N-CSR 1 fp0061738_ncsr.htm

 

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 811-21719

 

INVESTMENT MANAGERS SERIES TRUST
(Exact name of registrant as specified in charter)

 

235 West Galena Street

Milwaukee, WI 53212
(Address of principal executive offices) (Zip code)

 

Diane J. Drake

Mutual Fund Administration, LLC

2220 E. Route 66, Suite 226

Glendora, CA 91740
(Name and address of agent for service)

 

(626) 385-5777

Registrant's telephone number, including area code

 

Date of fiscal year end: November 30

 

Date of reporting period: November 30,2020

   

 

Item 1. Report to Stockholders.

 

The registrant’s annual report transmitted to shareholders pursuant to Rule 30e-1 under the Investment Company Act of 1940, as amended (the “Investment Company Act”), is as follows:

  

 

Zacks All-Cap Core Fund

(Institutional Class: CZOVX)

 

Zacks Small-Cap Core Fund

(Investor Class: ZSCCX)

(Institutional Class: ZSCIX)

 

Zacks Dividend Fund

(Investor Class: ZDIVX)

(Institutional Class: ZDIIX)

 

ANNUAL REPORT

NOVEMBER 30, 2020

   

 

Zacks Funds

Each a series of Investment Managers Series Trust

 

Table of Contents

 

Shareholder Letter 1
Fund Performance 4
Schedules of Investments 9
Statements of Assets and Liabilities 23
Statements of Operations 25
Statements of Changes in Net Assets 27
Financial Highlights 30
Notes to Financial Statements 35
Report of Independent Registered Public Accounting Firm 45
Supplemental Information 46
Expense Examples 56

 

This report and the financial statements contained herein are provided for the general information of the shareholders of the Zacks Funds. This report is not authorized for distribution to prospective investors in the Funds unless preceded or accompanied by an effective prospectus.

 

www.zacksfunds.com

   

 

 

Dear Shareholders:

 

We are pleased to provide the Annual Report for the following Funds for the one-year period ending November 30, 2020:

 

Zacks All-Cap Core Fund
Zacks Small-Cap Core Fund
Zacks Dividend Fund

 

This past year was a year everyone will remember, but mostly for its challenges and hardships. From a pure investment standpoint, it was a strong year – the S&P 500 pushed higher, despite a steep bear market in the spring. A resilient 2020 followed strong market returns in 2019. Effectively, what happened is that the combined fiscal and monetary stimulus in response to the pandemic boosted stock prices. The concern is that the same forces that supported the market must at some point be dialed back. Risk must return to the markets, and now is a good time for investors to remember that trees do not grow to the sky. It is imperative that investors resist the siren call of over-allocating to higher risk strategies in the current environment.

 

Technology was the best performing sector for the year, while the worst performing sectors were Energy, Real Estate, and Financials.

 

With interest rates being substantially pulled down by the Federal Reserve, companies with potential earnings years in the future became more valuable than companies whose earnings occur in the immediate future. The net result was a rotation out of value stocks and into growth stocks. This trend could reverse in 2021 and we might see some rotation from high valuation growth stocks into lower valuation sectors as inflation starts to pick up.

 

All-Cap Core Fund

 

The Zacks All-Cap Core Fund Institutional Class returned 13.84% for the one-year period ending November 30, 2020, underperforming the Russell 3000 which returned 19.02% for the same period.

 

Large cohort of low-quality stocks such high short interest relative to shares outstanding, and high debt relative to market cap did extremely well this year. By our qualitative evaluation, we underweight such companies. Similarly, few mega cap growth stocks, where we were constrained by our policy max weight, also performed far ahead of benchmark.

 

Zacks Small-Cap Core Fund

 

The Zacks Small-Cap Core Fund Institutional Class returned -8.28% for the one-year period ending November 30, 2020, underperforming its benchmark, the Russell 2000 Index, which returned 13.59%. There was a wide disparity between growth and value stocks within the small cap universe, with growth dramatically outperforming value. We also saw small-cap companies with low short interest relative to shares outstanding substantially underperform companies with high short interest relative to shares outstanding. Our anticipation is that as the market and economy returns to normal in 2021 higher-quality small cap names will begin to outperform, as they have historically, which should help performance.

  1 

 

In the small cap space, the Materials, Financials, Technology, Energy and Industrial sectors outperformed. Consumer Staples and Utilities underperformed. Our underweight to Materials, Technology, and Financial sectors hurt the relative performance. Our overweight to Industrials and Energy sectors and underweight to Utility sector helped the relative performance.

 

If market expectations about vaccines and therapeutics ending the health crisis in the near future, continued monetary and fiscal stimulus measures, and faster and stronger revival of economic growth are realized, then small-cap stocks could produce strong gains in 2021.

 

Zacks Dividend Fund

 

The Zacks Dividend Fund Institutional Class returned -0.89% for the one-year period ending November 2020, underperforming its benchmark, the Russell 1000 Value Index, which returned 1.72%.

 

The portfolio’s overweight to Financials contributed to performance as the sector rebounded, trailing only the Energy sector in the fourth quarter. As the yield curve steepens financial stocks stand to benefit from higher margins and stronger revenue. Banks navigated a challenging environment in 2020 exhibiting their well-capitalized position moving forward.

 

Our overweight to Consumer Staples and Health Care, and our underweight to Industrials and Consumer Discretionary, hurt our relative performance for the quarter. On a stock specific level, Lockheed Martin Corp. and Amgen Inc. were among the largest detractors from the portfolio’s performance. Cost issues with Lockheed Martin’s F-35 fighter jet, accounting for 27% of the company’s sales, raised concerns within the Defense Department’s annual review program. The necessary cost reductions will arguably hurt operating results for the company. Amgen’s shares steadily underperformed the industry’s over the past year, as increasing competition for its legacy products put a drag on revenues. Pipeline setbacks for various drugs will be another headwind as the company moves forward.

 

Going forward, we see a constructive environment for value stocks (which tend to be dividend payers). Historically, as market concentration diminishes following a recession, investors look to beaten-down sectors and stocks. This may drive a rotation to value, which could also be supported by positive vaccine news in the 1st half of the new year.

 

Conclusion

 

From an economic recovery standpoint, mass immunization is likely to fuel a mid to late year upswing in economic activity. I think this resurgence will be robust, with a ‘wall of liquidity’ ready to be unleashed in the economy. I also think we could see a positive feedback loop between increasing consumer confidence and increasing business confidence and spending, which should drive economic and corporate profit growth higher in 2020. I tend to believe the U.S. economy will grow faster than many expect.

 

For investors, there are likely to be quite a few distractions over the next few months, and I have little doubt it will be a very challenging winter for businesses. But as I have said many times before, the stock market does not tend to be concerned with what is happening in the moment – it is almost always looking ahead. In 2021, I think the market will see a lot of liquidity, pent-up demand, and the potential for accelerating earnings and GDP growth.

 

Sincerely,

 

Mitchel Zacks

Portfolio Manager

Zacks Funds

  2 

 

The views in this letter were as of November 30th and may not necessarily reflect the same views on the date this letter is first published or any time thereafter. These views are intended to help shareholders in understanding the fund’s investment methodology and do not constitute investment advice.

 

Risk Disclosure

 

Investment Risk. An investment in the Funds is subject to risks, and you could lose money on your investment. There can be no assurance that a Fund will achieve its investment objective.

 

Equity Risk. A principal risk of investing in the Funds is equity risk, which is the risk that the value of the securities held by a Fund will fall due to general market and economic conditions, perceptions regarding the industries in which the issuers of securities held by a Fund participate, or factors relating to specific companies in which a Fund invests.

 

Risks of Mid-Cap and Small-Cap Companies. The securities of small-cap or mid-cap companies may be subject to more abrupt or erratic market movements and may have lower trading volumes or more erratic trading than securities of larger companies or the market averages in general. In addition, such companies typically are subject to a greater degree of change in earnings and business prospects than are larger, more established companies.

 

Income and Distribution Risk. The income that shareholders receive from a Fund through annual distributions is based primarily on the dividends and interest the Fund earns from its investments. Dividend payments a Fund receives can vary widely and there is no guarantee that they will be paid at all.

 

Foreign Investment Risk. Although the Funds will limit their investment in securities of foreign issuers to ADRs and Canadian issuers, a Fund’s investment in non-U.S. issuers may involve unique risks compared to investing in securities of U.S. issuers. Adverse political, economic or social developments could undermine the value of a Fund’s investments or prevent a Fund from realizing the full value of its investments.

 

Short Sales Risk. As part of its investment strategies, the Zacks Small-Cap Core Fund will sell stocks short. There are risks involved in selling stock short including the possibility that the Fund may not be able to close out a short position at a particular time or at a particular price. The Fund’s loss on a short sale is limited only by the maximum attainable price of the security (which could be limitless) less the price the Fund paid for the security at the time it was borrowed.

 

Market Turbulence Resulting from COVID-19. The outbreak of COVID-19 has negatively affected the worldwide economy, individual countries, individual companies and the market in general. The future impact of COVID-19 is currently unknown, and it may exacerbate other risks that apply to the Fund.

  3 

 

Zacks All-Cap Core Fund

FUND PERFORMANCE at November 30, 2020 (Unaudited)

 

 

 

This graph compares a hypothetical $10,000 investment in the Fund’s Institutional Class shares with a similar investment in the Russell 3000 Index during the periods shown. Results include the reinvestment of all dividends and capital gain.

 

The Russell 3000 Index is a broad representation of the U.S. equity market. The index does not reflect expenses, fees or sales charge, which would lower performance. The index is unmanaged and it is not possible to invest in an index.

 

Average Annual Total Return as of November 30, 2020 1 Year 5 Years 10 Years
Institutional Class1 13.84% 11.81% 11.95%
Russell 3000 Index 19.02% 13.95% 14.04%
¹Performance for periods prior to April 16, 2018, reflect performance of the Investor Class, which were re-designated as Institutional Class shares on April 16, 2018. The Investor Class shares were subject to a distribution fee pursuant to a Rule 12b-1 Plan and therefore had a higher expense ratio than the Institutional Class. The distribution fee is reflected in the Fund’s performance for periods prior to April 16, 2018. Prior to October 31, 2016, the Investor Class shares of the Fund were designated as Class A shares.

 

The performance data quoted here represents past performance and past performance is not a guarantee of future results. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance information quoted and may be obtained by calling (888) 453-4003.

 

Gross and net expense ratios for Institutional Class shares were 1.28% and 1.00%, respectively, which were the amounts stated in the current summary prospectus dated April 1, 2020. For the Fund’s most current one year expense ratios, please refer to the Financial Highlights section of this report. The Fund’s advisor has contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses do not exceed 1.00% of the average daily net assets for Institutional Class shares of the Fund. This agreement is in effect until March 31, 2023 and it may be terminated before that date only by the Trust’s Board of Trustees. In the absence of such waivers, the Fund’s returns would be lower.

 

Returns reflect the reinvestment of distributions made by the Fund, if any. The graph and the performance table above do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Shares redeemed within 30 days of purchase will be charged a 2.00% redemption fee.

  4 

 

Zacks Small-Cap Core Fund

FUND PERFORMANCE at November 30, 2020 (Unaudited)

 

 

  

This graph compares a hypothetical $10,000 investment in the Fund’s Investor Class shares, made at its inception, with a similar investment in the Russell 2000 Index. The performance graph above is shown for the Fund’s Investor Class shares, Institutional Class shares performance may vary. Results include reinvestment of all dividends and capital gains.

 

The Russell 2000 Index measures the performance of the small-cap value segment of the U.S. equity universe. The index does not reflect expenses, fees or sales charge, which would lower performance. The index is unmanaged and it is not possible to invest in an index.

 

Average Annual Total Return as of November 30, 2020 1 Year 5 Years

Since

Inception

Inception Date
Investor Class -8.54% 4.95% 8.94% 06/30/11
Institutional Class1 -8.28% 5.23% 9.22% 02/28/14
Russell 2000 Index 13.59% 10.25% 10.25% 06/30/11

 

1The performance figures for Institutional Class shares include the performance of the Investor Class shares for the periods prior to the inception date of Institutional Class shares. Investor Class shares impose higher expenses than that of Institutional Class shares.

 

The performance data quoted here represents past performance and past performance is not a guarantee of future results. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance information quoted and may be obtained by calling (888) 453-4003.

 

Gross and net expense ratios for Investor Class shares were 1.53% and 1.39%, respectively, and for Institutional Class shares were 1.28% and 1.14%, respectively, which were the amounts stated in the current prospectus dated April 1, 2020. For the Fund’s current one year expense ratios, please refer to the Financial Highlights section of this report. The Fund’s advisor has contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses do not exceed 1.39% and 1.14% of the average daily net assets of the Investor Class, and Institutional Class shares of the Fund, respectively. This agreement is in effect until March 31, 2023 and it may be terminated before that date only by the Trust’s Board of Trustees. In the absence of such waivers, the Fund’s returns would be lower.

  5 

 

Zacks Small-Cap Core Fund

FUND PERFORMANCE at November 30, 2020 (Unaudited) - Continued

 

 

Returns reflect the reinvestment of distributions made by the Fund, if any. The graph and the performance table above do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Shares redeemed within 30 days of purchase will be charged a 2.00% redemption fee.

  6 

 

Zacks Dividend Fund

FUND PERFORMANCE at November 30, 2020 (Unaudited)

 

 

 

This graph compares a hypothetical $10,000 investment in the Fund’s Investor Class shares, made at its inception, with a similar investment in the Russell 1000 Value Index. The performance graph above is shown for the Fund’s Investor Class shares, Institutional Class shares performance may vary. Results include the reinvestment of all dividends and capital gains.

 

The Russell 1000 Value Index is a subset of the Russell 3000 Index. The Russell 1000 Value Index (maintained by the Russell Investment Group) comprises over 90% of the total market capitalization of all listed U.S. stocks, and is considered a bellwether index for large cap investing. The index does not reflect expenses, fees or sales charge, which would lower performance. The index is unmanaged and it is not possible to invest in an index.

 

Average Annual Total Return as of November 30, 2020 1 Year 5 Years

Since

Inception

Inception Date
Investor Class -1.11% 8.38% 8.12% 01/31/14
Institutional Class1 -0.89% 8.64% 8.39% 01/31/17
Russell 1000 Value Index  1.72% 8.44% 8.39% 01/31/14

 

1The performance figures for Institutional Class shares include the performance of the Investor Class shares for the periods prior to the inception date of Institutional Class shares. Investor Class shares impose higher expenses than that of Institutional Class shares.

 

The performance data quoted here represents past performance and past performance is not a guarantee of future results. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance information quoted and may be obtained by calling (888) 453-4003.

 

Gross and net expense ratios for Investor Class shares were 1.43% and 1.30%, respectively, and for the Institutional Class shares were 1.18% and 1.05%, respectively, which were the amounts stated in the current prospectus dated April 1, 2020. For the Fund’s current one year expense ratios, please refer to the Financial Highlights section of this report. The Fund’s Advisor has contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses do not exceed 1.30% and 1.05% of the average daily net assets for Investor Class shares and Institutional Class shares of the Fund, respectively. This agreement is in effect until March 31, 2023, and it may be terminated before that date only by the Trust’s Board of Trustees. In the absence of such waivers, the Fund’s returns would have been lower.

  7 

 

Zacks Dividend Fund

FUND PERFORMANCE at November 30, 2020 (Unaudited) - Continued

 

 

Returns reflect the reinvestment of distributions made by the Fund, if any. The graph and the performance table above do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Shares redeemed within 30 days of purchase will be charged a 2.00% redemption fee.

