AMG Funds III

N-CSR 1 d752238dncsr.htm AMG FUNDS III AMG Funds III

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: 811-03752

AMG FUNDS III

(Exact name of registrant as specified in charter)

680 Washington Boulevard, Suite 500, Stamford, Connecticut 06901

(Address of principal executive offices) (Zip code)

AMG Funds LLC

680 Washington Boulevard, Suite 500, Stamford, Connecticut 06901

(Name and address of agent for service)

Registrant’s telephone number, including area code: (203) 299-3500

Date of fiscal year end: DECEMBER 31

Date of reporting period: JANUARY 1, 2023 – DECEMBER 31, 2023

(Annual Shareholder Report)

Item 1.

Reports to Shareholders


		ANNUAL REPORT


		AMG Funds December 31, 2023



		AMG Veritas Asia Pacific Fund

		Class N: MGSEX \| Class I: MSEIX

wealth.amg.com

123123 AR078



		AMG Funds Annual Report — December 31, 2023




TABLE OF CONTENTS	PAGE



LETTER TO SHAREHOLDERS		2

ABOUT YOUR FUND’S EXPENSES		3

PORTFOLIO MANAGER’S COMMENTS, FUND SNAPSHOTS AND SCHEDULE OF PORTFOLIO INVESTMENTS		4

FINANCIAL STATEMENTS

Statement of Assets and Liabilities		11

Balance sheet, net asset value (NAV) per share computations and cumulative distributable earnings (loss)

Statement of Operations		13

Detail of sources of income, expenses, and realized and unrealized gains (losses) during the fiscal year

Statements of Changes in Net Assets		14

Detail of changes in assets for the past two fiscal years

Financial Highlights		15

Historical net asset values per share, distributions, total returns, income and expense ratios, turnover ratios and net assets

Notes to Financial Statements		17

Accounting and distribution policies, details of agreements and transactions with Fund management and affiliates, and descriptions of certain investment risks

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM		23

OTHER INFORMATION		24

TRUSTEES AND OFFICERS		25

Nothing contained herein is to be considered an offer, sale or solicitation of an offer to buy shares of any series of the AMG Funds Family of Funds. Such offering is made only by prospectus, which includes details as to offering price and other material information.



		Letter to Shareholders

Dear Shareholder:

We are pleased to provide this annual report for your investment with AMG Funds. Our foremost goal is to provide investment solutions that help our shareholders successfully achieve their long-term investment goals. We appreciate the privilege of providing you with investment tools.

Throughout most of the year, markets wrestled with uncertainties around tighter monetary policy, increased geopolitical tension, instability in the regional banking sector, and political handwringing over the U.S. debt ceiling. However, investors remained optimistic for an economic “soft landing” as inflation continued to ease and risk assets finally surged in the fourth quarter following a dovish pivot in the U.S. Federal Reserve (the “Fed”) policy. Bonds finished with a positive return; a remarkable development after struggling to move higher for most of the year as global central banks raised interest rates.

The S&P 500^® Index gained 26.29% for the fiscal year ended December 31, 2023, fully recouping losses suffered in 2022. Large-cap stocks diverged from small-cap stocks, particularly driven by a handful of mega-cap technology and consumer discretionary stocks. The Russell 1000^® Index gained 26.53% compared to the 16.93% return for the Russell 2000^® Index. Nine out of eleven sectors posted positive returns, with information technology (60.93%), communication services (55.86%), and consumer discretionary (43.22%) leading the way. The weakest sectors were utilities (-7.08%), energy (-1.33%), and consumer staples (+0.55%). The strength in information technology drove growth stocks to strongly outperform value stocks with the Russell 1000^® Growth Index gaining 42.68% compared to a 11.46% return for the Russell 1000^® Value Index. Outside the U.S., foreign equity markets underperformed domestic equities, delivering a 15.62% return, as measured by the MSCI All Country World Index ex USA benchmark.

The Bloomberg U.S. Aggregate Bond Index, a broad measure of U.S. bond market performance, rebounded with a 5.53% return over the period. The 10-year Treasury yield climbed to post-GFC (Global Financial Crisis) highs through October as the Fed tightened policy throughout the year, leading many to expect another year of negative bond returns. However, investors received much needed relief as interest rates fell sharply in the final two months of the year following the Fed’s message signaling rate cuts in 2024. Looking across the broadest sectors of the market, investment-grade corporate bonds gained 8.52% for the year, while agency mortgage-backed securities rose 5.05%. High yield bonds were the best performing sector with a 13.44% return as measured by the return of the Bloomberg U.S. Corporate High Yield Bond Index. Municipal bonds outperformed the broader market with a 6.40% gain for the Bloomberg Municipal Bond Index. Outside the U.S., foreign bonds were also positive as the Bloomberg Global Aggregate ex-USD Index gained 5.72%.

AMG Funds provides access to a distinctive array of actively managed return-oriented investment strategies. You can rest assured that under all market conditions our team is focused on delivering excellent investment management services for your benefit. For more information about AMG Funds’ wide range of products and resources, please visit wealth.amg.com. We thank you for your investment and continued trust in AMG Funds.

Respectfully,

LOGO

Keitha Kinne

President

AMG Funds


		Periods ended
Average Annual Total Returns		December 31, 2023*

Stocks:		1 Year			3 Years			5 Years

Large Cap	(S&P 500^® Index)		26.29	%		10.00	%		15.69	%

Small Cap	(Russell 2000^® Index)		16.93	%		2.22	%		9.97	%

International	(MSCI ACWI ex USA)		15.62	%		1.55	%		7.08	%

Bonds:

Investment Grade	(Bloomberg U.S. Aggregate Bond Index)		5.53	%		(3.31	)%		1.10	%

High Yield	(Bloomberg U.S. Corporate High Yield Bond Index)		13.44	%		1.98	%		5.37	%

Tax-exempt	(Bloomberg Municipal Bond Index)		6.40	%		(0.40	)%		2.25	%

Treasury Bills	(ICE BofAML U.S. 6- Month Treasury Bill Index)		5.14	%		2.17	%		2.02	%

*Source: FactSet. Past performance is no guarantee of future results.



		About Your Fund’s Expenses

As a shareholder of a Fund, you may incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; distribution (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on $1,000 invested at the beginning of the period and held for the entire period as indicated below.

ACTUAL EXPENSES

The first section of the following table provides information about the actual account values and

actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During the Period” to estimate the expenses you paid on your account during this period.

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES

The second section of the following table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s

actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.


Six Months Ended December 31, 2023	Expense Ratio for the Period	Beginning Account Value 07/01/23	Ending Account Value 12/31/23	Expenses Paid During the Period*

AMG Veritas Asia Pacific Fund

Based on Actual Fund Return
Class N	1.17%	$1,000	$983	$5.85
Class I	0.93%	$1,000	$984	$4.65

Based on Hypothetical 5% Annual Return
Class N	1.17%	$1,000	$1,019	$5.96
Class I	0.93%	$1,000	$1,021	$4.74

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (184), then divided by 365.



		AMG Veritas Asia Pacific Fund Portfolio Manager’s Comments (unaudited)


For the fiscal year ended December 31, 2023, AMG Veritas Asia Pacific Fund (the “Fund”) Class N shares returned -4.82%, compared with the 7.36% return for the MSCI AC Asia Pacific ex Japan Index, the Fund’s benchmark. MARKET OVERVIEW The Asia Pacific market remained volatile throughout the review period. China, the largest market in the region, faced volatility throughout the year as investors searched for signs of a sustained recovery. After China opened its borders on January 8, 2023, travel surged across mainland China and its territories, fueling hope that consumption would quickly rebound to pre-pandemic levels. Over the lockdown period, Chinese households accumulated the biggest pool of new savings in history with $2.6 trillion of bank deposits. However, Chinese consumers remained cautious. The recovery in household consumption, which is crucial for sustainable growth, remained weak and uneven, underscoring the challenges faced by the Chinese Communist Party (CCP). The CCP deployed a number of targeted economic policies to stimulate growth, including lowering interest rates, accelerating the issuance of local government bonds, taking measures to relieve financing strains for property companies, relaxing property policies for home buyers, implementing more friendly policies toward the private sector, especially the major internet platform companies, and extending tax breaks for new electric vehicles (NEVs). China also invited global CEOs and leaders to visit and reaffirm their commitments to investments by global companies into China. In the third quarter of the year, China issued a 1 trillion yuan ($137 billion) sovereign bond issuance aimed at boosting infrastructure spending for projects related to flood prevention, management, and natural disaster emergency response improvements. The bond issuance generated market excitement as it will raise China’s 2023 budget deficit to around 3.8% of Gross Domestic Product (GDP), which is up from the previously set 3%. This move is being interpreted as a clear signal to the market that the government is committed to supporting the equity market. VERITAS ASIA PACIFIC FUND UPDATE The Fund’s performance was affected by several factors. Primarily, there was a notable trend of investors gravitating toward the value areas of the market, particularly in sectors that are not typically within the Fund’s investment universe such as energy and financials, with Indian banks being an exception. Additionally, the selling of Chinese	equities by global fund managers and majority shareholders, including Softbank’s divestment of Alibaba, played a significant role. This selling activity disproportionately impacted the most liquid and large-cap stocks, precisely those that the Fund owns. Consequently, despite the sound fundamentals of many of the companies held by the Fund, their share prices either stagnated or experienced a decline. The Fund’s performance was also impacted by some stock-specific detractors. The largest detractor was Meituan, a one-stop platform for food, transportation, travel, shopping, and entertainment. The company’s stock experienced a decline following fourth-quarter guidance that fell below expectations, prompting analysts to adopt a cautious stance and lower their price targets. While Meituan’s third-quarter results were generally in line with predictions, concerns arose regarding its guidance for the food delivery sector and the competitive challenges encountered by in-store, hotel, and travel operations that may potentially be impacting its stock performance; however, comparisons are difficult as the company’s performance was distorted during the pandemic. In addition, the current weakened economy, and heightened in-store business investments due to intensified competition, have had a lingering impact on food delivery volume growth. However, Meituan’s estimated 2024 valuation at 14 times earnings appears to incorporate prevailing market concerns. Additionally, the company continues to demonstrate one of the faster top-line growth rates, projecting a 20% compound annual growth rate (CAGR) from 2023 to 2025. Fitch Ratings has also revised Meituan’s outlook from stable to positive, emphasizing the potential for further positive rating action with sustained disciplined investment practices from management. Separately, Meituan’s board decided to repurchase shares for as much as $1 billion in the open market starting on December 1, 2023, according to an exchange filing. Over the year, the Veritas Team has looked to de-risk the geopolitical risk of the Fund, first by focusing investments on domestic Chinese exposure, and second on allies of the U.S. The Team’s approach has been to invest in quality Chinese or Hong Kong listed companies that gain most, if not all, of their economics from domestic markets and consumption (i.e., a local company with a local supply chain selling its product or service to local customers without reliance on overseas technology, parts, services, and customers). This means they are focused purely on domestic Chinese consumption and are therefore insulated from decisions made in Washington, Brussels, or elsewhere outside China.	Kweichow Moutai, one of the Fund’s largest holdings, is a prime example of this. Kweichow Moutai is a luxury spirit considered as a status symbol because of the high price and limited supply, which is part of the company’s marketing and sales strategy. Buyers regularly spend up to about $127 for a bottle of Kweichow Moutai baijiu, but the price can rise dramatically for rare and good vintages; with some bottles selling for up to $20,000. Although distribution and price setting are heavily controlled by the Chinese government, many people buy bottles as speculative investments to hold onto and sell at a higher price. Demand for Kweichow Moutai’s product massively outstrips supply, allowing the business to operate with exceptionally high net margins. The company can grow at a mid to high teens percentage per annum through a combination of price increases and by shifting supply from third-party wholesalers to its direct-to-consumer (D2C) platform, which now accounts for over 40% of sales. This shift delivers a sustainable and steady expansion of margins. In addition to this, geopolitical risks barely impact the company since virtually all its revenue comes from China. Over the year, the company continued to execute exceptionally well and its share price rose by over 25%. OUTLOOK China closed out “Golden Week,” a collection of four national holidays spanning eight days in October, with marked robust spending. During the period, domestic travel totaling 826 million journeys equated to a 71.3% increase from the year before and a 4.1% increase from 2019. Domestic consumption also rose and achieved its strongest performance since 2019. Average daily consumption in the service retail sector surged by 153% compared to the same period in 2019, while dine-in consumption saw an increase of 254%, as reported by Meituan, one of China’s largest e-commerce platforms. The robust activity data improved optimism into China’s overall growth outlook. However, just a few weeks later, China’s economy edged back into deflation, dragged down by falling pork prices. The mixed signs of recovery in China are bringing forth debate over whether the country will be able to meet its GDP target for 2023. However, despite the recent disappointing inflation figures, expectations are for an improvement in retail sales and stable industrial production following a rebound in factory activity. This stands in contrast to the earlier outlook in August, when concerns over policy support and the property market contagion led to a downward revision of the full-year growth forecast to 4.7%.



