

Total

Common

Stocks

(Cost

$188,460,898)

384,969,450‌

Non-Convertible

Preferred

Stocks

-

1.6%

a

Qurate

Retail,

Inc.

8.00%

3/15/31

(Cost

$11,142,962)^

133,700

6,647,564‌

Warrants

-

0.0%

a

Perimeter

Solutions

SA

Expires

11/8/24

(Cost

$15,000)

(c)(d)

1,500,000

0‌

Cash

Equivalents

-

7.6%

a

a

$

Principal

Amount

$

Value

a

a

U.S.

Treasury

Bills,

5.10%

to

5.19%,

4/30/24

to

6/18/24

(e)

27,000,000

26,820,036‌

JPMorgan

U.S.

Government

Money

Market

Fund

-

Institutional

Class

5.16%

(f)

5,499,508

5,499,508‌

a

Total

Cash

Equivalents

(Cost

$32,320,920)

32,319,544‌

Short-Term

Securities

Held

as

Collateral

for

Securities

on

Loan

-

0.0%

a

a

a

Goldman

Sachs

Financial

Square

Government

Fund

Institutional

Class

–

5.21%

58,500

58,500‌

Citibank

N.A.

DDCA

5.32%

6,500

6,500‌

a

Total

Short-Term

Securities

Held

as

Collateral

for

Securities

on

Loan

(Cost

$65,000)

65,000‌

Total

Investments

in

Securities

(Cost

$232,004,780)

424,001,558‌

Due

from

Broker

-

5.0%

21,269,547‌

Securities

Sold

Short

-

(5.0)%

(20,951,700‌)

Options

Written

-

(0.1)%

(427,000‌)

Other

Assets

Less

Other

Liabilities

-  0.1%

(95,468‌)

Net

Assets

-

100%

423,796,937‌

Net

Asset

Value

Per

Share

-

Investor

Class

11.98

Net

Asset

Value

Per

Share

-

Institutional

Class

13.18

2024

Annual

Report

51

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Securities

Sold

Short

-

(5.0)%

Shares

$

Value

a

Live

Nation

Entertainment,

Inc.

25,000

(2,644,250‌)

SPDR

S&P

500

ETF

Trust

35,000

(18,307,450‌)

Total

Securities

Sold

Short

(proceeds

$9,524,530)

(20,951,700‌)

Options

Written-

(0.1)%

$

Notional

Shares

subject

to

option

$

Value

Covered

Call

Options

CarMax,

Inc.

April

2024

/

$80

1,600,000

20,000

(176,000‌)

CarMax,

Inc.

July

2024

/

$85

1,700,000

20,000

(190,000‌)

CarMax,

Inc.

April

2024

/

$90

1,800,000

20,000

(61,000‌)

Total

Options

Written

(premiums

received

$307,046)

(427,000‌)

†

Non-controlled

affiliate.

^

This

security

or

a

partial

position

of

this

security

was

on

loan

as

of

March

31,

2024.

The

total

value

of

securities

on

loan

as

of

March

31,

2024

was

$63,700.

(a)

Non-income

producing.

(b)

Fully

or

partially

pledged

as

collateral

on

securities

sold

short

and

outstanding

written

options.

(c)

Foreign

domiciled

entity.

(d)

This

security

is

classified

as

Level

3

within

the

fair

value

hierarchy.

(e)

Interest

rates

presented

represent

the

effective

yield

at

March

31,

2024.

(f)

Rate

presented

represents

the

7

day

average

yield

at

March

31,

2024.

2024

Annual

Report

52

Short

Duration

Income

Fund

Schedule

of

Investments

March

31,

2024

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Corporate

Bonds

-

10.4%

a

a

a

$

Principal

Amount

$

Value

a

a

Abercrombie

&

Fitch

Management

Co.

8.75%

7/15/25

(a)

5,525,000

5,596,643‌

Agree,

LP

2%

6/15/28

2,239,000

1,970,484‌

American

Airlines

Group,

Inc.

3.75%

3/1/25

(a)

750,000

729,816‌

American

Airlines,

Inc./AAdvantage

Loyalty

IP

Ltd.

5.5%

4/20/26

(a)

(b)

1,556,250

1,546,624‌

Ares

Capital

Corp.

4.2%

6/10/24

3,000,000

2,988,878‌

7%

1/15/27

1,000,000

1,029,158‌

Ashtead

Capital,

Inc.

1.5%

8/12/26

(a)

4,800,000

4,374,464‌

4.38%

8/15/27

(a)

3,000,000

2,879,737‌

Bath

&

Body

Works,

Inc.

9.38%

7/1/25

(a)

1,000,000

1,044,184‌

6.69%

1/15/27

945,000

965,851‌

Boardwalk

Pipelines

LP

4.95%

12/15/24

2,580,000

2,565,714‌

Brunswick

Corp.

0.85%

8/18/24

500,000

490,604‌

Cantor

Fitzgerald

LP

4.5%

4/14/27

(a)

1,500,000

1,430,110‌

Carlisle

Cos.,

Inc.

3.5%

12/1/24

500,000

492,223‌

Cinemark

USA,

Inc.

5.88%

3/15/26

(a)

2,199,000

2,172,697‌

Concentrix

Corp.

6.65%

8/2/26

2,910,000

2,933,393‌

Delta

Air

Lines,

Inc./SkyMiles

IP

Ltd.

4.5%

10/20/25

(a)

(b)

1,748,250

1,730,814‌

Devon

Energy

Corp.

5.25%

10/15/27

390,000

390,568‌

Drax

Finco

PLC

6.63%

11/1/25

(a)

(b)

3,500,000

3,475,640‌

Energy

Transfer

LP

3.9%

5/15/24

1,852,000

1,847,871‌

5.63%

5/1/27

(a)

610,000

608,185‌

EPR

Properties

4.75%

12/15/26

4,869,000

4,715,486‌

4.5%

6/1/27

1,000,000

952,158‌

Expedia

Group,

Inc.

6.25%

5/1/25

(a)

1,672,000

1,679,612‌

FS

KKR

Capital

Corp.

1.65%

10/12/24

6,000,000

5,860,748‌

Hercules

Capital,

Inc.

2.63%

9/16/26

1,500,000

1,363,709‌

Highwoods

Realty

LP

3.88%

3/1/27

750,000

706,505‌

JPMorgan

Chase

&

Co.

3.84%

6/14/25

Floating

Rate

(SOFR

+

98)

800,000

796,550‌

0.77%

8/9/25

Floating

Rate

(SOFR

+

49)

1,000,000

981,205‌

Kite

Realty

Group

Trust

4%

3/15/25

2,083,000

2,045,304‌

LXP

Industrial

Trust

4.4%

6/15/24

2,000,000

1,982,810‌

Masonite

International

Corp.

5.38%

2/1/28

(a)

(b)

400,000

400,833‌

Mileage

Plus

Holdings

LLC/Mileage

Plus

Intellectual

Property

Assets

Ltd.

6.5%

6/20/27

(a)

1,486,550

1,495,924‌

a

a

a

$

Principal

Amount

$

Value

a

a

MPLX

LP

4.88%

6/1/25

1,961,000

1,945,198‌

Penske

Truck

Leasing

Co.

Lp

/

PTL

Finance

Corp.

5.35%

3/30/29

(a)

6,000,000

6,006,733‌

Retail

Opportunity

Investments

Partnership

LP

6.75%

10/15/28

3,500,000

3,627,183‌

Starwood

Property

Trust,

Inc.

4.75%

3/15/25

1,765,000

1,735,433‌

Synchrony

Bank

5.4%

8/22/25

1,000,000

991,163‌

U.S.

Bancorp

2.4%

7/30/24

500,000

494,762‌

VICI

Properties

LP/VICI

Note

Co.,

Inc.

3.5%

2/15/25

(a)

6,323,000

6,188,392‌

4.63%

6/15/25

(a)

3,100,000

3,055,124‌

Vontier

Corp.

1.8%

4/1/26

1,004,000

932,577‌

a

Total

Corporate

Bonds

(Cost

$89,691,446)

89,221,067‌

Corporate

Convertible

Bonds

-

1.1%

a

a

Redwood

Trust,

Inc.

5.63%

7/15/24

6,300,000

6,339,070‌

5.75%

10/1/25

3,000,000

2,910,144‌

a

Total

Corporate

Convertible

Bonds

(Cost

$9,297,163)

9,249,214‌

Asset-Backed

Securities

-

39.9%

a

a

Automobile

ACM

Auto

Trust

(ACM)

Series

2023-1A

Class

B

–7.26%

1/22/30

(a)

1,747,337

1,750,359‌

Series

2023-2A

Class

A

–7.97%

6/20/30

(a)

3,587,936

3,613,900‌

Series

2023-2A

Class

B

–9.85%

6/20/30

(a)

3,000,000

3,009,520‌

Series

2024-1A

Class

A

–7.71%

1/21/31

(a)

980,511

984,304‌

American

Credit

Acceptance

Receivables

Trust

(ACAR)

Series

2020-4

Class

D

–1.77%

12/14/26

(a)

785,524

784,254‌

AmeriCredit

Automobile

Receivables

Trust

(AMCAR)

Series

2020-2

Class

D

–2.13%

3/18/26

1,320,000

1,289,302‌

Series

2020-3

Class

D

–1.49%

9/18/26

3,000,000

2,872,276‌

ARI

Fleet

Lease

Trust

(ARIFL)

Series

2022-A

Class

A2

–3.12%

1/15/31

(a)

357,789

355,541‌

Series

2023-B

Class

A2

–6.05%

7/15/32

(a)

2,850,000

2,869,523‌

Series

2024-A

Class

A2

–5.3%

11/15/32

(a)

1,165,000

1,163,106‌

Arivo

Acceptance

Auto

Loan

Receivables

Trust

(ARIVO)

Series

2021-1A

Class

A

–1.19%

1/15/27

(a)

49,173

48,707‌

Series

2022-1A

Class

A

–3.93%

5/15/28

(a)

1,857,148

1,828,639‌

Avid

Automobile

Receivables

Trust

(AVID)

Series

2023-1

Class

A

–6.63%

7/15/26

(a)

813,696

814,300‌

Bayview

Opportunity

Master

Fund

VII

LLC

(BVCLN)

Series

2024-CAR1

Class

A

12/26/31

Floating

Rate

(SOFR30A

+

110)

(a)

(c)

3,000,000

3,000,000‌

Series

2024-CAR1

Class

B

12/26/31

Floating

Rate

(SOFR30A

+

130)

(a)

(c)

1,750,000

1,750,000‌

Bayview

Opportunity

Master

Fund

VII

Trust

(BVCLN)

Series

2024-CAR1F

Class

A

–6.97%

7/29/32

(a)

2,298,559

2,305,535‌

BOF

URSA

VI

Funding

Trust

I

(BOF)

Series

2023-CAR1

Class

A2

–5.54%

10/27/31

(a)

360,342

358,661‌

2024

Annual

Report

53

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

a

a

a

$

Principal

Amount

$

Value

a

a

Series

2023-CAR2

Class

A2

–5.54%

10/27/31

(a)

837,645

834,442‌

BOF

VII

AL

Funding

Trust

I

(BOF)

Series

2023-CAR3

Class

A2

–6.29%

7/26/32

(a)

3,633,958

3,656,661‌

CFMT

LLC

(CFMT)

Series

2021-AL1

Class

B

–1.39%

9/22/31

(a)

1,567,340

1,533,617‌

Chesapeake

Funding

II

LLC

(CFII)

Series

2021-1A

Class

A1

–0.47%

4/15/33

(a)

513,285

502,705‌

Series

2023-1A

Class

A1

–5.65%

5/15/35

(a)

1,932,661

1,935,486‌

Series

2023-2A

Class

A1

–6.16%

10/15/35

(a)

1,202,567

1,210,467‌

Enterprise

Fleet

Financing

LLC

(EFF)

Series

2023-1

Class

A2

–5.51%

1/22/29

(a)

636,465

636,131‌

Series

2023-2

Class

A2

–5.56%

4/22/30

(a)

4,185,112

4,191,232‌

Series

2023-3

Class

A2

–6.4%

3/20/30

(a)

3,100,000

3,149,067‌

Series

2024-1

Class

A2

–5.23%

3/20/30

(a)

1,820,000

1,818,078‌

Exeter

Automobile

Receivables

Trust

(EART)

Series

2020-1A

Class

D

–2.73%

12/15/25

(a)

656,483

650,382‌

Series

2020-3A

Class

D

–1.73%

7/15/26

485,204

481,620‌

Series

2021-1A

Class

D

–1.08%

11/16/26

1,100,091

1,072,980‌

First

Help

Financial

Trust

(FHF)

Series

2022-1A

Class

A

–4.43%

1/18/28

(a)

1,858,323

1,835,575‌

Series

2022-2A

Class

A

–6.14%

12/15/27

(a)

460,461

459,042‌

Series

2023-1A

Class

A2

–6.57%

6/15/28

(a)

1,557,615

1,566,227‌

Series

2023-2A

Class

A2

–6.79%

10/15/29

(a)

1,697,154

1,714,120‌

First

Investors

Auto

Owner

Trust

(FIAOT)

Series

2022-1A

Class

A

–2.03%

1/15/27

(a)

642,004

633,399‌

Foursight

Capital

Automobile

Receivables

Trust

(FCRT)

Series

2022-2

Class

A2

–4.49%

3/16/26

(a)

266,884

266,697‌

Series

2023-1

Class

A2

–5.43%

10/15/26

(a)

1,264,485

1,263,324‌

GLS

Auto

Receivables

Issuer

Trust

(GCAR)

Series

2022-2A

Class

A2

–3.55%

1/15/26

(a)

143,806

143,659‌

JPMorgan

Chase

Auto

Credit

Linked

Note

(CACLN)

Series

2021-1

Class

A2

–0.88%

9/25/28

(a)

395,202

391,052‌

Series

2021-2

Class

A4

–0.89%

12/26/28

(a)

483,152

474,637‌

LAD

Auto

Receivables

Trust

(LADAR)

Series

2021-1A

Class

A

–1.3%

8/17/26

(a)

741,467

735,913‌

Series

2022-1A

Class

A

–5.21%

6/15/27

(a)

2,152,851

2,147,579‌

Series

2023-1A

Class

A2

–5.68%

10/15/26

(a)

1,563,052

1,562,296‌

Series

2023-1A

Class

B

–5.59%

8/16/27

(a)

2,500,000

2,499,398‌

Series

2023-2A

Class

A2

–5.93%

6/15/27

(a)

1,318,810

1,320,286‌

Series

2023-4A

Class

A3

–6.1%

12/15/27

(a)

3,625,000

3,653,222‌

Lendbuzz

Securitization

Trust

(LBST)

Series

2023-1A

Class

A2

–6.92%

8/15/28

(a)

5,237,291

5,277,912‌

Series

2023-3A

Class

A2

–7.5%

12/15/28

(a)

7,500,000

7,598,895‌

Series

2024-1A

Class

A2

–6.19%

8/15/29

(a)

2,500,000

2,497,720‌

Lobel

Automobile

Receivables

Trust

(LOBEL)

Series

2023-2

Class

A

–7.59%

4/16/29

(a)

843,630

851,285‌

Merchants

Fleet

Funding

LLC

(MFF)

Series

2023-1A

Class

A

–7.21%

5/20/36

(a)

9,200,000

9,262,243‌

OneMain

Direct

Auto

Receivables

Trust

(ODART)

Series

2021-1A

Class

A

–0.87%

7/14/28

(a)

1,774,060

1,711,257‌

Series

2022-1A

Class

C

–1.42%

7/14/28

(a)

4,100,000

3,763,903‌

Prestige

Auto

Receivables

Trust

(PART)

Series

2022-1A

Class

B

–6.55%

7/17/28

(a)

3,000,000

3,012,485‌

Research-Driven

Pagaya

Motor

Asset

Trust

(RPM)

Series

2023-3A

Class

A

–7.13%

1/26/32

(a)

4,604,723

4,635,814‌

Series

2023-4A

Class

A

–7.54%

3/25/32

(a)

4,927,132

4,970,741‌

SAFCO

Auto

Receivables

Trust

(SAFCO)

Series

2024-1A

Class

A

–6.51%

3/20/28

(a)

4,388,806

4,395,173‌

Santander

Bank

NA

(SBCLN)

Series

2021-1A

Class

B

–1.83%

12/15/31

(a)

504,959

497,760‌

a

a

a

$

Principal

Amount

$

Value

a

a

Santander

Drive

Auto

Receivables

Trust

(SDART)

Series

2020-2

Class

D

–2.22%

9/15/26

1,243,718

1,236,195‌

SFS

Auto

Receivables

Securitization

Trust

(SFS)

Series

2023-1A

Class

A2A

–5.89%

3/22/27

(a)

1,367,503

1,369,912‌

Tricolor

Auto

Securitization

Trust

(TCAST)

Series

2023-1A

Class

A

–6.48%

8/17/26

(a)

937,299

937,582‌

Westlake

Automobile

Receivables

Trust

(WLAKE)

Series

2020-3A

Class

D

–1.65%

2/17/26

(a)

1,113,315

1,101,974‌

Series

2021-1A

Class

C

–0.95%

3/16/26

(a)

728,766

725,859‌

Wheels

Fleet

Lease

Funding

LLC

(WFLF)

Series

2023-2A

Class

A

–6.46%

8/18/38

(a)

6,600,000

6,655,000‌

a

131,638,931‌

a

Collateralized

Loan

Obligations

ABPCI

Direct

Lending

Fund

CLO

I

LLC

(ABPCI)

Series

2016-1A

Class

A1A2

–7.28%

7/20/33

Floating

Rate

(TSFR3M

+

196)

(a)

(b)

(c)

2,000,000

2,001,104‌

ABPCI

Direct

Lending

Fund

CLO

X

LP

(ABPCI)

Series

2020-10A

Class

A

–7.53%

1/20/32

Floating

Rate

(TSFR3M

+

221)

(a)

(b)

(c)

6,500,000

6,509,919‌

Audax

Senior

Debt

CLO

6

LLC

(AUDAX)

Series

2021-6A

Class

A1

–7.08%

10/20/33

Floating

Rate

(TSFR3M

+

176)

(a)

(c)

6,000,000

6,002,784‌

AUF

Funding

LLC

(AUF)

Series

2022-1A

Class

B1

–9.07%

1/20/31

Floating

Rate

(TSFR3M

+

375)

(a)

(c)

2,500,000

2,513,987‌

BlackRock

Elbert

CLO

V

LLC

(ELB)

Series

5A

Class

AR

–7.18%

6/15/34

Floating

Rate

(TSFR3M

+

185)

(a)

(b)

(c)

2,000,000

2,005,552‌

BlackRock

Rainier

CLO

VI

Ltd.

(BLKMM)

Series

2021-6A

Class

A

–7.28%

4/20/33

Floating

Rate

(TSFR3M

+

196)

(a)

(b)

(c)

5,500,000

5,503,167‌

Brightwood

Capital

MM

CLO

Ltd.

(BWCAP)

Series

2020-1A

Class

A1R

–8.11%

1/15/31

Floating

Rate

(TSFR3M

+

280)

(a)

(b)

(c)

1,613,245

1,617,546‌

Cerberus

Loan

Funding

LP

(CERB)

Series

2020-1A

Class

A

–7.43%

10/15/31

Floating

Rate

(TSFR3M

+

211)

(a)

(b)

(c)

2,084,945

2,090,675‌

Series

2021-2A

Class

A

–7.2%

4/22/33

Floating

Rate

(TSFR3M

+

188)

(a)

(b)

(c)

3,000,000

3,002,106‌

Series

2021-6A

Class

A

–6.98%

11/22/33

Floating

Rate

(TSFR3M

+

166)

(a)

(b)

(c)

168,791

169,209‌

Cerberus

Loan

Funding

XLII

LLC

(CERB)

Series

2023-4A

Class

A

–7.82%

10/15/35

Floating

Rate

(TSFR3M

+

243)

(a)

(c)

3,000,000

3,000,000‌

Churchill

Middle

Market

CLO

III

Ltd.

(CHMML)

Series

2021-1A

Class

A1

–7.08%

10/24/33

Floating

Rate

(US0003M

+

150)

(a)

(b)

(c)

2,750,000

2,751,338‌

CIFC-LBC

Middle

Market

CLO

(CLBC)

Series

2023-1A

Class

A1

–7.92%

10/20/35

Floating

Rate

(TSFR3M

+

260)

(a)

(c)

5,000,000

5,049,011‌

Deerpath

Capital

CLO

Ltd.

(DPATH)

Series

2021-2A

Class

A1

–7.18%

1/15/34

Floating

Rate

(TSFR3M

+

186)

(a)

(b)

(c)

4,000,000

3,978,781‌

Series

2023-1A

Class

A1

–8.11%

4/15/35

Floating

Rate

(TSFR3M

+

280)

(a)

(b)

(c)

3,000,000

3,027,127‌

Fortress

Credit

Opportunities

IX

CLO

Ltd.

(FCO)

Series

2017-9A

Class

A1TR

–7.13%

10/15/33

Floating

Rate

(TSFR3M

+

181)

(a)

(b)

(c)

1,500,000

1,500,855‌

Fortress

Credit

Opportunities

XV

CLO

Ltd.

(FCO)

Series

2021-15A

Class

A2

–7.14%

4/25/33

Floating

Rate

(TSFR3M

+

181)

(a)

(b)

(c)

3,500,000

3,502,276‌

2024

Annual

Report

54

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Short

Duration

Income

Fund

(Continued)

Schedule

of

Investments

March

31,

2024

a

a

a

$

Principal

Amount

$

Value

a

a

Golub

Capital

Partners

CLO

31M

Ltd.

(GOCAP)

Series

2016-31A

Class

CR

–8.43%

8/5/30

Floating

Rate

(TSFR3M

+

316)

(a)

(b)

(c)

1,000,000

1,000,968‌

Golub

Capital

Partners

CLO

54M

LP

(GOCAP)

Series

2021-54A

Class

A2

–7.06%

8/5/33

Floating

Rate

(TSFR3M

+

179)

(a)

(b)

(c)

4,500,000

4,499,682‌

Series

2021-54A

Class

B

–7.38%

8/5/33

Floating

Rate

(TSFR3M

+

211)

(a)

(b)

(c)

2,500,000

2,469,176‌

Golub

Capital

Partners

Short

Duration

(GSHOR)

Series

2022-1A

Class

B1

–8.82%

10/25/31

Floating

Rate

(TSFR3M

+

350)

(a)

(c)

1,000,000

1,004,618‌

Ivy

Hill

Middle

Market

Credit

Fund

IX

Ltd.