  8 

 

Zacks All-Cap Core Fund

SCHEDULE OF INVESTMENTS

As of November 30, 2020

 

 

Number
of Shares
      Value 
     COMMON STOCKS — 98.0%     
     BASIC MATERIALS — 2.5%     
 4,083   Celanese Corp.1  $528,055 
 7,014   International Paper Co.1   347,053 
 2,568   PPG Industries, Inc.1   376,905 
         1,252,013 
     COMMUNICATIONS — 14.5%     
 505   Alphabet, Inc. - Class A*   885,972 
 168   Alphabet, Inc. - Class C*   295,804 
 520   Amazon.com, Inc.*   1,647,381 
 6,898   Cisco Systems, Inc.   296,752 
 3,338   Expedia Group, Inc.   415,548 
 3,890   Facebook, Inc. - Class A*   1,077,413 
 2,390   Nice Ltd. - ADR*,1,2   582,491 
 3,798   T-Mobile US, Inc.*   504,906 
 5,655   Verizon Communications, Inc.   341,618 
 17,764   ViacomCBS, Inc.1   626,714 
 3,767   Walt Disney Co.   557,554 
         7,232,153 
     CONSUMER, CYCLICAL — 8.6%     
 5,880   Best Buy Co., Inc.   639,744 
 3,283   Home Depot, Inc.   910,737 
 1,663   Marriott International, Inc. - Class A   210,985 
 3,522   NIKE, Inc. - Class B   474,413 
 12,373   PulteGroup, Inc.   539,834 
 5,390   Starbucks Corp.   528,328 
 12,220   Univar Solutions, Inc.*   218,738 
 5,155   Walmart, Inc.   787,633 
         4,310,412 
     CONSUMER, NON-CYCLICAL — 24.4%     
 3,553   AbbVie, Inc.   371,573 
 2,248   Amedisys, Inc.*   550,288 
 2,205   Amgen, Inc.   489,598 
 3,951   Baxter International, Inc.   300,553 
 6,401   Bristol-Myers Squibb Co.   399,423 
 1,250   Cintas Corp.1   444,125 
 6,038   Coca-Cola Co.   311,561 
  9 

 

Zacks All-Cap Core Fund

SCHEDULE OF INVESTMENTS - Continued

As of November 30, 2020

 

 

Number
of Shares
      Value 
     COMMON STOCKS (Continued)     
     CONSUMER, NON-CYCLICAL (Continued)     
 5,574   Colgate-Palmolive Co.1  $477,357 
 3,461   CVS Health Corp.   234,621 
 2,756   Danaher Corp.   619,080 
 4,135   Edwards Lifesciences Corp.*,1   346,885 
 3,614   Hershey Co.   534,475 
 4,472   Johnson & Johnson   647,009 
 1,807   Laboratory Corp. of America Holdings*   361,111 
 7,776   Merck & Co., Inc.   625,113 
 1,286   Molina Healthcare, Inc.*   262,511 
 1,479   Moody's Corp.1   417,581 
 1,851   PayPal Holdings, Inc.*   396,336 
 5,236   PepsiCo, Inc.   755,188 
 6,891   Procter & Gamble Co.   956,953 
 14,578   Sabre Corp.   164,003 
 1,531   Stryker Corp.   357,335 
 2,848   Sysco Corp.   203,034 
 1,020   Teladoc Health, Inc.*   202,745 
 957   Thermo Fisher Scientific, Inc.   444,986 
 3,304   Tyson Foods, Inc. - Class A   215,421 
 2,530   UnitedHealth Group, Inc.   850,940 
 1,127   Vertex Pharmaceuticals, Inc.*   256,674 
         12,196,479 
     ENERGY — 2.3%     
 5,788   Chevron Corp.   504,598 
 6,673   ConocoPhillips   263,984 
 11,217   Devon Energy Corp.1   156,926 
 3,391   Phillips 661   205,426 
         1,130,934 
     FINANCIAL — 12.6%     
 4,715   American Express Co.   559,152 
 2,744   Ameriprise Financial, Inc.1   508,299 
 1,409   Assurant, Inc.1   181,930 
 26,064   Bank of America Corp.   733,962 
 445   BlackRock, Inc.   310,766 
 2,665   Crown Castle International Corp. - REIT1   446,574 
 4,227   Equity LifeStyle Properties, Inc. - REIT   247,660 
  10 

 

Zacks All-Cap Core Fund

SCHEDULE OF INVESTMENTS - Continued

As of November 30, 2020

 

 

Number
of Shares
      Value 
     COMMON STOCKS (Continued)     
     FINANCIAL (Continued)     
 11,424   Hartford Financial Services Group, Inc.1  $504,941 
 4,801   JPMorgan Chase & Co.   565,942 
 20,122   KeyCorp   311,086 
 4,747   Marsh & McLennan Cos., Inc.1   544,196 
 8,667   MetLife, Inc.   400,155 
 2,726   Mid-America Apartment Communities, Inc. - REIT   343,912 
 7,011   State Street Corp.   494,135 
 3,093   Western Alliance Bancorp   158,578 
         6,311,288 
     INDUSTRIAL — 8.7%     
 1,291   Boeing Co.   272,027 
 3,553   Caterpillar, Inc.1   616,765 
 1,058   Deere & Co.   276,794 
 2,432   FedEx Corp.1   696,962 
 3,063   Honeywell International, Inc.   624,607 
 2,031   Lockheed Martin Corp.   741,315 
 4,502   MasTec, Inc.*,1   255,308 
 2,787   Republic Services, Inc.   269,559 
 1,016   Rockwell Automation, Inc.   259,649 
 2,603   Tetra Tech, Inc.   310,408 
         4,323,394 
     TECHNOLOGY — 22.3%     
 2,456   Accenture PLC - Class A1,2   611,765 
 3,951   Advanced Micro Devices, Inc.*,1   366,100 
 2,046   ANSYS, Inc.*,1   691,671 
 14,333   Apple, Inc.   1,706,344 
 6,340   Applied Materials, Inc.   522,923 
 1,427   CACI International, Inc. - Class A*   338,613 
 3,767   Cadence Design Systems, Inc.*   438,102 
 6,285   Fortinet, Inc.*   774,500 
 5,452   Intel Corp.   263,604 
 980   Intuit, Inc.   344,980 
 2,481   Manhattan Associates, Inc.*,1   253,657 
 7,194   Microsoft Corp.   1,540,020 
 1,776   NVIDIA Corp.   952,043 
 2,305   salesforce.com, Inc.*   566,569 
  11 

 

Zacks All-Cap Core Fund

SCHEDULE OF INVESTMENTS - Continued

As of November 30, 2020

 

 

Number
of Shares
      Value 
     COMMON STOCKS (Continued)     
     TECHNOLOGY (Continued)     
 3,850   Skyworks Solutions, Inc.  $543,504 
 3,853   Synaptics, Inc.*,1   299,648 
 2,267   Synopsys, Inc.*   515,742 
 2,695   Texas Instruments, Inc.   434,569 
         11,164,354 
     UTILITIES — 2.1%     
 5,482   American Electric Power Co., Inc.   465,367 
 4,152   NextEra Energy, Inc.   305,545 
 4,808   Southern Co.   287,759 
         1,058,671 
     TOTAL COMMON STOCKS     
     (Cost $34,325,615)   48,979,698 

 

     SHORT-TERM INVESTMENTS — 19.4%     
Units        
     COLLATERAL FOR SECURITIES LOANED — 17.5%     
 8,713,098   Securities Lending Fund II, LLC 3   8,713,098 

 

Principal
Amount
        
$964,181   UMB Money Market Fiduciary, 0.01% 4   964,181 
     TOTAL SHORT-TERM INVESTMENTS     
     (Cost $9,677,279)   9,677,279 
           
     TOTAL INVESTMENTS — 117.4%     
     (Cost $44,002,894)   58,656,977 
           
     Liabilities in Excess of Other Assets — (17.4)%   (8,699,838)
     TOTAL NET ASSETS — 100.0%  $49,957,139 

 

ADR — American Depository Receipt

PLC — Public Limited Company

REIT — Real Estate Investment Trusts

 

*Non-income producing security.
1All or a portion of shares are on loan. Total loaned securities had a fair value of $8,519,378 at November 30, 2020.
2Foreign security is denominated in U.S. Dollars.
3The Securities Lending Fund II, LLC is not registered under the 1940 Act, pursuant to the exception available under Section 3(c)(7) of the 1940 Act.
4The rate is the annualized seven-day yield at period end.

 

See accompanying Notes to Financial Statements.

  12 

 

Zacks All-Cap Core Fund

SUMMARY OF INVESTMENTS

As of November 30, 2020

 

 

Security Type/Sector  Percent of Total
Net Assets
Common Stocks     
Consumer, Non-cyclical   24.4%
Technology   22.3%
Communications   14.5%
Financial   12.6%
Industrial   8.7%
Consumer, Cyclical   8.6%
Basic Materials   2.5%
Energy   2.3%
Utilities   2.1%
Total Common Stocks   98.0%
Short-Term Investments   19.4%
Total Investments   117.4%
Liabilities in Excess of Other Assets   (17.4)%
Total Net Assets   100.0%

 

See accompanying Notes to Financial Statements.

  13 

 

Zacks Small-Cap Core Fund

SCHEDULE OF INVESTMENTS

As of November 30, 2020

 

 

Number
of Shares

      Value 
     COMMON STOCKS — 97.4%     
     BASIC MATERIALS — 3.9%     
 5,270   Clearwater Paper Corp.*  $183,976 
 4,107   Hawkins, Inc.   206,089 
 67,724   Hecla Mining Co.1   323,721 
 6,398   Innospec, Inc.   526,491 
 4,968   Orion Engineered Carbons S.A.2   77,302 
 4,538   Stepan Co.   527,134 
         1,844,713 
     COMMUNICATIONS — 2.2%     
 50,519   A10 Networks, Inc.*   403,142 
 36,179   Quotient Technology, Inc.*   269,533 
 2,082   Stamps.com, Inc.*,1   390,292 
         1,062,967 
     CONSUMER, CYCLICAL — 14.8%     
 14,709   Bally's Corp.   653,521 
 15,537   Cannae Holdings, Inc.*   612,469 
 1,951   Cavco Industries, Inc.*   351,199 
 4,970   Dana, Inc.   83,695 
 39,114   Forestar Group, Inc.*   761,158 
 37,629   Green Brick Partners, Inc.*   819,183 
 4,552   Johnson Outdoors, Inc. - Class A   380,547 
 20,189   Knoll, Inc.1   275,782 
 10,107   Marine Products Corp.   155,850 
 14,852   MDC Holdings, Inc.1   716,906 
 23,045   Rush Enterprises, Inc. - Class A   883,315 
 24,614   Superior Group of Cos., Inc.   535,108 
 13,275   Systemax, Inc.   408,472 
 7,295   Titan Machinery, Inc.*   133,280 
 5,458   Triton International Ltd./Bermuda2   247,029 
         7,017,514 
     CONSUMER, NON-CYCLICAL — 20.7%     
 3,264   Amedisys, Inc.*,1   798,995 
 11,991   ASGN, Inc.*   937,456 
 151,095   Axcella Health, Inc.*,1   861,241 
 5,504   Barrett Business Services, Inc.   367,172 
 11,286   CBIZ, Inc.*   273,347 
  14 

 

Zacks Small-Cap Core Fund

SCHEDULE OF INVESTMENTS - Continued

As of November 30, 2020

 

 

Number
of Shares
     

Value

 
     COMMON STOCKS (Continued)     
     CONSUMER, NON-CYCLICAL (Continued)     
 9,551   Central Garden & Pet Co.*  $382,422 
 12,958   Concert Pharmaceuticals, Inc.*   147,721 
 6,206   CRA International, Inc.   284,545 
 11,150   Cross Country Healthcare, Inc.*   97,005 
 20,259   Darling Ingredients, Inc.*,1   978,105 
 7,683   Ensign Group, Inc.1   552,177 
 14,470   Herc Holdings, Inc.*,1   828,842 
 46,920   MeiraGTx Holdings plc*,2   662,510 
 998   Nevro Corp.*,1   160,927 
 5,575   Novocure Ltd.*,1,2   700,499 
 83,705   Organogenesis Holdings, Inc.*   431,081 
 1,465   Providence Service Corp.*,1   198,932 
 1,422   Quidel Corp.*,1   277,361 
 38,539   scPharmaceuticals, Inc.*   355,330 
 4,086   Surmodics, Inc.*,1   152,980 
 53,963   X4 Pharmaceuticals, Inc.*   356,156 
         9,804,804 
     FINANCIAL — 15.3%     
 5,371   Aaron's Holdings Co., Inc.   337,997 
 14,301   Artisan Partners Asset Management, Inc. - Class A   643,545 
 22,869   Bancorp, Inc.*   269,854 
 26,781   Bank of NT Butterfield & Son Ltd.2   847,887 
 13,837   Brightsphere Investment Group, Inc.   244,915 
 8,669   Cohen & Steers, Inc.1   613,505 
 10,746   Community Trust Bancorp, Inc.   363,752 
 22,191   ConnectOne Bancorp, Inc.   393,446 
 34,566   Ellington Financial, Inc. - REIT1   497,750 
 11,831   First Mid Bancshares, Inc.1   355,522 
 3,655   Flagstar Bancorp, Inc.   128,071 
 1,286   Heartland Financial USA, Inc.   50,128 
 5,919   McGrath RentCorp1   376,685 
 10,813   OFG Bancorp2   181,118 
 37,509   Ready Capital Corp. - REIT1   485,367 
 10,674   Republic Bancorp, Inc. - Class A1   376,792 
 33,305   Retail Value, Inc. - REIT1   512,897 
 7,700   Sculptor Capital Management, Inc.   108,416 
  15 

 

Zacks Small-Cap Core Fund

SCHEDULE OF INVESTMENTS - Continued

As of November 30, 2020

 

 

Number
of Shares
      Value 
     COMMON STOCKS (Continued)     
     FINANCIAL (Continued)     
 2,540   Sierra Bancorp  $55,880 
 2,199   Virtus Investment Partners, Inc.   393,357 
         7,236,884 
     INDUSTRIAL — 25.9%     
 16,242   Altra Industrial Motion Corp.1   921,896 
 3,943   American Woodmark Corp.*,1   345,052 
 24,693   Atkore International Group, Inc.*   962,533 
 15,143   Cornerstone Building Brands, Inc.*,1   132,350 
 8,617   CSW Industrials, Inc.   924,518 
 4,775   EnPro Industries, Inc.   338,118 
 79,447   General Finance Corp.*   646,699 
 24,797   Gorman-Rupp Co.1   815,821 
 26,985   Heritage-Crystal Clean, Inc.*   520,001 
 35,368   JELD-WEN Holding, Inc.*   855,552 
 25,681   Louisiana-Pacific Corp.   879,061 
 1,138   Masonite International Corp.*,1,2   113,857 
 11,601   Moog, Inc. - Class A   897,453 
 22,479   Mueller Industries, Inc.   736,412 
 62,613   Mueller Water Products, Inc. - Class A   743,216 
 4,550   PAM Transportation Services, Inc.*   209,755 
 38,255   PGT Innovations, Inc.*,1   712,308 
 4,514   Plexus Corp.*   337,241 
 14,837   Raven Industries, Inc.1   374,189 
 2,339   SPX Corp.*,1   119,827 
 5,360   UFP Industries, Inc.1   287,564 
 17,705   Universal Logistics Holdings, Inc.   380,834 
         12,254,257 
     TECHNOLOGY — 10.8%     
 35,122   Amkor Technology, Inc.*   517,698 
 3,223   CACI International, Inc. - Class A*   764,786 
 16,174   CEVA, Inc.*   635,315 
 20,659   eGain Corp.*,1   234,273 
 2,855   MACOM Technology Solutions Holdings, Inc.*,1   127,562 
 10,159   Progress Software Corp.   407,376 
 33,408   SecureWorks Corp. - Class A*   377,176 
 8,931   SPS Commerce, Inc.*   920,518 
  16 