		AMG Veritas Asia Pacific Fund Portfolio Manager’s Comments (continued)


China’s annual Central Economic Work Conference (CEWC), held in December 2023, conveyed a message that economic growth is the top priority. Each year, the CEWC is one of the most closely scrutinized gatherings for China observers, as it serves as a comprehensive evaluation of the prevailing economic landscape and establishes the macroeconomic objectives for the upcoming year. Thus, the signals emerging from this year’s CEWC has provided insights into China’s economic trajectory in 2024. Despite admitting challenges such as inadequate demand, industrial overcapacity, weak expectations, financial risks, and external pressure, the CEWC did not express panic about China’s economy and gave no suggestion of fundamental shifts or large-scale stimulus. Instead, the message was that “China’s economic recovery is improving, and high-quality development is steadily advancing” and that it would maintain its “active fiscal policy” and “prudent monetary policy.” Nonetheless, the CEWC also suggested that Beijing will shift its policy settings moderately toward growth in 2024. A further directive to “build the new first and discard the old later” underscores the Party’s newfound determination to favor incremental and well-planned reforms over sudden policy shocks. The last thing President Xi Jinping wants is a repeat of 2021, when the “compounding errors” of a policy-induced property crisis, tutoring crackdown, tech rectification, and power shortage all combined to create an economic funk, from which the country is still struggling to emerge. India continues to have attractive opportunities given its potential growth. It recently passed through the important barrier of average GDP per capita of $2,000. This is important because over this level the growth in disposable income rises disproportionately. We believe India has the potential to drive GDP growth of high single digits per annum for the next 10+ years with the growth in India’s young demographic. The workforce population will	be growing in the next 20 years compared to a declining and aging workforce in many other countries. In recent years, the Modi government has implemented several reforms to make the economy more productive and generate jobs for the aspiring, young generation. The government has successfully managed twin deficits, and its banking system’s non-performing loans remain low. Fiscal challenges could increase with fluctuations in oil prices, especially if they exceed $100 per barrel, but the Indian government is financially stronger than a decade ago and that should contribute to macroeconomic stability. Over the period, the Fund increased its exposure to Indian consulting and IT outsourcing companies through the purchase of Infosys. IT services spending is witnessing a revival in demand supported by three megatrends: scale adoption of digital transformation, hybrid cloud migration, and AI adoption. Indian IT services firms have pivoted successfully to these new technology areas. Digital now forms 33% of revenues for leading IT services firms and has reached a critical mass. Given that this is growing at 30-40%, this underwrites double-digit growth for most firms. We expect this to rise to 66% of revenues over the next five years, driving double-digit growth. A key element of digital transformation for large enterprises is the ability to increase the responsiveness of the enterprise to deal with competition from digital-native firms and keep up with customer demand for innovation. This has driven up the need for using automation of legacy processes to speed up the enterprise and usage of advanced analytics to create new areas of differentiation. The Fund also increased its positioning in South Korean electric vehicle battery makers that are likely to benefit from growing global demand in electric vehicles (EVs). One such position is LG Chem, South Korea’s largest chemical company and one of the world’s leading EV battery makers. The company has	been restructuring its business that previously focused on petrochemicals to a company that now leads in the development of advanced materials such as batteries in EVs and IT devices and life sciences. The proportion of the company’s petrochemical business has fallen from 71.4% in 2010 to 40.7% in 2022 while the share of its sustainable materials development business has expanded. It is also the first Korean chemical company to declare carbon neutral growth by the year 2050 by curbing carbon emissions to 10 million tons. LG Chem is continuously refining its strategy to mitigate carbon emissions. The company plans to reduce direct emissions through the introduction of innovative processes and the conversion to eco-friendly fuels and raw materials, avoidance of further emissions through the expansion of renewable energy use, and compensation for unavoidable emissions through carbon offsets. The company will benefit greatly from the increasing adoption of EVs globally and its structural growth, thereby remaining a highly attractive long-term investment. Growth globally is forecasted to slow. However, the strongest growth is set to be in emerging economies such as India and China. The Conference Board projects India’s GDP growth to be 6.9% in 2023 and average 4.7% between 2024 and 2029. China’s average GDP growth between 2024 and 2029 is expected to be 4.4%, while mature economies are forecasted to average 1.4%. Therefore, despite the current adverse and challenging environment, we continue to maintain conviction that investing in high quality companies with strong growth potential in emerging economies will provide attractive growth to investors over the longer term. The views expressed represent the opinions of Veritas Asset Management, LLP as of December 31, 2023, and are not intended as a forecast or guarantee of future results, and are subject to change without notice.



		AMG Veritas Asia Pacific Fund Portfolio Manager’s Comments (continued)

CUMULATIVE TOTAL RETURN PERFORMANCE

AMG Veritas Asia Pacific Fund’s cumulative total return is based on the daily change in net asset value (NAV), and assumes that all dividends and distributions were reinvested. The graph compares a hypothetical $10,000 investment made in the AMG Veritas Asia Pacific Fund’s Class N shares on December 31, 2013, to a $10,000 investment made in the MSCI AC Asia Pacific ex Japan Index for the same time period. The graph and table do not reflect the deduction of taxes that a shareholder would pay on a Fund distribution or redemption of shares. The listed returns for the Fund are net of expenses and the returns for the index exclude expenses. Total returns would have been lower had certain expenses not been reduced.

LOGO

The table below shows the average annual total returns for the AMG Veritas Asia Pacific Fund and MSCI AC Asia Pacific ex Japan Index for the same time periods ended December 31, 2023.


Average Annual Total Returns¹	One Year			Five Years		Ten Years

AMG Veritas Asia Pacific Fund^{2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22}

Class N		(4.82%	)		4.30%		4.99%

Class I		(4.58%	)		4.56%		5.25%

MSCI AC Asia Pacific ex Japan Index²³		7.36%			4.65%		3.94%

The performance data shown represents past performance. Past performance is not a guarantee of future results. Current performance may be lower or higher than the performance data quoted. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.

Investors should carefully consider the Fund’s investment objectives, risks, charges and expenses before investing. For performance information through the most recent month end, current net asset values per share for the Fund and other information, please call 800.548.4539 or visit our website at wealth.amg.com for a free prospectus. Read it carefully before investing or sending money.

Distributed by AMG Distributors, Inc., member FINRA/SIPC.

Total return equals income yield plus share price change and assumes reinvestment of all dividends and capital gain distributions. Returns are net of fees and may reflect offsets of Fund expenses as described in the prospectus. No adjustment has been made for taxes payable by shareholders on their reinvested dividends and capital gain distributions. Returns for periods greater than one year are annualized. The listed returns on the Fund are net of expenses and based on the published NAV as of December 31, 2023. All returns are in U.S. Dollars ($).

²	As of March 19, 2021, the Fund’s Subadviser was changed to Veritas Asset Management LLP. Prior to March 19, 2021, the Fund was known as the AMG Managers Special Equity Fund, and had different principal investment

strategies and corresponding risks. Performance shown for periods prior to March 19, 2021 reflects the performance and investment strategies of the Fund’s previous subadvisers, Federated MDTA LLC, Lord, Abbett & Co. LLC, Ranger Investment Management L.P. and Smith Asset Management Group, L.P. The Fund’s past performance would have been different if the Fund were managed by the current Subadviser and strategy, and the Fund’s prior performance record might be less pertinent for investors considering whether to purchase shares of the Fund.

³ From time to time, the Fund’s Investment Manager has waived its fees and/or absorbed Fund expenses, which has resulted in higher returns.

⁴ Market prices of investments held by the Fund may fall rapidly or unpredictably due to a variety of factors, including economic, political, or market conditions, or other factors including terrorism, war, natural disasters and the spread of infectious illness or other public health issues, including epidemics or pandemics, or in response to events that affect particular industries or companies.

⁵ The stocks of large-capitalization companies are generally more mature and may not be able to reach the same levels of growth as the stocks of small- or mid-capitalization companies.

⁶ The stocks of small- and mid-capitalization companies often have greater price volatility, lower trading volume, and less liquidity than the stocks of larger, more established companies.

⁷ Value stocks may perform differently from the market as a whole and may be undervalued by the market for a long period of time.

⁸ The Fund may not be able to dispose of particular investments, such as illiquid securities, readily at favorable times or prices or the Fund may have to sell them at a loss.

⁹ Because the Fund is an actively managed investment portfolio, security selection or focus on securities in a particular style, market sector or group of companies may cause the Fund to incur losses or underperform relative to its benchmark or other funds with a similar investment objective. There can be no guarantee that the Subadviser’s investment techniques and risk analysis will produce the desired result.

¹⁰The Fund is non-diversified and therefore a greater percentage of holdings may be focused in a small number of issuers or a single issuer, which can place the Fund at greater risk. Notwithstanding the Fund’s status as a “non-diversified” investment company under the Investment Company Act of 1940, as amended (the “1940 Act”), the Fund intends to qualify as a regulated investment company accorded favorable tax treatment under the Internal Revenue Code of 1986, as amended, which imposes its own diversification requirements that are less restrictive than the requirements applicable to “diversified” investment companies under the 1940



		AMG Veritas Asia Pacific Fund Portfolio Manager’s Comments (continued)

Act. The Fund’s intention to qualify as a regulated investment company may limit its pursuit of its investment strategy and its investment strategy could limit its ability to so qualify.

¹¹ To the extent the Fund invests a substantial portion of its assets in a relatively small number of securities or a particular market, industry, group of industries, country, region, group of countries, asset class or sector, it generally will be subject to greater risk than a fund that invests in a more diverse investment portfolio. In addition, the value of the Fund would be more susceptible to any single economic, market, political or regulatory occurrence affecting, for example, that particular market, industry, region or sector.

¹² Issuers and companies that are in similar industry sectors may be similarly affected by particular economic or market events; to the extent the Fund has substantial holdings within a particular sector, the risks associated with that sector increase.

¹³ Investments in foreign issuers involve additional risks (such as risks arising from less frequent trading, changes in political or social conditions, and less publicly available information about non-U.S. issuers) that differ from those associated with investments in U.S. issuers and may result in greater price volatility.

¹⁴ Investments in emerging markets are subject to the general risks of foreign investments, as well as additional risks which can result in greater price volatility. Such additional risks include the risk that markets in emerging market countries are typically less developed and less liquid than markets in developed countries and such markets are subjected to increased economic, political, or regulatory uncertainties.

¹⁵ Changes in the general political and social environment of a country can have substantial effects on the value of investments exposed to that country.

¹⁶ Fluctuations in exchange rates may affect the total loss or gain on a non-U.S. Dollar investment when converted back to U.S. Dollars and exposure to non-U.S. currencies may subject the Fund to the risk that those currencies will decline in value relative to the U.S. Dollar.

¹⁷ To the extent the Fund focuses its investments in a particular country, group of countries or geographic region, the Fund is particularly susceptible to economic, political, regulatory or other events or conditions affecting such countries or region, and the Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund and may result in losses.

The Fund is particularly susceptible to risks in the Greater China region, which consists of Hong Kong, The People’s Republic of China (the “PRC”) and

Taiwan, among other countries. Economies in the Greater China region are dependent on the economies of other countries and can be significantly affected by currency fluctuations and increasing competition from other emerging economies in Asia with lower costs. Adverse events in any one country within the region may impact the other countries in the region or Asia as a whole. Markets in the Greater China region can experience significant volatility due to social, economic, regulatory and political uncertainties. Significant portions of the Chinese securities markets may become rapidly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities, and have shown a willingness to exercise that option in response to market volatility and other events. U.S. or foreign government restrictions or intervention could negatively affect the implementation of the Fund’s investment strategies, for example by precluding the Fund from making certain investments or causing the Fund to sell investments at disadvantageous times. China has yet to develop comprehensive securities, corporate, or commercial laws, its market is relatively new and less developed, and its economy may be adversely impacted by a slowdown in export growth.