(IVYH)

Series

9A

Class

A1TR

–6.94%

4/23/34

Floating

Rate

(TSFR3M

+

162)

(a)

(b)

(c)

3,500,000

3,488,730‌

KKR

Lending

Partners

III

CLO

LLC

(KKRLP)

Series

2021-1A

Class

B

–7.48%

10/20/30

Floating

Rate

(TSFR3M

+

216)

(a)

(c)

2,000,000

1,996,077‌

Maranon

Loan

Funding

Ltd.

(MRNON)

Series

2021-2RA

Class

A1R

–7.27%

7/15/33

Floating

Rate

(TSFR3M

+

195)

(a)

(b)

(c)

5,000,000

5,002,935‌

Monroe

Capital

Funding

CLO

X

Ltd.

(MCF)

Series

2023-1A

Class

A

–7.71%

4/15/35

Floating

Rate

(TSFR3M

+

240)

(a)

(b)

(c)

3,000,000

3,022,908‌

Monroe

Capital

MML

CLO

XII

Ltd.

(MCMML)

Series

2021-2A

Class

A1

–7.09%

9/14/33

Floating

Rate

(TSFR3M

+

176)

(a)

(b)

(c)

7,500,000

7,503,688‌

New

Mountain

Guardian

IV

Income

Rated

Feeder

II,

Ltd.

(NMRF)

Series

2024-1A

Class

A

4/5/37

Floating

Rate

(TSFR3M

+

275)

(a)

(b)

(c)

#

5,000,000

5,000,000‌

Owl

Rock

CLO

VIII

LLC

(OR)

Series

2022-8A

Class

AT

–7.82%

11/20/34

Floating

Rate

(TSFR3M

+

250)

(a)

(c)

2,000,000

2,013,255‌

Starwood

Property

Mortgage

Trust

(STWD)

Series

2024-SIF3A

Class

A1

4/17/36

Floating

Rate

(TSFR3M

+

195)

(a)

(c)

5,000,000

5,000,000‌

Twin

Brook

CLO

(TWBRK)

Series

2021-1A

Class

A

–7.11%

1/20/34

Floating

Rate

(TSFR3M

+

179)

(a)

(c)

1,200,000

1,200,150‌

Series

2023-1A

Class

B

–8.52%

4/20/35

Floating

Rate

(TSFR3M

+

320)

(a)

(c)

3,000,000

3,028,958‌

a

100,456,582‌

a

Consumer

&

Specialty

Finance

Affirm

Asset

Securitization

Trust

(AFFRM)

Series

2022-Z1

Class

A

–4.55%

6/15/27

(a)

792,420

786,055‌

Series

2023-X1

Class

A

–7.11%

11/15/28

(a)

746,512

750,154‌

Bankers

Healthcare

Group

Securitization

Trust

(BHG)

Series

2020-A

Class

A

–2.56%

9/17/31

(a)

209,981

209,206‌

Series

2021-A

Class

A

–1.42%

11/17/33

(a)

325,596

310,898‌

Series

2022-B

Class

A

–3.75%

6/18/35

(a)

95,617

95,464‌

Series

2022-B

Class

B

–4.84%

6/18/35

(a)

1,498,342

1,475,730‌

Series

2022-C

Class

A

–5.32%

10/17/35

(a)

669,839

667,692‌

Series

2023-A

Class

A

–5.55%

4/17/36

(a)

2,986,861

2,970,691‌

Series

2023-B

Class

A

–6.92%

12/17/36

(a)

1,578,805

1,614,146‌

Series

2024-1A

Class

A

–5.81%

4/17/35

(a)

2,000,000

1,998,710‌

Foundation

Finance

Trust

(FFIN)

Series

2019-1A

Class

A

–3.86%

11/15/34

(a)

111,304

110,723‌

Series

2021-2A

Class

A

–2.19%

1/15/42

(a)

1,247,036

1,147,712‌

Series

2023-1A

Class

A

–5.67%

12/15/43

(a)

1,534,860

1,526,082‌

Series

2023-2A

Class

A

–6.53%

6/15/49

(a)

3,789,187

3,858,329‌

Series

2024-1A

Class

A

–5.5%

12/15/49

(a)

3,340,000

3,338,565‌

a

a

a

$

Principal

Amount

$

Value

a

a

FREED

ABS

Trust

(FREED)

Series

2022-3FP

Class

B

–5.79%

8/20/29

(a)

313,031

312,939‌

Series

2022-4FP

Class

B

–7.58%

12/18/29

(a)

511,026

511,815‌

Hilton

Grand

Vacations

Trust

(HGVT)

Series

2020-AA

Class

A

–2.74%

2/25/39

(a)

143,702

137,011‌

Lendingpoint

Asset

Securitization

Trust

(LPST)

Series

2022-B

Class

A

–4.77%

10/15/29

(a)

202,845

201,547‌

Series

2022-C

Class

A

–6.56%

2/15/30

(a)

1,174,773

1,174,382‌

LP

LMS

Asset

Securitization

Trust

(LPMS)

Series

2023-1A

Class

A

–8.18%

10/17/33

(a)

828,989

831,868‌

Marlette

Funding

Trust

(MFT)

Series

2022-3A

Class

A

–5.18%

11/15/32

(a)

406,102

405,486‌

Series

2023-1A

Class

A

–6.07%

4/15/33

(a)

1,154,174

1,154,378‌

Series

2023-3A

Class

A

–6.49%

9/15/33

(a)

1,997,336

2,000,107‌

Octane

Receivables

Trust

(OCTL)

Series

2021-1A

Class

A5

–0.93%

3/22/27

(a)

152,925

151,240‌

Series

2021-2A

Class

A

–1.21%

9/20/28

(a)

570,298

557,646‌

Series

2022-1A

Class

A2

–4.18%

3/20/28

(a)

1,613,663

1,600,838‌

Series

2022-2A

Class

A

–5.11%

2/22/28

(a)

848,936

845,383‌

Series

2023-1A

Class

A

–5.87%

5/21/29

(a)

759,691

760,597‌

Series

2023-2A

Class

A2

–5.88%

6/20/31

(a)

4,273,818

4,277,385‌

Pagaya

AI

Debt

Selection

Trust

(PAID)

Series

2021-HG1

Class

A

–1.22%

1/16/29

(a)

823,507

805,226‌

Series

2023-7

Class

A

–7.23%

7/15/31

(a)

822,536

825,857‌

Pagaya

AI

Debt

Trust

(PAID)

Series

2022-2

Class

A

–4.97%

1/15/30

(a)

312,094

310,700‌

Series

2022-3

Class

A

–6.06%

3/15/30

(a)

1,143,403

1,142,148‌

Series

2022-5

Class

A

–8.1%

6/17/30

(a)

1,051,468

1,064,979‌

Series

2023-1

Class

A

–7.56%

7/15/30

(a)

889,530

893,746‌

Series

2023-3

Class

A

–7.6%

12/16/30

(a)

1,405,871

1,415,827‌

Series

2023-5

Class

A

–7.18%

4/15/31

(a)

3,002,621

3,010,821‌

Series

2024-1

Class

A

–6.66%

7/15/31

(a)

800,000

803,002‌

Series

2024-3

Class

B

–6.57%

10/15/31

(a)

5,400,000

5,402,132‌

Prosper

Marketplace

Issuance

Trust

(PMIT)

Series

2023-1A

Class

A

–7.06%

7/16/29

(a)

511,727

513,498‌

Reach

ABS

Trust

(REACH)

Series

2024-1A

Class

A

–6.3%

2/18/31

(a)

1,551,373

1,554,867‌

Sierra

Timeshare

Receivables

Funding

LLC

(SRFC)

Series

2019-2A

Class

A

–2.59%

5/20/36

(a)

209,935

208,157‌

Series

2019-2A

Class

B

–2.82%

5/20/36

(a)

26,242

25,997‌

Series

2020-2A

Class

A

–1.33%

7/20/37

(a)

352,687

337,858‌

SoFi

Consumer

Loan

Program

Trust

(SOFI)

Series

2023-1S

Class

A

–5.81%

5/15/31

(a)

115,348

115,297‌

Theorem

Funding

Trust

(THRM)

Series

2022-3A

Class

A

–7.6%

4/15/29

(a)

1,500,446

1,512,722‌

Upstart

Securitization

Trust

(UPST)

Series

2021-5

Class

A

–1.31%

11/20/31

(a)

35,976

35,881‌

Series

2023-1

Class

A

–6.59%

2/20/33

(a)

421,009

420,875‌

Series

2023-2

Class

A

–6.77%

6/20/33

(a)

2,541,794

2,547,147‌

a

58,729,516‌

a

Equipment

Amur

Equipment

Finance

Receivables

IX

LLC

(AXIS)

Series

2021-1A

Class

A2

–0.75%

11/20/26

(a)

220,049

218,786‌

Series

2021-1A

Class

B

–1.38%

2/22/27

(a)

1,000,000

984,654‌

Amur

Equipment

Finance

Receivables

XI

LLC

(AXIS)

Series

2022-2A

Class

A2

–5.3%

6/21/28

(a)

1,357,742

1,355,012‌

Amur

Equipment

Finance

Receivables

XII

LLC

(AXIS)

Series

2023-1A

Class

A2

–6.09%

12/20/29

(a)

3,173,208

3,194,163‌

2024

Annual

Report

55

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

a

a

a

$

Principal

Amount

$

Value

a

a

Amur

Equipment

Finance

Receivables

XIII

LLC

(AXIS)

Series

2024-1A

Class

A2

–5.38%

1/21/31

(a)

1,780,000

1,781,257‌

Auxilior

Term

Funding

LLC

(XCAP)

Series

2023-1A

Class

A2

–6.18%

12/15/28

(a)

4,000,000

4,023,938‌

Dell

Equipment

Finance

Trust

(DEFT)

Series

2023-2

Class

A2

–5.84%

1/22/29

(a)

1,725,078

1,726,709‌

Series

2023-3

Class

A2

–6.1%

4/23/29

(a)

1,600,000

1,605,546‌

Series

2023-3

Class

A3

–5.93%

4/23/29

(a)

3,500,000

3,544,128‌

Dext

ABS

LLC

(DEXT)

Series

2021-1

Class

A

–1.12%

2/15/28

(a)

910,461

893,561‌

Series

2023-2

Class

A2

–6.56%

5/15/34

(a)

5,767,377

5,786,890‌

DLLST

LLC

(DLLST)

Series

2024-1A

Class

A3

–5.05%

8/20/27

(a)

1,140,000

1,135,418‌

Granite

Park

Equipment

Leasing

LLC

(SCFGP)

Series

2023-1A

Class

A2

–6.51%

5/20/30

(a)

4,150,000

4,176,686‌

Series

2023-1A

Class

A3

–6.46%

9/20/32

(a)

1,400,000

1,432,810‌

HPEFS

Equipment

Trust

(HPEFS)

Series

2023-1A

Class

A2

–5.43%

8/20/25

(a)

1,837,614

1,835,775‌

MMAF

Equipment

Finance

LLC

(MMAF)

Series

2022-B

Class

A2

–5.57%

9/9/25

(a)

240,939

240,919‌

Series

2022-B

Class

A3

–5.61%

7/10/28

(a)

4,250,000

4,250,094‌

Series

2023-A

Class

A2

–5.79%

11/13/26

(a)

2,230,526

2,234,701‌

Pawnee

Equipment

Receivables

Series

LLC

(PWNE)

Series

2021-1

Class

A2

–1.1%

7/15/27

(a)

919,528

903,990‌

SCF

Equipment

Leasing

LLC

(SCFET)

Series

2022-2A

Class

A2

–6.24%

7/20/28

(a)

460,884

461,167‌

Series

2022-2A

Class

A3

–6.5%

10/21/30

(a)

2,750,000

2,778,721‌

Series

2023-1A

Class

A3

–6.17%

5/20/32

(a)

3,500,000

3,603,076‌

a

48,168,001‌

a

Other

Verizon

Master

Trust

(VZMT)

Series

2023-7

Class

A1A

–5.67%

11/20/29

3,000,000

3,053,252‌

a

Total

Asset-Backed

Securities

(Cost

$341,254,954)

342,046,282‌

Commercial

Mortgage-Backed

Securities

-

6.8%

a

a

AREIT

LLC

(AREIT)

Series

2023-CRE8

Class

AS

–8.2%

8/17/41

Floating

Rate

(TSFR1M

+

287)

(a)

(b)

5,000,000

5,016,610‌

AREIT

Trust

(AREIT)

Series

2021-CRE5

Class

A

–6.52%

11/17/38

Floating

Rate

(TSFR1M

+

119)

(a)

(b)

3,986,112

3,958,816‌

BRSP

Ltd.

(BRSP)

Series

2021-FL1

Class

A

–6.59%

8/19/38

Floating

Rate

(TSFR1M

+

126)

(a)

(b)

2,065,362

2,038,491‌

CLNC

Ltd.

(CLNC)

Series

2019-FL1

Class

AS

–6.99%

8/20/35

Floating

Rate

(TSFR1M

+

166)

(a)

(b)

4,674,820

4,618,436‌

FS

Rialto

Issuer

LLC

(FSRI)

Series

2022-FL5

Class

A

–7.63%

6/19/37

Floating

Rate

(TSFR1M

+

230)

(a)

4,500,000

4,505,591‌

Series

2022-FL7

Class

A

–8.22%

10/19/39

Floating

Rate

(TSFR1M

+

290)

(a)

1,500,000

1,508,886‌

GPMT

Ltd.

(GPMT)

Series

2021-FL3

Class

A

–6.69%

7/16/35

Floating

Rate

(TSFR1M

+

136)

(a)

(b)

2,715,053

2,577,989‌

a

a

a

$

Principal

Amount

$

Value

a

a

HERA

Commercial

Mortgage

Ltd.

(HCM)

Series

2021-FL1

Class

A

–6.49%

2/18/38

Floating

Rate

(TSFR1M

+

116)

(a)

(b)

3,339,945

3,294,833‌

HGI

CRE

CLO

Ltd.

(HGI)

Series

2021-FL1

Class

A4

–6.49%

6/16/36

Floating

Rate

(TSFR1M

+

116)

(a)

(b)

1,703,225

1,697,977‌

Series

2021-FL1

Class

AS

–6.84%

6/16/36

Floating

Rate

(TSFR1M

+

151)

(a)

(b)

4,000,000

3,939,975‌

Series

2021-FL2

Class

A4

–6.44%

9/17/36

Floating

Rate

(TSFR1M

+

111)

(a)

(b)

1,507,548

1,496,433‌

HIG

RCP

LLC

(HIG)

Series

2023-FL1

Class

A

–7.6%

9/19/38

Floating

Rate

(TSFR1M

+

227)

(a)

7,000,000

7,012,206‌

Hilton

USA

Trust

(HILT)

Series

2016-SFP

Class

E

–5.52%

11/5/35

(a)

4,300,000

542,071‌

ILPT

Commercial

Mortgage

Trust

(ILPT)

Series

2022-LPF2

Class

A

–7.57%

10/15/39

Floating

Rate

(TSFR1M

+

225)

(a)

1,000,000

1,000,818‌

KREF

Ltd.

(KREF)

Series

2021-FL2

Class

A4

–6.51%

2/15/39

Floating

Rate

(TSFR1M

+

118)

(a)

(b)

4,500,000

4,393,903‌

LoanCore

Issuer

Ltd.

(LNCR)

Series

2021-CRE5

Class

A

–6.74%

7/15/36

Floating

Rate

(TSFR1M

+

141)

(a)

(b)

3,285,253

3,271,006‌

STWD

Ltd.

(STWD)

Series

2022-FL3

Class

A

–6.67%

11/15/38

Floating

Rate

(SOFR30A

+

135)

(a)

(b)

6,500,000

6,391,658‌

VMC

Finance

LLC

(VMC)

Series

2021-FL4

Class

A

–6.54%

6/16/36

Floating

Rate

(TSFR1M

+

121)

(a)

989,668

971,402‌

a

Total

Commercial

Mortgage-Backed

Securities

(Cost

$62,242,317)

58,237,101‌

Mortgage-Backed

Securities

-

12.9%

a

a

Federal

Home

Loan

Mortgage

Corporation

Collateralized

Mortgage

Obligations

Series

3649

Class

A

–4%

3/15/25

52,071

51,600‌

Series

4107

Class

LW

–1.75%

8/15/27

3,920,427

3,694,558‌

Series

4281

Class

AG

–2.5%

12/15/28

14,080

13,940‌

Series

3003

Class

LD

–5%

12/15/34

347,137

347,851‌

Series

2952

Class

PA

–5%

2/15/35

109,595

107,538‌

Series

3620

Class

PA

–4.5%

12/15/39

244,302

240,576‌

Series

3842

Class

PH

–4%

4/15/41

353,492

342,511‌

a

Pass-Through

Securities

Pool#

G18306

–

4.5%

4/1/24

850

846‌

Pool#

G18308

–

4%

5/1/24

3,299

3,289‌

Pool#

J13949

–

3.5%

12/1/25

231,118

225,964‌

Pool#

E02804

–

3%

12/1/25

191,311

187,492‌

Pool#

J14649

–

3.5%

4/1/26

209,511

204,748‌

Pool#

E02948

–

3.5%

7/1/26

653,171

636,748‌

Pool#

J16663

–

3.5%

9/1/26

699,857

685,633‌

Pool#

E03033

–

3%

2/1/27

439,986

427,917‌

Pool#

ZS8692

–

2.5%

4/1/33

575,192

529,155‌

Pool#

G01818

–

5%

5/1/35

427,678

430,630‌

Pool#

SB8257

–

5.5%

9/1/38

6,523,433

6,577,070‌

Pool#

SB8287

–

5%

3/1/39

7,895,308

7,885,139‌

22,593,205‌

2024

Annual

Report

56

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Short

Duration

Income

Fund

(Continued)

Schedule

of

Investments

March

31,

2024

a

a

a

$

Principal

Amount

$

Value

a

a

a

Federal

National

Mortgage

Association

Collateralized

Mortgage

Obligations

Series

2024-9

Class

CE

–5%

10/25/48

3,938,735

3,863,710‌

a

Pass-Through

Securities

Pool#

995693

–

4.5%

4/1/24

91

90‌

Pool#

MA0043

–

4%

4/1/24

311

309‌

Pool#

995692

–

4.5%

5/1/24

1,399

1,392‌

Pool#

931739

–

4%

8/1/24

3,499

3,474‌

Pool#

AE0031

–

5%

6/1/25

914

913‌

Pool#

AD7073

–

4%

6/1/25

30,352

29,991‌

Pool#

AL0471

–

5.5%

7/1/25

7,068

7,124‌

Pool#

310139

–

3.5%

11/1/25

312,902

307,496‌

Pool#

AB1769

–

3%

11/1/25

126,508

122,755‌

Pool#

AH3429

–

3.5%

1/1/26

738,146

724,828‌

Pool#

AB2251

–

3%

2/1/26

198,535

194,191‌

Pool#

AB3902

–

3%

11/1/26

198,610

193,184‌

Pool#

AB4482

–

3%

2/1/27

1,077,903

1,046,391‌

Pool#

AL1366

–

2.5%

2/1/27

406,284

391,847‌

Pool#

AB6291

–

3%

9/1/27

238,077

230,306‌

Pool#

MA3189

–

2.5%

11/1/27

392,536

376,626‌

Pool#

MA3791

–

2.5%

9/1/29

1,012,423

958,746‌

Pool#

BM5708

–

3%

12/1/29

676,818

653,513‌

Pool#

MA0587

–

4%

12/1/30

1,034,232

1,006,008‌

Pool#

BA4767

–

2.5%

1/1/31

526,418

493,373‌

Pool#

AS7701

–

2.5%

8/1/31

1,805,525

1,689,741‌

Pool#

555531

–

5.5%

6/1/33

862,614

880,838‌

Pool#

MA3540

–

3.5%

12/1/33

604,391

580,472‌

Pool#

725232

–

5%

3/1/34

79,297

79,743‌

Pool#

995112

–

5.5%

7/1/36

399,167

407,615‌

Pool#

MA5311

–

5%

3/1/39

6,204,141

6,196,150‌

20,440,826‌

a

Government

National

Mortgage

Association

Pass-Through

Securities

Pool#

5255

–

3%

12/20/26

844,700

821,774‌

a

Non-Government

Agency

Collateralized

Mortgage

Obligations

Bunker

Hill

Loan

Depositary

Trust

(BHLD)

Series

2019-3A

Class

A1

–2.72%

11/25/59

(a)

(c)

426,276

415,034‌

Chase

Home

Lending

Mortgage

Trust

Series

2024-1

Class

A4A

–6%

1/25/55

(a)

(c)

4,871,181

4,834,736‌

Series

2024-2

Class

A4A

–6%

2/25/55

(a)

(c)

5,235,330

5,218,055‌

Citigroup

Mortgage

Loan

Trust

(CMLTI)

Series

2014-A

Class

A

–4%

1/25/35

(a)

(c)

306,857

290,663‌

Flagstar

Mortgage

Trust

(FSMT)

Series

2017-1

Class

2A2

–3%

3/25/47

(a)

(c)

385,174

352,576‌

Series

2021-7

Class

B

–2.5%

8/25/51

(a)

(c)

4,934,082

4,302,292‌

Series

2021-10IN

Class

A6

–2.5%

10/25/51

(a)

(c)

4,498,957

3,924,097‌

GS

Mortgage-Backed

Securities

Trust

(GSMBS)

Series

2021-PJ9

Class

A8

–2.5%

2/26/52

(a)

(c)

3,062,261

2,667,073‌

Series

2022-PJ1

Class

AB

–2.5%

5/28/52

(a)

(c)

3,788,071

3,278,129‌

Series

2022-PJ2

Class

A24

–3%

6/25/52

(a)

(c)

2,437,952

2,170,800‌

Series

2020-NQM1

Class

A1

–1.38%

9/27/60

(a)

(c)

336,156

309,158‌

JPMorgan

Mortgage

Trust

(JPMMT)

Series

2014-2

Class

2A2

–3.5%

6/25/29

(a)

(c)

386,061

373,036‌

Series

2014-5

Class

B

–2.74%

10/25/29

(a)

(c)

1,053,429

1,008,251‌

a

a

a

$

Principal

Amount

$

Value

a

a

Series

2016-3

Class

A

–2.97%

10/25/46

(a)

(c)

937,233

865,935‌

Series

2017-3

Class

A

–2.5%

8/25/47

(a)

(c)

2,109,644

1,828,224‌

Series

2018-6

Class

2A2

–3%

12/25/48

(a)

(c)

295,928

275,113‌

Series

2020-7

Class

A

–3%

1/25/51

(a)

(c)

61,887

60,593‌

Series

2020-8

Class

A

–3%

3/25/51

(a)

(c)

177,554

170,234‌

Series

2021-4

Class

A4

–2.5%

8/25/51

(a)

(c)

1,982,805

1,738,782‌

Series

2021-6

Class

B

–2.5%

10/25/51

(a)

(c)

4,453,694

3,909,340‌

Series

2021-8

Class

B

–2.5%

12/25/51

(a)

(c)

1,451,679

1,269,932‌

Series

2022-2

Class

A4A

–2.5%

8/25/52

(a)

(c)

1,805,750

1,558,818‌

Series

2023-6

Class

A4A

–5.5%

12/26/53

(a)

(c)

2,821,857

2,784,381‌

Series

2024-2

Class

A6A

–6%

8/25/54

(a)

(c)

6,029,306

5,996,275‌

JPMorgan

Wealth

Management

(JPMWM)

Series

2020-ATR1

Class

A

–3%

2/25/50

(a)

(c)

149,457

147,967‌

Rate

Mortgage

Trust

(RATE)

Series

2021-J3

Class

A7

–2.5%

10/25/51

(a)

(c)

4,124,840

3,575,940‌

RCKT

Mortgage

Trust

(RCKT)

Series

2021-3

Class

A5

–2.5%

7/25/51

(a)

(c)

5,128,899

4,491,108‌

Sequoia

Mortgage

Trust

(SEMT)

Series

2019-CH2

Class

A

–4.5%

8/25/49

(a)

(c)

114,790

112,949‌

Series

2020-3

Class

A

–3%

4/25/50

(a)

(c)

267,958

257,812‌

Series

2023-3

Class

A4

–6%

9/25/53

(a)

(c)

3,114,172

3,109,379‌

Series

2024-3

Class

A4

–6%

4/25/54

(a)

(c)

5,000,000

4,971,414‌

66,268,096‌

a

Total

Mortgage-Backed

Securities

(Cost

$116,227,872)

110,123,901‌

U.S.