 

Zacks Small-Cap Core Fund

SCHEDULE OF INVESTMENTS - Continued

As of November 30, 2020

 

 

Number
of Shares
      Value 
     COMMON STOCKS (Continued)     
     TECHNOLOGY (Continued)     
 20,538   Tenable Holdings, Inc.*  $739,573 
 5,410   TTEC Holdings, Inc.   366,041 
         5,090,318 
     UTILITIES — 3.8%     
 3,522   MGE Energy, Inc.1   241,856 
 12,503   Middlesex Water Co.   856,330 
 15,888   RGC Resources, Inc.1   385,443 
 4,957   Southwest Gas Holdings, Inc.   318,487 
         1,802,116 
     TOTAL COMMON STOCKS     
     (Cost $41,173,331)   46,113,573 

 

     SHORT-TERM INVESTMENTS — 13.2%     
Units        
     COLLATERAL FOR SECURITIES LOANED — 12.4%     
 5,872,090   Securities Lending Fund II, LLC 3   5,872,090 

 

Principal
Amount
        
$354,579   UMB Money Market Fiduciary, 0.01% 4   354,579 
     TOTAL SHORT-TERM INVESTMENTS     
     (Cost $6,226,669)   6,226,669 
           
     TOTAL INVESTMENTS — 110.6%     
     (Cost $47,400,000)   52,340,242 
           
     Liabilities in Excess of Other Assets — (10.6)%   (5,023,180)
     TOTAL NET ASSETS — 100.0%  $47,317,062 

 

REIT — Real Estate Investment Trusts

 

*Non-income producing security.
1All or a portion of shares are on loan. Total loaned securities had a fair value of $5,538,900 at November 30, 2020.
2Foreign security is denominated in U.S. Dollars.
3The Securities Lending Fund II, LLC is not registered under the 1940 Act, pursuant to the exception available under Section 3(c)(7) of the 1940 Act.
4The rate is the annualized seven-day yield at period end.

 

See accompanying Notes to Financial Statements.

  17 

 

Zacks Small-Cap Core Fund

SUMMARY OF INVESTMENTS

As of November 30, 2020

 

 

Security Type/Sector  Percent of Total
Net Assets
Common Stocks     
Industrial   25.9%
Consumer, Non-cyclical   20.7%
Financial   15.3%
Consumer, Cyclical   14.8%
Technology   10.8%
Basic Materials   3.9%
Utilities   3.8%
Communications   2.2%
Total Common Stocks   97.4%
Short-Term Investments   13.2%
Total Investments   110.6%
Liabilities in Excess of Other Assets   (10.6)%
Total Net Assets   100.0%

 

See accompanying Notes to Financial Statements.

  18 

 

Zacks Dividend Fund

SCHEDULE OF INVESTMENTS

As of November 30, 2020

 

 

Number
of Shares
      Value 
     COMMON STOCKS — 96.8%     
     BASIC MATERIALS — 4.9%     
 4,134   Air Products and Chemicals, Inc.  $1,158,099 
 8,701   Celanese Corp.1   1,125,300 
 12,399   Eastman Chemical Co.1   1,207,662 
 15,023   International Paper Co.1   743,338 
 12,399   LyondellBasell Industries N.V. - Class A1,2   1,055,155 
         5,289,554 
     COMMUNICATIONS — 9.8%     
 57,844   AT&T, Inc.   1,663,015 
 45,455   Cisco Systems, Inc.   1,955,474 
 38,692   Comcast Corp. - Class A1   1,943,886 
 24,412   Thomson Reuters Corp.1,2   1,936,604 
 48,455   Verizon Communications, Inc.   2,927,167 
         10,426,146 
     CONSUMER, CYCLICAL — 6.9%     
 12,768   Home Depot, Inc.   3,541,971 
 25,167   Walmart, Inc.   3,845,266 
         7,387,237 
     CONSUMER, NON-CYCLICAL — 29.4%     
 15,023   AbbVie, Inc.   1,571,105 
 22,912   Altria Group, Inc.   912,585 
 6,024   Amgen, Inc.   1,337,569 
 16,523   Bristol-Myers Squibb Co.   1,031,035 
 33,056   Coca-Cola Co.   1,705,690 
 43,200   Corteva, Inc.   1,655,424 
 21,412   CVS Health Corp.   1,451,519 
 19,154   Gilead Sciences, Inc.   1,162,073 
 20,288   Johnson & Johnson   2,935,268 
 17,654   Medtronic PLC2   2,007,260 
 24,043   Merck & Co., Inc.   1,932,817 
 28,553   Mondelez International, Inc. - Class A1   1,640,370 
 17,278   PepsiCo, Inc.   2,492,006 
 64,609   Pfizer, Inc.   2,475,171 
 23,667   Philip Morris International, Inc.   1,792,775 
 25,167   Procter & Gamble Co.   3,494,941 
 25,228   Tyson Foods, Inc. - Class A   1,644,866 
  19 

 

Zacks Dividend Fund

SCHEDULE OF INVESTMENTS - Continued

As of November 30, 2020

 

 

Number
of Shares

     

Value

 
     COMMON STOCKS (Continued)     
     CONSUMER, NON-CYCLICAL (Continued)     
 8,016   Viatris, Inc.*  $134,829 
         31,377,303 
     ENERGY — 6.1%     
 21,033   Chevron Corp.1   1,833,657 
 28,177   ConocoPhillips1   1,114,682 
 33,056   Exxon Mobil Corp.   1,260,425 
 83,766   Kinder Morgan, Inc.   1,204,555 
 17,654   Phillips 661   1,069,480 
         6,482,799 
     FINANCIAL — 23.4%     
 34,932   Aflac, Inc.   1,534,563 
 14,654   Arthur J. Gallagher & Co.1   1,691,218 
 31,556   Bank of America Corp.   888,617 
 3,755   BlackRock, Inc.   2,622,304 
 13,896   Citigroup, Inc.   765,253 
 8,644   Crown Castle International Corp. - REIT   1,448,475 
 61,978   Huntington Bancshares, Inc.1   748,694 
 24,043   JPMorgan Chase & Co.   2,834,189 
 78,508   KeyCorp1   1,213,734 
 37,942   MetLife, Inc.1   1,751,782 
 8,265   PNC Financial Services Group, Inc.1   1,141,149 
 18,033   Prologis, Inc. - REIT   1,804,202 
 25,167   Prudential Financial, Inc.   1,903,129 
 44,321   U.S. Bancorp   1,915,110 
 53,341   Wells Fargo & Co.   1,458,876 
 17,654   WP Carey, Inc. - REIT   1,221,833 
         24,943,128 
     INDUSTRIAL — 5.9%     
 105,924   Amcor PLC2   1,200,119 
 11,268   Caterpillar, Inc.1   1,956,012 
 12,023   Emerson Electric Co.1   923,607 
 6,389   General Dynamics Corp.1   954,197 
 3,377   Lockheed Martin Corp.   1,232,605 
         6,266,540 
  20 

 

Zacks Dividend Fund

SCHEDULE OF INVESTMENTS - Continued

As of November 30, 2020

 

 

Number
of Shares
      Value 
     COMMON STOCKS (Continued)     
     TECHNOLOGY — 7.6%     
 2,251   Broadcom, Inc.  $903,956 
 82,642   HP, Inc.   1,812,339 
 41,699   Intel Corp.   2,016,147 
 4,879   International Business Machines Corp.1   602,654 
 12,768   Microsoft Corp.   2,733,246 
         8,068,342 
     UTILITIES — 2.8%     
 20,657   Public Service Enterprise Group, Inc.1   1,203,890 
 30,422   Southern Co.   1,820,757 
         3,024,647 
     TOTAL COMMON STOCKS     
     (Cost $92,995,343)   103,265,696 

 

     SHORT-TERM INVESTMENTS — 17.8%     
Units        
     COLLATERAL FOR SECURITIES LOANED — 14.9%     
 15,917,357   Securities Lending Fund II, LLC 3   15,917,357 

 

Principal
Amount
        
$3,099,221   UMB Money Market Fiduciary, 0.01% 4   3,099,221 
     TOTAL SHORT-TERM INVESTMENTS     
     (Cost $19,016,578)   19,016,578 
           
     TOTAL INVESTMENTS — 114.6%     
     (Cost $112,011,921)   122,282,274 
           
     Liabilities in Excess of Other Assets — (14.6)%   (15,594,681)
     TOTAL NET ASSETS — 100.0%  $106,687,593 

 

PLC — Public Limited Company

REIT — Real Estate Investment Trusts

 

*Non-income producing security.
1All or a portion of shares are on loan. Total loaned securities had a fair value of $15,537,285 at November 30, 2020.
2Foreign security is denominated in U.S. Dollars.
3The Securities Lending Fund II, LLC is not registered under the 1940 Act, pursuant to the exception available under Section 3(c)(7) of the 1940 Act.
4The rate is the annualized seven-day yield at period end.

 

See accompanying Notes to Financial Statements.

  21 

 

Zacks Dividend Fund

SUMMARY OF INVESTMENTS

As of November 30, 2020

 

 

Security Type/Sector  Percent of Total
Net Assets
Common Stocks     
Consumer, Non-cyclical   29.4%
Financial   23.4%
Communications   9.8%
Technology   7.6%
Consumer, Cyclical   6.9%
Energy   6.1%
Industrial   5.9%
Basic Materials   4.9%
Utilities   2.8%
Total Common Stocks   96.8%
Short-Term Investments   17.8%
Total Investments   114.6%
Liabilities in Excess of Other Assets   (14.6)%
Total Net Assets   100.0%

 

See accompanying Notes to Financial Statements.

  22 

 

STATEMENTS OF ASSETS AND LIABILITIES

As of November 30, 2020

 

 

   Zacks
All-Cap
Core Fund
   Zacks
Small-Cap
Core Fund
 
Assets:          
Investments, at value (cost $44,002,894 and $47,400,000, respectively)  $58,656,9771  $52,340,2422
Receivables:          
Investment securities sold   -    5,309,244 
Fund shares sold   3,169    6,338 
Dividends and interest   78,133    54,211 
Securities lending income   589    561 
Prepaid expenses   13,110    2,171 
Total Assets   58,751,978    57,712,767 
           
Liabilities:          
Collateral due to broker for securities loaned   8,713,098    5,872,090 
Payables:          
Investment securities purchased   -    4,259,368 
Fund shares redeemed   2,000    122,773 
Advisory fees   24,655    28,904 
Distribution fees (Note 7)   -    4,416 
Fund administration and accounting fees   11,588    23,536 
Transfer agent fees and expenses   4,611    12,765 
Custody fees   4,481    15,307 
Auditing fees   18,746    18,703 
Trustees' Deferred Compensation (Note 3)   4,583    4,833 
Trustees' fees and expenses   1,168    1,027 
Legal fees   820    6,573 
Chief Compliance Officer fees   528    434 
Accrued other expenses   8,561    24,976 
Total Liabilities   8,794,839    10,395,705 
           
Net Assets  $49,957,139   $47,317,062 
           
Components of Net Assets:          
Paid-in capital (par value of $0.01 per share with an unlimited number of shares authorized)  $32,674,058   $55,994,434 
Total distributable earnings (accumulated deficit)   17,283,081    (8,677,372)
Net Assets  $49,957,139   $47,317,062 
           
Maximum Offering Price per Share:          
Investor Class:          
Net assets applicable to shares outstanding  $-   $21,866,589 
Shares of beneficial interest issued and outstanding   -    893,174 
Offering and redemption price per share  $-   $24.48 
           
Institutional Class:          
Net assets applicable to shares outstanding  $49,957,139   $25,450,473 
Shares of beneficial interest issued and outstanding   1,780,403    1,021,660 
Offering and redemption price per share  $28.06   $24.91 

 

1Includes securities on loan of $8,519,378 (see Note 2).
2Includes securities on loan of $5,538,900 (see Note 2).

 

See accompanying Notes to Financial Statements.

  23 

 

STATEMENTS OF ASSETS AND LIABILITIES - Continued

As of November 30, 2020

 

 

   Zacks
Dividend
Fund
 
Assets:     
Investments, at value (cost $112,011,921)  $122,282,274 3
Receivables:     
Investment securities sold   - 
Fund shares sold   172,319 
Dividends and interest   344,216 
Securities lending income   792 
Prepaid expenses   19,340 
Total Assets   122,818,941 
      
Liabilities:     
Collateral due to broker for securities loaned   15,917,357 
Payables:     
Investment securities purchased   - 
Fund shares redeemed   68,662 
Advisory fees   62,880 
Distribution fees (Note 7)   13,893 
Fund administration and accounting fees   20,684 
Transfer agent fees and expenses   6,099 
Custody fees   4,353 
Auditing fees   18,700 
Trustees' Deferred Compensation (Note 3)   4,630 
Trustees' fees and expenses   621 
Legal fees   421 
Chief Compliance Officer fees   1,017 
Accrued other expenses   12,031 
Total Liabilities   16,131,348 
      
Net Assets  $106,687,593 
      
Components of Net Assets:     
Paid-in capital (par value of $0.01 per share with an unlimited number of shares authorized)  $95,496,346 
Total distributable earnings (accumulated deficit)   11,191,247 
Net Assets  $106,687,593 
      
Maximum Offering Price per Share:     
Investor Class:     
Net assets applicable to shares outstanding  $70,481,094 
Shares of beneficial interest issued and outstanding   3,356,488 
Offering and redemption price per share  $21.00 
      
Institutional Class:     
Net assets applicable to shares outstanding  $36,206,499 
Shares of beneficial interest issued and outstanding   1,724,996 
Offering and redemption price per share  $20.99 

 

3Includes securities on loan of $15,537,285 (see Note 2).

 

See accompanying Notes to Financial Statements. 

  24 

 

STATEMENTS OF OPERATIONS

For the Year Ended November 30, 2020

 

 

   Zacks
All-Cap
Core Fund
   Zacks
Small-Cap
Core Fund
 
Investment income:          
Dividends (net of foreign withholdings taxes of $0 and $363, respectively)  $741,452   $639,938 
Interest   459    370 
Securities lending income   11,695    19,618 
Total investment income   753,606    659,926 
           
Expenses:          
Advisory fees   351,603    585,096 
Distribution fees - Investor Class (Note 7)   -    74,953 
Fund administration and accounting fees   78,035    108,197 
Transfer agent fees and expenses   19,812    61,233 
Custody fees   15,875    21,555 
Auditing fees   18,519    18,703 
Registration fees   15,000    35,797 
Shareholder reporting fees   11,798    25,488 
Trustees' fees and expenses   7,499    7,648 
Chief Compliance Officer fees   6,601    6,273 
Legal fees   6,500    15,759 
Miscellaneous   2,998    5,830 
Insurance fees   2,136    2,506 
Total expenses   536,376    969,038 
Advisory fees waived   (96,872)   (152,963)
Net expenses   439,504    816,075 
Net investment income (loss)   314,102    (156,149)
           
Realized and Unrealized Gain (Loss):          
Net realized gain (loss) on:          
Investments   2,391,184    (7,941,622)
Securities sold short   -    2,324 
Net realized gain (loss)   2,391,184    (7,939,298)
Net change in unrealized appreciation/depreciation on:          
Investments   3,982,448    (6,734,360)
Net change in unrealized appreciation/depreciation   3,982,448    (6,734,360)
Net realized and unrealized gain (loss)   6,373,632    (14,673,658)
           
Net Increase (Decrease) in Net Assets from Operations  $6,687,734   $(14,829,807)

 

See accompanying Notes to Financial Statements. 