In India, the government has exercised and continues to exercise significant influence over many aspects of the economy. Government actions, bureaucratic obstacles and inconsistent economic reform within the Indian government have had a significant effect on its economy and could adversely affect market conditions, economic growth and the profitability of private enterprises in India. Global factors and foreign actions may inhibit the flow of foreign capital on which India is dependent to sustain its growth. Large portions of many Indian companies remain in the hands of their founders (including members of their families). Corporate governance standards of family-controlled companies may be weaker and less transparent, which increases the potential for loss and unequal treatment of investors. India experiences many of the risks associated with developing economies, including relatively low levels of liquidity, which may result in extreme volatility in the prices of Indian securities. Religious, cultural and military disputes persist in India, and between India and Pakistan (as well as sectarian groups within each country).

¹⁸ The Fund may gain investment exposure to certain Chinese companies through variable interest entity (“VIE”) structures. A VIE structure enables foreign investors, such as the Fund, to obtain investment exposure to a Chinese company in situations in which the Chinese government has limited or prohibited non-Chinese ownership of such company. A VIE does not have equity ownership in

its corresponding China-based company but has claims to the China-based company’s profits and control of its assets through contractual arrangements. VIEs are a common industry practice and well known to officials and regulators in China; however, VIEs are not formally recognized under Chinese law. If the Chinese government takes action adversely affecting VIEs, the market value of the Fund’s associated portfolio holdings would likely suffer significant, detrimental, and possibly permanent consequences, which could result in substantial investment losses.

¹⁹ Trading in China A-Shares through Stock Connect is subject to sudden changes in quota limitations, application of trading suspensions, differences in trading days between the PRC and Stock Connect, operational risk, clearing and settlement risk and regulatory and taxation risk.

²⁰ An investment in participatory notes is subject to market risk. The performance results of participatory notes may not exactly replicate the performance of the underlying securities. An investment in participatory notes is also subject to counterparty risk, relating to the non-U.S. bank or broker-dealer that issues the participatory notes, and may be subject to liquidity risk.

²¹ The application of the tax laws and regulations of the PRC to income, including capital gains, derived from certain investments of the Fund remains unclear, and may well continue to evolve, possibly with retroactive effect. Any taxes imposed on the investments of the Fund pursuant to such laws and regulations will reduce the Fund’s overall returns.

²² When the Fund has a significant cash balance for a sustained period, the benefit to the Fund of any market upswing may likely be reduced, and the Fund’s performance may be adversely affected.

²³ The MSCI AC Asia Pacific ex-Japan Index captures large- and mid- capitalization representation across certain Developed and Emerging Market countries in the Asia Pacific region (excluding Japan). Unlike the Fund, the MSCI AC Asia Pacific ex-Japan Index is unmanaged, is not available for investment and does not incur expenses.

All MSCI data is provided “as is.” The products described herein are not sponsored or endorsed and have not been reviewed or passed on by MSCI. In no event shall MSCI, its affiliates or any MSCI data provider have any liability of any kind in connection with the MSCI data or the products described herein. Copying or redistributing the MSCI data is strictly prohibited.

Not FDIC Insured, nor bank guaranteed. May lose value.



		AMG Veritas Asia Pacific Fund Fund Snapshots (unaudited) December 31, 2023

PORTFOLIO BREAKDOWN


Sector		% of Net Assets

Information Technology		27.8

Consumer Discretionary		19.8

Financials		14.4

Communication Services		10.1

Health Care		7.5

Real Estate		5.2

Consumer Staples		4.4

Materials		2.7

Energy		2.1

Industrials		1.0

Short-Term Investments		5.8

Other Assets, less Liabilities		(0.8)

TOP TEN HOLDINGS


Security Name				% of Net Assets

Taiwan Semiconductor Manufacturing Co., Ltd. (Taiwan)				9.8

Alibaba Group Holding, Ltd. (China)				9.3

Samsung Electronics Co., Ltd. (South Korea)				8.2

Tencent Holdings, Ltd. (China)				5.5

HDFC Bank, Ltd., ADR (India)				5.3

Goodman Group (Australia)				5.2

REA Group, Ltd. (Australia)				4.7

Apollo Hospitals Enterprise, Ltd. (CLSA Ltd.) (India)				4.5

Kweichow Moutai Co., Ltd., Class A (China)				4.4

Hong Kong Exchanges & Clearing, Ltd. (Hong Kong)				4.2

Top Ten as a Group				61.1

Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.

Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.



		AMG Veritas Asia Pacific Fund Schedule of Portfolio Investments December 31, 2023


	Shares		Value

Common Stocks - 81.6%

Communication Services - 10.1%

REA Group, Ltd. (Australia)		33,400		$4,118,533

Tencent Holdings, Ltd. (China)		126,739		4,785,015

Total Communication Services				8,903,548

Consumer Discretionary - 17.1%

Alibaba Group Holding, Ltd. (China)		847,350		8,162,135

Li Auto, Inc., Class A (China)^*		25,000		468,403

Meituan, Class B (China)^*,1		93,072		977,142

Sands China, Ltd. (Macau)^*		700,000		2,048,876

Yum China Holdings, Inc. (China)		66,424		2,818,370

Zomato, Ltd. (India)^*		351,452		521,653

Total Consumer Discretionary				14,996,579

Consumer Staples - 4.4%

Kweichow Moutai Co., Ltd., Class A (China)		16,000		3,894,754

Energy - 0.8%

Reliance Industries, Ltd. (India)		23,200		720,080

Financials - 11.1%

AIA Group, Ltd. (Hong Kong)		123,000		1,070,455

HDFC Bank, Ltd., ADR (India)		69,772		4,682,399

Hong Kong Exchanges & Clearing, Ltd. (Hong Kong)		107,600		3,690,708

Ping An Insurance Group Co. of China, Ltd., Class A (China)		50,000		284,451

Total Financials				9,728,013

Health Care - 3.0%

CSL, Ltd. (Australia)		5,938		1,157,608

CSPC Pharmaceutical Group, Ltd. (China)		500,000		465,360

Innovent Biologics, Inc. (China)^*,1		100,000		547,646

Shenzhen Mindray Bio-Medical Electronics Co., Ltd., Class A (China)		10,000		410,048

Total Health Care				2,580,662

Industrials - 1.0%

Shenzhen Inovance Technology Co., Ltd., Class A (China)		102,100		909,433

Information Technology - 26.2%

Infosys, Ltd., Sponsored ADR (India)		120,000		2,205,600

Samsung Electronics Co., Ltd. (South Korea)		118,150		7,171,332

Samsung SDI Co., Ltd. (South Korea)^*		6,700		2,439,409

SK Hynix, Inc. (South Korea)		19,000		2,073,621


	Shares		Value

Taiwan Semiconductor Manufacturing Co., Ltd. (Taiwan)		450,400		$8,634,867

Unimicron Technology Corp. (Taiwan)		83,000		474,220

Total Information Technology				22,999,049

Materials - 2.7%

LG Chem, Ltd. (South Korea)		6,090		2,342,357

Real Estate - 5.2%

Goodman Group, REIT (Australia)		265,846		4,577,033

Total Common Stocks (Cost $81,264,298)				71,651,508

Participation Notes - 13.4%

Consumer Discretionary - 2.7%

Titan Co., Ltd. (CLSA Ltd.), 06/30/28 (India)		20,000		882,740

Zomato, Ltd. (CLSA Ltd.), 07/22/26 (India)		1,000,000		1,484,279

Total Consumer Discretionary				2,367,019

Energy - 1.3%

Reliance Industries Ltd. (CLSA Ltd.), 06/30/25 (India)		36,895		1,145,145

Financials - 3.3%

Kotak Mahindra Bank, Ltd. (CLSA Ltd.), 06/02/25 (India)		127,500		2,921,351

Health Care - 4.5%

Apollo Hospitals Enterprise, Ltd. (CLSA Ltd.), 06/30/27 (India)		58,000		3,973,248

Information Technology - 1.6%

Tata Consultancy Services, Ltd. (CLSA Ltd.), 02/25/25 (India)		30,365		1,382,941

Total Participation Notes (Cost $10,048,273)				11,789,704

Short-Term Investments - 5.8%

Other Investment Companies - 5.8%

Dreyfus Government Cash Management Fund, Institutional Shares, 5.25%²		2,035,632		2,035,632

Dreyfus Institutional Preferred Government Money Market Fund, Institutional Shares, 5.32%²		3,053,449		3,053,449

Total Short-Term Investments (Cost $5,089,081)				5,089,081

Total Investments - 100.8% (Cost $96,401,652)				88,530,293

Other Assets, less Liabilities - (0.8)%				(702,544	)

Net Assets - 100.0%				$87,827,749

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



		AMG Veritas Asia Pacific Fund Schedule of Portfolio Investments (continued)

*	Non-income producing security.

¹	Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At December 31, 2023, the value of these securities amounted to $1,524,788 or 1.7% of net assets.

²	Yield shown represents the December 31, 2023, seven day average yield, which refers to the sum of the previous seven days’ dividends paid, expressed as an annual percentage.


ADR		American Depositary Receipt

REIT		Real Estate Investment Trust

The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of December 31, 2023:


	Level 1		Level 2¹		Level 3		Total

Investments in Securities

Common Stocks

Information Technology		$2,205,600		$20,793,449		—		$22,999,049

Consumer Discretionary		2,818,370		12,178,209		—		14,996,579

Financials		4,682,399		5,045,614		—		9,728,013

Communication Services		—		8,903,548		—		8,903,548

Real Estate		—		4,577,033		—		4,577,033

Consumer Staples		—		3,894,754		—		3,894,754

Health Care		—		2,580,662		—		2,580,662

Materials		—		2,342,357		—		2,342,357

Industrials		—		909,433		—		909,433

Energy		—		720,080		—		720,080

Participation Notes^†		—		11,789,704		—		11,789,704

Short-Term Investments

Other Investment Companies		5,089,081		—		—		5,089,081


Total Investments in Securities		$14,795,450		$73,734,843		—		$88,530,293

^†	All participation notes held in the Fund are Level 2 securities. For a detailed breakout of participation notes by major industry classification, please refer to the Fund’s Schedule of Portfolio Investments.

¹	An external pricing service is used to reflect any impact on security value due to market movements between the time the Fund valued such foreign securities and the earlier closing of foreign markets.

For the fiscal year ended December 31, 2023, there were no transfers in or out of Level 3.

The country allocation in the Schedule of Portfolio Investments at December 31, 2023, was as follows:


Country	% of Long-Term Investments

Australia		11.8

China		28.4

Hong Kong		5.7

India		23.9

Macau		2.5


Country	% of Long-Term Investments

South Korea		16.8

Taiwan		10.9

		100.0

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



		Statement of Assets and Liabilities December 31, 2023


	AMG Veritas Asia Pacific Fund

Assets:

Investments at value¹		$88,530,293

Receivable for investments sold		434,705

Dividend and interest receivables		338,489

Securities lending income receivable		27

Receivable for Fund shares sold		5,997

Receivable from affiliate		11,824

Prepaid expenses and other assets		11,736

Total assets		89,333,071

Liabilities:

Payable for investments purchased		845,723

Payable for Fund shares repurchased		196,964

Payable for foreign capital gains tax		324,076

Accrued expenses:

Investment advisory and management fees		51,896

Administrative fees		10,964

Shareholder service fees		16,283

Other		59,416

Total liabilities		1,505,322

Commitments and Contingencies (Notes 2 & 8)

Net Assets		$87,827,749

¹Investments at cost		$96,401,652

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



		Statement of Assets and Liabilities (continued)


	AMG Veritas Asia Pacific Fund

Net Assets Represent:

Paid-in capital		$140,881,285

Total distributable loss		(53,053,536	)

Net Assets		$87,827,749

Class N:

Net Assets		$80,639,874

Shares outstanding		1,427,532

Net asset value, offering and redemption price per share		$56.49

Class I:

Net Assets		$7,187,875

Shares outstanding		116,049

Net asset value, offering and redemption price per share		$61.94

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



		Statement of Operations For the fiscal year ended December 31, 2023


	AMG Veritas Asia Pacific Fund

Investment Income:

Dividend income		$1,427,591

Interest income		758

Securities lending income		222

Foreign withholding tax		(123,933	)

Total investment income		1,304,638

Expenses:

Investment advisory and management fees		709,834

Administrative fees		149,965

Shareholder servicing fees - Class N		223,488

Professional fees		56,137

Custodian fees		42,517

Registration fees		31,861

Reports to shareholders		25,482

Transfer agent fees		16,994

Trustee fees and expenses		7,216

Interest expense		1,928

Miscellaneous		12,055

Total expenses before offsets		1,277,477

Expense reimbursements		(122,278	)

Net expenses		1,155,199


Net investment income		149,439

Net Realized and Unrealized Loss:

Net realized loss on investments		(15,052,901	)¹

Net realized loss on foreign currency transactions		(29,936	)

Net change in unrealized appreciation/depreciation on investments		9,846,435	²

Net change in unrealized appreciation/depreciation on foreign currency translations		(861	)

Net realized and unrealized loss		(5,237,263	)


Net decrease in net assets resulting from operations		$(5,087,824)

¹	Net of foreign capital gains tax of $46,038.