Treasuries

-

26.1%

a

a

U.S.

Treasury

Notes

2%

5/31/24

13,000,000

12,929,932‌

3%

6/30/24

1,000,000

994,163‌

3.25%

8/31/24

13,000,000

12,890,574‌

2.13%

11/30/24

2,500,000

2,449,542‌

1.5%

11/30/24

17,000,000

16,589,315‌

2.75%

2/28/25

2,000,000

1,958,856‌

0.25%

8/31/25

20,000,000

18,755,469‌

3.5%

9/15/25

7,000,000

6,870,391‌

4.25%

10/15/25

12,000,000

11,902,969‌

4%

2/15/26

12,000,000

11,852,812‌

4.5%

7/15/26

22,000,000

21,970,351‌

1.88%

7/31/26

15,000,000

14,120,508‌

4.63%

9/15/26

12,000,000

12,028,125‌

1.63%

10/31/26

17,000,000

15,826,601‌

2.25%

2/15/27

2,000,000

1,883,125‌

1.13%

2/28/27

10,000,000

9,107,422‌

4.13%

9/30/27

10,000,000

9,924,219‌

1.13%

2/29/28

16,000,000

14,175,937‌

1.25%

3/31/28

7,000,000

6,220,566‌

4.38%

8/31/28

2,000,000

2,008,477‌

4.63%

9/30/28

4,000,000

4,058,125‌

4.63%

9/30/30

15,000,000

15,332,227‌

a

Total

U.S.

Treasuries

(Cost

$231,145,172)

223,849,706‌

2024

Annual

Report

57

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Cash

Equivalents

-

4.9%

a

a

$

Principal

Amount

$

Value

a

a

JPMorgan

U.S.

Government

Money

Market

Fund

-

Institutional

Class

5.16%

(Cost

$42,419,418)

(d)

42,419,418

42,419,418‌

a

Total

Investments

in

Securities

(Cost

$892,278,342)

875,146,689‌

Other

Liabilities

in

Excess

of

Other

Assets

-  (2.1%)

(18,119,225‌)

Net

Assets

-

100%

857,027,464‌

Net

Asset

Value

Per

Share

-

Investor

Class

11.84

Net

Asset

Value

Per

Share

-

Institutional

Class

11.87

#

This

security,

in

part

or

entirely,

represents

a

delayed-settlement

security

(a)

Security

is

exempt

from

registration

under

Rule

144A

of

the

Securities

Act

of

1933.

This

security

may

be

resold

in

transactions

that

are

exempt

from

registration,

normally

to

qualified

institutional

buyers.

(b)

Foreign

domiciled

entity.

(c)

The

interest

rate

resets

periodically

based

on

the

weighted

average

coupons

of

the

underlying

mortgage-related

or

asset-backed

obligations.

(d)

Rate

presented

represents

the

7

day

average

yield

at

March

31,

2024.

2024

Annual

Report

58

Ultra

Short

Government

Fund

Schedule

of

Investments

March

31,

2024

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Asset-Backed

Securities

-

0.9%

a

a

a

$

Principal

Amount

$

Value

a

a

Automobile

ARI

Fleet

Lease

Trust

(ARIFL)

Series

2023-B

Class

A1

–5.92%

10/15/24

(a)

410,149

410,459‌

Avid

Automobile

Receivables

Trust

(AVID)

Series

2023-1

Class

A

–6.63%

7/15/26

(a)

54,246

54,287‌

CFMT

LLC

(CFMT)

Series

2021-AL1

Class

B

–1.39%

9/22/31

(a)

111,953

109,544‌

Enterprise

Fleet

Financing

LLC

(EFF)

Series

2024-1

Class

A1

–5.55%

2/20/25

(a)

689,778

689,950‌

LAD

Auto

Receivables

Trust

(LADAR)

Series

2022-1A

Class

A

–5.21%

6/15/27

(a)

107,643

107,379‌

a

1,371,619‌

a

Consumer

&

Specialty

Finance

Affirm

Asset

Securitization

Trust

(AFFRM)

Series

2023-X1

Class

A

–7.11%

11/15/28

(a)

91,553

92,000‌

SoFi

Consumer

Loan

Program

Trust

(SOFI)

Series

2023-1S

Class

A

–5.81%

5/15/31

(a)

115,348

115,297‌

Upstart

Securitization

Trust

(UPST)

Series

2021-5

Class

A

–1.31%

11/20/31

(a)

17,792

17,744‌

225,041‌

a

Total

Asset-Backed

Securities

(Cost

$1,598,364)

1,596,660‌

U.S.

Treasuries

-

90.2%

a

a

U.S.

Treasury

Notes

2.5%

4/30/24

7,000,000

6,983,852‌

2.5%

5/15/24

12,000,000

11,958,438‌

2.5%

5/31/24

32,000,000

31,853,067‌

2%

5/31/24

11,000,000

10,940,712‌

3%

7/31/24

25,000,000

24,805,583‌

3.25%

8/31/24

40,000,000

39,663,304‌

4.25%

9/30/24

28,000,000

27,860,401‌

4.38%

10/31/24

11,000,000

10,944,163‌

a

Total

U.S.

Treasuries

(Cost

$164,999,150)

165,009,520‌

Cash

Equivalents

-

8.4%

a

a

U.S.

Treasury

Bill

5.21%,

5/30/24

(b)

10,000,000

9,913,835‌

JPMorgan

U.S.

Government

Money

Market

Fund

-

Institutional

Class

5.16%

(c)

5,528,163

5,528,163‌

a

Total

Cash

Equivalents

(Cost

$15,445,215)

15,441,998‌

Total

Investments

in

Securities

(Cost

$182,042,729)

182,048,178‌

Other

Assets

Less

Other

Liabilities

-  0.5%

898,593‌

Net

Assets

-

100%

182,946,771‌

Net

Asset

Value

Per

Share

-

Institutional

Class

9.99

(a)

Security

is

exempt

from

registration

under

Rule

144A

of

the

Securities

Act

of

1933.

This

security

may

be

resold

in

transactions

that

are

exempt

from

registration,

normally

to

qualified

institutional

buyers.

(b)

Interest

rates

presented

represent

the

effective

yield

at

March

31,

2024.

(c)

Rate

presented

represents

the

7

day

average

yield

at

March

31,

2024.

60

STATEMENTS

OF

ASSETS

AND

LIABILITIES

March

31,

2024

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

2024

Annual

Report

(In

U.S.

dollars,

except

share

data)

Conservative

Allocation

Core

Plus

Income

Large

Cap

Equity

Multi

Cap

Equity

Nebraska

Tax

Free

Income

Partners

III

Opportunity

Short

Duration

Income

Ultra

Short

Government

Assets:

Investments

in

securities

at

value*

#

:

Unaffiliated

issuers

234,578,393

1,756,819,495

940,752,658

575,267,776

22,766,542

418,310,808

875,146,689

182,048,178

Non-controlled

affiliates

—

—

—

—

—

5,690,750

—

—

234,578,393

1,756,819,495

940,752,658

575,267,776

22,766,542

424,001,558

875,146,689

182,048,178

Accrued

interest

and

dividends

receivable

830,089

13,247,276

196,390

83,126

247,533

159,724

5,318,883

1,600,589

Due

from

broker

—

—

—

—

—

21,269,547

—

—

Receivable

for

securities

sold

78,284

131,382

—

—

—

251,469

209,989

—

Receivable

for

fund

shares

sold

121,104

4,909,324

35,347

14,416

24,000

32,628

1,091,919

29,467

Receivable

from

adviser

—

—

—

—

9,839

—

—

—

Prepaid

expenses

24,339

88,280

32,655

24,308

4,021

18,419

34,444

27,836

Cash

7,618

104,170

50,000

—

—

27,503

1,103,594

—

Total

assets

235,639,827

1,775,299,927

941,067,050

575,389,626

23,051,935

445,760,848

882,905,518

183,706,070

Liabilities:

Distributions

payable

—

413,914

—

—

—

—

91,840

49,127

Dividends

payable

on

securities

sold

short

—

—

—

—

—

63,797

—

—

Due

to

adviser

115,116

367,571

694,383

412,796

—

373,270

264,961

20,118

Options

written,

at

value†

—

—

—

—

—

427,000

—

—

Payable

for

collateral

received

on

loaned

securities

—

1,799,785

—

—

—

65,000

—

—

Payable

for

securities

purchased

159,982

58,203,790

—

—

—

—

24,086,616

—

Payable

for

fund

shares

redeemed

76,036

3,774,763

883,991

237,800

—

33,431

1,337,823

661,453

Securities

sold

short^

—

—

—

—

—

20,951,700

—

—

Other

43,831

147,423

78,983

56,371

17,835

49,713

96,814

28,601

Total

liabilities

394,965

64,707,246

1,657,357

706,967

17,835

21,963,911

25,878,054

759,299

Net

assets

235,244,862

1,710,592,681

939,409,693

574,682,659

23,034,100

423,796,937

857,027,464

182,946,771

Composition

of

net

assets:

Paid-in

capital

181,069,022

1,744,624

,

857

389,845,236

238,404,307

24,314,338

228,503,927

876,114

,

949

182,941

,

345

Total

distributable

earnings

54,175,840

(34

,

032

,

176

)

549,564,457

336,278,352

(1,280,238)

195,293,010

(19,087

,

485

)

5,

426

Net

assets

235,244,862

1,710,592,681

939,409,693

574,682,659

23,034,100

423,796,937

857,027,464

182,946,771

Net

assets

(a)

:

Investor

Class

52,884,409

271,028,649

562,750,024

238,196,592

23,034,100

5,709,705

29,104,271

Institutional

Class

182,360,453

1,439,564,032

376,659,669

336,486,067

418,087,232

827,923,193

182,946,771

Shares

outstanding

(a)(b)

:

Investor

Class

3,068,588

28,138,085

10,127,618

7,292,402

2,400,882

476,488

2,458,159

Institutional

Class

10,560,972

149,419,104

6,591,464

10,004,752

31,731,529

69,765,496

18,315,570

Net

asset

value,

offering

and

redemption

price

(a)

:

Investor

Class

17.23

9.63

55.57

32.66

9.59

11.98

11.84

Institutional

Class

17.27

9.63

57.14

33.63

13.18

11.87

9.99

*  

Cost

of

investments

in

securities:

Unaffiliated

Issuers

184,713,739

1,785,867,185

449,790,859

257,258,469

23,654,979

231,370,246

892,278,342

182,042,729

Non-controlled

affiliates

—

—

—

—

—

634,534

—

—

184,713,739

1,785,867,185

449,790,859

257,258,469

23,654,979

232,004,780

892,278,342

182,042,729

†  

Premiums

from

options

written

—

—

—

—

—

307,046

—

—

^  

Proceeds

from

short

sales

—

—

—

—

—

9,524,530

—

—

#

Includes

securities

on

loan

as

shown

in

the

Schedule

of

Investments.

(a)

Funds

with

a

single

share

class

are

shown

with

the

Investor

Class,

except

for

the

Ultra

Short

Government

Fund

which

has

been

designated

Institutional

Class.

(b)

Indefinite

number

of

no

par

value

shares

authorized.

61

Statements

of

Operations

Period

ended

March

31,

2024

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

2024

Annual

Report

(In

U.S.

dollars)

Conservative

Allocation

Core

Plus

Income

Large

Cap

Equity

Multi

Cap

Equity

Nebraska

Tax

Free

Income

Partners

III

Opportunity

Short

Duration

Income

Ultra

Short

Government

Investment

Income:

Dividends

1,412,676

2,672,103

5,413,171

2,662,753

81,518

3,729,096

959,547

437,471

Interest

4,353,274

59,249,275

805,039

712,095

555,510

1,805,284

38,038,760

6,926,032

Income

from

securities

lending

735

34,522

—

67

—

2,874

19,309

—

Total

investment

income

5,766,685

61,955,900

6,218,210

3,374,915

637,028

5,537,254

39,017,616

7,363,503

Fees

and

expenses*:

Investment

advisory

services

1,324,449

4,323,568

6,393,503

4,040,277

104,063

4,191,135

3,216,476

427,053

Business

administration

services

(1)

66,225

324,276

255,750

161,618

7,805

125,739

241,246

42,706

Administrative

services:

(2)

Investor

Class

94,879

489,240

841,871

411,040

16,854

13,236

79,428

Institutional

Class

59,611

629,541

63,905

52,520

75,648

713,473

67,492

Transfer

agent

services:

Investor

Class

25,982

20,463

76,735

56,885

34,080

18,494

18,078

Institutional

Class

20,180

17,376

21,963

24,165

27,962

22,546

37,800

Registration:

Investor

Class

18,728

24,682

28,900

21,371

5,241

12,374

48,140

Institutional

Class

25,969

88,012

25,113

21,696

34,261

56,058

43,472

Custody

and

fund

accounting

110,129

265,472

149,375

115,982

66,908

102,426

212,244

71,837

Auditing

and

legal

41,063

108,134

80,192

61,424

25,870

53,189

78,108

33,674

Trustees

26,119

115,119

95,311

63,133

3,388

49,612

93,294

15,811

Dividends

on

securities

sold

short

—

—

—

—

—

268,901

—

—

Printing

14,850

55,575

36,728

26,585

4,435

16,978

42,237

8,384

Other

19,907

60,734

90,503

51,157

4,014

33,672

79,001

9,817

1,848,091

6,522,192

8,159,849

5,107,853

272,658

5,023,627

4,900,329

758,046

Less

expenses

waived/reimbursed

by

investment

adviser

(224,699)

(1,578,976)

—

—

(155,660)

—

(1,175,210)

(344,888)

Net

expenses

1,623,392

4,943,216

8,159,849

5,107,853

116,998

5,023,627

3,725,119

413,158

Net

investment

income

(loss)

4,143,293

57,012,684

(1,941,639)

(1,732,938)

520,030

513,627

35,292,497

6,950,345

Realized

and

unrealized

gain

(loss)

on

investments:

Net

realized

gain

(loss):

Unaffiliated

issuers

4,766,350

(378,815)

83,608,655

37,100,040

(295,684)

34,437,004

(1,334,633)

(2,173)

Non-controlled

affiliates

—

—

—

—

—

114,955

—

—

Securities

sold

short

—

—

—

—

—

(1,549,774)

—

—

Net

realized

gain

(loss)

4,766,350

(378,815)

83,608,655

37,100,040

(295,684)

33,002,185

(1,334,633)

(2,173)

Change

in

net

unrealized

appreciation

(depreciation):

Unaffiliated

issuers

17,077,473

(265,622)

153,878,485

89,151,362

(15,935)

66,360,688

9,625,978

52,429

Non-controlled

affiliates

—

—

—

—

—

(9,805,934)

—

—

Options

written

—

—

—

—

—

(119,954)

—

—

Securities

sold

short

—

—

—

—

—

(3,464,150)

—

—

Change

in

net

unrealized

appreciation

(depreciation)

17,077,473

(265,622)

153,878,485

89,151,362

(15,935)

52,970,650

9,625,978

52,429

Net

realized

and

unrealized

gain

(loss)

on

investments

21,843,823

(644,437)

237,487,140

126,251,402

(311,619)

85,972,835

8,291,345

50,256

Net

increase

(decrease)

in

net

assets

resulting

from

operations

25,987,116

56,368,247

235,545,501

124,518,464

208,411

86,486,462

43,583,842

7,000,601

*

Additional

information

related

to

fees

and

expenses

is

included

in

the

notes

to

the

financial

statements.

(1)

The

trust

has

business

administration

agreement

with

the

Advise

r

under

which

the

Trust

compensates

the

Adviser

for

providing

business

administration

services

for

all

share

classes

of

the

funds.

Services

encompass

supervising

all

aspects

of

the

management

and

operations

of

the

Trust,

Including

monitoring

Trust's

relationships

with

third-party

services

providers

that

may

be

retained

from

time

to

time

by

the

Trust.

(2)

The

trust

has

administrative

services

plans

under

which

the

Trust

compensates

the

Adviser

for

administrative

services

provided

to

all

share

classes

of

the

Funds.

Administrative

services

are

provided

by

the

Adviser

or

by

certain

financial

intermediaries

with

respect

to

non-distribution

services

to

fund

stakeholders.

These

services

include,

but

are

not

limited

to,

providing

shareholder

statements,

assisting

with

shareholder

communications

and

sub-accounting

services

in

connection

with

omnibus

accounts.

2024

Annual

Report

62

STATEMENTS

OF

CHANGES

IN

NET

ASSETS

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Conservative

Allocation

Core

Plus

Income

Large

Cap

Equity

Multi

Cap

Equity

(In

U.S.

dollars)

Year

ended

March

31,

2024

Year

ended

March

31,

2023

Year

ended

March

31,

2024

Year

ended

March

31,

2023

Year

ended

March

31,

2024

Year

ended

March

31,

2023

Year

ended

March

31,

2024

Year

ended

March

31,

2023

Increase

(decrease)

in

net

assets:

From

operations:

Net

investment

income

(loss)

4,143,293‌

2,469,605‌

57,012,684‌

15,223,798‌

(1,941,639‌)

(2,582,178‌)

(1,732,938‌)

(1,921,396‌)

Net

realized

gain

(loss)

4,766,350‌

(609,191‌)

(

378,815‌)

(4,565,044‌)

83,608,655‌

21,566,621‌

37,100,040‌

(4,146,912‌)

Change

in

net

unrealized

appreciation

(depreciation)

17,077,473‌

(

10,344,953‌)

(265,622‌)

(18,278,886‌)

153,878,485‌

(124,445,011‌)

89,151,362‌

(47,955,180‌)

Net

increase

(decrease)

in

net

assets

resulting

from

operations

25,987,116‌

(8,484,539‌)

56,368,247‌

(7,620,132‌)

235,545,501‌

(105,460,568‌)

124,518,464‌

(54,023,488‌)

Distributions

to

shareholders

(a)

:

Investor

Class

(1,053,227‌)

(1,102,354‌)

(9,719,018‌)

(2,389,390‌)

(27,767,688‌)

(61,432,310‌)

(4,131,787‌)

(11,638,108‌)

Institutional

Class

(3,775,302‌)

(2,882,783‌)

(47,419,319‌

)

(13,677,916‌)

(17,636,165‌)

(31,790,688‌)

(5,373,514‌)

(14,594,955‌)

Total

distributions

(4,828,529‌)

(3,985,137‌)

(57,138,337‌

)

(16,067,306‌)

(45,403,853‌)

(93,222,998‌)

(9,505,301‌)

(26,233,063‌)

Fund

share

transactions

(a)

:

Investor

Class

(5,215,655‌)

(7,526,786‌)

147,789,199‌

74,048,055‌

(54,538,381‌)

(1,716,929‌)

(

39,216,714‌)

48,175,789‌

Institutional

Class

13,812,832‌

14,918,961‌

964,997,725‌

200,610,365‌

30,146,294‌

25,289,971‌

(22,965,104‌)

59,760,676‌

Net

increase

(decrease)

from

fund

share

transactions

8,597,177‌

7,392,175‌

1,112,786,924‌

274,658,420‌

(24,392,087‌)

23,573,042‌

(

62,181,818‌)

107,936,465‌

Total

increase

(decrease)

in

net

assets

29,755,764‌

(5,077,501‌)

1,112,016,834‌

250,970,982‌

165,749,561‌

(175,110,524‌)

52,831,345‌

27,679,914‌

Net

assets:

Beginning

of

period

205,489,098‌

210,566,599‌

598,575,847‌

347,604,865‌

773,660,132‌

948,770,656‌

521,851,314‌

494,171,400‌

End

of

period

235,244,862‌

205,489,098‌

1,710,592,681‌

598,575,847‌

939,409,693‌

773,660,132‌

574,682,659‌

521,851,314‌

(a)

Funds

with

a

single

share

class

are

shown

with

the

Investor

Class,

except

for

the

Ultra

Short

Government

Fund

which

has

been

designated

Institutional

Class.