  25 

 

STATEMENTS OF OPERATIONS - Continued

For the Year Ended November 30, 2020

 

 

   Zacks
Dividend
Fund
 
Investment income:     
Dividends (net of foreign withholdings taxes of $5,115)  $3,048,061 
Interest   2,004 
Securities lending income   17,221 
Total investment income   3,067,286 
      
Expenses:     
Advisory fees   716,256 
Distribution fees - Investor Class (Note 7)   163,751 
Fund administration and accounting fees   128,884 
Transfer agent fees and expenses   34,424 
Custody fees   14,123 
Auditing fees   18,705 
Registration fees   32,722 
Shareholder reporting fees   21,371 
Trustees' fees and expenses   6,900 
Chief Compliance Officer fees   7,201 
Legal fees   12,742 
Miscellaneous   6,600 
Insurance fees   2,279 
Total expenses   1,165,958 
Advisory fees waived   (62,101)
Net expenses   1,103,857 
Net investment income (loss)   1,963,429 
      
Realized and Unrealized Gain (Loss):     
Net realized gain (loss) on:     
Investments   674,736 
Securities sold short   - 
Net realized gain (loss)   674,736 
Net change in unrealized appreciation/depreciation on:     
Investments   (2,046,911)
Net change in unrealized appreciation/depreciation   (2,046,911)
Net realized and unrealized gain (loss)   (1,372,175)
      
Net Increase (Decrease) in Net Assets from Operations  $591,254 

 

See accompanying Notes to Financial Statements. 

  26 

 

Zacks All-Cap Core Fund

STATEMENTS OF CHANGES IN NET ASSETS

 

 

  

For the
Year Ended
November 30, 2020

  

For the
Year Ended
November 30, 2019

 
Increase (Decrease) in Net Assets from:          
Operations:          
Net investment income  $314,102   $360,611 
Net realized gain on investments   2,391,184    3,196,681 
Net change in unrealized appreciation/depreciation on investments   3,982,448    1,929,926 
Net increase in net assets resulting from operations   6,687,734    5,487,218 
           
Distributions to Shareholders:          
Distributions:          
Institutional Class   (3,569,426)   (4,029,291)
Total distributions to shareholders   (3,569,426)   (4,029,291)
           
Capital Transactions:          
Net proceeds from shares sold:          
Institutional Class   17,207,901    14,315,744 
Reinvestment of distributions:          
Institutional Class   1,845,845    2,436,165 
Cost of shares redeemed:          
Institutional Class1   (13,596,360)   (19,437,058)

Net increase (decrease) in net assets from capital transactions

   5,457,386    (2,685,149)
           
Total increase (decrease) in net assets   8,575,694    (1,227,222)
           
Net Assets:          
Beginning of period   41,381,445    42,608,667 
End of period  $49,957,139   $41,381,445 
           
Capital Share Transactions:          
Shares sold:          
Institutional Class   731,830    593,363 
Shares reinvested:          
Institutional Class   74,190    108,274 
Shares redeemed:          
Institutional Class   (560,866)   (812,147)
Net increase (decrease) in capital share transactions   245,154    (110,510)

 

1Net of redemption fee proceeds of $5,923 and $892, respectively.

 

See accompanying Notes to Financial Statements. 

  27 

 

Zacks Small-Cap Core Fund

STATEMENTS OF CHANGES IN NET ASSETS

 

 

   For the
Year Ended
November 30, 2020
   For the
Year Ended
November 30, 2019
 
Increase (Decrease) in Net Assets from:          
Operations:          
Net investment loss  $(156,149)  $(219,568)
Net realized loss on investments and securities sold short   (7,939,298)   (3,066,621)
Net change in unrealized appreciation/depreciation on investments   (6,734,360)   9,130,812 
Net increase (decrease) in net assets resulting from operations   (14,829,807)   5,844,623 
           
Distributions to Shareholders:          
Distributions:          
Investor Class   (55,198)   (9,571,478)
Institutional Class   (241,634)   (3,254,042)
Total distributions to shareholders   (296,832)   (12,825,520)
           
Capital Transactions:          
Net proceeds from shares sold:          
Investor Class   2,730,623    5,683,768 
Institutional Class   5,429,844    38,609,815 
Reinvestment of distributions:          
Investor Class   52,331    9,105,703 
Institutional Class   226,785    3,019,437 
Cost of shares redeemed:          
Investor Class1   (22,456,987)   (67,761,547)
Institutional Class2   (27,314,777)   (31,511,602)
Net decrease in net assets from capital transactions   (41,332,181)   (42,854,426)
           
Total decrease in net assets   (56,458,820)   (49,835,323)
           
Net Assets:          
Beginning of period   103,775,882    153,611,205 
End of period  $47,317,062   $103,775,882 
           
Capital Share Transactions:          
Shares sold:          
Investor Class   119,890    233,489 
Institutional Class   244,807    1,639,882 
Shares reinvested:          
Investor Class   2,082    389,465 
Institutional Class   8,797    127,134 
Shares redeemed:          
Investor Class   (1,044,843)   (2,860,003)
Institutional Class   (1,251,129)   (1,261,877)
Net decrease in capital share transactions   (1,920,396)   (1,731,910)

 

1Net of redemption fee proceeds of $1,064 and $4,523, respectively.
2Net of redemption fee proceeds of $3,242 and $6,817, respectively.

 

See accompanying Notes to Financial Statements. 

  28 

 

Zacks Dividend Fund

STATEMENTS OF CHANGES IN NET ASSETS

 

 

   For the
Year Ended
November 30, 2020
   For the
Year Ended
November 30, 2019
 
Increase (Decrease) in Net Assets from:          
Operations:          
Net investment income  $1,963,429   $1,307,431 
Net realized gain on investments   674,736    746,140 
Net change in unrealized appreciation/depreciation on investments   (2,046,911)   6,253,347 
Net increase in net assets resulting from operations   591,254    8,306,918 
           
Distributions to Shareholders:          
Distributions:          
Investor Class   (1,936,881)   (3,200,381)
Institutional Class   (714,700)   (230,482)
Total distributions to shareholders   (2,651,581)   (3,430,863)
           
Capital Transactions:          
Net proceeds from shares sold:          
Investor Class   25,791,585    26,426,648 
Institutional Class   24,072,134    14,866,524 
Reinvestment of distributions:          
Investor Class   1,923,763    3,155,124 
Institutional Class   639,006    229,796 
Cost of shares redeemed:          
Investor Class1   (23,417,922)   (14,244,200)
Institutional Class2   (7,110,953)   (1,142,246)
Net increase in net assets from capital transactions   21,897,613    29,291,646 
           
Total increase in net assets   19,837,286    34,167,701 
           
Net Assets:          
Beginning of period   86,850,307    52,682,606 
End of period  $106,687,593   $86,850,307 
           
Capital Share Transactions:          
Shares sold:          
Investor Class   1,313,065    1,304,870 
Institutional Class   1,295,410    733,402 
Shares reinvested:          
Investor Class   98,667    162,228 
Institutional Class   33,336    11,393 
Shares redeemed:          
Investor Class   (1,260,029)   (712,354)
Institutional Class   (366,492)   (56,902)
Net increase in capital share transactions   1,113,957    1,442,637 

 

1Net of redemption fee proceeds of $14,020 and $11,977, respectively.
2Net of redemption fee proceeds of $5,134 and $403, respectively.

 

See accompanying Notes to Financial Statements. 

  29 

 

Zacks All-Cap Core Fund

FINANCIAL HIGHLIGHTS

Institutional Class

 

 

Per share operating performance. 

For a capital share outstanding throughout each period.

 

  

For the Year Ended November 30,

 
  

2020

  

2019

  

2018

  

2017

  

2016

 
Net asset value, beginning of period  $26.95   $25.89   $26.81   $23.50   $23.95 
Income from Investment Operations:                         
Net investment income1   0.18    0.22    0.16    0.07    0.12 
Net realized and unrealized gain   3.25    3.21    0.96    4.98    0.74 
Total from investment operations   3.43    3.43    1.12    5.05    0.86 
                          
Less Distributions:                         
From net investment income   (0.25)   (0.10)   -    (0.04)   - 
From net realized gain   (2.07)   (2.27)   (2.04)   (1.70)   (1.31)
Total distributions   (2.32)   (2.37)   (2.04)   (1.74)   (1.31)
                          
Redemption fee proceeds1   -2    -2    -2    -2    -2 
Net asset value, end of period  $28.06   $26.95   $25.89   $26.81   $23.50 
                          
Total return3   13.84%   15.07%   4.44%   22.93%   3.92%
                          
Ratios and Supplemental Data:                         
Net assets, end of period (in thousands)  $49,957   $41,381   $42,609   $28,085   $26,832 
                          
Ratio of expenses to average net assets:                         
Before fees waived and expenses absorbed   1.22%   1.28%   1.44%   1.74%   1.70%
After fees waived and expenses absorbed   1.00%   1.00%   1.17%4   1.63%5   1.65%
Ratio of net investment income to average net assets:                         
Before fees waived and expenses absorbed   0.49%   0.60%   0.35%   0.17%   0.51%
After fees waived and expenses absorbed   0.71%   0.88%   0.62%   0.28%   0.56%
Portfolio turnover rate   38%   38%   29%   29%   51%

 

1Based on average shares outstanding during the period.

 

2Amount represents less than $0.01 per share.

 

3Total returns would have been lower had certain expenses not been waived or absorbed by the Advisor. These returns include Rule 12b-1 fees of up to 0.25% and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Returns shown do not include payment of sales load of 5.75% of offering price which is reduced on sales of $50,000 or more. If the sales charge was included total returns would be lower. Effective October 31, 2016 the Fund no longer imposes a sales load for the Investor Class shares. Investor shares were re-designated as Institutional shares on April 16, 2018.

 

4Effective April 16, 2018 the Fund's advisor has contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that the total annual fund operating expenses (excluding taxes, leverage interest, brokerage commissions, acquired fund fees and expenses as determined in accordance with SEC Form N-1A, expenses incurred in connection with any merger or reorganization, or extraordinary expenses such as litigation) do not exceed 1.00% of average daily net assets of the Fund. Prior to April 16, 2018, the annual operating expense limitation was 1.55%.

 

5Effective October 1, 2017 the Fund's advisor has contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that the total annual fund operating expenses (excluding taxes, leverage interest, brokerage commissions, acquired fund fees and expenses as determined in accordance with SEC Form N-1A, expenses incurred in connection with any merger or reorganization, or extraordinary expenses such as litigation) do not exceed 1.55% of average daily net assets of the Fund. Prior to October 1, 2017, the annual operating expense limitation was 1.65%.

 

See accompanying Notes to Financial Statements. 

  30 

 

Zacks Small-Cap Core Fund

FINANCIAL HIGHLIGHTS

Investor Class

 

 

Per share operating performance. 

For a capital share outstanding throughout each period.

 

  

For the Year Ended November 30,

 
  

2020

  

2019

  

2018

  

2017

  

2016

 
Net asset value, beginning of period  $26.80   $27.49   $32.58   $26.77   $24.21 
Income from Investment Operations:                         
Net investment loss1   (0.08)   (0.08)   (0.05)   (0.07)   (0.04)
Net realized and unrealized gain (loss)   (2.21)   1.79    (1.27)   6.03    2.60 
Total from investment operations   (2.29)   1.71    (1.32)   5.96    2.56 
                          
Less Distributions:                         
From net investment income   (0.03)   -    -    -    - 
From net realized gain   -    (2.40)   (3.77)   (0.16)   - 
Total distributions   (0.03)   (2.40)   (3.77)   (0.16)   - 
                          
Redemption fee proceeds1   -2    -2    -2    0.01    -2 
Net asset value, end of period  $24.48   $26.80   $27.49   $32.58   $26.77 
                          
Total return3   (8.54)%   7.55%   (4.36)%   22.41%   10.57%
                          
Ratios and Supplemental Data:                         
Net assets, end of period (in thousands)  $21,867   $48,666   $111,399   $152,663   $99,615 
                          
Ratio of expenses to average net assets:                         
Before fees waived and expenses absorbed   1.63%   1.53%   1.49%   1.54%   1.68%
After fees waived and expenses absorbed   1.39%   1.39%   1.39%   1.39%   1.43%
Ratio of net investment loss to average net assets:                         
Before fees waived and expenses absorbed   (0.61)%   (0.45)%   (0.27)%   (0.39)%   (0.43)%
After fees waived and expenses absorbed   (0.37)%   (0.31)%   (0.17)%   (0.24)%   (0.18)%
                          
Portfolio turnover rate   135%   114%   129%   162%   147%

 

1Based on average shares outstanding during the period.

 

2Amount represents less than $0.01 per share.

 

3Total returns would have been lower had certain expenses not been waived or absorbed by the Advisor. These returns include Rule 12b-1 fees of up to 0.25% and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Returns shown do not include payment of sales load of 5.75% of offering price which is reduced on sales of $50,000 or more. If the sales charge was included total returns would be lower. Effective October 31, 2016 the Fund no longer imposes a sales load for the Investor Class.

 

See accompanying Notes to Financial Statements. 

  31 

 

Zacks Small-Cap Core Fund

FINANCIAL HIGHLIGHTS

Institutional Class

 

 

Per share operating performance. 

For a capital share outstanding throughout each period.

 

  

For the Year Ended November 30,

 
  

2020

  

2019

  

2018

  

2017

  

2016

 
Net asset value, beginning of period  $27.29   $27.88   $32.92   $26.99   $24.32 
Income from Investment Operations:                         
Net investment income (loss) 1   (0.03)   (0.01)   0.02    -    0.02 
Net realized and unrealized gain (loss)   (2.23)   1.82    (1.29)   6.09    2.63 
Total from investment operations   (2.26)   1.81    (1.27)   6.09    2.65 
                          
Less Distributions:                         
From net investment income   (0.12)   -    -    -    - 
From net realized gain   -    (2.40)   (3.77)   (0.16)   - 
Total distributions   (0.12)   (2.40)   (3.77)   (0.16)   - 
                          
Redemption fee proceeds1   -2    -2    -2    -2    0.02 
Net asset value, end of period  $24.91   $27.29   $27.88   $32.92   $26.99 
                          
Total return3   (8.28)%   7.78%   (4.11)%   22.67%   10.98%
                          
Ratios and Supplemental Data:                         
Net assets, end of period (in thousands)  $25,450   $55,110   $42,212   $26,953   $7,013 
                          
Ratio of expenses to average net assets:                         
Before fees waived and expenses absorbed   1.38%   1.28%   1.24%   1.29%   1.39%
After fees waived and expenses absorbed   1.14%   1.14%   1.14%   1.14%   1.14%
Ratio of net investment income (loss) to average net assets:                         
Before fees waived and expenses absorbed   (0.36)%   (0.20)%   (0.02)%   (0.14)%   (0.14)%
After fees waived and expenses absorbed   (0.12)%   (0.06)%   0.08%   0.01%   0.11%
                          
Portfolio turnover rate   135%   114%   129%   162%   147%

 

1Based on average shares outstanding during the period.

 

2Amount represents less than $0.01 per share.

 

3Total returns would have been lower had certain expenses not been waived or absorbed by the Advisor. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

See accompanying Notes to Financial Statements. 