²	Net of change in accrued foreign capital gains tax of $(437,797).

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



		Statements of Changes in Net Assets For the fiscal years ended December 31,


	AMG Veritas Asia Pacific Fund

	2023			2022

Decrease in Net Assets Resulting From Operations:

Net investment income (loss)		$149,439			$(62,027	)

Net realized loss on investments		(15,082,837	)		(29,453,618	)

Net change in unrealized appreciation/depreciation on investments		9,845,574			(20,514,544	)

Net decrease in net assets resulting from operations		(5,087,824	)		(50,030,189	)

Distributions to Shareholders:

Class N		(93,333	)		—

Class I		(25,321	)		—

Total distributions to shareholders		(118,654	)		—

Capital Share Transactions:¹

Net decrease from capital share transactions		(19,983,339	)		(25,186,161	)


Total decrease in net assets		(25,189,817	)		(75,216,350	)

Net Assets:

Beginning of year		113,017,566			188,233,916

End of year		$87,827,749			$113,017,566

¹See Note 1(g) of the Notes to Financial Statements.

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



		AMG Veritas Asia Pacific Fund Financial Highlights For a share outstanding throughout each fiscal year


	For the fiscal years ended December 31,

Class N	2023			2022			2021			2020			2019

Net Asset Value, Beginning of Year		$59.41			$82.42			$147.58			$111.15			$114.95

Income (loss) from Investment Operations:

Net investment income (loss)^1,2		0.07			(0.05	)		(0.67	)		(1.03	)		(1.03	)

Net realized and unrealized gain (loss) on investments		(2.93	)		(22.96	)		4.55			43.88			30.19

Total income (loss) from investment operations		(2.86	)		(23.01	)		3.88			42.85			29.16

Less Distributions to Shareholders from:

Net investment income		(0.06	)		—			—			—			—

Net realized gain on investments		—			—			(56.87	)		(6.42	)		(32.96	)

Paid in capital		—			—			(12.17	)		—			—

Total distributions to shareholders		(0.06	)		—			(69.04	)		(6.42	)		(32.96	)

Net Asset Value, End of Year		$56.49			$59.41			$82.42			$147.58			$111.15

Total Return^2,3		(4.82	)%		(27.91	)%		3.16	%		38.74	%		25.69	%

Ratio of net expenses to average net assets		1.17	%		1.18	%		1.27	%⁴		1.36	%⁴		1.36	%⁴

Ratio of gross expenses to average net assets⁵		1.29	%		1.29	%		1.31	%		1.42	%		1.42	%

Ratio of net investment income (loss) to average net assets²		0.13	%		(0.07	)%		(0.69	)%		(0.89	)%		(0.76	)%

Portfolio turnover		44	%		54	%		222	%		100	%		96	%

Net assets end of year (000’s) omitted		$80,640			$100,679			$166,168			$204,794			$171,801



		AMG Veritas Asia Pacific Fund Financial Highlights For a share outstanding throughout each fiscal year


	For the fiscal years ended December 31,

Class I	2023			2022			2021			2020			2019

Net Asset Value, Beginning of Year		$65.15			$90.15			$154.81			$116.08			$118.57

Income (loss) from Investment Operations:

Net investment income (loss)^1,2		0.24			0.13			(0.48	)		(0.77	)		(0.72	)

Net realized and unrealized gain (loss) on investments		(3.23	)		(25.13	)		4.86			45.92			31.19

Total income (loss) from investment operations		(2.99	)		(25.00	)		4.38			45.15			30.47

Less Distributions to Shareholders from:

Net investment income		(0.22	)		—			—			—			—

Net realized gain on investments		—			—			(56.87	)		(6.42	)		(32.96	)

Paid in capital		—			—			(12.17	)		—			—

Total distributions to shareholders		(0.22	)		—			(69.04	)		(6.42	)		(32.96	)

Net Asset Value, End of Year		$61.94			$65.15			$90.15			$154.81			$116.08

Total Return^2,3		(4.58	)%		(27.73	)%		3.43	%		39.08	%		26.02	%

Ratio of net expenses to average net assets		0.93	%		0.93	%		1.02	%⁴		1.11	%⁴		1.11	%⁴

Ratio of gross expenses to average net assets⁵		1.05	%		1.04	%		1.06	%		1.17	%		1.17	%

Ratio of net investment income (loss) to average net assets²		0.37	%		0.18	%		(0.44	)%		(0.64	)%		(0.51	)%

Portfolio turnover		44	%		54	%		222	%		100	%		96	%

Net assets end of year (000’s) omitted		$7,188			$12,339			$22,066			$44,593			$38,093

¹	Per share numbers have been calculated using average shares.

²	Total returns and net investment income (loss) would have been lower had certain expenses not been offset.

³	The total return is calculated using the published Net Asset Value as of fiscal year end.

⁴	Includes reduction from broker recapture amounting to less than 0.01% for the fiscal years ended December 31, 2021, 2020 and 2019, respectively.

⁵	Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.)



		Notes to Financial Statements December 31, 2023

1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

AMG Funds III (the “Trust”) is an open-end management investment company, organized as a Massachusetts business trust, and registered under the Investment Company Act of 1940, as amended (the “1940 Act”). Currently, the Trust consists of a number of different funds, each having distinct investment management objectives, strategies, risks, and policies. Included in this report is AMG Veritas Asia Pacific Fund (the “Fund”).

The Fund offers Class N and Class I shares. Each class represents an interest in the same assets of the Fund. Although all share classes generally have identical voting rights, each share class votes separately when required by law. Different share classes may have different net asset values per share to the extent the share classes pay different distribution amounts and/or the expenses of such share classes differ. Each share class has its own expense structure. Please refer to a current prospectus for additional information on each share class.

The Fund is non-diversified. A greater percentage of the Fund’s holdings may be focused in a smaller number of securities which may place the Fund at greater risk than a more diversified fund.

Market prices of investments held by the Fund may fall rapidly or unpredictably due to a variety of economic or political factors, market conditions, disasters or public health issues, or in response to events that affect particular industries or companies.

The Fund’s financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), including accounting and reporting guidance pursuant to Accounting Standards Codification Topic 946 applicable to investment companies. U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates and such differences could be material. The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements:

a. VALUATION OF INVESTMENTS

Equity securities traded on a national securities exchange or reported on the NASDAQ national market system (“NMS”) are valued at the last quoted sales price on the primary exchange or, if applicable, the NASDAQ official closing price or the official closing price of the relevant exchange or, lacking any sales, at the last quoted bid price. Equity securities held by the Fund that are traded in the over-the-counter market (other than NMS securities) are valued at the bid price. Foreign equity securities (securities principally traded in markets other than U.S. markets) held by the Fund are valued at the official closing price on the primary exchange or, for markets that either do not offer an official closing price or where the official closing price may not be representative of the overall market, the last quoted sale price.

Fixed income securities purchased with a remaining maturity of 60 days or less are valued at amortized cost, provided that the amortized cost value is approximately the same as the fair value of the security valued without the use of amortized cost. Investments in other open-end registered investment companies are valued at their end of day net asset value per share.

Participation notes (“P-Notes”) are valued using the underlying equity security’s official closing price on the primary exchange or, for markets that either do not offer an official closing price or where the official closing price may not be representative of the overall market, the last quoted sale price.

The Fund’s portfolio investments are generally valued based on independent market quotations or prices or, if none, “evaluative” or other market based valuations provided by third party pricing services. Pursuant to Rule 2a-5 under the 1940 Act, the Fund’s Board of Trustees (the “Board”) designated AMG Funds LLC (the “Investment Manager”) as the Fund’s Valuation Designee to perform the Fund’s fair value determinations. Such determinations are subject to Board oversight and certain reporting and other requirements intended to ensure that the Board receives the information it needs to oversee the Investment Manager’s fair value determinations.

Under certain circumstances, the value of certain Fund portfolio investments may be based on an evaluation of fair value, pursuant to procedures established by the Investment Manager and under the general supervision of the Board. The Fund may use the fair value of a portfolio investment to calculate its net asset value (“NAV”) in the event that the market quotation, price or market based valuation for the portfolio investment is not readily available or otherwise not determinable pursuant to the Fund’s valuation procedures, if the Investment Manager believes the quotation, price or market based valuation to be unreliable, or in certain other circumstances. When determining the fair value of an investment, the Investment Manager seeks to determine the price that the Fund might reasonably expect to receive from current sale of that portfolio investment in an arms-length transaction. Fair value determinations shall be based upon consideration of all available facts and information, including, but not limited to (i) attributes specific to the investment; (ii) fundamental and analytical data relating to the investment; and (iii) the value of other comparable securities or relevant financial instruments, including derivative securities, traded on other markets or among dealers.

The values assigned to fair value portfolio investments are based on available information and do not necessarily represent amounts that might ultimately be realized in the future, since such amounts depend on future developments inherent in long-term investments. Because of the inherent uncertainty of valuation, those estimated values may differ significantly from the values that would have been used had a ready market for the investments existed, and the differences could be material. The Board will be presented with quarterly reports, as of the most recent quarter end, summarizing all fair value activity, material fair value matters that occurred during the quarter, and all outstanding securities fair valued by the Fund. Additionally, the Board will be presented with an annual report that assesses the adequacy and effectiveness of the Investment Manager’s process for determining the fair value of the Fund’s investments.

With respect to foreign equity securities and certain foreign fixed income securities, securities held in the Fund that can be fair valued by the applicable fair value pricing service are fair valued on each business day provided that each individual price exceeds a pre-established confidence level.

U.S. GAAP defines fair value as the price that a fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP also establishes a framework for measuring fair value, and a three level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability. Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability



		Notes to Financial Statements (continued)

based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation.

The three-tier hierarchy of inputs is summarized below:

Level 1 – inputs are quoted prices in active markets for identical investments (e.g., equity securities, open-end investment companies)

Level 2 – other observable inputs (including, but not limited to: quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market corroborated inputs) (e.g., debt securities, government securities, foreign currency exchange contracts, P-Notes, foreign securities utilizing international fair value pricing, fair valued securities with observable inputs)

Level 3 – inputs are significant unobservable inputs (including the Fund’s own assumptions used to determine the fair value of investments) (e.g., fair valued securities with unobservable inputs)

Changes in inputs or methodologies used for valuing investments may result in a transfer in or out of levels within the fair value hierarchy. The inputs or methodologies used for valuing investments may not necessarily be an indication of the risk associated with investing in those investments.

b. SECURITY TRANSACTIONS

Security transactions are accounted for as of trade date. Realized gains and losses on securities sold are determined on the basis of identified cost.

c. INVESTMENT INCOME AND EXPENSES

Dividend income is recorded on the ex-dividend date. Dividends from foreign securities are recorded on the ex-dividend date, and if after the fact, as soon as the Fund becomes aware of the ex-dividend date, except for Korean securities where dividends are recorded on confirmation date. Interest income, which includes amortization of premium and accretion of discount on debt securities, is accrued as earned. Dividend and interest income on foreign securities is recorded gross of any withholding tax. Non-cash dividends included in dividend income, if any, are reported at the fair market value of the securities received. Other income and expenses are recorded on an accrual basis. Expenses that cannot be directly attributed to the Fund are apportioned among the funds in the Trust and other trusts or funds within the AMG Funds Family of Funds (collectively, the “AMG Funds Family”) based upon their relative average net assets or number of shareholders. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund.

d. DIVIDENDS AND DISTRIBUTIONS

Fund distributions resulting from either net investment income or realized net capital gains, if any, will normally be declared and paid at least annually in December. Distributions to shareholders are recorded on the ex-dividend date. Distributions are determined in accordance with federal income tax regulations, which may differ from net investment income and net realized capital gains for financial statement purposes (U.S. GAAP). Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Permanent book and tax basis differences, if any, relating to shareholder distributions will result in reclassifications to paid-in capital. Temporary differences arise when certain items of income, expense and gain or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. There were no permanent differences during the period. Temporary differences are primarily due to wash sale loss deferrals and cost adjustments on dividend income received from spinoffs.

The tax character of distributions paid during the fiscal years ended December 31, 2023 and December 31, 2022 was as follows:



Distributions paid from:	2023		2022

Ordinary income *		$118,654		—


		$118,654		—

* For tax purposes, short-term capital gain distributions, if any, are considered ordinary income distributions.