2024

Annual

Report

63

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Nebraska

Tax

Free

Income

Partners

III

Opportunity

Short

Duration

Income

Ultra

Short

Government

Year

ended

March

31,

2024

Year

ended

March

31,

2023

Year

ended

March

31,

2024

Year

ended

March

31,

2023

Year

ended

March

31,

2024

Year

ended

March

31,

2023

Year

ended

March

31,

2024

Year

ended

March

31,

2023

520,030‌

511,825‌

513,627‌

(1,460,825‌)

35,292,497‌

21,721,628‌

6,950,345‌

1,640,006‌

(295,684‌)

(19‌)

33,002,185‌

8,170,975‌

(1,334,633‌)

(532,364‌)

(2,173‌)

(635‌)

(15,935‌)

(359,055‌)

52,970,650‌

(95,145,721‌)

9,625,978‌

(14,324,626‌)

52,429‌

(1,834‌)

208,411‌

152,751‌

86,486,462‌

(88,435,571‌)

43,583,842‌

6,864,638‌

7,000,601‌

1,637,537‌

(524,705‌)

(507,241‌)

(396,963‌

)

(580,717‌)

(1,400,471‌)

(1,698,033‌)

(26,395,168‌)

(32,518,175‌)

(

33,951,721‌)

(21,493,708‌)

(6,922,114‌)

(1,647,995‌)

(524,705‌)

(507,241‌)

(26,792,131‌)

(

33,098,892‌)

(35,352,192‌)

(23,191,741‌)

(6,922,114‌)

(1,647,995‌)

(5,548,252‌)

(3,626,893‌)

(1,828,965‌)

(4,865,350‌)

(12,243,151‌)

(17,400,461‌)

(46,846,220‌)

(34,202,509‌)

90,054,810‌

22,670,328‌

96,203,287‌

24,101,270‌

(5,548,252‌)

(3,626,893‌)

(48,675,185‌)

(39,067,859‌)

77,811,659‌

5,269,867‌

96,203,287‌

24,101,270‌

(5,864,546‌)

(3,981,383‌)

11,019,146‌

(160,602,322‌)

86,043,309‌

(11,057,236‌)

96,281,774‌

24,090,812‌

28,898,646‌

32,880,029‌

412,777,791‌

573,380,113‌

770,984,155‌

782,041,391‌

86,664,997‌

62,574,185‌

23,034,100‌

28,898,646‌

423,796,937‌

412,777,791‌

857,027,464‌

770,984,155‌

182,946,771‌

86,664,997‌

2024

Annual

Report

64

FINANCIAL

HIGHLIGHTS

The

following

financial

information

provides

selected

data,

in

U.S.

dollars,

for

a

share

outstanding

throughout

the

periods

indicated.

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Income

(loss)

from

Investment

Operations

Distributions

Years

ended

March

31,

unless

otherwise

noted

Net

asset

value,

beginning

of

period

Net

investment

income

(loss)

Net

gain

(loss)

on

securities

(realized

and

unrealized)

Total

from

investment

operations

Dividends

from

net

investment

income

Distributions

from

realized

gains

Total

distributions

Conservative

Allocation

-

Investor

Class

2024

15.69‌

0.29‌

(

b

)

1.59‌

1.88‌

(0.27‌)

(0.07‌)

(0.34‌)

2023

16.68‌

0.17‌

(

b

)

(0.86‌)

(0.69‌)

(0.15‌)

(0.15‌)

(0.30‌)

2022

16.30‌

0.05‌

(

b

)

0.78‌

0.83‌

(0.04‌)

(0.41‌)

(0.45‌)

2021

13.54‌

0.07‌

(

b

)

2.86‌

2.93‌

(0.08‌)

(0.09‌)

(0.17‌)

2020

13.76‌

0.13‌

(

b

)

(0.07‌)

0.06‌

(0.15‌)

(0.13‌)

(0.28‌)

Conservative

Allocation

-

Institutional

Class

2024

15.71‌

0.31‌

(

b

)

1.60‌

1.91‌

(0.28‌)

(0.07‌)

(0.35‌)

2023

16.70‌

0.20‌

(

b

)

(0.88‌)

(0.68‌)

(0.16‌)

(0.15‌)

(0.31‌)

2022

16.31‌

0.08‌

(

b

)

0.77‌

0.85‌

(0.05‌)

(0.41‌)

(0.46‌)

2021

13.55‌

0.09‌

(

b

)

2.87‌

2.96‌

(0.11‌)

(0.09‌)

(0.20‌)

2020

(c)

13.75‌

0.16‌

(

b

)

(0.08‌)

0.08‌

(0.15‌)

(0.13‌)

(0.28‌)

Core

Plus

Income

-

Investor

Class

2024

9.76‌

0.49‌

(

b

)

(0.13‌)

0.36‌

(0.49‌)

—‌

(0.49‌)

2023

10.45‌

0.37‌

(

b

)

(0.70‌)

(0.33‌)

(0.35‌)

(0.01‌)

(0.36‌)

2022

10.86‌

0.23‌

(

b

)

(0.40‌)

(0.17‌)

(0.21‌)

(0.03‌)

(0.24‌)

2021

10.14‌

0.37‌

(

b

)

0.91‌

1.28‌

(0.37‌)

(0.19‌)

(0.56‌)

2020

10.31‌

0.30‌

(

b

)

(0.16‌)

0.14‌

(0.29‌)

(0.02‌)

(0.31‌)

Core

Plus

Income

-

Institutional

Class

2024

9.76‌

0.51‌

(

b

)

(0.14‌)

0.37‌

(0.50‌)

—‌

(0.50‌)

2023

10.45‌

0.37‌

(

b

)

(0.69‌)

(0.32‌)

(0.36‌)

(0.01‌)

(0.37‌)

2022

10.87‌

0.24‌

b

)

(0.41‌)

(0.17‌)

(0.22‌)

(0.03‌)

(0.25‌)

2021

10.15‌

0.38‌

(

b

)

0.91‌

1.29‌

(0.38‌)

(0.19‌)

(0.57‌)

2020

10.32‌

0.32‌

(

b

)

(0.16‌)

0.16‌

(0.31‌)

(0.02‌)

(0.33‌)

Large

Cap

Equity

-

Investor

Class

2024

44.48‌

(0.14‌)

(

b

)

14.00‌

13.86‌

—‌

(2.77‌)

(2.77‌)

2023

56.83‌

(0.18‌)

(

b

)

(6.23‌)

(6.41‌)

—‌

(5.94‌)

(5.94‌)

2022

54.30‌

(0.32‌)

(

b

)

5.18‌

4.86‌

—‌

(2.33‌)

(2.33‌)

2021

37.98‌

(0.21‌)

(

b

)

21.14‌

20.93‌

—‌

(4.61‌)

(4.61‌)

2020

42.31‌

(0.15‌)

(

b

)

(1.98‌)

(2.13‌)

—‌

(2.20‌)

(2.20‌)

Large

Cap

Equity

-

Institutional

Class

2024

45.61‌

(0.07‌)

(b)

)

14.37‌

14.30‌

—‌

(2.77‌)

(2.77‌)

2023

58.02‌

(0.11‌)

(

b

)

(6.36‌)

(6.47‌)

—‌

(5.94‌)

(5.94‌)

2022

55.31‌

(0.23‌)

(

b

)

5.27‌

5.04‌

—‌

(2.33‌)

(2.33‌)

2021

38.55‌

(0.11‌)

(

b

)

21.48‌

21.37‌

—‌

(4.61‌)

(4.61‌)

2020

42.82‌

(0.05‌)

(

b

)

(2.02‌)

(2.07‌)

—‌

(2.20‌)

(2.20‌)

Multi

Cap

Equity

-

Investor

Class

2024

26.44‌

(0.12‌)

(

b

)

6.88‌

6.76‌

—‌

(0.54‌)

(0.54‌)

2023

32.18‌

(0.16‌)

(

b

)

(3.68‌)

(3.84‌)

—‌

(1.90‌)

(1.90‌)

2022

33.01‌

(0.27‌)

(

b

)

1.81‌

1.54‌

—‌

(2.37‌)

(2.37‌)

2021

23.32‌

(0.28‌)

(

b

)

13.30‌

13.02‌

—‌

(3.33‌)

(3.33‌)

2020

29.45‌

(0.09‌)

)

(3.80‌)

(3.89‌)

—‌

(2.24‌)

(2.24‌)

Multi

Cap

Equity

-

Institutional

Class

2024

27.16‌

(0.07‌)

(

b

)

7.08‌

7.01‌

—‌

(0.54‌)

(0.54‌)

2023

32.94‌

(0.11‌)

(

b

)

(3.77‌)

(3.88‌)

—‌

(1.90‌)

(1.90‌)

2022

33.67‌

(0.21‌)

(

b

)

1.85‌

1.64‌

—‌

(2.37‌)

(2.37‌)

2021

23.70‌

(0.23‌)

(

b

)

13.53‌

13.30‌

—‌

(3.33‌)

(3.33‌)

2020

29.82‌

(0.01‌)

(b

)

(3.87‌)

(3.88‌)

—‌

(2.24‌)

(2.24‌)

(a)

Portfolio

turnover

is

calculated

on

the

basis

of

the

Fund

as

a

whole

without

distinguishing

between

the

classes

of

shares.

(b)

Per

share

net

investment

income

(loss)

has

been

calculated

using

the

average

daily

shares

method.

(c)

Initial

offering

of

shares

on

March

29,

2019.

2024

Annual

Report

65

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Ratios/Supplemental

Data

Ratio

of

expenses

to

average

net

assets

Net

asset

value,

end

of

period

Total

return

(%)

Net

assets,

end

of

period

($000)

Prior

to

fee

waivers

(%)

Net

of

fee

waivers

(%)

Ratio

of

net

investment

income

(loss)

to

average

net

assets

(%)

Portfolio

turnover

rate

(%)

(a)

17.23‌

12.09

52,884‌

1.00

0.85

1.76

27

15.69‌

(4.12)

53,269‌

0.99

0.85

1.12

20

16.68‌

4.98

64,732‌

1.01

0.85

0.31

26

16.30‌

21.74

64,736‌

1.14

0.85

0.44

29

13.54‌

0.35

47,591‌

1.20

0.85

0.94

32

17.27‌

12.32

182,360‌

0.79

0.70

1.91

27

15.71‌

(4.01)

152,221‌

0.79

0.70

1.29

20

16.70‌

5.15

145,835‌

0.82

0.70

0.46

26

16.31‌

21.93

141,277‌

0.89

0.70

0.58

29

13.55‌

0.45

84,682‌

1.00

0.70

1.09

32

9.63‌

3.88

271,029‌

0.77

0.54

5.16

12

9.76‌

(3.06)

124,729‌

0.82

0.50

3.72

24

10.45‌

(1.67)

54,279‌

0.89

0.50

2.07

46

10.86‌

12.79

53,944‌

1.09

0.50

3.42

38

10.14‌

1.38

25,921‌

1.18

0.57

2.85

51

9.63‌

3.97

1,439,564‌

0.57

0.44

5.28

12

9.76‌

(2.98)

473,847‌

0.59

0.40

3.76

24

10.45‌

(1.67)

293,326‌

0.62

0.40

2.16

46

10.87‌

12.88

110,303‌

0.80

0.40

3.54

38

10.15‌

1.56

78,128‌

0.80

0.40

3.02

51

55.57‌

31.74

562,750‌

1.01

1.01

(0.28)

20

44.48‌

(11.01)

499,565‌

1.04

1.04

(0.37)

9

56.83‌

8.63

633,358‌

1.04

1.04

(0.53)

15

54.30‌

56.97

616,462‌

1.11

1.09

(0.43)

14

37.98‌

(5.77)

448,259‌

1.24

1.20

(0.33)

16

57.14‌

31.94

376,660‌

0.87

0.87

(0.14)

20

45.61‌

(10.88)

274,095‌

0.89

0.89

(0.23)

9

58.02‌

8.80

315,413‌

0.90

0.89

(0.37)

15

55.31‌

57.28

311,177‌

0.97

0.89

(0.23)

14

38.55‌

(5.55)

210,729‌

1.09

0.97

(0.10)

16

32.66‌

25.84

238,197‌

1.05

1.05

(0.43)

10

26.44‌

(11.97)

228,650‌

1.07

1.07

(0.56)

6

32.18‌

4.13

214,991‌

1.09

1.09

(0.78)

8

33.01‌

58.17

231,482‌

1.18

1.09

(0.97)

7

23.32‌

(14.82)

183,718‌

1.29

1.24

(0.31)

26

33.63‌

26.04

336,486‌

0.87

0.87

(0.24)

10

27.16‌

(11.81)

293,201‌

0.89

0.89

(0.38)

6

32.94‌

4.35

279,181‌

0.91

0.89

(0.59)

8

33.67‌

58.43

277,133‌

0.99

0.89

(0.77)

7

23.70‌

(14.59)

216,400‌

1.08

0.97

(0.04)

26

2024

Annual

Report

66

FINANCIAL

HIGHLIGHTS

(Continued)

The

following

financial

information

provides

selected

data,

in

U.S.

dollars,

for

a

share

outstanding

throughout

the

periods

indicated.

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Income

(loss)

from

Investment

Operations

Distributions

Years

ended

March

31,

unless

otherwise

noted

Net

asset

value,

beginning

of

period

Net

investment

income

(loss)

Net

gain

(loss)

on

securities

(realized

and

unrealized)

Total

from

investment

operations

Dividends

from

net

investment

income

Distributions

from

realized

gains

Total

distributions

Nebraska

Tax

Free

Income

-

Investor

Class

2024

9.65‌

0.19‌

(

b

)

(0.05‌)

0.14‌

(0.20‌)

—‌

(0.20‌)

2023

9.73‌

0.17‌

(

b

)

(0.09‌)

0.08‌

(0.16‌)

—‌

(0.16‌)

2022

10.18‌

0.14‌

(

b

)

(0.45‌)

(0.31‌)

(0.14‌)

—‌

(0.14‌)

2021

10.07‌

0.16‌

0.11‌

0.27‌

(0.16‌)

—‌

(0.16‌)

2020

9.95‌

0.13‌

0.12‌

0.25‌

(0.13‌)

—‌

(0.13‌)

Partners

III

Opportunity

-

Investor

Class

2024

10.55‌

(0.06‌)

(

b

)

2.32‌

2.26‌

—‌

(0.83‌)

(0.83‌)

2023

13.74‌

(0.11‌)

(

b

)

(2.14‌)

(2.25‌)

—‌

(0.94‌)

(0.94‌)

2022

15.67‌

(0.20‌)

(

b

)

0.11‌

(0.09‌)

—‌

(1.84‌)

(1.84‌)

2021

12.84‌

(0.16‌)

(

b

)

4.92‌

4.76‌

—‌

(1.93‌)

(1.93‌)

2020

14.67‌

(0.20‌)

(

b

)

(0.59‌)

(0.79‌)

—‌

(1.04‌)

(1.04‌)

Partners

III

Opportunity

-

Institutional

Class

2024

11.46‌

0.02‌

(

b

)

2.54‌

2.56‌

(0.01‌)

(0.83‌)

(0.84‌)

2023

14.74‌

(0.04‌)

(

b

)

(2.30‌)

(2.34‌)

—‌

(0.94‌)

(0.94‌)

2022

16.60‌

(0.13‌)

(

b

)

0.11‌

(0.02‌)

—‌

(1.84‌)

(1.84‌)

2021

13.43‌

(0.07‌)

(

b

)

5.17‌

5.10‌

—‌

(1.93‌)

(1.93‌)

2020

15.21‌

(0.11‌)

(

b

)

(0.63‌)

(0.74‌)

—‌

(1.04‌)

(1.04‌)

Short

Duration

Income

-

Investor

Class

2024

11.73‌

0.50‌

(

b

)

0.12‌

0.62‌

(0.51‌)

—‌

(0.51‌)

2023

11.98‌

0.32‌

(

b

)

(0.22‌)

0.10‌

(0.34‌)

(0.01‌)

(0.35‌)

2022

12.37‌

0.19‌

(

b

)

(0.37‌)

(0.18‌)

(0.19‌)

(0.02‌)

(0.21‌)

2021

11.93‌

0.27‌

(

b

)

0.48‌

0.75‌

(0.29‌)

(0.02‌)

(0.31‌)

2020

12.17‌

0.27‌

(

b

)

(0.23‌)

0.04‌

(0.28‌)

—‌

(0.28‌)

Short

Duration

Income

-

Institutional

Class

2024

11.76‌

0.52‌

(

b

)

0.11‌

0.63‌

(0.52‌)

—‌

(0.52‌)

2023

12.00‌

0.33‌

(

b

)

(0.22‌)

0.11‌

(0.34‌)

(0.01‌)

(0.35‌)

2022

12.39‌

0.20‌

(

b

)

(0.37‌)

(0.17‌)

(0.20‌)

(0.02‌)

(0.22‌)

2021

11.95‌

0.28‌

(

b

)

0.47‌

0.75‌

(0.29‌)

(0.02‌)

(0.31‌)

2020

12.19‌

0.29‌

(

b

)

(0.23‌)

0.06‌

(0.30‌)

—‌

(0.30‌)

Ultra

Short

Government

2024

9.99‌

0.49‌

(

b

)

(0.01‌)

0.48‌

(0.48‌)

—‌

(0.48‌)

2023

9.99‌

0.25‌

(b

)

(0.01‌)

0.24‌

(0.24‌)

—‌

(0.24‌)

2022

10.00‌

0.01‌

(b

)

(0.01‌)

—‌

#

(0.01‌)

—‌

(0.01‌)

2021

10.03‌

0.06‌

(0.03‌)

0.03‌

(0.06‌)

—‌

(0.06‌)

2020

10.01‌

0.21‌

0.03‌

0.24‌

(0.21‌)

(0.01‌)

(0.22‌)

#

Amount

less

than

$0.01.

(a)

Portfolio

turnover

is

calculated

on

the

basis

of

the

Fund

as

a

whole

without

distinguishing

between

the

classes

of

shares.

(b)

Per

share

net

investment

income

(loss)

has

been

calculated

using

the

average

daily

shares

method.

2024

Annual

Report

67

The

accompanying

notes

form

an

integral

part

of

these

financial

statements.

Ratios/Supplemental

Data

Ratio

of

expenses

to

average

net

assets

Net

asset

value,

end

of

period

Total

return

(%)

Net

assets,

end

of

period

($000)

Prior

to

fee

waivers

(%)

Net

of

fee

waivers

(%)

Ratio

of

net

investment

income

(loss)

to

average

net

assets

(%)

Portfolio

turnover

rate

(%)

(a)

9.59‌

1.44

23,034‌

1.05

0.45

2.00

5

9.65‌

0.91

28,899‌

0.95

0.45

1.73

5

9.73‌

(3.08)

32,880‌

1.02

0.45

1.42

9

10.18‌

2.67

35,638‌

1.09

0.45

1.54

13

10.07‌

2.55

31,465‌

1.10

0.94

1.29

7

11.98‌

22.29

5,710‌

1.90

1.90

(0.57)

19

10.55‌

(16.31)

6,732‌

1.75

1.75

(0.92)

33

13.74‌

(1.02)

14,147‌

1.86

1.86

(1.25)

26

15.67‌

39.25

22,791‌

2.09

2.09

(1.08)

23

12.84‌

(6.40)

19,287‌

2.04

2.04

(1.29)

32

13.18‌

23.19

418,087‌

1.19

1.19

0.13

19

11.46‌

(15.80)

406,046‌

1.19

1.19

(0.30)

33

14.74‌

(0.53)

559,234‌

1.43

1.43

(0.81)

26

16.60‌

40.11

592,471‌

1.46

1.46

(0.46)

23

13.43‌

(5.83)

541,433‌

1.44

1.44

(0.69)

32

11.84‌

5.40

29,104‌

0.93

0.55

4.25

37

11.73‌

0.83

41,089‌

0.86

0.55

2.69

43

11.98‌

(1.46)

60,017‌

0.90

0.55

1.55

51

12.37‌

6.29

36,857‌

1.02

0.55

2.23

45

11.93‌

0.26

60,845‌

0.95

0.65

2.20

51

11.87‌

5.46

827,923‌

0.60

0.46

4.39

37

11.76‌

0.98

729,895‌

0.60

0.48

2.82

43

12.00‌

(1.41)

722,024‌

0.62

0.48

1.65

51

12.39‌

6.32

658,216‌

0.65

0.48

2.27

45

11.95‌

0.44

675,245‌

0.64

0.48

2.37

51

9.99‌

4.94

182,947‌

0.53

0.29

4.87

55

9.99‌

2.41

86,665‌

0.63

0.18

2.47

206

9.99‌

0.01

62,574‌

0.68

0.09

0.08

84

10.00‌

0.29

79,937‌

0.69

0.17

0.53

138

10.03‌

2.44

72,102‌

0.71

0.20

2.18

46

2024

Annual

Report

68

NOTES

TO

FINANCIAL

STATEMENTS

March

31,

2024

(1)

Organization

The

Weitz

Funds

(the

“Trust”)

is

registered

under

the

Investment

Company

Act

of

1940

(the

“’40

Act”)

as

an

open-end

management

investment

company

issuing

shares

in

series,

each

series

representing

a

distinct

portfolio

with

its

own

investment

objectives

and

policies.

At

March

31,

2024,

the

Trust

had

eight

series

in

operation:

Conservative

Allocation

Fund

(formerly

Balanced

Fund),

Core

Plus

Income

Fund,

Large

Cap

Equity

Fund

(formerly

Value

Fund),

Multi

Cap

Equity

Fund

(formerly

Partners

Value

Fund),

Nebraska

Tax

Free

Income

Fund

(formerly

Nebraska

Tax-Free

Income

Fund),

Partners

III

Opportunity

Fund,

Short

Duration

Income

Fund,

and

Ultra

Short

Government

Fund

(individually,

a

“Fund”,

collectively,

the

“Funds”).