  32 

 

Zacks Dividend Fund

FINANCIAL HIGHLIGHTS

Investor Class

 

 

Per share operating performance. 

For a capital share outstanding throughout each period. 

 

  

For the Year Ended November 30,

 
  

2020

  

2019

  

2018

  

2017

  

2016

 
Net asset value, beginning of period  $21.89   $20.87   $20.78   $17.92   $16.69 
Income from Investment Operations:                         
Net investment income1   0.42    0.39    0.36    0.32    0.35 
Net realized and unrealized gain (loss)   (0.71)   1.87    0.48    2.81    1.35 
Total from investment operations   (0.29)   2.26    0.84    3.13    1.70 
                          
Less Distributions:                         
From net investment income   (0.41)   (0.37)   (0.34)   (0.27)   (0.31)
From net realized gain   (0.19)   (0.87)   (0.41)   -    (0.16)
Total distributions   (0.60)   (1.24)   (0.75)   (0.27)   (0.47)
                          
Redemption fee proceeds1   -2    -2    -2    -2    -2 
Net asset value, end of period  $21.00   $21.89   $20.87   $20.78   $17.92 
                          
Total return3   (1.11)%   11.71%   4.16%   17.58%   10.50%
                          
Ratios and Supplemental Data:                         
Net assets, end of period (in thousands)  $70,481   $70,157   $51,121   $47,007   $26,671 
                          
Ratio of expenses to average net assets:                         
Before fees waived and expenses absorbed   1.37%   1.43%   1.58%   1.66%   1.95%
After fees waived and expenses absorbed   1.30%   1.30%   1.30%   1.30%   1.30%
Ratio of net investment income to average net assets:                         
Before fees waived and expenses absorbed   2.06%   1.81%   1.49%   1.30%   1.40%
After fees waived and expenses absorbed   2.13%   1.94%   1.77%   1.66%   2.05%
                          
Portfolio turnover rate   14%   13%   25%   18%   15%

 

1Based on average shares outstanding during the period.

 

2Amount represents less than $0.01 per share.

 

3Total returns would have been lower had certain expenses not been waived or absorbed by the Advisor. These returns include Rule 12b-1 fees of up to 0.25% and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

See accompanying Notes to Financial Statements. 

  33 

 

Zacks Dividend Fund

FINANCIAL HIGHLIGHTS

Institutional Class

 

 

Per share operating performance. 

For a capital share outstanding throughout each period.

 

  

For the Year Ended November 30,

   For the Period
January 31,
 2017*
through
November 30,
 
  

2020

  

2019

  

2018

  

2017

 
Net asset value, beginning of period  $21.89   $20.87   $20.78   $18.36 
Income from Investment Operations:                    
Net investment income1   0.46    0.45    0.41    0.32 
Net realized and unrealized gain (loss)   (0.71)   1.87    0.48    2.34 
Total from investment operations   (0.25)   2.32    0.89    2.66 
                     
Less Distributions:                    
From net investment income   (0.46)   (0.43)   (0.39)   (0.24)
From net realized gain   (0.19)   (0.87)   (0.41)   - 
Total distributions   (0.65)   (1.30)   (0.80)   (0.24)
                     
Redemption fee proceeds1   -2    -2    -    - 
Net asset value, end of period  $20.99   $21.89   $20.87   $20.78 
                     
Total return3   (0.89)%   12.04%   4.42%   14.57%4
                     
Ratios and Supplemental Data:                    
Net assets, end of period (in thousands)  $36,206   $16,694   $1,562   $229 
                     
Ratio of expenses to average net assets:                    
Before fees waived and expenses absorbed   1.12%   1.18%   1.33%   1.41%5
After fees waived and expenses absorbed   1.05%   1.05%   1.05%   1.05%5
Ratio of net investment income to average net assets:                    
Before fees waived and expenses absorbed   2.31%   2.06%   1.74%   1.60%5
After fees waived and expenses absorbed   2.38%   2.19%   2.02%   1.96%5
                     
Portfolio turnover rate   14%   13%   25%   18%4

 

*Commencement of operations.

 

1Based on average shares outstanding during the period.

 

2Amount represents less than $0.01 per share.

 

3Total returns would have been lower had certain expenses not been waived or absorbed by the Advisor. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

4Not annualized.

 

5Annualized.

 

See accompanying Notes to Financial Statements. 

  34 

 

Zacks Funds

NOTES TO FINANCIAL STATEMENTS

November 30, 2020

 

 

Note 1 – Organization

Zacks All-Cap Core Fund (the “All-Cap Core Fund”), Zacks Small-Cap Core Fund (the “Small-Cap Core Fund”) and Zacks Dividend Fund (the “Dividend Fund”) (each a “Fund” and collectively the ‘‘Funds’’) are organized as a diversified series of Investment Manager Series Trust, a Delaware statutory trust (the “Trust”) which is registered as an open-end management investment company under the Investment Company Act of 1940, as amended (the “1940 Act”).

 

Zacks All-Cap Core Fund’s primary investment objective is to provide capital appreciation and, to a lesser extent, income through dividends. The Fund will invest primarily in a diversified portfolio of equity securities.  The Fund commenced investment operations on December 5, 2005, with two classes of shares, Class A and Class C. The Fund re-designated Class A shares to Investor Class shares effective October 31, 2016. The Class C shares converted to Investor Class shares on April 16, 2018. The Investor Class shares were re-designated to Institutional Class shares on April 16, 2018.

 

Zacks Small-Cap Core Fund’s primary investment objective is to provide capital appreciation. The Fund will invest primarily in a diversified portfolio of equity securities.  The Fund commenced investment operations on June 30, 2011. The Fund currently offers two classes of shares: Investor Class and Institutional Class. The outstanding shares of the Fund were renamed Investor Class on December 20, 2013. Class C commenced investment operations on December 31, 2013. Class I commenced investment operations on February 28, 2014. The Fund converted Class C shares into Investor Class shares and re-designated Class I shares to Institutional Class shares effective October 31, 2016.

 

Zacks Dividend Fund’s primary investment objective is to provide capital appreciation and dividend income. The Fund will invest primarily in a diversified portfolio of equity securities.  The Fund commenced investment operations on January 31, 2014, with one class of shares, Investor Class. Institutional Class shares commenced operations on January 31, 2017.

 

With regards to the Zacks All-Cap Core Fund, Zacks Small-Cap Core Fund and Zacks Dividend Fund, the shares of each class represent an interest in the same portfolio of investments of the Fund and have equal rights as to voting, redemptions, dividends and liquidation, subject to the approval of the Trustees.  Income, expenses (other than expenses attributable to a specific class) and realized and unrealized gains and losses on investments are allocated to each class of shares in proportion to their relative net assets.  Shareholders of a class that bears distribution and service expenses under the terms of a distribution plan have exclusive voting rights to that distribution plan.

 

Each Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies”.

 

Note 2 – Accounting Policies

The following is a summary of significant accounting policies consistently followed by the Funds in the preparation of their financial statements.  The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements.  Actual results could differ from these estimates.

 

(a) Valuation of Investments

The Funds value equity securities at the last reported sale price on the principal exchange or in the principal over the counter (“OTC”) market in which such securities are traded, as of the close of regular trading on the NYSE on the day the securities are being valued or, if the last-quoted sales price is not readily available, the securities will be valued at the last bid or the mean between the last available bid and ask price. Securities traded on the NASDAQ are valued at the NASDAQ Official Closing Price (“NOCP”). Investments in open-end investment companies are valued at the daily closing net asset value of the respective investment company. Debt securities are valued by utilizing a price supplied by independent pricing service providers. The independent pricing service providers may use various valuation methodologies including matrix pricing and other analytical pricing models as well as market transactions and dealer quotations. These models generally consider such factors as yields or prices of bonds of comparable quality, type of issue, coupon, maturity, ratings and general market conditions. If a price is not readily available for a portfolio security, the security will be valued at fair value (the amount which the Fund might reasonably expect to receive for the security upon its current sale) as determined in good faith by the Fund’s advisor, subject to review and approval by the Valuation Committee, pursuant to procedures adopted by the Board of Trustees. The actions of the Valuation Committee are subsequently reviewed by the Board at its next regularly scheduled board meeting. The Valuation Committee meets as needed. The Valuation Committee is comprised of all the Trustees, but action may be taken by any one of the Trustees.

  35 

 

Zacks Funds

NOTES TO FINANCIAL STATEMENTS - Continued

November 30, 2020

 

 

(b) Short Sales

The Zacks Small-Cap Core Fund may engage in short sales. Short sales are transactions under which the Fund sells a security it does not own in anticipation of a decline in the value of that security. To complete such a transaction, the Fund must borrow the security to make delivery to the buyer. The Fund then is obligated to replace the security borrowed by purchasing the security at market price at the time of replacement. The price at such time may be more or less than the price at which the security was sold by the Fund. When a security is sold short a decrease in the value of the security will be recognized as a gain and an increase in the value of the security will be recognized as a loss, which is potentially limitless. Until the security is replaced, the Fund is required to pay the lender amounts equal to dividend or interest that accrue during the period of the loan which is recorded as an expense. To borrow the security, the Fund also may be required to pay a premium or an interest fee, which are recorded as interest expense. Cash or securities are segregated for the broker to meet the necessary margin requirements. The Fund is subject to the risk that it may not always be able to close out a short position at a particular time or at an acceptable price.

 

In conjunction with the use of short sales, the Fund may be required to maintain collateral in various forms.

 

(c) Investment Transactions, Investment Income and Expenses

Investment transactions are accounted for on the trade date. Realized gains and losses on investments are determined on the identified cost basis. Dividend income is recorded net of applicable withholding taxes on the ex-dividend date and interest income is recorded on an accrual basis. Withholding taxes on foreign dividends, if applicable, are paid (a portion of which may be reclaimable) or provided for in accordance with the applicable country’s tax rules and rates and are disclosed in the Statement of Operations. Withholding tax reclaims are filed in certain countries to recover a portion of the amounts previously withheld. The Funds record a reclaim receivable based on a number of factors, including a jurisdiction’s legal obligation to pay reclaims as well as payment history and market convention. Discounts on debt securities are accreted or amortized to interest income over the lives of the respective securities using the effective interest method. Premiums for callable debt securities are amortized to the earliest call date, if the call price was less than the purchase price. If the call price was not at par and the security was not called, the security is amortized to the next call price and date. Income and expenses of the Funds are allocated on a pro rata basis to each class of shares, except for distribution and service fees which are unique to each class of shares. Expenses incurred by the Trust with respect to more than one Fund are allocated in proportion to the net assets of each Fund except where allocation of direct expenses to each Fund or an alternative allocation method can be more appropriately made.

 

(d) Federal Income Taxes

The Funds intend to comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of their net investment income and any net realized gains to their shareholders. Therefore, no provision is made for federal income or excise taxes. Due to the timing of dividend distributions and the differences in accounting for income and realized gains and losses for financial statement and federal income tax purposes, the fiscal year in which amounts are distributed may differ from the year in which the income and realized gains and losses are recorded by the Funds.

 

Accounting for Uncertainty in Income Taxes (the “Income Tax Statement”) requires an evaluation of tax positions taken (or expected to be taken) in the course of preparing a Funds’ tax returns to determine whether these positions meet a “more-likely-than-not” standard that, based on the technical merits, have a more than fifty percent likelihood of being sustained by a taxing authority upon examination. A tax position that meets the “more-likely-than-not” recognition threshold is measured to determine the amount of benefit to recognize in the financial statements. The Funds recognize interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statements of Operations.

  36 

 

Zacks Funds

NOTES TO FINANCIAL STATEMENTS - Continued

November 30, 2020

 

 

The Income Tax Statement requires management of the Funds to analyze tax positions taken in the prior three open tax years, if any, and tax positions expected to be taken in the Fund’s current tax year, as defined by the IRS statute of limitations for all major jurisdictions, including federal tax authorities and certain state tax authorities. As of and during the open tax years ended November 30, 2017 - 2020, the Funds did not have a liability for any unrecognized tax benefits. The Funds have no examination in progress and are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

 

(e) Distributions to Shareholders

The Funds will make distributions of net investment income and capital gains, if any, at least annually, except for the Dividend Fund which will distribute net investment income, if any, quarterly. Distributions to shareholders are recorded on the ex-dividend date. The amount and timing of distributions are determined in accordance with federal income tax regulations, which may differ from GAAP.

 

The character of distributions made during the year from net investment income or net realized gains may differ from the characterization for federal income tax purposes due to differences in the recognition of income, expense and gain (loss) items for financial statement and tax purposes.

 

(f) Illiquid Securities

Pursuant to Rule 22e-4 under the 1940 Act, the Funds have adopted a Liquidity Risk Management Program (“LRMP”) that requires, among other things, that the Funds limit their illiquid investments that are assets to no more than 15% of net assets. An illiquid investment is any security which may not reasonably be expected to be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment. If the Advisor, at any time, determines that the value of illiquid securities held by a Fund exceeds 15% of its net asset value, the Advisor will take such steps as it considers appropriate to reduce them as soon as reasonably practicable in accordance with the Funds’ written LRMP.

 

(g) Securities Lending

The Funds have entered into a securities lending agreement with BMO Harris Bank N.A. (“BMO”).  Each Fund may lend up to 33% of its investments requiring that the loan be continuously collateralized by cash or other securities issued or guaranteed by the U.S. Government or its agencies or instrumentalities (“Government Securities”) at all times equal to at least 102% (105% for foreign securities) of the market value on the securities loaned.  Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received.  When this occurs, the collateral is adjusted so that the market value of the collateral is not less than the initial margin requirement. Although risk is mitigated by the collateral, the Funds could experience a delay in recovering their securities and possible loss of income or value if the borrower fails to return them. During the term of the loan, the Funds will continue to receive any dividends, interest or amounts equivalent thereto, on the securities loaned while receiving a fee from the borrower and/or earning interest on the investments of the cash collateral.  Such fees and interest are shared with the securities lending agent under the terms of the securities lending agreement.  Securities lending income is disclosed as such in the Statement of Operations.

  37 

 

Zacks Funds

NOTES TO FINANCIAL STATEMENTS - Continued

November 30, 2020

 

 

As of November 30, 2020, the Funds loaned securities which were collateralized by cash and other securities.  The value of the securities on loan and the value of the related collateral were as follows:

 

Fund  Value of Securities Loaned   Value of Collateral* 
All-Cap Core Fund  $8,519,378   $8,713,098 
Small-Cap Core Fund  $5,538,900   $5,872,090 
Dividend Fund  $15,537,285   $15,917,357 

 

*The Funds hold units of Securities Lending Fund II, LLC as collateral on securities loaned. The Securities Lending Fund II, LLC was established for the investment and reinvestment of cash collateral on behalf of the Funds pursuant to BMO’s Securities Lending Program.

 

Note 3 – Investment Advisory and Other Agreements

The Trust, on behalf of the Funds, entered into an Investment Advisory Agreement (the “Agreement”) with Zacks Investment Management, Inc. (the “Advisor”). Under the terms of the Agreement, the Funds pay a monthly investment advisory fee to the Advisor based on each Fund’s average daily net assets. The annual rates are listed by Fund in the table below.  The Advisor has contractually agreed to waive its fees and/or pay for operating expenses to ensure that total annual operating expenses (excluding any taxes, leverage interest, brokerage commissions, dividend and interest expense on short sales, acquired fund fees and expenses (as determined in accordance with Form N-1A), expenses incurred in connection with any merger or reorganization, and extraordinary expenses such as litigation expenses) do not exceed the following levels of each Fund’s average daily net assets. This agreement is in effect until March 31, 2023 and it may be terminated before that date only by the Trust’s Board of Trustees. The table below contains the expense cap by Fund and by Class:

 

   Investment  Total Limit on Annual
   Advisory  Operating Expenses†
   Fees  Investor Class  Institutional Class
All-Cap Core Fund  0.80%  -  1.00%
Small-Cap Core Fund  0.90%  1.39%  1.14%
Dividend Fund  0.80%  1.30%  1.05%

 

The total limit on annual operating expenses is calculated based on each Fund’s average daily net assets.