As of December 31, 2023, the components of distributable earnings (excluding unrealized appreciation/depreciation) on a tax basis consisted of:



Capital loss carryforward			$44,115,649

Undistributed ordinary income			361,998

At December 31, 2023, the cost of investments and the aggregate gross unrealized appreciation and depreciation for federal income tax purposes were as follows:



Cost	Appreciation		Depreciation			Net Depreciation

$97,393,973		$5,657,839		$(14,957,724	)		$(9,299,885	)



		Notes to Financial Statements (continued)

e. FEDERAL TAXES

The Fund currently qualifies as an investment company and intends to comply with the requirements under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), and to distribute substantially all of its taxable income and gains to its shareholders and to meet certain diversification and income requirements with respect to investment companies. The Investment Manager has analyzed the Fund’s tax positions taken on federal income tax returns as of December 31, 2023, and for all open tax years (generally, the three prior taxable years), and has concluded that no provision for federal income tax is required in the Fund’s financial statements. Additionally, the Investment Manager is not aware of any tax position for which it is reasonably possible that the total amounts of unrecognized tax benefit/detriment will change materially in the next twelve months.

Furthermore, based on the Fund’s understanding of the tax rules and rates related to income, gains and transactions for the foreign jurisdictions in which it invests, the Fund will provide for foreign taxes, and where appropriate, deferred foreign taxes.

f. CAPITAL LOSS CARRYOVERS AND DEFERRALS

As of December 31, 2023, the Fund had capital loss carryovers for federal income tax purposes as shown in the following chart. These amounts may be used to offset future realized capital gains indefinitely, and retain their character as short-term and/or long-term.



Short-Term		Long-Term		Total

	$21,979,638		$22,136,011		$44,115,649

g. CAPITAL STOCK

The Trust’s Declaration of Trust authorizes for the Fund the issuance of an unlimited number of shares of beneficial interest, without par value. The Fund records sales and repurchases of its capital stock on the trade date.

For the fiscal years ended December 31, 2023 and December 31, 2022, the capital stock transactions by class for the Fund were as follows:


	December 31, 2023				December 31, 2022
	Shares		Amount		Shares		Amount

Class N:

Shares sold		13,202		$769,999		20,954		$1,393,716

Shares issued in reinvestment of distributions		1,666		90,774		—		—

Shares redeemed		(281,875)		(16,206,613)		(342,453)		(22,253,505)


Net decrease		(267,007)		$(15,345,840)		(321,499)		$(20,859,789)


Class I:

Shares sold		20,098		$1,294,720		58,053		$4,112,834

Shares issued in reinvestment of distributions		413		24,694		—		—

Shares redeemed		(93,867)		(5,956,913)		(113,414)		(8,439,206)


Net decrease		(73,356)		$(4,637,499)		(55,361)		$(4,326,372)

h. REPURCHASE AGREEMENTS AND JOINT REPURCHASE AGREEMENTS

The Fund may enter into third-party and bilateral repurchase agreements for temporary cash management purposes and for reinvestment of cash collateral on securities lending transactions under the securities lending program offered by The Bank of New York Mellon (“BNYM”) (the “Securities Lending Program”) (collectively, “Repurchase Agreements”). The value of the underlying collateral, including accrued interest, must equal or exceed the value of the Repurchase Agreements during the term of the agreement. For joint repurchase agreements, the Fund participates on a pro rata basis with other clients of BNYM in its share of the underlying collateral under such joint repurchase agreements and in its share of proceeds from any repurchase or other disposition of the underlying collateral.

The underlying collateral for all Repurchase Agreements is held by the Fund’s custodian or at the Federal Reserve Bank. If the seller defaults and the value of the collateral declines, or if bankruptcy proceedings commence with respect to the seller of the security, realization of the collateral by the Fund may be delayed or limited. Pursuant to the Securities Lending Program, the Fund is indemnified for such losses by BNYM on joint repurchase agreements.

At December 31, 2023, there are no outstanding Repurchase Agreements for the Fund.



		Notes to Financial Statements (continued)

i. FOREIGN CURRENCY TRANSLATION

The books and records of the Fund are maintained in U.S. Dollars. The value of investments, assets and liabilities denominated in currencies other than U.S. Dollars are translated into U.S. Dollars based upon current foreign exchange rates. Purchases and sales of foreign investments, income and expenses are converted into U.S. Dollars based on currency exchange rates prevailing on the respective dates of such transactions. Net realized and unrealized gain (loss) on foreign currency transactions represent: (1) foreign exchange gains and losses from the sale and holdings of foreign currencies; (2) gains and losses between trade date and settlement date on investment securities transactions and foreign currency exchange contracts; and (3) gains and losses from the difference between amounts of interest and dividends recorded and the amounts actually received.

The Fund does not isolate the net realized and unrealized gain or loss resulting from changes in exchange rates from the fluctuations in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

2. AGREEMENTS AND TRANSACTIONS WITH AFFILIATES

The Trust has entered into an investment advisory agreement under which the Investment Manager, a subsidiary and the U.S. wealth platform of Affiliated Managers Group, Inc. (“AMG”), serves as investment manager to the Fund and is responsible for the Fund’s overall administration and operations. The Investment Manager selects and recommends, subject to the approval of the Board and, in certain circumstances, shareholders, the Fund’s subadviser and monitors the subadviser’s investment performance, security holdings and investment strategies. The Fund’s investment portfolio is managed by Veritas Asset Management LLP (“Veritas”) who serves as subadviser pursuant to a subadvisory agreement with the Investment Manager. AMG indirectly owns a majority interest in Veritas.

Investment management fees are paid directly by the Fund to the Investment Manager based on average daily net assets. For the fiscal year ended December 31, 2023, the Fund paid an investment management fee at the annual rate of 0.71% of the average daily net assets of the Fund.

The fee paid to Veritas for its services as subadviser is paid out of the fee the Investment Manager receives from the Fund and does not increase the expenses of the Fund.

The Investment Manager has contractually agreed, through at least May 1, 2024, to waive management fees and/or pay or reimburse fund expenses in order to limit total annual Fund operating expenses after fee waiver and expense reimbursements (exclusive of taxes, interest (including interest incurred in connection with bank and custody overdrafts, and in connection with securities sold short), shareholder servicing fees, distribution and service (12b-1) fees, brokerage commissions and other transaction costs, dividends payable with respect to securities sold short, acquired fund fees and expenses and extraordinary expenses) to the annual rate of 0.93% of the Fund’s average daily net assets (this annual rate or such other annual rate that may be in effect from time to time, the “Expense Cap”), subject to later reimbursement by the Fund in certain circumstances.

reimbursements (exclusive of the items noted in the parenthetical above) to exceed either (i) the Expense Cap in effect at the time such amounts were paid, waived or reimbursed, or (ii) the Expense Cap in effect at the time of such repayment by the Fund.

The contractual expense limitation may only be terminated in the event the Investment Manager or a successor ceases to be the investment manager of the Fund or a successor fund, by mutual agreement between the Investment Manager and the Board, or in the event of the Fund’s liquidation unless the Fund is reorganized or is a party to a merger in which the surviving entity is successor to the accounting and performance information of the Fund.

For the fiscal year ended December 31, 2023, the Investment Manager reimbursed the Fund $122,278, and did not recoup any previously reimbursed expenses. At December 31, 2023, the Fund’s expiration of reimbursements subject to recoupment is as follows:


Expiration Period

Less than 1 year		$95,606

1-2 years		143,886

2-3 years		122,278


Total		$361,770

The Trust, on behalf of the Fund, has entered into an amended and restated Administration Agreement under which the Investment Manager serves as the Fund’s administrator (the “Administrator”) and is responsible for certain aspects of managing the Fund’s operations, including administration and shareholder services to the Fund. The Fund pays a fee to the Administrator at the rate of 0.15% per annum of the Fund’s average daily net assets for this service.

The Fund is distributed by AMG Distributors, Inc. (the “Distributor”), a wholly-owned subsidiary of the Investment Manager. The Distributor serves as the distributor and underwriter for the Fund and is a registered broker-dealer and member of the Financial Industry Regulatory Authority, Inc. (“FINRA”). Shares of the Fund will be continuously offered and will be sold directly to prospective purchasers and through brokers, dealers or other financial intermediaries who have executed selling agreements with the Distributor. Generally, the Distributor bears all or a portion of the expenses of providing services pursuant to the distribution agreement, including the payment of the expenses relating to the distribution of prospectuses for sales purposes and any advertising or sales literature.

For Class N shares, the Board has approved reimbursement payments to the Investment Manager for shareholder servicing expenses (“shareholder servicing fees”) incurred. Shareholder servicing fees include payments to financial intermediaries, such as broker-dealers (including fund supermarket platforms), banks, and trust companies who provide shareholder recordkeeping, account servicing and other services. The Class N shares may reimburse the Investment Manager for the actual amount incurred up to a maximum annual rate of the Class’s average daily net assets as shown in the table below.

The impact on the annualized expense ratios for the fiscal year ended December 31, 2023, was as follows:



		Notes to Financial Statements (continued)


	Maximum Annual Amount Approved		Actual Amount Incurred

Class N		0.25%		0.24%

The Board provides supervision of the affairs of the Trust and other trusts within the AMG Funds Family. The Trustees of the Trust who are not affiliated with the Investment Manager receive an annual retainer and per meeting fees for regular, special and telephonic meetings, and they are reimbursed for out-of-pocket expenses incurred while carrying out their duties as Board members. The Chairman of the Board and the Audit Committee Chair receive additional annual retainers. On October 10, 2023, the shareholders of the Trust elected Trustees, including two new Trustees who are not “interested persons” of the Fund within the meaning of the 1940 Act. Certain Trustees and Officers of the Fund are Officers and/or Directors of the Investment Manager, AMG and/or the Distributor.

The Securities and Exchange Commission (the “SEC”) granted an exemptive order that permits certain eligible funds in the AMG Funds Family to lend and borrow money for certain temporary purposes directly to and from other eligible funds in the AMG Funds Family. Participation in this interfund lending program is voluntary for both the borrowing and lending funds, and an interfund loan is only made if it benefits each participating fund. The Administrator manages the program according to procedures approved by the Board, and the Board monitors the operation of the program. An interfund loan must comply with certain conditions set out in the exemptive order, which are designed to assure fairness and protect all participating funds. The interest earned and interest paid on interfund loans are included on the Statement of Operations as interest income and interest expense, respectively. At December 31, 2023, the Fund had no interfund loans outstanding.

The Fund utilized the interfund loan program during the fiscal year ended December 31, 2023 as follows:


Average Lent		Number of Days		Interest Earned		Average Interest Rate

	$2,220,805		2		$758		6.226%

Average Borrowed		Number of Days		Interest Paid		Average Interest Rate

	$1,842,987		7		$1,928		5.454%

3. PURCHASES AND SALES OF SECURITIES

Purchases and sales of securities (excluding short-term securities and U.S. Government Obligations) for the fiscal year ended December 31, 2023, were $42,728,591 and $66,516,013, respectively.

The Fund had no purchases or sales of U.S. Government Obligations during the fiscal year ended December 31, 2023.

4. PORTFOLIO SECURITIES LOANED

The Fund participates in the Securities Lending Program providing for the lending of securities to qualified borrowers. Securities lending income includes earnings of such temporary cash investments, plus or minus any rebate to a borrower. These earnings (after any rebate) are then divided between BNYM, as a fee for its services under the Securities Lending Program, and the Fund, according to agreed-upon rates. Collateral on all securities loaned is accepted in cash, U.S. Treasury Obligations or U.S. Government Agency Obligations. Collateral is

maintained at a minimum level of 102% (105% in the case of certain foreign securities) of the market value, plus interest, if applicable, of investments on loan. It is the Fund’s policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. Lending securities entails a risk of loss to the Fund if and to the extent that the market value of the securities loaned were to increase and the borrower did not increase the collateral accordingly, and the borrower fails to return the securities. Under the terms of the Securities Lending Program, the Fund is indemnified for such losses by BNYM. Cash collateral is held in separate omnibus accounts managed by BNYM, who is authorized to exclusively enter into joint repurchase agreements for that cash collateral. Securities collateral is held in separate omnibus accounts managed by BNYM and cannot be sold or pledged. BNYM bears the risk of any deficiency in the amount of the cash collateral available for return to the borrower due to any loss on the collateral invested. Loans of securities are terminable at any time and the borrower, after notice, is required to return borrowed securities as soon as practical, which is normally within three business days.

The Fund did not have any securities on loan at December 31, 2023.