On

March

29,

2019,

the

Conservative

Allocation

Fund

divided

their

outstanding

shares

whereby

the

shares

held

in

accounts

with

balances

exceeding

$1.0

million

were

designated

Institutional

Class

shares.

All

remaining

shares,

that

were

not

designated

as

new

Institutional

Class

shares,

were

renamed

Investor

Class

shares.

Currently,

the

Conservative

Allocation,

Core

Plus

Income,

Large

Cap

Equity,

Multi

Cap

Equity,

Partners

III

Opportunity

and

Short

Duration

Income

Funds

each

offer

two

classes

of

shares:

Institutional

Class

and

Investor

Class

shares.

Each

class

of

shares

has

identical

rights

and

privileges,

except

with

respect

to

certain

class

specific

expenses

such

as

business

administration

and

administrative

servicing

fees,

voting

rights

on

matters

affecting

a

single

class

of

shares

and

exchange

privileges.

All

other

Funds

offer

one

class

of

shares.

The

investment

objective

of

the

Large

Cap

Equity,

Multi

Cap

Equity

and

Partners

III

Opportunity

Funds

(the

“Weitz

Equity

Funds”)

is

capital

appreciation.

The

investment

objectives

of

the

Conservative

Allocation

Fund

are

long-term

capital

appreciation,

capital

preservation

and

current

income.

The

investment

objectives

of

the

Core

Plus

Income

Fund

are

current

income

and

capital

preservation.

The

investment

objective

of

the

Nebraska

Tax

Free

Income

Fund

is

current

income

that

is

exempt

from

both

federal

and

Nebraska

personal

income

taxes,

consistent

with

the

preservation

of

capital.

The

investment

objective

of

the

Short

Duration

Income

Fund

is

current

income

consistent

with

the

preservation

of

capital.

The

investment

objective

of

the

Ultra

Short

Government

Fund

is

current

income

consistent

with

the

preservation

of

capital

and

maintenance

of

liquidity.

Investment

strategies

and

risk

factors

of

each

Fund

are

discussed

in

the

Funds’

Prospectus.

(2)

Significant

Accounting

Policies

The

Funds

are

investment

companies

and

apply

the

accounting

and

reporting

guidance

of

the

Financial

Accounting

Standards

Board

(“FASB”)

Accounting

Standards

Codification

Topic

946

Financial

Services

–

Investment

Companies.

The

following

accounting

policies

are

in

accordance

with

accounting

principles

generally

accepted

in

the

United

States.

(a)

Valuation

of

Investments

Investments

are

carried

at

fair

value

determined

using

the

following

valuation

methods:

Securities

traded

on

a

national

or

regional

securities

exchange

are

valued

at

the

last

sales

price;

if

there

were

no

sales

on

that

day,

securities

are

valued

at

the

mean

between

the

latest

available

and

representative

bid

and

ask

prices;

securities

listed

on

the

NASDAQ

exchange

are

valued

using

the

NASDAQ

Official

Closing

Price

(“NOCP”).

Generally,

the

NOCP

will

be

the

last

sales

price

unless

the

reported

trade

for

the

security

is

outside

the

range

of

the

bid/ask

price.

In

such

cases,

the

NOCP

will

be

normalized

to

the

nearer

of

the

bid

or

ask

price.

Short

sales

traded

on

a

national

or

regional

securities

exchange

are

valued

at

the

last

sales

price;

if

there

were

no

sales

on

that

day,

short

sales

are

valued

at

the

mean

between

the

latest

available

and

representative

bid

and

ask

prices.

Securities

not

listed

on

an

exchange

are

valued

at

the

mean

between

the

latest

available

and

representative

bid

and

ask

prices,

if

available.

The

value

of

certain

debt

securities

for

which

market

quotations

are

not

readily

available

may

be

based

upon

current

market

prices

of

securities

that

are

comparable

in

coupon,

rating

and

maturity

or

an

appropriate

matrix

utilizing

similar

factors.

The

value

of

a

traded

option

is

the

last

sales

price

at

which

such

option

is

traded

or,

in

the

absence

of

a

sale

on

or

about

the

close

of

the

exchange,

the

mean

of

the

closing

bid

and

ask

prices.

Money

market

funds

are

valued

at

the

quoted

net

asset

value.

The

value

of

securities

for

which

market

quotations

are

not

readily

available

or

are

deemed

unreliable,

including

restricted

and

not

readily

marketable

securities,

is

determined

in

good

faith

in

accordance

with

procedures

approved

by

the

Trust’s

Board

of

Trustees.

Such

valuation

procedures

and

methods

for

valuing

securities

may

include,

but

are

not

limited

to:

multiple

of

earnings,

multiple

of

book

value,

discount

from

value

of

a

similar

freely-traded

security,

purchase

price,

private

transaction

in

the

security

or

related

securities,

the

nature

and

duration

of

restrictions

on

disposition

of

the

security

and

a

combination

of

these

and

other

factors.

The

Board

of

Trustees

has

adopted

a

Valuation

Policy

with

regard

to

the

Trust's

valuation

of

portfolio

investments.

The

Valuation

Policy

notes

that

the

Board

of

Trustees

has

(i)

designated

Weitz

Investment

Management,

Inc.

(the

"Adviser")

as

the

valuation

designee

to

perform

fair

valuation

determinations

for

the

Funds

for

all

Fund

investments

and

(ii)

established

a

Valuation

Committee

(composed

of

Independent

Trustees)

to

oversee

the

Adviser's

activities

as

valuation

designee.

The

Adviser

has

contracted

with

Citi

Fund

Services

Ohio,

Inc.

to

perform

portfolio

accounting

services

for

the

Funds,

which

services

include

valuation

services

for

portfolio

securities.

The

Adviser

has

established

a

Pricing

Committee

(composed

of

certain

employees)

to

assist

the

Adviser,

as

valuation

designee,

with

pricing

and

valuation

matters.

The

Adviser

has

adopted

Procedures

for

Valuation

of

Portfolio

Securities

to

govern

the

Adviser

and

the

Pricing

Committee

in

carrying

out

their

valuation

responsibilities

for

the

Funds.

(b)

Option

Transactions

The

Funds,

except

for

the

Ultra

Short

Government

Fund,

may

purchase

put

or

call

options.

When

a

Fund

purchases

an

option,

an

amount

equal

to

the

premium

paid

is

recorded

as

an

asset

and

is

subsequently

marked-to-market

daily.

Premiums

paid

for

purchasing

options

that

expire

unexercised

are

recognized

on

the

expiration

date

as

realized

losses.

If

an

option

is

exercised,

the

premium

paid

is

subtracted

from

the

proceeds

of

the

sale

or

added

to

the

cost

of

the

purchase

to

determine

whether

a

Fund

has

realized

a

gain

or

loss

on

the

related

investment

transaction.

When

a

Fund

enters

into

a

closing

transaction,

a

Fund

realizes

a

gain

or

loss

depending

upon

whether

the

amount

from

the

closing

transaction

is

greater

or

less

than

the

premium

paid.

2024

Annual

Report

69

The

Funds,

except

for

the

Ultra

Short

Government

Fund,

may

write

put

or

call

options.

When

a

Fund

writes

an

option,

an

amount

equal

to

the

premium

received

is

recorded

as

a

liability

and

is

subsequently

marked-to-market

daily.

Premiums

received

for

writing

options

that

expire

unexercised

are

recognized

on

the

expiration

date

as

realized

gains.

If

an

option

is

exercised,

the

premium

received

is

subtracted

from

the

cost

of

the

purchase

or

added

to

the

proceeds

of

the

sale

to

determine

whether

a

Fund

has

realized

a

gain

or

loss

on

the

related

investment

transaction.

When

a

Fund

enters

into

a

closing

transaction,

a

Fund

realizes

a

gain

or

loss

depending

upon

whether

the

amount

from

the

closing

transaction

is

greater

or

less

than

the

premium

received.

The

Funds

attempt

to

limit

market

risk

and

enhance

their

income

by

writing

(selling)

covered

call

options.

The

risk

in

writing

a

covered

call

option

is

that

a

Fund

gives

up

the

opportunity

of

profit

if

the

market

price

of

the

financial

instrument

increases.

A

Fund

also

has

the

additional

risk

of

not

being

able

to

enter

into

a

closing

transaction

if

a

liquid

secondary

market

does

not

exist.

The

risk

in

writing

a

put

option

is

that

a

Fund

is

obligated

to

purchase

the

financial

instrument

underlying

the

option

at

prices

which

may

be

significantly

different

than

the

current

market

price.

(c)

Securities

Sold

Short

The

Funds,

except

for

the

Ultra

Short

Government

Fund,

may

engage

in

selling

securities

short,

which

obligates

a

Fund

to

replace

a

security

borrowed

by

purchasing

the

same

security

at

the

current

market

value.

A

Fund

incurs

a

loss

if

the

price

of

the

security

increases

between

the

date

of

the

short

sale

and

the

date

on

which

the

Fund

replaces

the

borrowed

security.

A

Fund

realizes

a

gain

if

the

price

of

the

security

declines

between

those

dates.

(d)

When-Issued

and

Delayed

Delivery

Transactions

The

Funds

may

purchase

securities

on

a

when-issued

basis.

Securities

may

be

purchased

on

a

when-issued

or

delayed

delivery

basis,

where

payment

and

delivery

take

place

at

a

future

date.

Since

the

market

price

of

the

security

may

fluctuate

during

the

time

before

payment

and

delivery,

the

Funds

assume

the

risk

that

the

value

of

the

security

at

delivery

may

be

more

or

less

than

the

purchase

price.

The

Funds

will

not

pay

for

such

securities

or

start

earning

interest

on

them

until

they

are

received.

Securities

purchased

on

a

when-issued

basis

are

recorded

as

an

asset

and

are

subject

to

changes

in

the

value

based

upon

changes

in

the

general

level

of

interest

rates.

The

Funds

may

sell

when-issued

securities

before

they

are

delivered,

which

may

result

in

a

capital

gain

or

loss.

All

or

a

portion

of

any

when-

issued

securities

may

be

unfunded.

The

Funds

reflect

both

the

funded

portion

of

a

when-issued

security,

as

well

as

its

unfunded

commitment

in

the

Schedule

of

Investments.

The

Funds

are

obligated

to

cover

all

commitments,

therefore,

the

Funds

must

have

resources

sufficient

to

meet

their

contractual

obligations.

Unfunded

commitments,

if

applicable,

are

included

in

“Payable

for

securities

purchased”

on

the

Statements

of

Assets

and

Liabilities.

(e)

Securities

Lending

For

the

purpose

of

generating

income,

the

Funds,

other

than

Ultra

Short

Government

Fund,

may

lend

portfolio

securities,

provided

(1)

the

loan

is

secured

continuously

by

collateral

consisting

of

cash

and/or

U.S.

Government

securities

maintained

on

a

daily

mark-to-market

basis

in

an

amount

at

least

equal

to

the

current

market

value

of

the

securities

loaned,

(2)

a

Fund

may

at

any

time

call

the

loan

and

obtain

the

return

of

securities

loaned,

(3)

a

Fund

will

receive

any

interest

or

dividends

received

on

the

loaned

securities,

and

(4)

the

aggregate

value

of

the

securities

loaned

will

not

at

any

time

exceed

one-third

of

the

total

assets

of

the

lending

Fund.

Gain

or

loss

in

the

value

of

securities

loaned

that

may

occur

during

the

term

of

the

loan

will

be

for

the

account

of

the

Funds.

Cash

collateral

received

in

connection

with

securities

lending

is

invested

by

Citibank,

NA

(the

“Securities

Lending

Agent”)

on

behalf

of

the

Funds

in

demand

deposit

accounts

and

money

market

funds.

Such

investments

are

subject

to

risk

of

payment

delays

or

default

on

the

part

of

the

issuer

or

counterparty

or

otherwise

may

not

generate

sufficient

interest

to

support

the

costs

associated

with

securities

lending.

The

Funds

could

also

experience

delays

in

recovering

their

securities

and

possible

loss

of

income

or

value

if

the

borrower

fails

to

return

the

borrowed

securities,

although

the

Funds

are

indemnified

from

this

risk

by

contract

with

the

Securities

Lending

Agent.

The

Funds

pay

the

Securities

Lending

Agent

a

portion

of

the

investment

income

(net

of

rebates)

on

cash

collateral

delivered.

Such

fees

are

netted

against

“Income

from

securities

lending”

on

the

Statements

of

Operations.

The

Core

Plus

Income

Fund

and

Partners

III

Opportunity

Fund

had

securities

on

loan

of

$1,763,343

and

$63,700,

respectively,

accounted

for

as

secured

borrowings

with

cash

collateral

of

overnight

and

continuous

maturities

in

the

amounts

of

$1,799,785

and

$65,000,

respectively,

as

of

March

31,

2024.

(f)

Federal

Income

Taxes

It

is

the

policy

of

each

Fund

to

comply

with

all

sections

of

the

Internal

Revenue

Code

applicable

to

regulated

investment

companies

and

to

distribute

all

of

its

taxable

income

to

shareholders;

therefore,

no

provision

for

income

or

excise

taxes

is

required.

Net

investment

income

and

net

realized

gains

may

differ

for

financial

statement

and

tax

purposes.

The

character

of

distributions

made

during

the

year

from

net

investment

income

or

net

realized

gains

may

differ

from

their

ultimate

characterization

for

federal

income

tax

purposes.

Also,

due

to

the

timing

of

dividend

distributions,

the

fiscal

year

in

which

amounts

are

distributed

may

differ

from

the

year

that

the

income

or

realized

gains

were

recorded

by

the

Funds.

The

Funds

have

reviewed

their

tax

positions

taken

on

federal

income

tax

returns,

for

each

of

the

three

open

tax

years

and

have

determined

that

no

provisions

for

income

taxes

are

required

in

the

Funds’

financial

statements.

The

following

permanent

differences

between

net

asset

components

for

financial

reporting

and

tax

purposes

were

reclassified

at

the

end

of

the

fiscal

year

(in

U.S.

dollars):

The

differences

are

primarily

due

to

net

operating

losses.

These

reclassifications

have

no

impact

on

the

net

asset

value

of

the

Funds.

(g)

Securities

Transactions

Securities

transactions

are

accounted

for

on

the

date

the

securities

are

purchased

or

sold

(trade

date).

Realized

gains

or

losses

are

determined

by

specifically

identifying

the

security

sold.

Income

dividends

less

foreign

tax

withholding

(if

any),

dividends

on

short

positions

and

distributions

to

shareholders

are

recorded

on

the

ex-dividend

date.

Interest,

including

amortization

of

discount

or

premium,

is

accrued

as

earned.

(h)

Dividend

Policy

The

Funds

declare

and

distribute

income

dividends

and

capital

gains

distributions

as

may

be

required

to

qualify

as

a

regulated

investment

company

under

the

Internal

Revenue

Code.

Generally,

the

Nebraska

Tax

Free

Income

Fund

pays

income

dividends

on

a

quarterly

basis.

The

Conservative

Allocation

Fund

pays

dividends

on

a

semi-annual

basis.

The

Core

Plus

Income,

Short

Duration

Income

and

Ultra

Short

Government

Large

Cap

Equity

Multi

Cap

Equity

Paid-in

capital

(1,302,103)

(1,910,264)

Total

distributable

earnings

1,302,103

1,910,264

2024

Annual

Report

70

Funds

declares

dividends

daily

and

pay

dividends

monthly.

All

dividends

and

distributions

are

reinvested

automatically,

unless

the

shareholder

elects

otherwise.

(i)

Other

Expenses

that

are

directly

related

to

a

Fund

are

charged

directly

to

that

Fund.

Other

operating

expenses

of

the

Trust

are

prorated

to

each

Fund

on

the

basis

of

relative

net

assets

or

another

appropriate

basis.

Income,

realized

and

unrealized

gains

and

losses

and

expenses

(other

than

class

specific

expenses)

are

allocated

to

each

class

of

shares

based

on

its

relative

net

assets,

except

that

each

class

separately

bears

expenses

related

specifically

to

that

class,

such

as

business

administration,

administrative

servicing

fees,

transfer

agent

fees

and

registration

fees.

(j)

Use

of

Estimates

The

preparation

of

financial

statements

in

conformity

with

accounting

principles

generally

accepted

in

the

United

States

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

increase

and

decrease

in

net

assets

from

operations

during

the

period.

Actual

results

could

differ

from

those

estimates.

(k)

In-Kind

Redemptions

The

Funds

may

meet

redemption

requests

through

an

in-kind

distribution

of

portfolio

securities

and

cash.

For

financial

reporting

purposes,

in-kind

transactions

are

treated

as

a

sale

of

securities.

The

resulting

gains

and

losses

are

recognized

based

on

the

market

value

of

the

securities

on

the

date

of

the

redemption.

For

the

year

ended

March

31,

2024,

there

was

no

in-kind

redemption

activity.

The

net

realized

gain

(loss)

from

in-kind

transactions,

if

any,

can

be

found

on

the

Statements

of

Operations.

For

tax

purposes,

no

gains

or

losses

were

recognized.

(3)

Fund

Share

Transactions

Year

ended

March

31,

2024

Year

ended

March

31,

2023

Shares

$

Amount

Shares

$

Amount

Conservative

Allocation

-

Investor

Class

Sales

687,787‌

11,266,705‌

996

,

557‌

15,6

18

,

109‌

Redemptions

(1,076,814‌)

(17,500,060‌)

(1,55

1

,

226‌

)

(24,2

18

,

332‌

)

Reinvestment

of

distributions

62,653‌

1,017,700‌

69,272‌

1,073,437‌

Net

increase

(decrease)

(326,374‌)

(5,215,655‌)

(485,397‌)

(7,526,786‌)

Conservative

Allocation

-

Institutional

Class

Sales

2,632,007‌

42,707,371‌

1,622,884‌

25,338,132‌

Redemptions

(1,990,157‌)

(32,663,767‌)

(854,585‌)

(13,296,514‌)

Reinvestment

of

distributions

231,376‌

3,769,228‌

185,428‌

2,877,343‌

Net

increase

(decrease)

873,226‌

13,812,832‌

953,727‌

14,918,961‌

Core

Plus

Income

-

Investor

Class

Sales

19,859,364‌

190,698,991‌

10,533,840‌

102,761,529‌

Redemptions

(5,519,804‌)

(52,614,348‌)

(3,191,279‌)

(31,089,651‌)

Reinvestment

of

distributions

1,017,441‌

9,7

04

,

556‌

243,617‌

2,376,177‌

Net

increase

(decrease)

15,357,001‌

147,

789

,

199‌

7,586,178‌

74,048,055‌

Core

Plus

Income

-

Institutional

Class

Sales

118,797,883‌

1,135,472,689‌

34,560,868‌

339,016,312‌

Redemptions

(22,428,891‌)

(213,504,504‌)

(15,161,910‌)

(148,893,247‌)

Reinvestment

of

distributions

4,508,990‌

43,029

,

540‌

1,075,271‌

10,487,300‌

Net

increase

(decrease)

100,877,982‌

96

4

,

997

,

725‌

20,474,229‌

200,610,365‌

Large

Cap

Equity

-

Investor

Class

Sales

112,568‌

5,689,296‌

203

,

020‌

9,836

,

977‌

Redemptions

(1,739,419‌)

(86,863,680‌)

(1,472

,

255‌

)

(70,29

8,

944‌

)

Reinvestment

of

distributions

523,301‌

26,636,003‌

1,356,072‌

58,745,038‌

Net

increase

(decrease)

(1,103,550‌)

(54,538,381‌)

86,837‌

(1,716,929‌)

Large

Cap

Equity

-

Institutional

Class

Sales

1,000,330‌

51,490,577‌

457,

705‌

22,698

,

491‌

Redemptions

(716,378‌)

(36,945,072‌)

(551,487‌

)

(27,0

34

,

362‌

)

Reinvestment

of

distributions

298,123‌

15,600,789‌

667,098‌

29,625,842‌

Net

increase

(decrease)

582,075‌

30,146,294‌

573,316‌

25,289,971‌

Multi

Cap

Equity

-

Investor

Class

Sales

48,133‌

1,393,436‌

79,024‌

2,194,054‌

Sales

from

merger

—‌

—‌

5,553,349‌

141,480,608‌

Redemptions

(1,536,852‌)

(44,478,470‌)

(4,070,823‌)

(106,292,966‌)

Reinvestment

of

distributions

131,980‌

3,868,320‌

406,251‌

10,794,093‌

Net

increase

(decrease)

(1,356,739‌)

(39,216,714‌)

1,967,801‌

48,175,789‌

2024

Annual

Report

71

(4)

Related

Party

Transactions

Each

Fund

has

retained

Weitz

Investment

Management,

Inc.

as

its

investment

adviser.

In

addition,

the

Trust

has

an

agreement

with

Weitz

Securities,

Inc.

(the

“Distributor”),

a

company

affiliated

with

the

Adviser,

to

act

as

distributor

for

shares

of

the

Trust.

Certain

officers

of

the

Trust

are

also

officers

and

directors

of

the

Adviser

and

the

Distributor.

Under

the

terms

of

management

and

investment

advisory

agreements,

the

Adviser

is

paid

a

monthly

fee

based

on

average

daily

net

assets.