 

For the year ended November 30, 2020, the Advisor waived its fees as follows:

 

   Advisory Fees
All-Cap Core Fund  $96,872 
Small-Cap Core Fund   152,963 
Dividend Fund   62,101 
Total  $311,936 

 

Each Fund’s advisor is permitted to seek reimbursement from the Fund, subject to certain limitations, of fees waived or payments made to the Fund for a period ending three full fiscal years after the date of the waiver or payment.  This reimbursement may be requested from the Fund if the reimbursement will not cause the Fund’s annual expense ratio to exceed the lesser of (a) the expense limitation amount in effect at the time such fees were waived or payments made, or (b) the expense limitation amount in effect at the time of the reimbursement. At November 30, 2020, the amount of these potentially recoverable expenses was $314,225, $484,865 and $277,400 for the All-Cap Core Fund, Small-Cap Core Fund and Dividend Fund, respectively. The Advisor may recapture all or a portion of these amounts no later than November 30, of the years stated below:

  38 

 

Zacks Funds

NOTES TO FINANCIAL STATEMENTS - Continued

November 30, 2020

 

 

   All-Cap Core Fund  Small-Cap Core Fund  Dividend Fund
2021  $101,261   $168,499   $131,557 
2022   116,092    163,403    83,742 
2023   96,872    152,963    62,101 
Total  $314,225   $484,865   $277,400 

 

UMB Fund Services, Inc. (“UMBFS”) serves as the Funds’ fund accountant, transfer agent and co-administrator; and Mutual Fund Administration, LLC (“MFAC”) serves as the Funds’ other co-administrator. UMB Bank, n.a., an affiliate of UMBFS, serves as the Funds’ custodian. The Funds’ allocated fees incurred for fund accounting, fund administration, transfer agency and custody services for the year ended November 30, 2020, are reported on the Statements of Operations.

 

IMST Distributors, LLC serves as the Funds’ distributor (the “Distributor”). The Distributor does not receive compensation from the Funds for its distribution services; the Advisor pays the Distributor a fee for its distribution-related services.

 

Certain trustees and officers of the Trust are employees of UMBFS or MFAC. The Funds do not compensate trustees and officers affiliated with the Funds’ co-administrators.  For the year ended November 30, 2020, the Funds’ allocated fees incurred to Trustees who are not affiliated with the Funds’ co-administrators are reported on the Statements of Operations.

 

The Funds’ Board of Trustees has adopted a Deferred Compensation Plan (the “Plan”) for the Independent Trustees that enables Trustees to elect to receive payment in cash or the option to select various fund(s) in the Trust in which their deferred accounts shall be deemed to be invested. If a trustee elects to defer payment, the Plan provides for the creation of a deferred payment account. The Funds’ liability for these amounts is adjusted for market value changes in the invested fund(s) and remains a liability to the Funds until distributed in accordance with the Plan. The Trustees Deferred compensation liability under the Plan constitutes a general unsecured obligation of each Fund and is disclosed in the Statements of Assets and Liabilities. Contributions made under the plan and the change in unrealized appreciation/depreciation and income are included in the Trustees’ fees and expenses in the Statements of Operations.

 

Dziura Compliance Consulting, LLC provides Chief Compliance Officer (“CCO”) services to the Trust. The Funds’ allocated fees incurred for CCO services for the year ended November 30, 2020, are reported on the Statements of Operations.

 

Note 4 – Federal Income Taxes

At November 30, 2020, gross unrealized appreciation and depreciation on investments owned by the Funds, based on cost for federal income tax purposes were as follows:

 

   All-Cap Core Fund  Small-Cap Core Fund  Dividend Fund
          
Cost of investments  $44,034,015   $47,490,827   $112,052,290 
                
Gross unrealized appreciation  $15,074,504   $6,978,570   $17,243,423 
Gross unrealized depreciation   (451,542)   (2,129,155)   (7,013,439)
Net unrealized appreciation (depreciation) on investments  $14,622,962   $4,849,415   $10,229,984 

 

The difference between cost amounts for financial statement and federal income tax purposes is due primarily to timing differences in recognizing certain gains and losses in security transactions.

  39 

 

Zacks Funds

NOTES TO FINANCIAL STATEMENTS - Continued

November 30, 2020

 

 

GAAP requires that certain components of net assets be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the year ended November 30, 2020 permanent differences in book and tax accounting have been reclassified to paid in capital and total undistributable income/loss as follows:

 

      Total
   Paid-in  Distributable
   capital  Earnings (Loss)
       
 All-Cap Core Fund  $-   $- 
 Small-Cap Core Fund   (173,027)   173,027 
 Dividend Fund   -    - 

 

As of November 30, 2020, the components of accumulated earnings on a tax basis were as follows:

 

   All-Cap Core Fund  Small-Cap Core Fund  Dividend
Fund
          
Undistributed ordinary income  $301,401   $-   $296,436 
Undistributed long-term gains   2,363,301    -    669,457 
Tax accumulated earnings   2,664,702    -    965,893 
                
Accumulated capital and other losses  $-   $(13,521,954)  $- 
                
Unrealized appreciation (depreciation) on investments   14,622,962    4,849,415    10,229,984 
Unrealized Deferred Compensation   (4,583)   (4,833)   (4,630)
                
Total accumulated earnings  $17,283,081   $(8,677,372)  $11,191,247 

 

The tax character of distributions paid during the fiscal years ended November 30, 2020 and November 30, 2019 were as follows:

 

   All-Cap Core Fund
   2020  2019
Distributions paid from:          
Ordinary income  $375,717   $168,697 
Long-term capital gains   3,193,708    3,860,594 
Total distributions paid  $3,569,425   $4,029,291 

  40 

 

Zacks Funds

NOTES TO FINANCIAL STATEMENTS - Continued

November 30, 2020

 

 

   Small-Cap Core Fund  Dividend Fund
   2020  2019  2020  2019
Distributions paid from:                    
Ordinary income  $296,807   $5,526,896   $2,023,641   $1,221,402 
Long-term capital gains   -    7,298,624    627,940    2,209,461 
Total distributions paid  $296,807   $12,825,520   $2,651,581   $3,430,863 

 

At November 30, 2020, the Funds had the following accumulated capital loss carryforwards.

 

   All-Cap Core Fund  Small-Cap Core Fund  Dividend Fund
          
Not Subject to Expiration   -    10,511,455    - 
Short-term   -    2,994,422    - 
Long-term  $-   $13,505,877   $- 

 

To the extent that a Fund may realize future net capital gains, those gains will be offset by any of its unused capital loss carryforward. Future capital loss carryover utilization in any given year may be subject to Internal Revenue Code limitations.

 

As of November 30, 2020, the Small Cap Core Fund had a qualified late-year ordinary loss of $16,077, which is deferred until fiscal year end 2021 for tax purposes. Net late-year losses incurred after December 31, and within the taxable year are deemed to arise on the first day of the Fund’s next taxable year.

 

Note 5 – Redemption Fees

The Funds may impose a redemption fee of 2.00% of the total redemption amount on all shares redeemed within 30 days of purchase. For the year ended November 30, 2020, and the year ended November 30, 2019, redemption fees were as follows:

 

   November 30, 2020  November 30, 2019
All-Cap Core Fund  $5,923   $892 
Small-Cap Core Fund   4,306    11,340 
Dividend Fund   19,154    12,380 

 

Note 6 – Investment Transactions

For the year ended November 30, 2020, purchases and sales of investments, excluding short-term investments, were as follows:

 

   Purchases  Sales  Securities Sold Short  Short Securities Covered
All-Cap Core Fund  $17,633,406   $16,267,915   $-   $- 
Small-Cap Core Fund   88,170,324    130,084,182    32,943    30,619 
Dividend Fund   34,002,708    11,929,901    -    - 

 

Note 7 – Distribution Plan

The Trust, on behalf of each Fund, has adopted a Distribution Plan (the “Plan”) pursuant to Rule 12b-1 under the 1940 Act, which allows each Fund to pay distribution fees for the sale and distribution of its Investor Class shares. The Plan provides for the payment of distribution fees at the annual rate of up to 0.25% of average daily net assets attributable to Investor Class shares, payable to IMST Distributors, LLC. Institutional Class shares do not pay any distribution fees.

  41 

 

Zacks Funds

NOTES TO FINANCIAL STATEMENTS - Continued

November 30, 2020

 

 

For the year ended November 30, 2020, the distribution fees incurred for the All-Cap Core Fund, Small-Cap Core Fund and Dividend Fund are disclosed on the Statements of Operations.

 

Note 8 – Indemnifications

In the normal course of business, the Funds enter into contracts that contain a variety of representations, 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, the Funds expect the risk of loss to be remote.

 

Note 9 – Fair Value Measurements and Disclosure

Fair Value Measurements and Disclosures defines fair value, establishes a framework for measuring fair value in accordance with GAAP, and expands disclosure about fair value measurements.  It also provides guidance on determining when there has been a significant decrease in the volume and level of activity for an asset or a liability, when a transaction is not orderly, and how that information must be incorporated into a fair value measurement.

 

Under Fair Value Measurements and Disclosures, various inputs are used in determining the value of each Fund’s investments.  These inputs are summarized into three broad Levels as described below:

 

·Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.

 

  · Level 2 – Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly.  These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 

  · Level 3 – Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

The inputs used to measure fair value may fall into different Levels of the fair value hierarchy. In such cases, for disclosure purposes, the Level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest Level input that is significant to the fair value measurement in its entirety.

  42 

 

Zacks Funds

NOTES TO FINANCIAL STATEMENTS - Continued

November 30, 2020

 

 

The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities. The following is a summary of the inputs used, as of November 30, 2020, in valuing the Funds' assets carried at fair value:

 

All-Cap Core Fund  Level 1  Level 2*  Level 3*  Total
Investments            
Common Stocks1  $48,979,698   $-   $-   $48,979,698 
Short-Term Investments   9,677,279    -    -    9,677,279 
Total Investments  $58,656,977   $-   $-   $58,656,977 

 

Small-Cap Core Fund  Level 1  Level 2*  Level 3*  Total
Investments                    
Common Stocks1  $46,113,573   $-   $-   $46,113,573 
Short-Term Investments   6,226,669    -    -    6,226,669 
Total Investments  $52,340,242   $-   $-   $52,340,242 

 

Dividend Fund  Level 1  Level 2*  Level 3*  Total
Investments                    
Common Stocks1  $103,265,696   $-   $-   $103,265,696 
Short-Term Investments   19,016,578    -    -    19,016,578 
Total Investments  $122,282,274   $-   $-   $122,282,274 

 

1All common stocks held in the Fund are Level 1 securities. For a detailed break-out of common stocks by major industry classification, please refer to the Schedule of Investments.

*The Fund did not hold any Level 2 or Level 3 securities at period end.

 

Note 10 – COVID-19 Risks

In early 2020, an outbreak of a novel strain of coronavirus (COVID-19) emerged globally. This coronavirus has resulted in closing international borders, enhanced health screenings, healthcare service preparation and delivery, quarantines, cancellations, disruptions to supply chains and customer activity, as well as general public concern and uncertainty. The impact of this outbreak has negatively affected the worldwide economy, as well as the economies of individual countries, the financial health of individual companies and the market in general in significant and unforeseen ways. The future impact of COVID-19 is currently unknown, and it may exacerbate other risks that apply to the Funds, including political, social and economic risks. Any such impact could adversely affect the Funds’ performance, the performance of the securities in which the Funds invest and may lead to losses on your investment in each Fund. The ultimate impact of COVID-19 on the financial performance of the Funds’ investments are not reasonably estimable at this time.

 

Note 11 – Events Subsequent to the Fiscal Period End

The Funds have adopted financial reporting rules regarding subsequent events which require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet.  Management has evaluated the Funds’ related events and transactions that occurred through the date of issuance of the Funds’ financial statements.

  43 

 

Zacks Funds

NOTES TO FINANCIAL STATEMENTS - Continued

November 30, 2020

 

 

The Funds declared the payment of a distribution to be paid, on December 15, 2020, to shareholders of record on December 14, 2020 as follows:

 

      Long-Term Capital Gain  Short-Term Capital Gain  Income
All-Cap Core Fund  Institutional Class  $1.33626   $-   $0.16572 
Small-Cap Core Fund  Investor Class   -    -    - 
Small-Cap Core Fund  Institutional Class   -    -    - 
Dividend Fund  Investor Class   0.13257    -    0.11426 
Dividend Fund  Institutional Class   0.13257    -    0.12704 

 

There were no other events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Funds’ financial statements.

  44 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees of

Investment Managers Series Trust

and the Shareholders of the Zacks Funds

 

Opinion on the Financial Statements

 

We have audited the accompanying statement of assets and liabilities of the Zacks All-Cap Core Fund, Zacks Small-Cap Core Fund and Zacks Dividend Fund (the “Funds”), each a series of Investment Managers Series Trust, including the schedules of investments, as of November 30, 2020, 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 the periods indicated thereon, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Funds as of November 30, 2020, the results of their operations 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 the periods indicated thereon, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

These financial statements are the responsibility of the Funds’ management. Our responsibility is to express an opinion on the Funds’ financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We have served as the auditor of one or more of the funds in the Trust since 2007.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Funds are not required to have, nor were we engaged to perform, an audit of their 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 Funds internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of November 30, 2020 by correspondence with the custodian and brokers or by other appropriate procedures where replies from brokers were not received. We believe that our audits provide a reasonable basis for our opinion.

 

  TAIT, WELLER & BAKER LLP
   
Philadelphia, Pennsylvania  
January 27, 2021  

  45 

 

Zacks Funds

SUPPLEMENTAL INFORMATION (Unaudited)

 

 

Long-Term Capital Gains Designation

For the fiscal year ended November 30, 2020, the All-Cap Core and Dividend Income Funds designate $3,193,708 and $627,940, respectively, as a 20% rate gain distribution for purposes of the dividends paid deduction.

 

Qualified Dividend Income

Pursuant to Section 854 of the Internal Revenue Code of 1986, the All-Cap Core, Small-Cap Core and Dividend Funds designate income dividends of 100%, 100% and 100%, respectively, as qualified dividend income paid during the fiscal year ended November 30, 2020.

 

Corporate Dividends Received Deduction

For the fiscal year ended November 30, 2020, 100%, 100% and 100% of the dividends paid from net investment income qualifies for the dividends received deduction available to corporate shareholders of the All-Cap Core, Small-Cap Core and Dividend Funds, respectively.

 

Trustees and Officers Information

Additional information about the Trustees is included in the Funds’ Statement of Additional Information which is available, without charge, upon request by calling (888) 453-4003. The Trustees and officers of the Funds and their principal occupations during the past five years are as follows:

 

Name, Address, Year of Birth and Position(s) held with Trust Term of Officec and Length of Time Served Principal Occupation During the Past Five Years and Other Affiliations

Number of Portfolios in the Fund Complex

Overseen by Trusteed

Other Directorships Held by Trustee During the Past Five Yearse
Independent Trustees:      

Charles H. Miller a

(born 1947)

Trustee

Since November  2007 Retired (2013 – present); Executive Vice President, Client Management and Development, Access Data, a Broadridge company, a provider of technology and services to asset management firms (1997 – 2012). 3 361 Social Infrastructure Fund, a closed-end investment company.