5. FOREIGN SECURITIES

The Fund invests in securities of foreign entities and in instruments denominated in foreign currencies which involve risks not typically associated with investments in domestic securities, such as exposure to currency fluctuations, less developed or less efficient trading markets, political instability, a lack of company information, differing auditing and legal standards, and, potentially, less liquidity. The Fund’s investments in emerging market countries are exposed to additional risks. The Fund’s performance will be influenced by political, social and economic factors affecting companies in emerging market countries. Emerging market countries generally have economic structures that are less diverse and mature, and political systems that are less stable, than those of developed countries. Realized gains in certain countries may be subject to foreign taxes at the Fund level and the Fund would pay such foreign taxes at the appropriate rate for each jurisdiction.

6. GEOGRAPHIC FOCUS RISK

As the Fund invests a significant portion of its net assets in India and the Greater China region, which consists of the People’s Republic of China (“PRC”), Hong Kong, and Taiwan, among other countries, the Fund is particularly susceptible to economic, political, regulatory or other events or conditions of those countries. Therefore, the Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund and may result in losses.

The Indian government has exercised and continues to exercise significant influence over many aspects of the economy. Government actions, bureaucratic obstacles and inconsistent economic reform within the Indian government have had a significant effect on its economy and could adversely affect market conditions, economic growth and the profitability of private enterprises in India. Global factors and foreign actions may inhibit the flow of foreign capital on which India is dependent to sustain its growth. Large portions of many Indian companies remain in the hands of their founders (including members of their families). Corporate governance standards of family-controlled companies may be weaker and less transparent, which increases the potential for loss and unequal treatment of investors. India experiences many of the risks associated with developing economies, including relatively low levels of liquidity, which may result in extreme



		Notes to Financial Statements (continued)

volatility in the prices of Indian securities. Religious, cultural and military disputes persist in India, and between India and Pakistan (as well as sectarian groups within each country).

Economies in the Greater China region are dependent on the economies of other countries and can be significantly affected by currency fluctuations and increasing competition from other emerging economies in Asia with lower costs. Adverse events in any one country within the region may impact the other countries in the region or Asia as a whole. Markets in the Greater China region can experience significant volatility due to social, economic, regulatory and political uncertainties. Significant portions of the Chinese securities markets may become rapidly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities and have shown a willingness to exercise that option in response to market volatility and other events. U.S. or foreign government restrictions or intervention could negatively affect the implementation of the Fund’s investment strategies, for example by precluding the Fund from making certain investments or causing the Fund to sell investments at disadvantageous times. China has yet to develop comprehensive securities, corporate, or commercial laws, its market is relatively new and less developed, and its economy may be adversely impacted by a slowdown in export growth. Additionally, the Fund invests in China A-Shares through Stock Connect and is subject to sudden changes in quota limitations, application of trading suspensions, differences in trading days between the PRC and Stock Connect, operational risk, clearing and settlement risk, and regulatory and taxation risk.

7. PARTICIPATION NOTES

The Fund invests in P-Notes to gain exposure to issuers in India. P-Notes are a type of equity-linked derivative that are traded in the over-the-counter market and constitute general unsecured contractual obligations of the banks or broker-dealers that issue them. Generally, banks and broker-dealers associated with non-U.S.-based brokerage firms buy securities listed on certain foreign exchanges and then issue P-Notes which are designed to replicate the performance of those underlying foreign securities. The performance results of P-Notes will not replicate exactly the performance of the issuers or markets that the P-Notes seek to replicate due to dividends paid in connection with the underlying security, transaction costs and other expenses. The Fund’s investment in P-Notes is susceptible to similar risks of the underlying security, but typically the Fund does not receive voting or other rights as it would if the Fund directly owned the underlying security. Additionally, P-Notes entail the risks that the counterparties or issuers of the P-Notes may not be able to fulfill their obligations, that the Fund and counterparties or issuers may disagree as to the meaning or application of contractual terms, and/or that the P-Notes may not perform as expected. Although P-Notes may be listed on an exchange, there is no guarantee that a liquid market will exist or that the counterparties or issuers of P-Notes will be willing to repurchase such instrument when the Fund wishes to sell it.

8. COMMITMENTS AND CONTINGENCIES

Under the Trust’s organizational documents, its Trustees and Officers are indemnified against certain liabilities arising out of the performance of their duties

to the Trust. In addition, in the normal course of business, the Fund may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Fund under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund had no prior claims or losses and expects the risks of loss to be remote.

9. CREDIT AGREEMENT

Effective April 12, 2023, the Trust, on behalf of the Fund and another fund in the Trust, became party to a Credit Agreement among BNYM, AMG Funds II, and AMG Funds IV (together with the Trust and AMG Funds II, the “Participating Trusts”) (the “Credit Agreement”) that provided a revolving line of credit of up to $50 million to certain funds in the Participating Trusts (such funds, the “Participating Funds”). On December 31, 2023, the Credit Agreement was terminated. The facility was shared by the Participating Funds, and was available for temporary, emergency purposes including liquidity needs in meeting redemptions. The interest rate on outstanding Alternate Base Rate Loans was equal to the greater of the Prime Rate plus 1.25%, or 0.50% plus the Federal Funds Effective Rate plus 1.25%. The interest rate on outstanding Overnight Loans was equal to the greater of the Federal Funds Effective Rate plus 1.25%, or the Adjusted Daily Simple SOFR plus 1.25%. The aforementioned Adjusted Daily Simple SOFR was the sum of Daily Simple SOFR plus 0.10% plus a floor rate of 0.00%. The Participating Funds paid a commitment fee on the unutilized commitment amount of 0.175% per annum, which was allocated to the Participating Funds based on average daily net assets and is included in miscellaneous expense on the Participating Funds’ Statement of Operations. Interest incurred on loans utilized, if any, is included in the Statement of Operations as interest expense.

The Fund did not utilize the line of credit during the period April 12, 2023, through December 31, 2023.

10. MASTER NETTING AGREEMENTS

The Fund may enter into master netting agreements with its counterparties for the Securities Lending Program and Repurchase Agreements, which provide the right, in the event of default (including bankruptcy or insolvency) for the non-defaulting party to liquidate the collateral and calculate net exposure to the defaulting party or request additional collateral. For financial reporting purposes, the Fund does not offset financial assets and financial liabilities that are subject to master netting agreements in the Statement of Assets and Liabilities. For securities lending transactions, see Note 4. At December 31, 2023, the Fund had no Repurchase Agreements outstanding.

11. SUBSEQUENT EVENTS

The Fund has determined that no material events or transactions occurred through the issuance date of the Fund’s financial statements which require an additional disclosure in or adjustment of the Fund’s financial statements.



		Report of Independent Registered Public Accounting Firm

To the Board of Trustees of AMG Funds III and Shareholders of AMG Veritas Asia Pacific Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of portfolio investments, of AMG Veritas Asia Pacific Fund (one of the funds constituting AMG Funds III, referred to hereafter as the “Fund”) as of December 31, 2023, the related statement of operations for the year ended December 31, 2023, the statements of changes in net assets for each of the two years in the period ended December 31, 2023, including the related notes, and the financial highlights for each of the five years in the period ended December 31, 2023 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2023, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2023 and the financial highlights for each of the five years in the period ended December 31, 2023 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our 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 December 31, 2023 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

Boston, Massachusetts

February 27, 2024

We have served as the auditor of one or more investment companies in the AMG Funds Family since 1993.



		Other Information (unaudited)

TAX INFORMATION

AMG Veritas Asia Pacific Fund hereby designates the maximum amount allowable of its net taxable income as qualified dividends as provided in the Jobs and Growth Tax Relief Reconciliation Act of 2003. The 2023 Form 1099-DIV you receive for the Fund will show the tax status of all distributions paid to you during the year.

In accordance with federal tax law, AMG Veritas Asia Pacific Fund elects to provide foreign taxes paid and the income sourced from foreign countries. Accordingly, AMG Veritas Asia Pacific Fund hereby makes the following designations regarding its taxable period ended December 31, 2023:

The total amount of taxes paid and income sourced from foreign countries was $126,892 and $1,772,135, respectively.

Pursuant to section 852 of the Internal Revenue Code, AMG Veritas Asia Pacific Fund hereby designates $0 as a capital gain distribution with respect to the taxable year ended December 31, 2023, or if subsequently determined to be different, the net capital gains of such fiscal year.

PROXY VOTE

A special meeting of the shareholders of AMG Funds III (the “Trust”) was held on October 10, 2023, to vote on proposals to elect trustees to the Board of Trustees of the Trust and to amend certain fundamental restrictions of AMG Veritas Asia Pacific Fund (the “Fund”). With respect to the proposal to amend certain fundamental restrictions of the Fund, the meeting was adjourned to October 31, 2023 and to November 21, 2023. Jill R. Cuniff, Kurt A. Keilhacker, Peter W. MacEwen, Steven J. Paggioli, Eric Rakowski, Victoria L. Sassine and Garret W. Weston were elected by shareholders at the special meeting on October 10, 2023. Bruce B. Bingham, an incumbent Trustee, served as a Trustee of the Trust until his retirement on December 31, 2023. The proposals and results of the votes are described below.


AMG Funds III	All Funds in Trust*

Election of Trustees ¹		For		Withheld

Jill R. Cuniff			16,176,146		1,292,448

Kurt A. Keilhacker			16,195,091		1,273,503

Peter W. MacEwen			16,181,186		1,287,408

Steven J. Paggioli			16,171,262		1,297,332

Eric Rakowski			16,234,882		1,233,712

Victoria L. Sassine			16,232,798		1,235,796

Garret W. Weston			16,302,659		1,165,935


	AMG Veritas Asia Pacific Fund*

To approve the amendment of the Fund’s fundamental investment restrictions		For		Against		Abstain		Broker Non-Vote

Borrowing			667,491		59,731		81,349		171,763

Issuing Senior Securities			664,454		62,340		81,777		171,763

¹ Ms. Cuniff and Mr. MacEwen were newly elected to the Boards of Trustees on October 10, 2023; Messrs. Keilhacker, Paggioli, Rakowski, and Weston and Ms. Sassine are incumbent Trustees.

* Rounded to the nearest share.



		AMG Funds Trustees and Officers

The Trustees and Officers of the Trust, their business addresses, principal occupations for the past five years and ages are listed below. The Trustees provide broad supervision over the affairs of the Trust and the Fund. The Trustees are experienced executives who meet periodically throughout the year to oversee the Fund’s activities, review contractual arrangements with companies that provide services to the Fund, and

review the Fund’s performance. Unless otherwise noted, the address of each Trustee or Officer is the address of the Trust: 680 Washington Blvd., Suite 500, Stamford, CT. 06901.

There is no stated term of office for Trustees. Trustees serve until their resignation, retirement or removal in accordance with the Trust’s organizational documents and policies adopted by the Board from time to time.

The Chairman of the Board, the President, the Treasurer and the Secretary and such other Officers as the Trustees may in their discretion from time to time elect each hold office until his or her successor is elected and qualified, or until he or she sooner dies, resigns, is removed or becomes disqualified. Each Officer holds office at the pleasure of the Trustees.

Independent Trustees

The following Trustees are not “interested persons” of the Trust within the meaning of the 1940 Act:


Number of Funds Overseen in Fund Complex		Name, Age, Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee

• Trustee since 2012 • Oversees 37 Funds in Fund Complex		Bruce B. Bingham, 75* Partner, Hamilton Partners (real estate development firm) (1987-Present); Director of The Yacktman Funds, Inc. (2 portfolios) (2000-2012).

• Trustee since 2023 • Oversees 37 Funds in Fund Complex		Jill R. Cuniff, 59** Director of Harding, Loevner Funds, Inc. (12 portfolios) (2018-Present); Retired (2016-Present); President & Portfolio Manager, Edge Asset Management (2009-2016); President & Chief Investment Officer, Morley Financial Services (2001-2009); President, Union Bond & Trust Company (2001-2009).

• Trustee since 2013 • Chairman of the Audit Committee since 2021 • Oversees 39 Funds in Fund Complex		Kurt A. Keilhacker, 60 Managing Partner, Elementum Ventures (2013-Present); Managing Partner, TechFund Europe (2000-Present); Managing Partner, TechFund Capital (1997-Present); Adjunct Professor, University of San Francisco (2022-Present); Trustee, Wheaton College (2018-Present); Director, Wheaton College Trust Company, N.A. (2018-Present).

• Trustee since 2023 • Oversees 37 Funds in Fund Complex		Peter W. MacEwen, 59** Private investor (2019-Present); Affiliated Managers Group, Inc. (2003-2018): Chief Administrative Officer, Office of the CEO (2013-2018); Senior Vice President, Finance (2007-2013); Vice President, Finance (2003-2007).