The

annual

investment

advisory

fee

schedule

for

each

of

the

Funds

is

as

follows:

Year

ended

March

31,

2024

Year

ended

March

31,

2023

Shares

$

Amount

Shares

$

Amount

Multi

Cap

Equity

-

Institutional

Class

Sales

483,272‌

14,379,819‌

3,077,986‌

81,254,730‌

Redemptions

(1,404,107‌)

(41,235,504‌)

(1,141,780‌)

(31,996,603‌)

Reinvestment

of

distributions

128,998‌

3,890,581‌

384,850‌

10,502,549‌

Net

increase

(decrease)

(791,837‌)

(22,965,104‌)

2,321,056‌

59,760,676‌

Nebraska

Tax

Free

Income

Sales

156,757‌

1,501,352‌

215,612‌

2,060,603‌

Redemptions

(805,279‌)

(7,557,934‌)

(649,131‌)

(6,178,394‌)

Reinvestment

of

distributions

53,353‌

508,330‌

51,592‌

490,898‌

Net

increase

(decrease)

(595,169‌)

(5,548,252‌)

(381,927‌)

(3,626,893‌)

Partners

III

Opportunity

-

Investor

Class

Sales

54,188‌

598,793‌

58,225‌

691,615‌

Redemptions

(252,082‌)

(2,822,694‌)

(504,950‌)

(6,135,167‌)

Reinvestment

of

distributions

36,400‌

394,936‌

55,172‌

578,202‌

Net

increase

(decrease)

(161,494‌)

(1,828,965‌)

(391,553‌)

(4,865,350‌)

Partners

III

Opportunity

-

Institutional

Class

Sales

713,609‌

8,726,930‌

2,009,294‌

25,605,721‌

Redemptions

(6,240,320‌)

(77,210,364‌)

(6,964,731‌)

(87,569,827‌)

Reinvestment

of

distributions

1,818,252‌

21,637,214‌

2,443,803‌

27,761,597‌

Net

increase

(decrease)

(3,708,459‌)

(46,846,220‌)

(2,511,634‌)

(34,202,509‌)

Short

Duration

Income

-

Investor

Class

Sales

1,237,907‌

14,523,956‌

4,149,241‌

48,750,149‌

Redemptions

(2,400,049‌)

(28,145,397‌)

(5,802,374‌)

(67,838,104‌)

Reinvestment

of

distributions

117,985‌

1,378

,

290‌

144,421‌

1,687,494‌

Net

increase

(decrease)

(1,044,157‌)

(12,243

,

151‌

)

(1,508,712‌)

(17,400,461‌)

Short

Duration

Income

-

Institutional

Class

Sales

26,991,109‌

317,586,932‌

25,444,854‌

299,556,193‌

Redemptions

(22,126,143‌)

(260,620,887‌)

(25,314,319‌)

(297,864,602‌)

Reinvestment

of

distributions

2,820,151‌

33,088

,

765‌

1,790,820‌

20,978,737‌

Net

increase

(decrease)

7,685,117‌

90,054

,

810‌

1,921,355‌

22,670,328‌

Ultra

Short

Government

Sales

14,687,735‌

146,687,546‌

6,274,037‌

62,640,557‌

Redemptions

(5,682,534‌)

(56,765,673‌)

(4,009,913‌)

(40,030,354‌)

Reinvestment

of

distributions

631,018‌

6,281

,

414‌

149,366‌

1,491,067‌

Net

increase

(decrease)

9,636,219‌

96,203

,

287‌

2,413,490‌

24,101,270‌

Greater

Than

($)

Less

Than

or

Equal

To

($)

Rate

(%)

Conservative

Allocation

0

0.60

Core

Plus

Income

0

0.40

Large

Cap

Equity

0

5,000,000,000

5,000,000,000

0.75

0.70

Multi

Cap

Equity

0

5,000,000,000

5,000,000,000

0.75

0.70

Nebraska

Tax

Free

Income

0

0.40

Partners

III

Opportunity

0

1,000,000,000

2,000,000,000

3,000,000,000

5,000,000,000

1,000,000,000

2,000,000,000

3,000,000,000

5,000,000,000

1.00

0.95

0.90

0.85

0.80

Short

Duration

Income

0

0.40

Ultra

Short

Government

0

0.30

2024

Annual

Report

72

Business

administration

services

:

The

Trust

has

a

business

administration

agreement

with

the

Adviser

under

which

the

Trust

compensates

the

Adviser

for

providing

business

administration

services

for

all

share

classes

of

the

Funds.

Services

encompass

supervising

all

aspects

of

the

management

and

operations

of

the

Trust,

including

monitoring

the

Trust’s

relationships

with

third-party

service

providers

that

may

be

retained

from

time

to

time

by

the

Trust.

Administrative

services

:

The

Trust

has

administrative

services

plans

under

which

the

Trust

compensates

the

Adviser

for

administrative

services

provided

to

all

share

classes

of

the

Funds.

Administrative

services

are

provided

by

the

Adviser

or

by

certain

financial

intermediaries

with

respect

to

non-distribution

services

to

fund

shareholders.

These

services

include,

but

are

not

limited

to,

providing

shareholder

statements,

assisting

with

shareholder

communications

and

sub-accounting

services

in

connection

with

omnibus

accounts.

Under

the

terms

of

a

services

agreement

between

the

Adviser

and

Citi

Fund

Services

Ohio,

Inc.

(“CFSO”),

CFSO

provides

certain

accounting

and

administrative

services

to

the

Funds.

These

services

include,

among

other

things,

arranging

for

the

payment

of

direct

operating

expenses

of

the

Funds

from

the

accounts

of

the

Funds.

Through

July

31,

2024,

the

Adviser

has

agreed

in

writing

to

reimburse

or

to

pay

directly

a

portion

of

the

Funds’

expenses

to

limit

the

net

annual

operating

expense

ratio

(excluding

taxes,

interest,

brokerage

costs,

acquired

fund

fees

and

expenses

and

extraordinary

expenses).

The

amount

listed

under

“Due

to

Adviser”

is

net

of

any

expenses

waived/reimbursed

by

the

Adviser.

The

current

expense

caps

and

dollar

amount

of

expenses

reimbursed

during

the

year

ended

March

31,

2024,

are

as

follows:

As

of

March

31,

2024,

the

controlling

shareholder

of

the

Adviser

held

shares

totaling

approximately

1%,

4%,

2%

and

4%

of

the

Core

Plus

Income,

Multi

Cap

Equity,

Partners

III

Opportunity

and

Ultra

Short

Government

Funds,

respectively.

(5)

Distributions

to

Shareholders

and

Distributable

Earnings

The

tax

character

of

distributions

paid

by

the

Funds

for

the

past

two

tax

years

are

summarized

as

follows

(in

U.S.

dollars):

As

of

the

tax

year

ended

March

31,

2024,

the

components

of

net

assets

on

a

tax

basis

were

as

follows

(in

U.S.

dollars):

Annual

Operating

Expense

Ratio

Cap*

Conservative

Allocation

Core

Plus

Income

#

Large

Cap

Equity

Multi

Cap

Equity

Nebraska

Tax

Free

Income

Short

Duration

Income

^

Ultra

Short

Government†

Annual

Operating

Expense

Cap(%):

Investor

Class

0.85‌

0.55‌

1.09‌

1.09‌

0.45‌

0.

55‌

Institutional

Class

0.70‌

0.45‌

0.89‌

0.89‌

0.

45‌

0.

32‌

Expenses

Reimbursed

by

the

Adviser

(in

U.S.

dollars):

Investor

Class

75,092

435,454

—

—

155,660

126,783

Institutional

Class

149,607

1,143,522

—

—

1,048,427

344,888

*

Funds

with

a

single

share

class

are

shown

with

the

Investor

Class,

except

for

the

Ultra

Short

Government

Fund

which

has

been

designated

Institutional

Class.

#

Prior

to

July

31,

2023,

the

annual

operating

expense

ratio

cap

was

0.50%

and

0.40%

for

the

Investor

Class

and

Institutional

Class,

respectively.

^

Prior

to

July

31,

2023,

the

annual

operating

expense

ratio

cap

was

0.48%

for

the

Institutional

Class.

†

Prior

to

July

31,

2023,

the

annual

operating

expense

ratio

cap

was

0.20%.

Conservative

Allocation

Core

Plus

Income

Large

Cap

Equity

Multi

Cap

Equity

Year

Ended

March

31,

Year

Ended

March

31,

Year

Ended

March

31,

Year

Ended

March

31,

Distributions

paid

from:

2024

2023

2024

2023

2024

2023

2024

2023

Ordinary

income

3,862,637‌

2,020,621‌

57,138

,

337‌

15,602,351‌

–‌

–‌

–‌

–‌

Long-term

capital

gains

965,892‌

1,964,516‌

–‌

464,955‌

45,403,853‌

93,222,998

9,505,301‌

26,233,063

Total

distributions

+

4,828,529‌

3,985,137‌

57,138,337‌

16,067,306‌

45,403,853‌

93,222,998

9,505,301‌

26,233,063

Nebraska

Tax

Free

Income

Partners

III

Opportunity

Short

Duration

Income

Ultra

Short

Government

Year

Ended

March

31,

Year

Ended

March

31,

Year

Ended

March

31,

Year

Ended

March

31,

Distributions

paid

from:

2024

2023

2024

2023

2024

2023

2024

2023

Ordinary

income

75,387‌

55,647‌

1,803,150‌

–‌

35,352

,

192‌

22,619,297‌

6,922

,

114‌

1,647,995‌

Tax-exempt

income

449,318‌

451,594‌

–‌

–‌

–‌

–‌

–‌

–‌

Long-term

capital

gains

–‌

–‌

24,988,981‌

33,098,892

–‌

572,444‌

–‌

–‌

Total

distributions

+

524,705‌

507,241

26,792,131‌

33,098,892

35,352

,

192‌

23,191,741‌

6,922

,

114‌

1,647,995‌

+

Total

distributions

paid

may

differ

from

the

Statements

of

Changes

in

Net

Assets

because

dividends

are

recognized

when

actually

paid

for

tax

purposes.

Conservative

Allocation

Core

Plus

Income

Large

Cap

Equity

Multi

Cap

Equity

Nebraska

Tax

Free

Income

Cost

of

investments

184,713,873‌

1,785,893

,

63

5‌

449,790,859‌

257,258,

525‌

23,654,979‌

Gross

unrealized

appreciation

54,366,

219‌

15,813,

500‌

495,734,93

5‌

318,519,74

6‌

3,989‌

Gross

unrealized

depreciation

(4,501,699‌)

(44,887,640‌)

(4,773,136‌)

(510,495‌)

(892,426‌)

Net

unrealized

appreciation

(depreciation)

49,864,520‌

(29,074,140‌

)

490,961,79

9‌

318,009,2

51‌

(888,437‌)

Undistributed

ordinary

income

1,172,3

48‌

109,28

1‌

—‌

—‌

—‌

Qualified

late

year

ordinary

loss

deferral

—‌

—‌

(517,199‌)

(364,3

80‌

)

—‌

Undistributed

tax-exempt

income

—‌

—‌

—‌

—‌

30,94

7‌

Undistributed

long-term

gains

3,138,972‌

—‌

59,119,85

7‌

19,237,553‌

—‌

Capital

loss

carryforwards

—‌

(5,067,31

7‌

)

—‌

(604,072‌

)

(422,748‌)

Paid-in

capital

181,069,02

2‌

1,744,624

,

857‌

389,845,236‌

238,404,307‌

24,314,33

8‌

Net

assets

235,244,862‌

1,710,592,681‌

939,409,693‌

574,682,6

59‌

23,034,100‌

2024

Annual

Report

73

The

Large

Cap

Equity

and

Multi

Cap

Equity

Funds

elected

to

defer

ordinary

losses

arising

after

December

31,

2023,

and

the

Partners

III

Opportunity

Fund

elected

to

defer

post-October

capital

losses

incurred

after

October

31,

2023.

These

losses

are

treated

for

tax

purposes

as

arising

on

April

1,

2024.

Capital

loss

carryforwards

represent

tax

basis

capital

losses

that

may

be

carried

over

to

offset

future

realized

capital

gains,

if

any.

To

the

extent

that

carryforwards

are

used,

no

capital

gains

distributions

will

be

made.

The

character

and

utilization

of

the

carryforwards

are

as

follows

(in

U.S.

Dollars):

(6)

Securities

Transactions

Purchases

and

proceeds

from

maturities

or

sales

of

investment

securities

of

the

Funds

for

the

year

ended

March

31,

2024

excluding

fund

merger

transactions,

in-kind

transactions,

short-term

securities

and

U.S.

government

obligations,

are

summarized

as

follows

(in

U.S.

dollars):

(a)

Options

Written

The

locations

in

the

Statements

of

Assets

and

Liabilities

as

of

March

31,

2024,

of

the

Funds’

derivative

positions,

none

of

which

are

designated

as

hedging

instruments,

are

as

follows

(in

U.S.

dollars):

Transactions

in

derivative

instruments

during

the

year

ended

March

31,

2024,

are

recorded

in

the

following

locations

in

the

Statements

of

Operations

(in

U.S.

dollars):

Partners

III

Opportunity

Short

Duration

Income

Ultra

Short

Government

Cost

of

investments

222,173,204‌

892,278,

968‌

182,042,729‌

Gross

unrealized

appreciation

203,568,344‌

3,684,094‌

16,898‌

Gross

unrealized

depreciation

(23,118,690‌)

(20,816,373‌)

(11,449‌)

Net

unrealized

appreciation

(depreciation)

180,449,654‌

(17,132,279‌)

5,449‌

Undistributed

ordinary

income

91,741‌

287,084‌

788

,6

01‌

Undistributed

long-term

gains

16,317,025‌

—‌

—‌

Capital

loss

carryforwards

—‌

(2,242,290‌)

(18,043‌)

Dividend

payable

—‌

—‌

(770,581‌)

Post

October

capital

loss

deferral

(1,565,410‌)

—‌

—‌

Paid-in

capital

228,503,927‌

876,114

,

949‌

182,941

,

345‌

Net

assets

423,796,937‌

857,027,464‌

182,946,771‌

Core

Plus

Income

Multi

Cap

Equity

Nebraska

Tax

Free

Income

Short

Duration

Income

Ultra

Short

Government

Short

term

(no

expirations)

869,095

22,332

—

150,901

14,141

Long

term

(no

expirations)

4,198,222

581,740

442,748

2,091,389

3,902

Capital

loss

carryforwards

utilized

—

8,357,243

—

—

—

Conservative

Allocation

Core

Plus

Income

Large

Cap

Equity

Multi

Cap

Equity

Nebraska

Tax

Free

Income

Partners

III

Opportunity

Short

Duration

Income

Ultra

Short

Government

Purchases

57,305,517

1,268,067,787

164,841,309

52,967,159

1,288,859

72,024,585

356,234,489

14,835,507

Proceeds

59,472,535

121,797,822

233,350,671

129,017,180

4,992,497

151,261,938

295,413,583

6,477,582

Fund

Type

of

Derivative

Location

Value

of

Asset

Derivatives

Value

of

Liability

Derivative

Average

Month-End

Notional

Amount

Gross

Notional

Amount

Outstanding

Partners

III

Opportunity

Equity

call

options

written

Options

written,

at

value

—

(427,000)

2,385,833

5,100,000

Fund

Type

of

Derivative

Location

Realized

Gain

(Loss)

Location

Change

in

Unrealized

Gain

(Loss)

Partners

III

Opportunity

Equity

call

options

written

Net

realized

gain

(loss)

-

options

written

—

Net

unrealized

appreciation

(depreciation)

-

options

written

(119,954)

2024

Annual

Report

74

(7)

Illiquid

Restricted

Securities

A

restricted

security

is

a

security

which

has

been

purchased

through

a

private

offering

and

cannot

be

resold

to

the

general

public

without

prior

registration

under

the

Securities

Act

of

1933

(the

“1933

Act”)

or

pursuant

to

the

resale

limitations

provided

by

Rule

144A

under

the

1933

Act,

or

an

exemption

from

the

registration

requirements

of

the

1933

Act.

The

Adviser

preliminarily

identifies

illiquid

investments

based

on,

among

other

things,

the

trading

characteristics

and

market

depth

of

a

particular

investment.

Not

all

restricted

securities

are

considered

illiquid.

The

illiquid

restricted

securities

held

as

of

March

31,

2024,

are

as

follows

(in

U.S.

dollars):

(8)

Affiliated

Issuers

Affiliated

issuers,

as

defined

under

the

Investment

Company

Act

of

1940,

are

those

in

which

a

Fund’s

holdings

of

an

issuer

represent

5%

or

more

of

the

outstanding

voting

securities

of

the

issuer.

A

summary

of

each

Fund’s

holdings

in

the

securities

of

such

issuers

is

set

forth

below:

(9)

Contingencies

Each

Fund

indemnifies

the

Trust’s

officers

and

trustees

for

certain

liabilities

that

might

arise

from

their

performance

of

their

duties

to

each

of

the

Funds.

Additionally,

in

the

normal

course

of

business

the

Funds

enter

into

contracts

that

contain

a

variety

of

representations

and

warranties

and

which

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.

(10)

Financial

Instruments

With

Off-Balance

Sheet

Risks

Option

contracts

written

and

securities

sold

short

result

in

off-

balance

sheet

risk

as

the

Funds’

ultimate

obligation

to

satisfy

the

terms

of

the

contract

or

the

sale

of

securities

sold

short

may

exceed

the

amount

recognized

in

the

Statements

of

Assets

and

Liabilities.

The

Funds

are

required

to

maintain

collateral

in

a

segregated

account

to

provide

adequate

margin

as

determined

by

the

broker.

(11)

Margin

Borrowing

Agreement

The

Partners

III

Opportunity

Fund

has

a

margin

account

with

its

prime

broker,

Northern

Trust

Securities,

Inc.,

under

which

the

Fund

may

borrow

against

the

value

of

its

securities,

subject

to

regulatory

limitations.

Interest

accrues

at

the

National

Finance

Base

Lending

Rate

(“NFBLR”)

plus

a

minimum

of

0.75%

to

a

maximum

of

2.25%

depending

on

the

average

balance.

The

NFBLR

was

10.00%

at

March

31,

2024.

Interest

is

accrued

daily

and

paid

monthly.

The

Partners

III

Opportunity

Fund

held

a

cash

balance

of

$21,269,547

with

the

broker

at

March

31,

2024.

Prior

to

May

1,

2023,

the

prime

broker

was

Bank

of

America

Merrill

Lynch.

The

Partners

III

Opportunity

Fund

is

exposed

to

credit

risk

from

its

prime

broker

who

effects

transactions

and

extends

credit

pursuant

to

a

prime

brokerage

agreement.

The

Adviser

attempts

to

minimize

the

credit

risk

by

monitoring

credit

exposure

and

the

creditworthiness

of

the

prime

broker.

(12)

Concentration

of

Credit

Risk

Approximately

88.2%

of

the

Nebraska

Tax

Free

Income

Fund’s

net

assets

are

in

obligations

of

political

subdivisions

of

the

State

of

Nebraska,

which

are

subject

to

the

credit

risk

associated

with

the

non-performance

of

such

issuers.

(13)

Fair

Value

Measurements

Various

inputs

are

used

in

determining

the

value

of

the

Funds’

investments.

These

inputs

are

used

in

determining

the

value

of

the

Funds’

investments

and

are

summarized

in

the

following

fair

value

hierarchy:

Level

1

–

quoted

prices

in

active

markets

for

identical

securities;

Level

2

–

other

significant

observable

inputs

(including

quoted

prices

for

similar

securities);

Level

3

–

significant

unobservable

inputs

(including

the

Funds’

own

assumptions

in

determining

the

fair

value

of

investments).

The

inputs

or

methodology

used

for

valuing

securities

are

not

an

indication

of

the

risk

associated

with

investing

in

those

securities.

A

description

of

the

valuation

techniques

applied

to

the

Funds’

major

categories

of

assets

and

liabilities

measured

at

fair

value

on

a

recurring

basis

follows.

Equity

securities

and

Exchange-traded

funds.

Securities

traded

on

a

national

securities

exchange

(or

reported

on

the

NASDAQ

national

market)

are

stated

at

the

last

reported

sales

price

on

the

day

of

valuation.

To

the

extent

these

securities

are

actively

traded

and

valuation

adjustments

are

not

applied,

they

are

categorized

in

Level

1

of

the

fair

value

hierarchy.

Preferred

stock

and

other

equities

traded

on

inactive

markets

or

valued

by

reference

to

similar

instruments

are

categorized

in

Level

2.

Corporate

and

Municipal

bonds.

The

fair

values

of

corporate

and

municipal

bonds

are

estimated

using

various

techniques,

which

may

consider

recently

executed

transactions

in

securities

of

the

issuer

or

comparable

issuers,

market

price

quotations

(where

observable),

bond

spreads

and

fundamental

data

relating

to

the

issuer.

Although

most

Fund

Security

Acquisition

Date(a)

Acquisition

Cost

Principal

Amount

Value

Percentage

of

Net

Assets(%)

Core

Plus

Income

New

Mountain

Guardian

IV

Income

Rated

Feeder

II,

Ltd.,

Series

2024-1A

Class

B

3/28/24

4,765,000

4,765,000

4,765,000

0.3

Core

Plus

Income

New

Mountain

Guardian

IV

Income

Rated

Feeder

II,

Ltd.,

Series

2024-1A

Class

C

3/28/24

3,825,000

3,825,000

3,825,000

0.2

Core

Plus

Income

New

Mountain

Guardian

IV

Income

Rated

Feeder

II,

Ltd.,

Series

2024-1A

Class

D

3/28/24

3,000,000

3,000,000

3,000,000

0.2

Short

Duration

Income

New

Mountain

Guardian

IV

Income

Rated

Feeder

II,

Ltd.,

Series

2024-1A

Class

A

3/28/24

5,000,000

5,000,000

5,000,000

0.6

(a)

Acquisition

date

represent

the

initial

purchase

date

of

the

security.

Value

3/31/2023

Purchases

at

Cost

Proceeds

from

Sales

Net

Realized

Gain(Loss)

Net

Change

in

Unrealized

Appreciation/

Depreciation

Value

3/31/2024

Shares

as

of

3/31/2024

Dividend

Income

Partners

III

Opportunity

CoreCard

Corp.

$15,215,650

$308,257

$(142,178)

$114,955

$(9,805,934)

$5,690,750

515,000

$

—

2024

Annual

Report

75

corporate

and

municipal

bonds

are

categorized

in

Level

2

of

the

fair

value

hierarchy,

in

instances

where

lower

relative

weight

is

placed

on

transaction

prices,

quotations,

or

similar

observable

inputs,

they

are

categorized

in

Level

3.

Asset-backed

securities.