Ashley Toomey Rabun a
(born 1952)

Trustee and Chairperson of the Board

 

Since November  2007 Retired (2016 – present); President and Founder, InvestorReach, Inc., a financial services consulting firm (1996 – 2015). 3 361 Social Infrastructure Fund, a closed-end investment company;   Select Sector SPDR Trust, a registered investment company (includes 11 portfolios).

  46 

 

Zacks Funds

SUPPLEMENTAL INFORMATION (Unaudited) - Continued

 

 

Name, Address, Year of Birth and Position(s) held with Trust Term of Officec and Length of Time Served Principal Occupation During the Past Five Years and Other Affiliations

Number of Portfolios in the Fund Complex

Overseen by Trusteed

Other Directorships Held by Trustee During the Past Five Yearse
Independent Trustees:        

William H. Young a
(born 1950)

Trustee

Since November  2007 Retired (2014 – present); Independent financial services consultant (1996 – 2014); Interim CEO, Unified Fund Services Inc. (now Huntington Fund Services), a mutual fund service provider (2003 – 2006); Senior Vice President, Oppenheimer Management Company (1983 – 1996); Chairman, NICSA, an investment management trade association (1993 – 1996). 3

361 Social Infrastructure Fund, a closed-end investment company. 

John P. Zader a

(born 1961)

Trustee

Since November  2007 Retired (June 2014 – present); CEO, UMB Fund Services, Inc., a mutual fund and hedge fund service provider, and the transfer agent, fund accountant, and co-administrator for the Fund (December 2006 – June 2014); President, Investment Managers Series Trust (December 2007 – June 2014). 3

Investment Managers Series Trust II, a registered investment company (includes 19 portfolios);

361 Social Infrastructure Fund, a closed-end investment company.

Interested Trustee:      

Eric M. Banhazl b†

(born 1957)

Trustee

 

Since January 2008

 

 

Chairman, Foothill Capital Management, LLC, a registered investment advisor (2018 – present); Chairman (2016 – present), and President (2006 – 2015), Mutual Fund Administration, LLC, the co-administrator for the Fund; Trustee and Vice President, Investment Managers Series Trust (December 2007 – March 2016). 3

Investment Managers Series Trust II, a registered investment company (includes 19 portfolios); 361 Social Infrastructure Fund, a closed-end investment company. 

  47 

 

Zacks Funds

SUPPLEMENTAL INFORMATION (Unaudited) - Continued

 

 

Name, Address, Year of Birth and Position(s) held with Trust Term of Officec and Length of Time Served Principal Occupation During the Past Five Years and Other Affiliations

Number of Portfolios in the Fund Complex

Overseen by Trusteed

Other Directorships Held by Trustee During the Past Five Yearse
Interested Trustee:      

Maureen Quill a*

(born 1963)

Trustee and President

 

Since June 2019

 

President, Investment Managers Series Trust (June 2014 – present); President, UMB Distribution Services (March 2013 – present); EVP/Executive Director Registered Funds (January 2018 – present), Chief Operating Officer (June 2014 – January 2018), and Executive Vice President (January 2007 – June 2014), UMB Fund Services, Inc.; Vice President, Investment Managers Series Trust (December 2013 – June 2014).                                                                  3 361 Social Infrastructure Fund, a closed-end investment company.
Officers of the Trust:    

Rita Dam b

(born 1966)

Treasurer and Assistant Secretary

Since December 2007 Co-President, Foothill Capital Management, LLC, a registered investment advisor (2018 – present); Co-Chief Executive Officer (2016 – present), and Vice President (2006 – 2015), Mutual Fund Administration, LLC. N/A N/A

Joy Ausili b

(born 1966)

Vice President,

Assistant Secretary,

and Assistant Treasurer

Since March 2016

 

Co-President, Foothill Capital Management, LLC, a registered investment advisor (2018 – present); Co-Chief Executive Officer (2016 – present), and Vice President (2006 – 2015), Mutual Fund Administration, LLC; Secretary and Assistant Treasurer, Investment Managers Series Trust (December 2007 – March 2016). N/A N/A

Diane Drake b

(born 1967)

Secretary

Since March 2016 Senior Counsel, Mutual Fund Administration, LLC (October 2015 – present); Chief Compliance Officer, Foothill Capital Management, LLC, a registered investment advisor (2018 – 2019); Managing Director and Senior Counsel, BNY Mellon Investment Servicing (US) Inc. (2010 – 2015). N/A N/A

Martin Dziura b

(born 1959)

Chief Compliance Officer

Since June 2014 Principal, Dziura Compliance Consulting, LLC (October 2014 – present); Managing Director, Cipperman Compliance Services (2010 – September 2014); Chief Compliance Officer, Hanlon Investment Management (2009 – 2010); Vice President − Compliance, Morgan Stanley Investment Management (2000 − 2009). N/A N/A

  48 

 

Zacks Funds

SUPPLEMENTAL INFORMATION (Unaudited) - Continued

 

 

aAddress for certain Trustees and certain officers: 235 West Galena Street, Milwaukee, Wisconsin 53212.
bAddress for Mr. Banhazl, Ms. Ausili, Ms. Dam and Ms. Drake: 2220 E. Route 66, Suite 226, Glendora, California 91740.

Address for Mr. Dziura: 309 Woodridge Lane, Media, Pennsylvania 19063.

cTrustees and officers serve until their successors have been duly elected.
dThe Trust is comprised of 55 series managed by unaffiliated investment advisors. Each Trustee serves as Trustee of each series of the Trust. The term “Fund Complex” applies only to the Fund(s) managed by the same investment advisor. The Funds do not hold themselves out as related to any other series within the Trust, for purposes of investment and investor services, nor do they share the same investment advisor with any other series.
e“Other Directorships Held” includes only directorships of companies required to register or file reports with the SEC under the Securities Exchange Act of 1934, as amended (that is, “public companies”), or other investment companies registered under the 1940 Act.
Mr. Banhazl is an “interested person” of the Trust by virtue of his position with Mutual Fund Administration, LLC.
*Ms. Quill is an “interested person” of the Trust by virtue of her position with UMB Fund Services, Inc.

  49 

 

Zacks Funds

SUPPLEMENTAL INFORMATION (Unaudited) - Continued

 

 

Board Consideration of Investment Advisory Agreement

At a meeting held on September 16-17, 2020, the Board of Trustees (the “Board”) of Investment Managers Series Trust (the “Trust”), including the trustees who are not “interested persons” of the Trust (the “Independent Trustees”) as defined in the Investment Company Act of 1940, as amended (the “1940 Act”), reviewed and unanimously approved the renewal of the investment advisory agreement (the “Advisory Agreement”) between the Trust and Zacks Investment Management, Inc. (the “Investment Advisor”) for an additional one-year term from when it otherwise would expire, with respect to the following series of the Trust (each a “Fund” and together, the “Funds”):

 

·the Zacks All-Cap Core Fund (the “All-Cap Core Fund”),

 

·the Zacks Dividend Fund (the “Dividend Fund”), and

 

·the Zacks Small-Cap Core Fund (the “Small-Cap Core Fund”).

 

In approving renewal of the Advisory Agreement, the Board, including the Independent Trustees, determined that such renewal was in the best interests of each Fund and its shareholders. The Board acknowledged that in accordance with exemptive relief granted by the U.S. Securities and Exchange Commission, due to unforeseen emergency circumstances related to the COVID-19 pandemic, the meeting was being held by videoconference, and that as required by the relief, the Board would ratify the renewal of the Advisory Agreement at its next in-person meeting.

 

Background

In advance of the meeting, the Board received information about the Funds and the Advisory Agreement from the Investment Advisor and from Mutual Fund Administration, LLC and UMB Fund Services, Inc., the Trust’s co-administrators, certain portions of which are discussed below. The materials, among other things, included information about the Investment Advisor’s organization and financial condition; information regarding the background, experience, and compensation structure of relevant personnel providing services to the Funds; information about the Investment Advisor’s compliance policies and procedures, disaster recovery and contingency planning, and policies with respect to portfolio execution and trading; information regarding the profitability of the Investment Advisor’s overall relationship with the Funds; reports comparing the performance of each Fund with returns of its benchmark index and a group of comparable funds (each a “Peer Group”) selected by Broadridge Financial Solutions, Inc. (“Broadridge”) from Morningstar, Inc.’s relevant fund universe (each a “Fund Universe”) for various periods ended June 30, 2020; and reports comparing the investment advisory fee and total expenses of each Fund with those of its Peer Group and Fund Universe. The Board also received a memorandum from legal counsel to the Trust discussing the legal standards under the 1940 Act and other applicable law for their consideration of the proposed renewal of the Advisory Agreement. In addition, the Board considered information reviewed by the Board during the year at other Board and Board committee meetings. No representatives of the Investment Advisor were present during the Board’s consideration of the Advisory Agreement, and the Independent Trustees were represented by their legal counsel with respect to the matters considered.

 

In renewing the Advisory Agreement, the Board and the Independent Trustees considered a variety of factors, including those discussed below. In their deliberations, the Board and the Independent Trustees did not identify any particular factor that was controlling, and each Trustee may have attributed different weights to the various factors.

 

Nature, Extent and Quality of Services

The Board considered information included in the meeting materials regarding the performance of each Fund. The materials they reviewed indicated the following:

  50 

 

Zacks Funds

SUPPLEMENTAL INFORMATION (Unaudited) - Continued

 

 

·The All-Cap Core Fund’s annualized total return for the three-year period was above the Peer Group and Large Blend Fund Universe median returns, but below the Russell 3000 Index return by 0.11%. The Fund’s total return for the one-year period was above the Peer Group and Fund Universe median returns, but below the Index return by 0.54%. For the five-year period, the Fund’s annualized total return was above the Peer Group median return, but below the Fund Universe median return by 0.17% and the Index return by 1.65%. The Fund’s annualized total return for the ten-year period was the same as the Peer Group median return, but below the Fund Universe median return and the Index return by 0.61% and 1.76%, respectively. The Trustees observed that the Fund’s volatility of returns, as measured by its standard deviation; its risk adjusted returns, as measured by its Sharpe ratio; and its Morningstar risk score, which measures downside volatility, ranked it in the first or second quartile of the funds in the Peer Group and Fund Universe for the one-, three-, five-, and ten-year periods.

 

·The Dividend Fund’s annualized total returns for the one-, three-, and five-year periods were above the Peer Group and Large Value Fund Universe median returns and the Russell 1000 Value Index returns.

 

·The Small-Cap Core Fund’s annualized total return for the five-year period was above the Peer Group median return, but below the Small Blend Fund Universe median return and the Russell 2000 Index return by 1.49% and 3.59%, respectively. The Fund’s annualized total return for the three-year period was below the Peer Group median return by 0.82%, the Fund Universe median return by 2.09%, and the Index return by 5.86%. The Fund’s total return for the one-year period was below the Peer Group and Fund Universe median returns and the Index return by 4.99%, 6.16%, and 12.65%, respectively. The Trustees considered the Investment Advisor’s explanations that the Fund’s underperformance during the one-year period, which affected the Fund’s relative returns for the other periods, had been attributable to the lack of growth companies within the portfolio, as growth stocks had performed well and small-cap value stocks had performed poorly; that using lower short interest relative to shares outstanding as an alpha criteria resulted in the Fund avoiding some of the small-cap biotech companies that had performed well; and that the Fund’s weightings to sectors, such as construction companies, that were negatively affected by the COVID-19 pandemic, contributed to the Fund’s underperformance. The Trustees observed that the Fund’s standard deviation ranked it in the top half of the funds in the Peer Group and Fund Universe, which meant that the Fund had taken on less risk than most funds in those groups, for the one-, three-, and five-year periods.

 

The Board also considered the overall quality of services provided by the Investment Advisor to the Funds. In doing so, the Board considered the Investment Advisor’s specific responsibilities in day-to-day management and oversight of the Funds, as well as the qualifications, experience, and responsibilities of the personnel involved in the activities of the Funds. The Board also considered the overall quality of the organization and operations of the Investment Advisor, as well as its compliance structure. The Board and the Independent Trustees concluded that based on the various factors they had reviewed, the nature, overall quality, and extent of the management and oversight services provided by the Investment Advisor to each Fund were satisfactory.

 

Advisory Fee and Expense Ratio

With respect to the advisory fees and expenses paid by the Funds, the meeting materials indicated the following:

 

·The All-Cap Core Fund’s annual investment advisory fee (gross of fee waivers) was higher than the Peer Group and Large Blend Fund Universe medians by 0.05% and 0.15%, respectively. The Trustees noted the Investment Advisor’s prior observations that the Fund has the flexibility to move between capitalization structures and growth and value strategies, which generally requires more work than managing other funds in the Peer Group and Fund Universe. The Trustees also noted that the Fund’s advisory fee was within the range of advisory fees that the Investment Advisor charges institutional clients to manage separate accounts with similar objectives and policies as the Fund. The Trustees observed, however, that management of mutual fund assets requires compliance with certain requirements under the 1940 Act that do not apply to the Investment Advisor’s institutional clients. The Trustees also considered that the Fund’s advisory fee was within the range of advisory fees paid by other series of the Trust managed by the Investment Advisor.

  51 

 

Zacks Funds

SUPPLEMENTAL INFORMATION (Unaudited) - Continued

 

 

The annual total expenses paid by the Fund (net of fee waivers) for the Fund’s most recent fiscal year were lower than the Peer Group median, but higher than the Fund Universe median by 0.21%. The Trustees noted, however, that the average net assets of the Fund were significantly lower than the average net assets of corresponding classes of funds in the Fund Universe, and that certain of those other funds also had significant assets in other classes.

 

·The Dividend Fund’s annual investment advisory fee (gross of fee waivers) was lower than the Peer Group median, but higher than the Large Value Fund Universe median by 0.15%. The Trustees noted that the Fund’s advisory fee was within the range of advisory fees that the Investment Advisor charges institutional clients to manage separate accounts with similar objectives and policies as the Fund. The Trustees observed, however, that management of mutual fund assets requires compliance with certain requirements under the 1940 Act that do not apply to the Investment Advisor’s institutional clients. The Trustees also considered that the Fund’s advisory fee was within the range of advisory fees paid by other series of the Trust managed by the Investment Advisor.

 

The annual total expenses paid by the Fund (net of fee waivers) for the Fund’s most recent fiscal year were higher than the Peer Group and Fund Universe medians by 0.15% and 0.24%, respectively. The Trustees noted, however, that the average net assets of the Fund’s class considered by Broadridge were significantly lower than the average net assets of corresponding classes of funds in the Fund Universe, and that certain of those other funds also had significant assets in other classes. The Board also considered the Investment Advisor’s prior observation that unlike many of the funds in the Peer Group, the Fund belongs to a smaller fund family and is not able to take advantage of economies of scale like other funds in the Peer Group.

 

·The Small-Cap Core Fund’s annual investment advisory fee (gross of fee waivers) was higher than the Peer Group and Small Blend Fund Universe medians by 0.05% and 0.0875%, respectively. The Trustees noted, however, that the Fund’s advisory fee was not in the top quartile of funds in the Peer Group. The Trustees also noted that the Fund’s advisory fee was within the range of advisory fees that the Investment Advisor charges institutional clients to manage separate accounts with similar objectives and policies as the Fund. The Trustees observed, however, that management of mutual fund assets requires compliance with certain requirements under the 1940 Act that do not apply to the Investment Advisor’s institutional clients. The Trustees also considered that the Fund’s advisory fee was within the range of advisory fees paid by other series of the Trust managed by the Investment Advisor.