• Trustee since 1993 • Oversees 37 Funds in Fund Complex		Steven J. Paggioli, 73 Independent Consultant (2002-Present); Trustee, Professionally Managed Portfolios (28 portfolios); Independent Director, Muzinich BDC, Inc. (business development company) (2019-Present); Director, The Wadsworth Group; Independent Director, Chase Investment Counsel (2008–2019); Executive Vice President, Secretary and Director, Investment Company Administration, LLC and First Fund Distributors, INC. (1990-2001).

• Independent Chairman of the Board of Trustees since 2017 • Chairman of the Governance Committee since 2017 • Trustee since 1999 • Oversees 39 Funds in Fund Complex		Eric Rakowski, 65 Professor of Law, University of California at Berkeley School of Law (1990-Present); Tax Attorney at Davis Polk & Wardwell and clerked for Judge Harry T. Edwards of the U.S. Court of Appeals for the District of Columbia Circuit and for Justice William J. Brennan Jr. of the U.S. Supreme Court; Trustee of Parnassus Funds (4 portfolios) (2021-Present); Trustee of Parnassus Income Funds (2 portfolios) (2021-Present); Director of Harding, Loevner Funds, Inc. (10 portfolios); Trustee of Third Avenue Trust (3 portfolios) (2002-2019); Trustee of Third Avenue Variable Trust (1 portfolio) (2002-2019).

• Trustee since 2013 • Oversees 39 Funds in Fund Complex		Victoria L. Sassine, 58 Adjunct Professor, Babson College (2007–Present); Director, Board of Directors, PRG Group (2017-Present); CEO, Founder, Scale Smarter Partners, LLC (2018-Present); Adviser, EVOFEM Biosciences (2019-Present); Chairperson of the Board of Directors of Business Management Associates (2018-2019).

*Mr. Bingham retired from the Board of Trustees of AMG Funds III on December 31, 2023.

**Ms. Cuniff and Mr. MacEwen were elected to the Board of Trustees by the shareholders of AMG Funds III on October 10, 2023.



		AMG Funds Trustees and Officers (continued)

Interested Trustee

The Trustee in the following table is an “interested person” of the Trust within the meaning of the 1940 Act.


Number of Funds Overseen in Fund Complex		Name, Age, Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee

• Trustee since 2021 • Oversees 39 Funds in Fund Complex		Garret W. Weston, 42 Affiliated Managers Group, Inc. (2008-Present): Managing Director, Head of Affiliate Product Strategy and Development (2023-Present), Managing Director, Co-Head of Affiliate Engagement, Distribution (2021-2022), Senior Vice President, Office of the CEO (2019-2021), Senior Vice President, Affiliate Development (2016-2019), Vice President, Office of the CEO (2015-2016), Vice President, New Investments (2008-2015); Associate, Madison Dearborn Partners (2006-2008); Analyst, Merrill Lynch (2004-2006).

Officers
Position(s) Held with Fund and Length of Time Served		Name, Age, Principal Occupation(s) During Past 5 Years

• President since 2018 • Principal Executive Officer since 2018 • Chief Executive Officer since 2018 • Chief Operating Officer since 2007		Keitha L. Kinne, 65 Managing Director, Head of Platform and Operations, AMG Funds LLC (2023-Present); Chief Operating Officer, AMG Funds LLC (2007-Present); Chief Investment Officer, AMG Funds LLC (2008-Present); President and Principal, AMG Distributors, Inc. (2018-Present); Chief Operating Officer, AMG Distributors, Inc. (2007-Present); President, Chief Executive Officer and Principal Executive Officer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2018-Present); Chief Operating Officer, AMG Funds, AMG Funds I, AMG Funds II, and AMG Funds III (2007-Present); Chief Operating Officer, AMG Funds IV (2016-Present); Chief Operating Officer and Chief Investment Officer, Aston Asset Management, LLC (2016); President and Principal Executive Officer, AMG Funds, AMG Funds I, AMG Funds II and AMG Funds III (2012-2014); Managing Partner, AMG Funds LLC (2007-2014); President and Principal, AMG Distributors, Inc. (2012-2014); Managing Director, Legg Mason & Co., LLC (2006-2007); Managing Director, Citigroup Asset Management (2004-2006).

• Secretary since 2015 • Chief Legal Officer since 2015		Mark J. Duggan, 58 Managing Director and Senior Counsel, AMG Funds LLC (2021-Present); Senior Vice President and Senior Counsel, AMG Funds LLC (2015-2021); Secretary and Chief Legal Officer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2015-Present); Attorney, K&L Gates, LLP (2009-2015).

• Chief Financial Officer since 2017 • Treasurer since 2017 • Principal Financial Officer since 2017 • Principal Accounting Officer since 2017		Thomas G. Disbrow, 57 Vice President, Mutual Fund Treasurer & CFO, AMG Funds, AMG Funds LLC (2017-Present); Chief Financial Officer, Principal Financial Officer, Treasurer and Principal Accounting Officer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2017-Present); Managing Director - Global Head of Traditional Funds Product Control, UBS Asset Management (Americas), Inc. (2015-2017); Managing Director - Head of North American Funds Treasury, UBS Asset Management (Americas), Inc. (2011-2015).

• Deputy Treasurer since 2017		John A. Starace, 53 Vice President, Mutual Fund Accounting, AMG Funds LLC (2021-Present); Director, Mutual Fund Accounting, AMG Funds LLC (2017-2021); Vice President, Deputy Treasurer of Mutual Funds Services, AMG Funds LLC (2014-2017); Deputy Treasurer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2017-Present); Vice President, Citi Hedge Fund Services (2010-2014); Audit Senior Manager (2005-2010) and Audit Manager (2001-2005), Deloitte & Touche LLP.

• Chief Compliance Officer and Sarbanes-Oxley Code of Ethics Compliance Officer since 2019 • Anti-Money Laundering Compliance Officer since 2022		Patrick J. Spellman, 49 Vice President, Chief Compliance Officer, AMG Funds LLC (2017-Present); Chief Compliance Officer, AMG Distributors, Inc. (2010-Present); Chief Compliance Officer and Sarbanes-Oxley Code of Ethics Compliance Officer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2019-Present); Anti-Money Laundering Compliance Officer, AMG Funds, AMG Funds I, AMG Funds II, and AMG Funds III (2014-2019; 2022-Present); Anti-Money Laundering Compliance Officer, AMG Funds IV (2016-2019; 2022-Present); Senior Vice President, Chief Compliance Officer, AMG Funds LLC (2011-2017); Compliance Manager, Legal and Compliance, Affiliated Managers Group, Inc. (2005-2011).

• Assistant Secretary since 2016		Maureen M. Kerrigan, 38 Vice President, Senior Counsel, AMG Funds LLC (2021-Present); Vice President, Counsel, AMG Funds LLC (2019-2021); Director, Counsel, AMG Funds LLC (2017-2018); Vice President, Counsel, AMG Funds LLC (2015-2017); Assistant Secretary, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2016-Present); Associate, Ropes & Gray LLP (2011-2015); Law Fellow, Massachusetts Appleseed Center for Law and Justice (2010-2011).

THIS PAGE INTENTIONALLY LEFT BLANK

LOGO

INVESTMENT MANAGER AND ADMINISTRATOR

AMG Funds LLC

680 Washington Blvd., Suite 500

Stamford, CT 06901

800.548.4539

DISTRIBUTOR

AMG Distributors, Inc.

680 Washington Blvd., Suite 500

Stamford, CT 06901

800.548.4539

SUBADVISER

Veritas Asset Management LLP

1 Smart’s Place

London, WC2B 5LW

CUSTODIAN

The Bank of New York Mellon

Mutual Funds Custody

6023 Airport Road

Oriskany, NY 13424

LEGAL COUNSEL

Ropes & Gray LLP

Prudential Tower, 800 Boylston Street Boston, MA 02199-3600

TRANSFER AGENT

BNY Mellon Investment Servicing (US) Inc. AMG Funds

Attn: 534426 AIM 154-0520

500 Ross Street

Pittsburgh, PA 15262

800.548.4539

This report is prepared for the Fund’s shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by an effective prospectus. To receive a free copy of the prospectus or Statement of Additional Information, which includes additional information about Fund Trustees, please contact us by calling 800.548.4539. Distributed by AMG Distributors, Inc., member FINRA/SIPC.

Current net asset values per share for the Fund are available on the Fund’s website at wealth.amg.com.

A description of the policies and procedures the Fund uses to vote its proxies is available: (i) without charge, upon request, by calling 800.548.4539, or (ii) on the Securities and Exchange Commission’s (SEC) website at sec.gov. For information regarding the Fund’s proxy voting record for the 12-month period ended June 30, call 800.548.4539 or visit the SEC website at sec.gov.

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s portfolio holdings on Form N-PORT are available on the SEC’s website at sec.gov and the Fund’s website at wealth.amg.com. To review a complete list of the Fund’s portfolio holdings, or to view the most recent semi-annual report or annual report, please visit wealth.amg.com.


wealth.amg.com

LOGO


EQUITY FUNDS AMG Beutel Goodman International Equity Beutel, Goodman & Company Ltd. AMG Boston Common Global Impact Boston Common Asset Management, LLC AMG Frontier Small Cap Growth Frontier Capital Management Co., LLC AMG GW&K Small Cap Core AMG GW&K Small Cap Value AMG GW&K Small/Mid Cap Core AMG GW&K Small/Mid Cap Growth AMG GW&K International Small Cap GW&K Investment Management, LLC AMG Montrusco Bolton Large Cap Growth Montrusco Bolton Investments, Inc. AMG Renaissance Large Cap Growth The Renaissance Group LLC	AMG River Road Dividend All Cap Value AMG River Road Focused Absolute Value AMG River Road Large Cap Value Select AMG River Road Mid Cap Value AMG River Road Small-Mid Cap Value AMG River Road Small Cap Value River Road Asset Management, LLC AMG TimesSquare Emerging Markets Small Cap AMG TimesSquare Global Small Cap AMG TimesSquare International Small Cap AMG TimesSquare Mid Cap Growth AMG TimesSquare Small Cap Growth TimesSquare Capital Management, LLC AMG Veritas Asia Pacific AMG Veritas China AMG Veritas Global Focus AMG Veritas Global Real Return Veritas Asset Management LLP AMG Yacktman AMG Yacktman Focused AMG Yacktman Global AMG Yacktman Special Opportunities Yacktman Asset Management LP	FIXED INCOME FUNDS AMG Beutel Goodman Core Plus Bond Beutel, Goodman & Company Ltd. AMG GW&K Core Bond ESG AMG GW&K Enhanced Core Bond ESG AMG GW&K ESG Bond AMG GW&K High Income AMG GW&K Municipal Bond AMG GW&K Municipal Enhanced Yield GW&K Investment Management, LLC


wealth.amg.com		123123		AR078

ANNUAL REPORT


		AMG Funds December 31, 2023



		AMG GW&K ESG Bond Fund

		Class N: MGFIX \| Class I: MGBIX

		AMG GW&K Enhanced Core Bond ESG Fund

		Class N: MFDAX \| Class I: MFDSX \| Class Z: MFDYX

		AMG GW&K High Income Fund

		Class N: MGGBX \| Class I: GWHIX

		AMG GW&K Municipal Bond Fund

		Class N: GWMTX \| Class I: GWMIX

		AMG GW&K Municipal Enhanced Yield Fund

		Class N: GWMNX \| Class I: GWMEX \| Class Z: GWMZX

wealth.amg.com

123123 AR088

AMG Funds

Annual Report — December 31, 2023




	TABLE OF CONTENTS	PAGE

	LETTER TO SHAREHOLDERS		2

	ABOUT YOUR FUND’S EXPENSES		3

	PORTFOLIO MANAGER’S COMMENTS, FUND SNAPSHOTS AND SCHEDULES OF PORTFOLIO INVESTMENTS

	AMG GW&K ESG Bond Fund		4

	AMG GW&K Enhanced Core Bond ESG Fund		14

	AMG GW&K High Income Fund		23

	AMG GW&K Municipal Bond Fund		30

	AMG GW&K Municipal Enhanced Yield Fund		40

	FINANCIAL STATEMENTS

	Statement of Assets and Liabilities		48

	Balance sheets, net asset value (NAV) per share computations and cumulative distributable earnings (loss)

	Statement of Operations		50

	Detail of sources of income, expenses, and realized and unrealized gains (losses) during the fiscal year

	Statements of Changes in Net Assets		51

	Detail of changes in assets for the past two fiscal years

	Financial Highlights		53

	Historical net asset values per share, distributions, total returns, income and expense ratios, turnover ratios and net assets

	Notes to Financial Statements		65

	Accounting and distribution policies, details of agreements and transactions with Fund management and affiliates, and descriptions of certain investment risks

	REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM		74

	OTHER INFORMATION		75

	TRUSTEES AND OFFICERS		77


Nothing contained herein is to be considered an offer, sale or solicitation of an offer to buy shares of any series of the AMG Funds Family of Funds. Such offering is made only by prospectus, which includes details as to offering price and other material information.