The

fair

values

of

asset-backed

securities

(including

non-government

agency

mortgage-

backed

securities

and

interest-only

securities)

are

generally

estimated

based

on

models

that

consider

the

estimated

cash

flows

of

each

tranche

of

the

entity,

a

benchmark

yield

and

an

estimated

tranche

specific

spread

to

the

benchmark

yield

based

on

the

unique

attributes

of

the

tranche.

Certain

securities

are

valued

principally

using

dealer

quotations.

To

the

extent

the

inputs

are

observable

and

timely,

the

values

are

categorized

in

Level

2

of

the

fair

value

hierarchy;

otherwise

they

are

categorized

as

Level

3.

U.S.

Government

securities.

U.S.

Government

securities

are

normally

valued

using

a

model

that

incorporates

market

observable

data

such

as

reported

sales

of

similar

securities,

broker

quotes,

yields,

bids,

offers

and

reference

data.

Certain

securities

are

valued

principally

using

dealer

quotations.

U.S.

Government

securities

are

categorized

in

Level

1

or

Level

2

of

the

fair

value

hierarchy

depending

on

the

inputs

used

and

market

activity

levels

for

specific

securities.

U.S.

agency

securities.

U.S.

agency

securities

are

comprised

of

two

main

categories

consisting

of

agency

issued

debt

and

mortgage-backed

securities.

Agency

issued

debt

securities

are

generally

valued

in

a

manner

similar

to

U.S.

Government

securities.

Mortgage-backed

securities

include

collateralized

mortgage

obligations,

to-be-announced

(TBA)

securities

and

mortgage

pass-through

certificates.

Mortgage-backed

securities

are

generally

valued

using

dealer

quotations.

Depending

on

market

activity

levels

and

whether

quotations

or

other

data

are

used,

these

securities

are

typically

categorized

in

Level

2

of

the

fair

value

hierarchy.

Restricted

and/or

illiquid

securities.

Restricted

and/or

illiquid

securities

for

which

quotations

are

not

readily

available

are

valued

in

accordance

with

procedures

approved

by

the

Trust’s

Board

of

Trustees.

Restricted

securities

issued

by

publicly

traded

companies

are

generally

valued

at

a

discount

to

similar

publicly

traded

securities.

Restricted

or

illiquid

securities

issued

by

nonpublic

entities

are

valued

by

reference

to

comparable

public

entities

or

fundamental

data

relating

to

the

issuer

or

both.

Depending

on

the

relative

significance

of

valuation

inputs,

these

instruments

are

classified

in

either

Level

2

or

Level

3

of

the

fair

value

hierarchy.

Derivative

instruments.

Listed

derivatives,

such

as

the

Funds’

equity

option

contracts

and

warrants,

that

are

valued

based

on

closing

prices

from

the

exchange

or

the

mean

of

the

closing

bid

and

ask

prices

are

generally

categorized

in

Level

1

or

Level

2

of

the

fair

value

hierarchy

depending

on

the

market

activity

levels.

The

following

is

a

summary

of

inputs

used,

in

U.S.

dollars,

as

of

March

31,

2024,

in

valuing

the

Funds’

assets

and

liabilities

carried

at

fair

value.

The

Schedule

of

Investments

for

each

Fund

provides

a

detailed

breakdown

of

each

category.

For

the

year

ended

March

31,

2024,

there

were

no

transfers

into

or

out

of

Level

3.

Conservative

Allocation

Level

1

Level

2

Level

3

Total

Assets:

Investments

in

Securities:

Common

Stocks

103,177,714

—

—

103,177,714

Corporate

Bonds

—

1,572,173

—

1,572,173

Corporate

Convertible

Bonds

—

2,012,403

—

2,012,403

Asset-Backed

Securities

—

17,308,768

—

17,308,768

Commercial

Mortgage-Backed

Securities

—

5,818,732

—

5,818,732

Mortgage-Backed

Securities

—

10,520,232

—

10,520,232

U.S.

Treasuries

—

77,155,870

—

77,155,870

Cash

Equivalents

4,137,971

12,874,530

—

17,012,501

Total

Investments

in

Securities

107,315,685

127,262,708

—

234,578,393

Core

Plus

Income

Level

1

Level

2

Level

3

Total

Assets:

Investments

in

Securities:

Corporate

Bonds

—

208,314,907

—

208,314,907

Corporate

Convertible

Bonds

—

1,189,365

—

1,189,365

Asset-Backed

Securities

—

395,264,748

—

395,264,748

Commercial

Mortgage-Backed

Securities

—

85,386,334

—

85,386,334

Mortgage-Backed

Securities

—

453,535,225

—

453,535,225

Municipal

Bonds

—

491,262

—

491,262

U.S.

Treasuries

—

534,568,257

—

534,568,257

Non-Convertible

Preferred

Stocks

1,382,216

—

—

1,382,216

Cash

Equivalents

74,887,396

—

—

74,887,396

Short-Term

Securities

Held

as

Collateral

for

Securities

on

Loan

1,799,785

—

—

1,799,785

Total

Investments

in

Securities

78,069,397

1,678,750,098

—

1,756,819,495

Large

Cap

Equity

Level

1

Level

2

Level

3

Total

Assets:

Investments

in

Securities:

Common

Stocks

911,872,200

—

—

911,872,200

Cash

Equivalents

8,996,433

19,884,025

—

28,880,458

Total

Investments

in

Securities

920,868,633

19,884,025

—

940,752,658

Multi

Cap

Equity

Level

1

Level

2

Level

3

Total

Assets:

Investments

in

Securities:

Common

Stocks

540,030,073

6,619,200

—

546,649,273

Warrants

—

—

—

#

—

Cash

Equivalents

8,773,421

19,845,082

—

28,618,503

Total

Investments

in

Securities

548,803,494

26,464,282

—

575,267,776

Nebraska

Tax

Free

Income

Level

1

Level

2

Level

3

Total

Assets:

Investments

in

Securities:

Municipal

Bonds

—

21,884,073

—

21,884,073

Cash

Equivalents

882,469

—

—

882,469

Total

Investments

in

Securities

882,469

21,884,073

—

22,766,542

2024

Annual

Report

76

(14)

Acquisition

of

Fund

Effective

as

of

the

close

of

business

March

24,

2023,

the

Multi

Cap

Equity

Fund

acquired

all

of

the

assets

and

liabilities

of

the

Hickory

Fund

(“Acquired

Fund”),

a

series

of

the

Trust,

an

open-

end

registered

management

investment

company,

pursuant

to

a

Board-approved

plan

of

reorganization

dated

January

11,

2023

(the

“Plan)”.

The

acquisition

was

accomplished

by

a

tax-free

exchange

of

5,553,349

Investor

Class

shares

of

the

Multi

Cap

Equity

Fund,

valued

at

$141,480,608

for

3,660,913

Investor

Class

shares

of

the

Acquired

Fund

outstanding

as

of

close

of

business

March

24,

2023.

Pursuant

to

the

Plan,

all

of

the

assets

and

liabilities

of

the

Acquired

Fund

were

transferred

to

the

Multi

Cap

Equity

Fund.

At

the

close

of

business

March

24,

2023,

the

Acquired

Fund's

investments

in

securities

had

a

fair

value

of

$141,652,732

and

identified

cost

of

$97,277,091.

For

financial

reporting

purposes,

assets

received

and

shares

issued

by

the

Multi

Cap

Equity

Fund

were

recorded

at

fair

value;

however,

the

cost

basis

of

the

investments

received

from

the

Acquired

Fund

was

carried

forward

to

align

ongoing

reporting

of

the

Multi

Cap

Equity

Fund's

realized

and

unrealized

gains

and

losses

with

amounts

distributable

to

shareholders

for

tax

purposes.

(15)

Recent

Regulatory

Announcements

Effective

January

24,

2023

the

SEC

adopted

rule

and

form

amendments

that

require

open-end

management

investment

companies

to

transmit

concise

and

visually

engaging

annual

and

semi-annual

reports

to

shareholders

that

highlight

key

information.

Other

information,

including

financial

statements,

will

no

longer

appear

in

a

tailored

shareholder

report

but

must

be

available

online,

delivered

free

of

charge

upon

request,

and

filed

on

a

semi-annual

basis

on

Form

N-CSR.

The

rule

and

form

amendments

have

a

compliance

date

of

July

24,

2024

and

will

not

impact

the

Funds

until

the

September

30,

2024

semi-annual

report.

The

Funds’

accounting

policies

and

financial

statements

will

not

be

affected.

(16)

Subsequent

Events

Management

have

evaluated

the

impact

of

all

subsequent

events

on

the

Funds

through

the

date

the

financial

statements

were

issued

and

has

determined

that

there

were

no

subsequent

events

requiring

recognition

or

disclosure

in

the

financial

statements.

Partners

III

Opportunity

Level

1

Level

2

Level

3

Total

Assets:

Investments

in

Securities:

Common

Stocks

384,969,450

—

—

384,969,450

Non-Convertible

Preferred

Stocks

6,647,564

—

—

6,647,564

Warrants

—

—

—

#

—

Cash

Equivalents

5,499,508

26,820,036

—

32,319,544

Short-Term

Securities

Held

as

Collateral

for

Securities

on

Loan

65,000

—

—

65,000

Total

Investments

in

Securities

397,181,522

26,820,036

—

424,001,558

Liabilities:

Securities

Sold

Short

(20,951,700)

—

—

(20,951,700)

Options

Written

(427,000)

—

—

(427,000)

Short

Duration

Income

Level

1

Level

2

Level

3

Total

Assets:

Investments

in

Securities:

Corporate

Bonds

—

89,221,067

—

89,221,067

Corporate

Convertible

Bonds

—

9,249,214

—

9,249,214

Asset-Backed

Securities

—

342,046,282

—

342,046,282

Commercial

Mortgage-Backed

Securities

—

58,237,101

—

58,237,101

Mortgage-Backed

Securities

—

110,123,901

—

110,123,901

U.S.

Treasuries

—

223,849,706

—

223,849,706

Cash

Equivalents

42,419,418

—

—

42,419,418

Total

Investments

in

Securities

42,419,418

832,727,271

—

875,146,689

Ultra

Short

Government

Level

1

Level

2

Level

3

Total

Assets:

Investments

in

Securities:

Asset-Backed

Securities

—

1,596,660

—

1,596,660

U.S.

Treasuries

—

165,009,520

—

165,009,520

Cash

Equivalents

5,528,163

9,913,835

—

15,441,998

Total

Investments

in

Securities

5,528,163

176,520,015

—

182,048,178

#

Represents

securities

that

were

deemed

to

have

a

value

of

zero

at

March

31,

2024.

2024

Annual

Report

77

REPORT

OF

INDEPENDENT

REGISTERED

PUBLIC

ACCOUNTING

FIRM

To

the

Shareholders

and

the

Board

of

Trustees

of

The

Weitz

Funds

Opinion

on

the

Financial

Statements

We

have

audited

the

accompanying

statements

of

assets

and

liabilities

of

The

Weitz

Funds

(the

“Trust”)

(comprising

the

Conservative

Allocation

Fund

(formerly

Balanced

Fund),

Core

Plus

Income

Fund,

Nebraska

Tax

Free

Income

Fund,

Partners

III

Opportunity

Fund,

Multi

Cap

Equity

Fund

(formerly

Partners

Value

Fund),

Short

Duration

Income

Fund,

Ultra

Short

Government

Fund

and

Large

Cap

Equity

Fund

(formerly

Value

Fund)

(collectively

referred

to

as

the

“Funds”)),

including

the

schedules

of

investments,

as

of

March

31,

2024,

and

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

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

each

of

the

Funds

comprising

The

Weitz

Funds

at

March

31,

2024,

the

results

of

their

operations

for

the

year

then

ended,

the

changes

in

their

net

assets

for

each

of

the

two

years

in

the

period

then

ended

and

their

financial

highlights

for

each

of

the

five

years

in

the

period

then

ended,

in

conformity

with

U.S.

generally

accepted

accounting

principles.

Basis

for

Opinion

These

financial

statements

are

the

responsibility

of

the

Trust’s

management.

Our

responsibility

is

to

express

an

opinion

on

each

of

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

Trust

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.

The

Trust

is

not

required

to

have,

nor

were

we

engaged

to

perform,

an

audit

of

the

Trust’s

internal

control

over

financial

reporting.

As

part

of

our

audits,

we

are

required

to

obtain

an

understanding

of

internal

control

over

financial

reporting

but

not

for

the

purpose

of

expressing

an

opinion

on

the

effectiveness

of

the

Trust’s

internal

control

over

financial

reporting.

Accordingly,

we

express

no

such

opinion.

Our

audits

included

performing

procedures

to

assess

the

risks

of

material

misstatement

of

the

financial

statements,

whether

due

to

error

or

fraud,

and

performing

procedures

that

respond

to

those

risks.

Such

procedures

included

examining,

on

a

test

basis,

evidence

regarding

the

amounts

and

disclosures

in

the

financial

statements.

Our

procedures

included

confirmation

of

securities

owned

as

of

March

31,

2024,

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

auditor

of

one

or

more

of

The

Weitz

Funds

investment

companies

since

2004.

Minneapolis,

MN

May

22,

2024

2024

Annual

Report

(Unaudited)

78

ACTUAL

AND

HYPOTHETICAL

EXPENSES

FOR

COMPARISON

PURPOSES

Example

As

a

shareholder

of

one

or

more

of

the

Funds,

you

incur

two

types

of

costs:

(1)

transaction

costs,

including

any

transaction

fees

that

you

may

be

charged

if

you

purchase

or

redeem

your

Fund

shares

through

certain

financial

institutions;

and

(2)

ongoing

costs,

including

management

fees

and

other

Fund

expenses.

This

Example

is

intended

to

help

you

understand

your

ongoing

costs

(in

dollars)

of

investing

in

the

Funds

and

to

compare

these

costs

with

the

ongoing

costs

of

investing

in

other

mutual

funds.

The

Example

is

based

on

an

investment

of

$1,000

invested

at

the

beginning

of

the

period

and

held

for

the

entire

period

from

October

1,

2023

through

March

31,

2024.

Actual

Expenses

The

first

line

for

each

Fund

in

the

table

below

provides

information

about

actual

account

values

and

actual

expenses.

You

may

use

the

information

in

this

line,

together

with

the

amount

you

invested,

to

estimate

the

expenses

that

you

paid

over

the

period.

Simply

divide

your

account

value

by

$1,000

(for

example,

an

account

value

of

$8,600

divided

by

$1,000

=

8.6),

then

multiply

the

result

by

the

number

in

the

first

line

under

the

heading

entitled

“Expenses

Paid

from

10/01/23

–

3/31/24”

to

estimate

the

expenses

you

paid

on

your

account

during

this

period.

Hypothetical

Example

for

Comparison

Purposes

The

second

line

for

each

Fund

in

the

table

below

provides

information

about

hypothetical

account

values

and

hypothetical

expenses

based

on

the

actual

expense

ratio

of

each

Fund

and

an

assumed

rate

of

return

of

5%

per

year

before

expenses,

which

is

not

the

actual

return

of

the

Fund.

The

hypothetical

account

values

and

expenses

may

not

be

used

to

estimate

the

actual

ending

account

balance

or

expenses

you

paid

for

the

period.

You

may

use

this

information

to

compare

the

ongoing

costs

of

investing

in

a

specific

Weitz

Fund

to

other

funds.

To

do

so,

compare

this

5%

hypothetical

example

with

the

5%

hypothetical

examples

that

appear

in

the

shareholder

reports

of

the

other

funds.

Please

note

that

the

expenses

shown

in

the

table

are

meant

to

highlight

your

ongoing

costs

only

and

do

not

reflect

any

transactional

costs

charged

by

certain

financial

institutions.

Therefore,

the

second

line

of

the

table

is

useful

in

comparing

ongoing

costs

only,

and

will

not

help

you

determine

the

relative

total

costs

of

owning

different

funds.

In

addition,

if

you

incurred

transactional

fees,

your

costs

would

have

been

higher.

Actual

and

hypothetical

expenses

for

each

Fund

are

provided

in

this

table.

Beginning

Account

Value

10/01/23

Ending

Account

Value

3/31/24

Annualized

Expense

Ratio

Expenses

Paid

from

10/01/23-3/31/24

(1)

Conservative

Allocation

-

Investor

Class

Actual

$

1,000.00

$

1,090.50

0.85‌

%

$

4.44

Hypothetical

(2)

1,000.00

1,020.75

0.85‌

4.29

Conservative

Allocation

-

Institutional

Class

Actual

1,000.00

1,091.80

0.70‌

3.66

Hypothetical

(2)

1,000.00

1,021.50

0.70‌

3.54

Core

Plus

Income

-

Investor

Class

Actual

1,000.00

1,062.30

0.55‌

2.84

Hypothetical

(2)

1,000.00

1,022.25

0.55‌

2.78

Core

Plus

Income

-

Institutional

Class

Actual

1,000.00

1,061.50

0.45‌

2.32

Hypothetical

(2)

1,000.00

1,022.75

0.45‌

2.28

Large

Cap

Equity

-

Investor

Class

Actual

1,000.00

1,194.40

1.01‌

5.54

Hypothetical

(2)

1,000.00

1,019.95

1.01‌

5.10

Large

Cap

Equity

-

Institutional

Class

Actual

1,000.00

1,195.40

0.86‌

4.72

Hypothetical

(2)

1,000.00

1,020.70

0.86‌

4.34

Multi

Cap

Equity

-

Investor

Class

Actual

1,000.00

1,177.40

1.05‌

5.72

Hypothetical

(2)

1,000.00

1,019.75

1.05‌

5.30

Multi

Cap

Equity

-

Institutional

Class

Actual

1,000.00

1,178.40

0.87‌

4.74

Hypothetical

(2)

1,000.00

1,020.65

0.87‌

4.39

Nebraska

Tax

Free

Income

Actual

1,000.00

1,050.90

0.45‌

2.31

Hypothetical

(2)

1,000.00

1,022.75

0.45‌

2.28

Partners

III

Opportunity

-

Investor

Class

Actual

1,000.00

1,141.70

1.95‌

10.44

Hypothetical

(2)

1,000.00

1,015.25

1.95‌

9.82

Partners

III

Opportunity

-

Institutional

Class

Actual

1,000.00

1,146.80

1.19‌

6.39

Hypothetical

(2)

1,000.00

1,019.05

1.19‌

6.01

Short

Duration

Income

-

Investor

Class

Actual

1,000.00

1,036.30

0.55‌

2.80

Hypothetical

(2)

1,000.00

1,022.25

0.55‌

2.78

Short

Duration

Income

-

Institutional

Class

Actual

1,000.00

1,036.60

0.45‌

2.29

Hypothetical

(2)

1,000.00

1,022.75

0.45‌

2.28

Ultra

Short

Government

Actual

1,000.00

1,026.20

0.32‌

1.62

Hypothetical

(2)

1,000.00

1,023.40

0.32‌

1.62

(1)

Expenses

are

equal

to

the

annualized

expense

ratio

for

the

Fund,

multiplied

by

the

average

account

value

over

the

period,

multiplied

by

the

number

of

days

in

the

most

recent

fiscal

half

year

(183/366).

(2)

Assumes

5%

total

return

before

expenses.

2024

Annual

Report

(Unaudited)

79

OTHER

INFORMATION

Proxy

Voting

Policy

A

description

of

the

Funds’

proxy

voting

policies

and

procedures

is

available

without

charge,

upon

request

by

(i)

calling

800-304-

9745,

(ii)

on

the

Funds’

website

at

weitzinvestments.com;

and

(iii)

on

the

SEC’s

website

at

sec.gov.

Information

on

how

each

of

the

Funds

voted

proxies

relating

to

portfolio

securities

during

each

twelve

month

period

ended

June

30

is

available:

(i)

on

the

Funds’

website

at

weitzinvestments.com

and

(ii)

on

the

SEC’s

website

at

sec.gov.

Form

N-PORT

The

Funds

file

complete

schedules

of

investments

with

the

Securities

and

Exchange

Commission

as

of

June

30

and

December

31

of

each

year

on

Form

N-PORT.

The

Funds’

Form

N-PORT

can

be

reviewed

and

copied

at

the

SEC’s

Public

Reference

Room

in

Washington,

D.C.

or

on

the

SEC’s

website

at

sec.gov.

Liquidity

Risk

Management

Program

The

Funds

have

adopted

and

implemented

a

Liquidity

Risk

Management

Policy

(the

“Policy”)

in

accordance

with

Rule

22e-4

under

the

Investment

Company

Act

of

1940,

as

amended.

The

Policy

seeks

to

assess

and

manage

each

Fund’s

liquidity

risk,

which

is

the

risk

that

a

Fund

could

not

meet

requests

to

redeem

Fund

shares

without

significant

dilution

of

the

remaining

investors’

interests

in

the

Fund.

The

Funds’

Board

of

Trustees

(“Board”)

has

appointed

Weitz

Investment

Management,

Inc.,

the

Funds’

investment

adviser

(“Weitz”),

to

administer

the

Policy.

Weitz

has

delegated

certain

day-to-day

administration

responsibilities

to

the

Liquidity

Risk

Management

Committee

(“Committee”),

which

consists

of

certain

Weitz

portfolio

management,

compliance,

and

accounting

personnel.

Weitz

also

may

engage

one

or

more

third

parties

to

perform

certain

functions

under

the

Policy.

The

Board

met

on

February

20,

2024

and

received

a

report

(the

“Liquidity

Report”)

from

Weitz

addressing

the

operation

of

the

Policy

and

assessing

the

adequacy

and

effectiveness

of

its

implementation,

including

the

operation

of

each

Fund’s

highly

liquid

investment

minimum

(“HLIM”).

The

Liquidity

Report

discussed

key

components

of

the

Policy,

including

the

assessment

of

the

Funds’

liquidity

risk,

classification

of

each

Fund’s

portfolio

investments

into

one

of

four

liquidity

categories,

15%

limit

on

the

Funds’

holdings

of

illiquid

investments,

and

HLIM

requirements.

As

reflected

in

the

Liquidity

Report,

Weitz

considers

the

Policy

to

be

reasonably

designed

to

assess

and

manage

the

Funds’

liquidity

risk

and

believes

it

has

been

adequately

and

effectively

implemented.