 

The annual total expenses paid by the Fund (net of fee waivers) for the Fund’s most recent fiscal year were higher than the Peer Group and Fund Universe medians by 0.07% and 0.14%, respectively. The Trustees noted, however, that the average net assets of the Fund’s class considered by Broadridge were significantly lower than the average net assets of corresponding classes of funds in the Peer Group and Fund Universe, and that certain of those other funds also had significant assets in other classes.

 

The Board and the Independent Trustees concluded that based on the factors they had reviewed, the compensation payable to the Investment Advisor under the Advisory Agreement was fair and reasonable in light of the nature and quality of the services the Investment Advisor provides to the Funds.

  52 

 

Zacks Funds

SUPPLEMENTAL INFORMATION (Unaudited) - Continued

 

 

Profitability and Economies of Scale

The Board next considered information prepared by the Investment Advisor relating to its costs and profits with respect to each Fund for the year ended June 30, 2020, noting that the Investment Advisor had waived a significant portion of its advisory fee for the All-Cap Core Fund, and had waived a portion of its advisory fee for each of the Dividend Fund and Small-Cap Core Fund. Recognizing the difficulty in evaluating an investment advisor’s profitability with respect to the funds it manages in the context of an advisor with multiple lines of business, and noting that other profitability methodologies might also be reasonable, the Board and the Independent Trustees concluded that the profits of the Investment Advisor from its relationships with the All-Cap Core Fund, Dividend Fund, and Small-Cap Core Fund were reasonable.

 

The Board also considered the benefits received by the Investment Advisor and its affiliates as a result of the Investment Advisor’s relationship with the Funds, other than the receipt of its investment advisory fees, including any research received from broker-dealers providing execution services to the Funds, the beneficial effects from the review by the Trust’s Chief Compliance Officer of the Investment Advisor’s compliance program, and the intangible benefits of the Investment Advisor’s association with the Funds generally and any favorable publicity arising in connection with the Funds’ performance. The Board noted that although there were no advisory fee breakpoints, the asset levels of the Funds were not currently likely to lead to significant economies of scale, and that any such economies would be considered in the future as the assets of the Funds grow.

 

Conclusion

Based on these and other factors, the Board and the Independent Trustees concluded that renewal of the Advisory Agreement was in the best interests of each Fund and its shareholders and, accordingly, approved the renewal of the Advisory Agreement with respect to each Fund.

  53 

 

Zacks Funds

SUPPLEMENTAL INFORMATION (Unaudited) - Continued

 

 

Statement Regarding Liquidity Risk Management Program

The Securities and Exchange Commission adopted Rule 22e-4 under the Investment Company Act of 1940, as amended (the “Liquidity Rule”), to promote effective liquidity risk management throughout the open-end investment company industry, thereby reducing the risk that funds will be unable to meet their redemption obligations and mitigating dilution of the interests of fund shareholders. 

 

The Board of Trustees (the “Board”) of Investment Managers Series Trust (the “Trust”) met on September 16-17, 2020 (the “Meeting”), to review the liquidity risk management program (the “Fund Program”) applicable to the following series of the Trust (each, a “Fund” and together, the “Funds”) pursuant to the Liquidity Rule:

 

Zacks All-Cap Core Fund

Zacks Dividend Fund

Zacks Small-Cap Core Fund

 

The Board has appointed Zacks Investment Management, Inc., the investment adviser to the Funds, as the program administrator (“Program Administrator”) for the Fund Program. Under the Trust’s liquidity risk management program (the “Trust Program”), the Board has delegated oversight of the Trust Program to the Liquidity Oversight Committee (the “Oversight Committee”). At the Meeting, the Oversight Committee, on behalf of Program Administrator and the Funds, provided the Board with a written report (the “Report”) that addressed the operation, adequacy, and effectiveness of implementation of the Fund Program, and any material changes to it for the period from December 1, 2019 through June 30, 2020 (the “Program Reporting Period”).

 

In assessing the adequacy and effectiveness of implementation of the Fund Program, the Report discussed the following, among other things:

·The Fund Program’s liquidity classification methodology for categorizing each Fund’s investments;
·An overview of market liquidity for each Fund during the Program Reporting Period;
·Each Fund’s ability to meet redemption requests;
·Each Fund’s cash management;
·Each Fund’s borrowing activity, if any, in order to meet redemption requests;
·Each Fund’s compliance with the 15% limit of illiquid investments; and
·Each Fund’s status as a primarily highly liquid fund (“PHLF”), the effectiveness of the implementation of the PHLF standard, and whether it would be appropriate for each Fund to adopt a highly liquid investment minimum (“HLIM”).

 

The Report stated that the Funds primarily hold assets that are defined under the Liquidity Rule as "highly liquid investments," and therefore each Fund is not required to establish an HLIM. Highly liquid investments are defined as cash and any investment reasonably expected to be convertible to cash in current market conditions in three business days or less without the conversion to cash significantly changing the market value of the investment. The Report also stated that there were no material changes made to the Fund Program during the Program Reporting Period.

 

In the Report, the Program Administrator concluded that (i) the Fund Program, as adopted and implemented, remains reasonably designed to assess and manage each Fund’s liquidity risk; (ii) each Fund continues to qualify as a PHLF and therefore is not required to adopt an HLIM; (iii) during the Program Reporting Period, each Fund was able to meet redemption requests without significant dilution of remaining investors’ interests; and (iv) there were no weaknesses in the design or implementation of the Fund Program during the Program Reporting Period.

  54 

 

Zacks Funds

SUPPLEMENTAL INFORMATION (Unaudited) - Continued

 

 

There can be no assurance that the Fund Program will achieve its objectives in the future. Please refer to the Funds’ prospectus for more information regarding each Fund’s exposure to liquidity risk and other principal risks to which an investment in the Funds may be subject.

  55 

 

Zacks Funds

EXPENSE EXAMPLES

For the Six Months Ended November 30, 2020 (Unaudited)

 

 

Expense Examples

As a shareholder of the Funds, you incur two types of costs: (1) transaction costs and redemption fees; and (2) ongoing costs, including management fees; distribution and/or service (12b-1) fees (Investor Class only); and other Fund expenses. The examples below are 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.

 

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period from June 1, 2020 to November 30, 2020.

 

Actual Expenses

The information in the rows titled “Actual Performance” of the tables below provides actual account values and actual expenses.  You may use the information in these columns, together with the amount you invested, to estimate the expenses that you paid over the period.  Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the appropriate row for your share class, in the column titled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The information in the rows titled “Hypothetical (5% annual return before expenses)” of the tables below provides hypothetical account values and hypothetical expenses based on the Funds’ actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Funds’ actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.  You may use this information to compare the ongoing costs of investing in the Funds and other funds.  To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (load) or contingent deferred sales charges.  Therefore, the information in the rows titled “Hypothetical (5% annual return before expenses)” is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.

 

Zacks All-Cap Core Fund Beginning Account
Value
Ending Account
Value
Expense Paid
During Period*
    6/1/20 11/30/20 6/1/20–11/30/20
Institutional Class Actual Performance $1,000.00 $1,161.40 $5.40
  Hypothetical (5% annual return before expenses)   1,000.00   1,020.00 5.05

 

*Expenses are equal to the Fund’s annualized expense ratio of 1.00%, multiplied by the average account value over the period, multiplied by 183/366 (to reflect the six month period). The expense ratios reflect an expense waiver. Assumes all dividends and distributions were reinvested.
  56 

 

Zacks Funds

EXPENSE EXAMPLES - (Continued)

For the Six Months Ended November 30, 2020 (Unaudited)

 

 

Zacks Small-Cap Core Fund Beginning Account
Value
Ending Account
Value
Expense Paid
During Period*
    6/1/20 11/30/20 6/1/20–11/30/20
Investor Class Actual Performance $1,000.00 $1,210.10 7.69
  Hypothetical (5% annual return before expenses)   1,000.00 1,018.04 7.02
Institutional Class Actual Performance   1,000.00 1,211.60 6.31
  Hypothetical (5% annual return before expenses)   1,000.00 1,019.29 5.76

 

*Expenses are equal to the Fund’s annualized expense ratios of 1.39% and 1.14% for Investor Class and Institutional Class, respectively, multiplied by the average account value over the period, multiplied by 183/366 (to reflect the six month period). The expense ratios reflect an expense waiver. Assumes all dividends and distributions were reinvested.

 

Zacks Dividend Fund Beginning Account
Value
Ending Account
Value
Expense Paid
During Period*
    6/1/20 11/30/20 6/1/20–11/30/20
Investor Class Actual Performance $1,000.00 $1,111.90 $6.86
  Hypothetical (5% annual return before expenses)   1,000.00 1,018.51 6.55
Institutional Class Actual Performance   1,000.00 1,113.30 5.54
  Hypothetical (5% annual return before expenses)   1,000.00 1,019.76 5.30

 

*Expenses are equal to the Fund’s annualized expense ratio of 1.30% and 1.05% for Investor Class and Institutional Class shares, respectively, multiplied by the average account value over the period, multiplied by 183/366 (to reflect the six month period). The expense ratios reflect an expense waiver. Assumes all dividends and distributions were reinvested.
  57 

 

Zacks Funds

Each a series of Investment Managers Series Trust

 

Advisor

Zacks Investment Management, Inc.

227 West Monroe, Suite 4350

Chicago, Illinois 60606 

 

Independent Registered Public Accounting Firm

Tait, Weller & Baker LLP

Two Liberty Place

50 South 16th Street, Suite 2900

Philadelphia, Pennsylvania 19102

 

Custodian

UMB Bank, n.a.

928 Grand Boulevard, 10th Floor

Kansas City, Missouri 64106

 

Fund Co-Administrator

Mutual Fund Administration, LLC

2220 East Route 66, Suite 226

Glendora, California 91740

 

Fund Co-Administrator, Transfer Agent and Fund Accountant

UMB Fund Services, Inc.

235 West Galena Street

Milwaukee, Wisconsin 53212

 

Distributor

IMST Distributors, LLC

Three Canal Plaza, Suite 100

Portland, Maine 04101

www.foreside.com

   

 

FUND INFORMATION

 

 

  TICKER CUSIP
Zacks All-Cap Core Fund – Institutional Class CZOVX 461418 204
Zacks Small-Cap Core Fund – Investor  Class ZSCCX 461418 428
Zacks Small-Cap Core Fund – Institutional Class ZSCIX 46141P 313
Zacks Dividend Fund – Investor Class ZDIVX 46141P 321
Zacks Dividend Fund – Institutional  Class ZDIIX 46141Q 378

 

Privacy Principles of the Zacks Funds for Shareholders

The Funds are committed to maintaining the privacy of their shareholders and to safeguarding their non-public personal information. The following information is provided to help you understand what personal information the Funds collect, how we protect that information and why, in certain cases, we may share information with select other parties.

 

Generally, the Funds do not receive any non-public personal information relating to their shareholders, although certain non-public personal information of their shareholders may become available to the Funds. The Funds do not disclose any non-public personal information about their shareholders or former shareholders to anyone, except as permitted by law or as is necessary in order to service shareholder accounts (for example, to a transfer agent or third party administrator).

 

 

 

This report is sent to shareholders of the Zacks Funds for their information. It is not a Prospectus, circular or representation intended for use in the purchase or sale of shares of the Funds or of any securities mentioned in this report.

 

Proxy Voting Policies and Procedures

A description of the Funds’ proxy voting policies and procedures related to portfolio securities is available without charge, upon request, by calling the Funds at (888) 453-4003 or on the U.S. Securities and Exchange Commission’s (“SEC”) website at www.sec.gov.

 

Proxy Voting Record

Information regarding how the Funds voted proxies for portfolio securities, if applicable, during the most recent 12-month period ended June 30, is also available, without charge and upon request by calling (888) 453-4003 or by accessing the Funds’ Form N-PX on the SEC’s website at www.sec.gov.

 

Fund Portfolio Holdings

The Funds file a complete schedule of their portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-PORT within 60 days of the end of such fiscal quarter. Shareholders may obtain the Funds’ Form N-PORT on the SEC’s website at www.sec.gov.

 

Prior to their use of Form N-PORT, the Funds filed their complete schedule of portfolio holdings with the SEC on Form N-Q, which is available online at www.sec.gov

 

Householding

The Funds will mail only one copy of shareholder documents, including prospectuses and notice of annual and semi-annual reports availability and proxy statements, to shareholders with multiple accounts at the same address. This practice is commonly called “householding” and is intended to reduce expenses and eliminate duplicate mailings of shareholder documents. Mailings of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please call the Funds at (888) 453-4003.

 

Zacks Funds

P.O. Box 2175

Milwaukee, Wisconsin 53201

Toll Free: (888) 453-4003

   

 

Item 1. Report to Stockholders (Continued).

 

(b) Not Applicable

 

Item 2. Code of Ethics.

 

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

 

The registrant undertakes to provide to any person without charge, upon request, a copy of its code of ethics by mail when they call the registrant at (888-453-4003).

 

Item 3. Audit Committee Financial Expert.

 

The registrant’s board of trustees has determined that there is at least one audit committee financial expert serving on its audit committee.  John P. Zader is the “audit committee financial expert” and is considered to be “independent” as each term is defined in Item 3 of Form N-CSR.

 

Item 4. Principal Accountant Fees and Services.

 

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

 

  FYE 11/30/2020 FYE 11/30/2019
Audit Fees $  47,700 $  61,800
Audit-Related Fees N/A N/A
Tax Fees $  8,400 $  11,200
All Other Fees N/A N/A

 

The audit committee has adopted pre-approval policies and procedures that require the audit committee to pre-approve all audit and non-audit services of the registrant, including services provided to any entity affiliated with the registrant.

 

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

   

 

  FYE 11/30/2020 FYE 11/30/2019
Audit-Related Fees 0% 0%
Tax Fees 0% 0%
All Other Fees 0% 0%

 

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

 

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

 

Non-Audit Related Fees FYE 11/30/2020 FYE 11/30/2019
Registrant N/A N/A
Registrant’s Investment Advisor N/A N/A

 

Item 5. Audit Committee of Listed Registrants.

 

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

 

Item 6. Schedule of Investments.

 

(a)   Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.

 

(b)   Not Applicable.

 

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

 

Not applicable to open-end investment companies.

 

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

 

Not applicable to open-end investment companies.

 

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

 

Not applicable.

   

 

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

 

The registrant has not made any material changes to the procedures by which shareholders may recommend nominees to the registrant’s Board of Trustees.

 

Item 11. Controls and Procedures.

 

(a)The Registrant’s President/Chief Executive Officer and Treasurer/Chief Financial Officer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.

 

(b)There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting.

 

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

 

Not applicable to open-end investment companies.

 

Item 13. Exhibits.

 

(a)(1) Any code of ethics or amendment thereto, that is subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Incorporated by reference to the Registrant’s Form N-CSR filed June 8, 2018.

 

(2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith.

 

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

 

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

 

(b)Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Furnished herewith.
   

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. 

 

(Registrant)   Investment Managers Series Trust  
     
By (Signature and Title) /s/ Maureen Quill  
  Maureen Quill, President/Chief Executive Officer  
     
Date 02/05/2021  

 

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/ Maureen Quill  
     Maureen Quill, President/Chief Executive Officer    
     
Date   02/05/2021  
     
By (Signature and Title) /s/ Rita Dam  
    Rita Dam, Treasurer/Chief Financial Officer    
     
Date   02/05/2021