Tax

Information

Of

the

distributions

paid

during

the

fiscal

year,

the

amounts

that

may

be

considered

qualified

dividend

income

and

for

corporate

shareholders,

the

amounts

that

may

qualify

for

the

corporate

dividends

received

deduction,

are

summarized

as

follows

(in

U.S.

dollars):

The

information

and

distributions

reported

herein

may

differ

from

the

information

and

distributions

reported

to

shareholders

for

the

calendar

year

ended

December

31,

2023,

which

was

reported

in

conjunction

with

your

2023

Form

1099-DIV.

Conservative

Allocation

Core

Plus

Income

Partners

III

Opportunity

Qualified

dividend

income

1,183,338

222,400

1,803,150

Corporate

dividends

received

deduction

1,062,698

222,400

1,803,150

2024

Annual

Report

(Unaudited)

80

INFORMATION

ABOUT

THE

TRUSTEES

AND

OFFICERS

The

individuals

listed

below

serve

as

Trustees

or

Officers

of

the

Trust.

Each

Trustee

of

the

Weitz

Funds

serves

until

a

successor

is

elected

and

qualified

or

until

resignation.

Each

Officer

of

the

Weitz

Funds

is

elected

annually

by

the

Trustees.

The

address

of

all

Trustees

and

Officers

is

1125

South

103rd

Street,

Suite

200,

Omaha,

Nebraska

68124.

Independent

Trustees

Lorraine

Chang

(Age:

73)

Position(s)

Held

with

Trust:

Trustee;

Chair,

Board

of

Trustees

Length

of

Service

(Beginning

Date):

1997

Principal

Occupation(s)

During

Past

5

Years:

Retired

(2020

to

Present);

Independent

Management

Consultant

(2009

to

2020)

Number

of

Portfolios

Overseen

in

Fund

Complex:

8

Other

Directorships

During

Past

5

Years:

N/A

Steven

M.

Hill

(Age:

59)

Position(s)

Held

with

Trust:

Trustee

Length

of

Service

(Beginning

Date):

October

2022

Principal

Occupation(s)

During

Past

5

Years:

Director,

Catholic

Cemeteries

of

the

Archdiocese

of

Omaha

(2021

to

Present);

Finance

Director,

St.

Patrick

Catholic

Church

(2019

to

2021)

Number

of

Portfolios

Overseen

in

Fund

Complex:

8

Other

Directorships

During

Past

5

Years:

N/A

Alison

L.

Maloy

(Age:

45)

Position(s)

Held

with

Trust:

Trustee

Length

of

Service

(Beginning

Date):

October

2022

Principal

Occupation(s)

During

Past

5

Years:

Accounting

Instructor,

Creighton

University

(2018

to

Present)

Number

of

Portfolios

Overseen

in

Fund

Complex:

8

Other

Directorships

During

Past

5

Years:

N/A

Elizabeth

L.

Sylvester

(Age:

40)

Positions(s)

Held

with

Trust:

Trustee

Length

of

Service

(Beginning

Date):

October

2022

Principal

Occupation(s)

During

Past

5

Years:

Managing

Director

(2022

to

Present),

Director

(2019

to

2022),

Castlelake,

a

private

equity

firm

(2019

to

present);

Vice

President,

Envoi

LLC,

a

private

wealth

management

firm

(2017

to

2019)

Number

of

Portfolios

Overseen

in

Fund

Complex:

8

Other

Directorships

During

Past

5

Years:

N/A

Dana

E.

Washington

(Age:

51)

Position(s)

Held

with

Trust:

Trustee

Length

of

Service

(Beginning

Date):

2022

Principal

Occupation(s)

During

Past

5

Years:

Executive

Vice

President

and

General

Counsel,

Father

Flanagan’s

Boys’

Home,

a

youth

care

and

health

care

services

organization

Number

of

Portfolios

Overseen

in

Fund

Complex:

8

Other

Directorships

During

Past

5

Years:

N/A

Justin

B.

Wender

(Age:

54)

Position(s)

Held

with

Trust:

Trustee

Length

of

Service

(Beginning

Date):

2009

Principal

Occupation(s)

During

Past

5

Years:

Managing

Partner,

Stella

Point

Capital,

LP,

a

private

equity

firm

Number

of

Portfolios

Overseen

in

Fund

Complex:

8

Other

Directorships

During

Past

5

Years:

International

Money

Express,

Inc.,

an

international

money

transfer

company

(2018

to

Present)

Interested

Trustees

Wallace

R.

Weitz

(Age:

74)*†

Position(s)

Held

with

Trust:

President;

Portfolio

Manager;

Trustee

Length

of

Service

(Beginning

Date):

1986

Principal

Occupation(s)

During

Past

5

Years:

President,

Weitz

Funds;

Co-Chairman

of

Board

(February

2023

-

Present),

Co-Chief

Investment

Officer,

and

Portfolio

Manager,

Weitz

Investment

Management,

Inc.

Number

of

Portfolios

Overseen

in

Fund

Complex:

8

Other

Directorships

During

Past

5

Years:

Berkshire

Hathaway,

Inc.,

a

holding

company

owning

subsidiaries

engaged

in

numerous

diverse

business

activities;

Cable

One,

Inc.,

a

cable

television,

internet

and

telephone

services

company

Andrew

“Drew”

S.

Weitz

(Age:

44)

**†

Position(s)

Held

with

Trust:

Vice

President;

Portfolio

Manager;

Trustee

Length

of

Service

(Beginning

Date):

October

2022

Principal

Occupation(s)

During

Past

5

Years:

Vice

President,

Weitz

Funds;

Co-Chairman

of

the

Board

and

Senior

Vice

President

(February

2023

to

Present),

Portfolio

Manager,

Vice

President

(2017

to

February

2023),

and

Director

of

Equity

Research

(2017

to

2020),

Weitz

Investment

Management,

Inc.

Number

of

Portfolios

Overseen

in

Fund

Complex:

8

Other

Directorships

During

Past

5

Years:

N/A

*

Mr.

Wallace

Weitz

is

the

father

of

Mr.

Drew

Weitz,

who

serves

as

a

Trustee

and

Vice-

President

of

the

Trust

and

who

also

serves

as

a

Director

and

Senior

Vice

President

of

the

Adviser.

**

Mr.

Drew

Weitz

is

the

son

of

Mr.

Wallace

Weitz,

who

serves

as

a

Trustee

and

President

of

the

Trust

and

who

also

serves

as

Director

of

the

Adviser.

†

Each

of

Mr.

Wallace

Weitz

and

Mr.

Drew

Weitz

is

a

Director

and

Officer

of

Weitz

Investment

Management,

Inc.,

investment

adviser

to

the

Weitz

Funds,

and

as

such

is

considered

an

“interested

person”

of

the

Trust,

as

that

term

is

defined

in

the

Investment

Company

Act

of

1940

(an

“Interested

Trustee”).

2024

Annual

Report

(Unaudited)

81

Officers

Shar

M.

Bennett

(Age:

49)

Position(s)

Held

with

Trust:

Vice

President

and

Assistant

Treasurer

Length

of

Service

(Beginning

Date):

2018

Principal

Occupation(s)

During

Past

5

Years:

Vice

President

(2021

to

Present),

Assistant

Treasurer,

Weitz

Funds;

Senior

Vice

President

(February

2023

to

Present),

Chief

Financial

Officer

and

Treasurer

(March

2024

to

Present),

Director

of

Finance

&

Operations

and

Assistant

Treasurer

(2021

to

February

2024),

Vice

President

(2018

to

February

2023),

Director

of

Fund

Administration

(2018

to

2021),

Weitz

Investment

Management,

Inc.

James

J.

Boyne

(Age:

57)

Position(s)

Held

with

Trust:

Vice

President

and

Treasurer

Length

of

Service

(Beginning

Date):

2018

Principal

Occupation(s)

During

Past

5

Years:

Vice

President

and

Treasurer,

Weitz

Funds;

President

(November

2018

to

Present),

Assistant

Treasurer

(March

2024

to

Present),

Treasurer

(November

2018

to

February

2024),

Weitz

Investment

Management,

Inc.

Thomas

D.

Carney

(Age:

60)

Position(s)

Held

with

Trust:

Vice

President

Length

of

Service

(Beginning

Date):

2015

Principal

Occupation(s)

During

Past

5

Years:

Vice

President,

Weitz

Funds;

Co-Head

of

Fixed

Income

(November

2022

to

Present),

Portfolio

Manager.

Head

of

Fixed

Income

(1997

to

November

2022),

Weitz

Investment

Management,

Inc.

John

R.

Detisch

(Age:

59)

Position(s)

Held

with

Trust:

Vice

President,

General

Counsel,

Secretary

and

Chief

Compliance

Officer

Length

of

Service

(Beginning

Date):

2011

Principal

Occupation(s)

During

Past

5

Years:

Vice

President,

General

Counsel,

Secretary

and

Chief

Compliance

Officer,

Weitz

Funds;

Vice

President,

General

Counsel,

Secretary

and

Chief

Compliance

Officer,

Weitz

Investment

Management,

Inc.

Bradley

P.

Hinton

(Age:

56)

Position(s)

Held

with

Trust:

Vice

President

Length

of

Service

(Beginning

Date):

2006

Principal

Occupation(s)

During

Past

5

Years:

Vice

President,

Weitz

Funds;

Co-Chief

Investment

Officer,

Portfolio

Manager,

Executive

Vice

President

(February

2023

to

Present),

and

Vice

President

(2006

to

February

2023),

Weitz

Investment

Management,

Inc.

The

Statement

of

Additional

Information

for

the

Weitz

Funds,

which

can

be

obtained

without

charge

by

calling

800-304-9745,

includes

additional

information

about

the

Trustees

and

Officers

of

the

Weitz

Funds.

2024

Annual

Report

(Unaudited)

83

INDEX

DESCRIPTIONS

Index

performance

is

hypothetical

and

is

shown

for

illustrative

purposes

only.

You

cannot

invest

directly

in

an

index.

Bloomberg

1-3

Year

U.S.

Aggregate

Index

The

Bloomberg

1-3

Year

U.S.

Aggregate

Index

is

generally

representative

of

the

market

for

investment

grade,

U.S.

dollar

denominated,

fixed-rate

taxable

bonds

with

maturities

from

one

to

three

years.

Bloomberg

5-Year

Municipal

Bond

Index

The

Bloomberg

5-Year

Municipal

Bond

Index

is

a

capitalization

weighted

bond

index

generally

representative

of

major

municipal

bonds

of

all

quality

ratings

with

an

average

maturity

of

approximately

five

years.

Bloomberg

U.S.

Aggregate

Bond

Index

The

Bloomberg

U.S.

Aggregate

Bond

Index

is

a

broad-based

benchmark

that

measures

the

investment

grade,

U.S.

dollar-denominated,

fixed-rate

taxable

bond

market.

ICE

BofA

U.S.

6-Month

Treasury

Bill

Index

The

ICE

BofA

U.S.

6-Month

Treasury

Bill

Index

is

generally

representative

of

the

market

for

U.S.

Treasury

Bills.

Morningstar

Moderately

Conservative

Target

Risk

Index

The

Morningstar

Moderately

Conservative

Target

Risk

Index

is

an

asset

allocation

index

comprised

of

constituent

Morningstar

indices

and

reflects

global

equity

market

exposure

of

40%

based

on

an

asset

allocation

methodology

derived

by

Ibbotson

Associates,

a

Morningstar

company.

Russell

1000®

Index

The

Russell

1000

Index

measures

the

performance

of

the

large-cap

segment

of

the

U.S.

equity

universe.

It

is

a

subset

of

the

Russell

3000

Index

and

includes

approximately

1,000

of

the

largest

securities

based

on

a

combination

of

their

market

cap

and

current

index

membership.

Russell

3000®

Index

The

Russell

3000

Index

measures

the

performance

of

the

largest

3,000

U.S.

companies

representing

approximately

98%

of

the

investable

U.S.

equity

market.

S&P

500®

Index

The

S&P

500

Index

is

an

unmanaged

index

consisting

of

500

companies

generally

representative

of

the

market

for

the

stocks

of

large-size

U.S.

companies.

2024

Annual

Report

(Unaudited)

84

GLOSSARY

OF

TERMS

30-Day

SEC

Yield

30-Day

SEC

Yield

represents

net

investment

income

earned

by

a

fund

over

a

30-

day

period,

expressed

as

an

annual

percentage

rate

based

on

the

Fund’s

share

price

at

the

end

of

the

30-day

period.

Subsidized

yield

reflects

fee

waivers

and/

or

expense

reimbursements

during

the

period.

Without

such

fee

waivers

and/

or

expense

reimbursements,

if

any;

yields

would

have

been

lower.

Unsubsidized

yield

does

not

adjust

for

any

fee

waivers

and/or

expense

reimbursement

in

effect.

Average

Coupon

Average

coupon

is

the

weighted

average

coupon

rate

of

each

bond

in

the

portfolio.

Average

Effective

Duration

Average

effective

duration

provides

a

measure

of

a

fund's

interest-rate

sensitivity.

The

longer

a

fund's

duration,

the

more

sensitive

the

fund

is

to

shifts

in

interest

rates.

Average

Effective

Maturity

Average

effective

maturity

is

the

weighted

average

of

the

maturities

of

a

fund’s

underlying

bonds.

Commercial

Real

Estate

Collateralized

Loan

Obligations

CRE

CLOs

are

a

type

of

asset-backed

security

backed

by

a

pool

of

commercial

loans.

Effective

Long

Effective

Long

is

the

sum

of

the

portfolio’s

long

positions

(such

as

common

stocks,

or

derivatives

where

the

price

increases

when

an

index

or

position

rises).

Effective

Short

Effective

Short

is

the

sum

of

the

portfolio’s

short

positions

(such

as,

derivatives

where

the

price

increases

when

an

index

or

position

falls).

Effective

Net

Effective

Net

is

the

Effective

Long

minus

the

Effective

Short.

Gross

Expense

Ratio

The

gross

expense

ratio

reflects

the

total

annual

operating

expenses

of

a

mutual

fund,

before

any

fee

waivers

or

reimbursements.

Net

Expense

Ratio

The

net

expense

ratio

reflects

the

total

annual

operating

expenses

of

a

mutual

fund

after

taking

into

account

any

fee

waiver

and/or

expense

reimbursement.

The

net

expense

ratio

represents

what

investors

are

ultimately

charged

to

be

invested

in

a

mutual

fund.

Investment

Grade

Bonds

Investment

Grade

Bonds

are

those

securities

rated

at

least

BBB-

by

one

or

more

credit

ratings

agencies.

Non-Investment

Grade

Bonds

Non-Investment

Grade

Bonds

are

those

securities

(commonly

referred

to

as

“high

yield”

or

“junk”

bonds)

rated

BB+

and

below

by

one

or

more

credit

ratings

agencies.

Market

Capitalization

The

market

capitalization

of

a

company

represents

the

current

stock-market

value

of

a

company's

equity.

It

is

calculated

as

the

current

share

price

times

the

number

of

shares

outstanding

as

of

the

most

recent

quarter.

Middle

Market

CLOs

Middle

Market

CLOs

refer

to

collateralized

loan

obligations

backed

by

loans

made

to

smaller

companies,

which

companies

generally

have

earnings

before

interest,

taxes,

and

amortization

of

less

than

$75

million.

2024

Annual

Report

(Unaudited)

85

Portfolio

Turnover

Portfolio

turnover

is

a

measure

of

how

much

buying

and

selling

of

securities

a

portfolio

does

during

a

particular

period.

A

turnover

of

100

percent

means

the

portfolio

has

sold

the

equivalent

of

every

security

in

its

portfolio

and

replaced

it

with

something

else

over

a

set

period.

Yield

to

Maturity

(YTM)

Yield

to

Maturity

(YTM)

is

the

total

return

anticipated

on

a

bond

portfolio

if

the

bonds

are

held

to

maturity.

Yield

to

Worst

(YTW)

Yield

to

Worst

(YTW)

is

the

lowest

potential

yield

that

can

be

received

on

a

bond

portfolio

without

the

issuers

actually

defaulting.

2024

Annual

Report

(Unaudited)

87

Board

of

Trustees

Lorraine

Chang

Steven

M.

Hill

Alison

L.

Maloy

Elizabeth

L.

Sylvester

Dana

E.

Washington

Andrew

(Drew)

S.

Weitz

Wallace

R.

Weitz

Justin

B.

Wender

Investment

Adviser

Weitz

Investment

Management,

Inc.

1125

South

103rd

Street,

Suite

200

Omaha,

NE

68124-1071

(800)

304-9745

Custodian

Citibank,

N.A.

Officers

Wallace

R.

Weitz,

President

Shar

M.

Bennett,

Vice

President

&

Assistant

Treasurer

James

J.

Boyne,

Vice

President

&

Treasurer

Thomas

D.

Carney,

Vice

President

John

R.

Detisch,

Vice

President,

Secretary

&

Chief

Compliance

Officer

Bradley

P.

Hinton,

Vice

President

Andrew

S.

Weitz,

Vice

President

Distributor

Weitz

Securities,

Inc.

Transfer

Agent

and

Dividend

Paying

Agent

Ultimus

Fund

Solutions,

LLC

NASDAQ

symbols:

Conservative

Allocation

Fund

Investor

Class

-

WBALX

Institutional

Class

-

WBAIX

Core

Plus

Income

Fund

Investor

Class

-

WCPNX

Institutional

Class

-

WCPBX

Large

Cap

Equity

Fund

Investor

Class

-

WVALX

Institutional

Class

-

WVAIX

Multi

Cap

Equity

Fund

Investor

Class

-

WPVLX

Institutional

Class

-

WPVIX

Nebraska

Tax

Free

Income

Fund

-

WNTFX

Partners

III

Opportunity

Fund

Investor

Class

-

WPOIX

Institutional

Class

-

WPOPX

Short

Duration

Income

Fund

Investor

Class

-

WSHNX

Institutional

Class

-

WEFIX

Ultra

Short

Government

Fund

-

SAFEX

Investors

should

consider

carefully

the

investment

objectives,

risks,

and

charges

and

expenses

of

a

fund

before

investing.

This

and

other

important

information

is

contained

in

the

prospectus

and

summary

prospectus,

which

may

be

obtained

at

weitzinvestments.com

or

from

a

financial

advisor.

Please

read

the

prospectus

carefully

before

investing.

5/22/2024

AR

03.31.24

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 (the “Code of Ethics”).  During the period covered by this report, there were no amendments, nor did the Registrant grant any waivers, including any implicit waivers, from any provision of the Code of Ethics.  The Code of Ethics is attached hereto as Exhibit 14(a)(1).

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” (as defined in Item 3 of Form N-CSR) serving on its audit committee.  Alison Maloy is an “audit committee financial expert” and is “independent” (as each term is defined in Item 3 of Form N-CSR).

Item 4. Principal Accountant Fees and Services.

(a)

Audit Fees.  Fees for audit services provided to the Registrant were $269,500 and $269,500 for the fiscal years ended March 31, 2024 and 2023, respectively.

(b)

Audit Related Fees.  The aggregate fees billed in each of the last two fiscal years for audit-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 were $0 and $10,000 for the fiscal years ended March 31, 2024 and 2023, respectively.  The fees, paid by Weitz Investment Management, Inc., the Registrant’s investment adviser and transfer agent, were payment for the principal accountant performing work relating to plan of reorganization transactions.

(c)

Tax Fees.  Fees for tax services, which consisted of income and excise tax compliance services, were $44,730 and $50,320 for the fiscal years ended March 31, 2024 and 2023, respectively.

(d)

All Other Fees.  Fees for all other services totaled $0 and $0 for the fiscal years ended March 31, 2024 and 2023, respectively.

(e)

(1)  The Registrant’s Audit Committee has adopted Pre-Approval Policies and Procedures.  The Audit Committee must pre-approve all audit services and non-audit services that the principal accountant provides to the Registrant.  The Audit Committee must also pre-approve any engagement of the principal accountant to provide non-audit services to the Registrant’s investment adviser, or any affiliate of the adviser that provides ongoing services to the Registrant, if such non-audit services directly impact the Registrant’s operations and financial reporting.

(2)  No services described in items (b) were pre-approved by the Audit Committee pursuant to Rule 2‑01(c)(7)(i)(c) of Regulation S-X.

(f)

All of the work in connection with the audit of the Registrant during the years ended March 31, 2024 and 2023 was performed by full-time employees of the Registrant’s principal accountant.

(g)

The aggregate fees billed by the principal accountant for non-audit services to the Registrant, the Registrant’s investment adviser and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Registrant were $133,670 and $144,820 for the years ended March 31, 2024 and 2023, respectively.

(h)

The Registrant’s Audit Committee has considered whether the provision of non-audit services that were rendered to the Registrant’s investment adviser, and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal auditor’s independence.

(i)

Not applicable.

(j)

Not applicable.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

The Schedule of Investments in Securities of unaffiliated issuers is included as part of the Report to Shareholders filed under Item 1.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

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

Not applicable.

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

Not applicable.

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

Not applicable.

Item 11. Controls and Procedures.

(a)

The Registrant’s principal executive officer and principal financial officer have concluded, based on their

evaluation of the Registrant’s disclosure controls and procedures as conducted within 90 days of the filing date of this report, that those disclosure controls and procedures provide reasonable assurance that material information required to be disclosed by the Registrant on this report is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.

(b)

There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17CFR 270.30a-3(d)) 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 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable. 

Item 13. Recovery of Erroneously Awarded Compensation.

Not applicable. 

Item 14. Exhibits.

(a)(1)

The Code of Ethics is attached hereto.

(a)(2)

The certifications required by Rule 30a-2(a) of the Investment Company Act of 1940 are attached hereto.

(a)(3) Not applicable.

(b)The certifications required by Rule 30a-2(b) of the Investment Company Act of 1940 and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto.

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)   Weitz Funds                                                

By (Signature and Title)                    /s/ Wallace R. Weitz                                                          

                                                Wallace R. Weitz, Principal Executive Officer

Date  5/22/2024    

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/ Wallace R. Weitz                                                          

                                                Wallace R. Weitz, Principal Executive Officer

Date  5/22/2024    

By (Signature and Title)                    /s/ James J. Boyne                                                              

                                                James J. Boyne, Principal Financial Officer

Date  5/22/2024