		Letter to Shareholders

Dear Shareholder:

Respectfully,

LOGO

Keitha Kinne

President

AMG Funds


		Periods ended
Average Annual Total Returns		December 31, 2023*

Stocks:		1 Year			3 Years			5 Years

Large Cap	(S&P 500^® Index)		26.29	%		10.00	%		15.69	%

Small Cap	(Russell 2000^® Index)		16.93	%		2.22	%		9.97	%

International	(MSCI ACWI ex USA)		15.62	%		1.55	%		7.08	%

Bonds:

Investment Grade	(Bloomberg U.S. Aggregate Bond Index)		5.53	%		(3.31	)%		1.10	%

High Yield	(Bloomberg U.S. Corporate High Yield Bond Index)		13.44	%		1.98	%		5.37	%

Tax-exempt	(Bloomberg Municipal Bond Index)		6.40	%		(0.40	)%		2.25	%

Treasury Bills	(ICE BofAML U.S. 6-Month Treasury Bill Index)		5.14	%		2.17	%		2.02	%

*Source: FactSet. Past performance is no guarantee of future results.



		About Your Fund’s Expenses

ACTUAL EXPENSES

The first section of the following table provides information about the actual account values and

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES


Six Months Ended December 31, 2023	Expense Ratio for the Period	Beginning Account Value 07/01/23	Ending Account Value 12/31/23		Expenses Paid During the Period*

AMG GW&K ESG Bond Fund

Based on Actual Fund Return
Class N	0.68%	$1,000		$1,037	$3.49
Class I	0.48%	$1,000		$1,038	$2.47

Based on Hypothetical 5% Annual Return
Class N	0.68%	$1,000		$1,022	$3.47
Class I	0.48%	$1,000		$1,023	$2.45

AMG GW&K Enhanced Core Bond ESG Fund

Based on Actual Fund Return
Class N	0.73%	$1,000		$1,033	$3.74
Class I	0.56%	$1,000		$1,032	$2.87
Class Z	0.48%	$1,000		$1,034	$2.46

Based on Hypothetical 5% Annual Return
Class N	0.73%	$1,000		$1,022	$3.72
Class I	0.56%	$1,000		$1,022	$2.85
Class Z	0.48%	$1,000		$1,023	$2.45

AMG GW&K High Income Fund

Based on Actual Fund Return
Class N	0.84%	$1,000		$1,053	$4.35
Class I	0.64%	$1,000		$1,054	$3.31

Based on Hypothetical 5% Annual Return
Class N	0.84%	$1,000		$1,021	$4.28
Class I	0.64%	$1,000		$1,022	$3.26


Six Months Ended December 31, 2023	Expense Ratio for the Period	Beginning Account Value 07/01/23	Ending Account Value 12/31/23		Expenses Paid During the Period*

AMG GW&K Municipal Bond Fund

Based on Actual Fund Return
Class N	0.72%	$1,000		$1,037	$3.70
Class I	0.39%	$1,000		$1,039	$2.00

Based on Hypothetical 5% Annual Return
Class N	0.72%	$1,000		$1,022	$3.67
Class I	0.39%	$1,000		$1,023	$1.99

AMG GW&K Municipal Enhanced Yield Fund

Based on Actual Fund Return
Class N	0.99%	$1,000		$1,044	$5.10
Class I	0.64%	$1,000		$1,046	$3.30
Class Z	0.59%	$1,000		$1,046	$3.04

Based on Hypothetical 5% Annual Return
Class N	0.99%	$1,000		$1,020	$5.04
Class I	0.64%	$1,000		$1,022	$3.26
Class Z	0.59%	$1,000		$1,022	$3.01

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (184), then divided by 365.



		AMG GW&K ESG Bond Fund Portfolio Manager’s Comments (unaudited)

THE YEAR IN REVIEW

AMG GW&K ESG Bond Fund Class N (the “Fund”) shares returned 6.69% for the year ended December 31, 2023, compared with the 5.53% return for its current benchmark, the Bloomberg U.S. Aggregate Bond Index (the “Index”).

MARKET OVERVIEW

The fixed income market experienced a solid rally in the first quarter of 2023, rebounding from its worst year on record. Much of the period saw a continuation of the tension that drove trading in 2022: inflation continued to slow, but at a glacial pace; a moribund housing market and downbeat consumer had yet to manifest as a slowdown in spending; and a record pace of rate hikes was unable to cool a stubbornly hot labor market. Investors also struggled to anticipate the U.S. Federal Reserve’s (the “Fed) reaction function amid the various crosscurrents, while Chair Powell’s commentary offered few concrete insights beyond a firm resolve and data dependence. But the narrative shifted abruptly in the final weeks, as signs of systemic instability flared up amid a flurry of bank failures. The implications of this turmoil for financial conditions were not yet evident, but the stress in the banking sector was a complicating factor for both the Fed and the bond market.

The market posted a small loss in the second quarter, giving back a portion of the banking crisis-inspired rally that occurred in the closing days of March. Sentiment was cautious at the outset and investors sought haven assets on the possibility of contagion in the financial sector. But as it became clear that fallout from the failure of several regional lenders was likely to be contained, attention returned to the underlying strength of the economy and the stubborn persistence of inflation. The labor market gave only the slightest indications of softening, the buoyant housing sector continued to defy higher mortgage rates, and consumer spending once again proved irrepressible. Inflation showed limited progress on its path lower, plateauing at a level solidly above the Fed’s 2% target. Against this backdrop, the Federal Open Market Committee (FOMC) endeavored to maintain restrictive financial conditions by raising rates and providing hawkish guidance. There was nevertheless scant evidence of the Fed’s success in curbing aggregate demand away from some narrow segments of the commercial real estate and consumer finance markets.

Fixed income markets posted a significant loss in the third quarter that more than offset the gains achieved in the first half of the year. The

higher-for-longer Fed narrative increasingly took center stage, driven by a surprisingly resilient economy, surging oil prices, and inflation that persisted well above the Fed’s 2% target. While there were subtle signs that the labor market and consumer credit metrics might be softening, the unemployment rate remained near cycle lows and the consumer continued to spend robustly. The undeniably strong cadence of the economy left economists upgrading their third-quarter GDP growth estimates and recharging optimism for a soft landing. Fed officials held rates steady at the September FOMC meeting, but thwarted hopes for a pivot by signaling the possibility of one more hike during the year and projecting less easing in 2024/2025.

The market experienced an extraordinary rally in the fourth quarter on elevated odds of an economic soft landing and dovish signals from the Fed. The strong performance was a sharp reversal from the prior quarter, which briefly raised the specter of an unprecedented third consecutive annual loss for the bond market. Sentiment was bolstered first by news that the US Treasury’s borrowing needs were lower than feared and then lifted further by a series of upbeat economic readings and moderating price pressure. The final stage of the rally was powered by the arrival of the long-awaited Fed pivot, which left little doubt that the hiking cycle had concluded. Both the rates market and credit swiftly repriced to reflect a more rapid series of cuts and narrower risk premia, lifting asset prices across the board, and broadly easing financial conditions.

FUND PERFORMANCE

The Fund outperformed the Index for 2023. The Fund’s overweight to spread product was the main driver of outperformance, particularly the overweight to Corporates. Our out-of-benchmark allocation to high yield Corporates and overweight to lower rated investment grade Corporates were also significant positive contributors along with our overweight to Taxable Municipals. The Fund also benefited from its underweight to, and allocation within, Securitized. This was offset somewhat by modestly negative security selection within BBB-rated Corporates, particularly within the communications, basic industry, and banking sectors. The effects from duration and yield curve were muted given our general neutral positioning.

The corporate bond market remains in a transition period with respect to ESG and sustainability. Many companies have set sustainability targets and are

now shifting into the implementation phase, at times supported by public funds and incentives. However, higher inflation and increased regulatory costs of reporting have kept progress slow. Still, despite a sometimes-downbeat portrayal in media, investors continue to show a strong interest in ESG and sustainability, with fund flows and ESG bond issuance remaining roughly steady from last year. 2024 promises to be another important year for global ESG topics with many important regions poised for elections that could have a meaningful impact on the direction of ESG initiatives globally. Overall, we believe ESG and sustainability concerns will remain key issues for both companies and investors in the coming year. We continue to integrate ESG as a core part of our fundamental investment process and will closely monitor regulatory and policy actions that could influence the ESG investing landscape.

OUTLOOK

After a brief period in the second quarter that saw the bond market converge with the Fed’s dot plot, a rift has once again formed. The Fed projects three rate cuts in 2024 while the Fed Funds futures market expects more than six. Similarly, the persistent inversion of the yield curve suggests the bond market is pricing in elevated odds of a recession, while the Fed’s median projections don’t see Gross Domestic Product (GDP) growth falling below 1.4%. The inversion of the yield curve seems less likely to persist indefinitely, especially if rates normalize into a soft landing.

A soft landing would provide a favorable backdrop for corporate fundamentals. By creating conditions that allow the Fed to cut rates, it would both support topline growth and promote favorable liquidity conditions, thereby easing future refinancing needs. It would also be constructive on a technical basis, given it would enhance the appeal of spread product. Valuations at current levels are less appealing, with breakevens versus Treasuries at the lower end of their historical range and leaving little room for error. As such, we believe this backdrop supports a neutral view of credit. Within the space, we favor names with defensive operating and financial metrics, given that investors do not seem to be assigning a meaningful discount to riskier business profiles. Within the mortgage-backed securities (MBS) space, we see a continued interest from banks helping support demand as valuations



		AMG GW&K ESG Bond Fund Portfolio Manager’s Comments (continued)

edge closer to long-term averages. We continue to favor seasoned, high-coupon pools that offer higher carry and better convexity profiles.

The views expressed represent the opinions of GW&K Investment Management, LLC as of December 31, 2023, and are not intended as a forecast or guarantee of future results, and are subject to change without notice.



		AMG GW&K ESG Bond Fund Portfolio Manager’s Comments (continued)

CUMULATIVE TOTAL RETURN PERFORMANCE

AMG GW&K ESG Bond Fund’s cumulative total return is based on the daily change in net asset value (NAV), and assumes that all dividends and distributions were reinvested. The graph compares a hypothetical $10,000 investment made in the AMG GW&K ESG Bond Fund’s Class N shares on December 31, 2013, to a $10,000 investment made in the Bloomberg U.S. Aggregate Bond Index for the same time period. The graph and table do not reflect the deduction of taxes that a shareholder would pay on a Fund distribution or redemption of shares. The listed returns for the Fund are net of expenses and the returns for the index exclude expenses. Total returns would have been lower had certain expenses not been reduced.

LOGO

The table below shows the average annual total returns for the AMG GW&K ESG Bond Fund and the Bloomberg U.S. Aggregate Bond Index for the same time periods ended December 31, 2023.


	One			Five			Ten
Average Annual Total Returns¹	Year			Years			Years

AMG GW&K ESG Bond Fund^{2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23}

Class N		6.69	%		1.75	%		2.21	%

Class I		6.85	%		1.96	%		2.37	%

Bloomberg U.S. Aggregate Bond Index²⁴		5.53	%		1.10	%		1.81	%

Distributed by AMG Distributors, Inc., member FINRA/SIPC.

²	As of March 19, 2021, the Fund’s Subadviser was changed to GW&K Investment Management, LLC. Prior to

March 19, 2021, the Fund was known as the AMG Managers Loomis Sayles Bond Fund and had different principal investment strategies and corresponding risks. Performance shown for periods prior to March 19, 2021, reflects the performance and investment strategies of the Fund’s previous Subadviser, Loomis, Sayles & Company, L.P. The Fund’s past performance would have been different if the Fund were managed by the current Subadviser and strategy, and the Fund’s prior performance record might be less pertinent for investors considering whether to purchase shares of the Fund.

³ From time to time, the Fund’s Investment Manager has waived fees and/or absorbed Fund expenses, which has resulted in higher returns.

⁵ The Fund may not be able to dispose of particular investments, such as illiquid securities, readily at favorable times or prices or the Fund may have to sell them at a loss.

⁶ Because the Fund is an actively managed investment portfolio, security selection or focus on securities in a particular style, market sector or group of companies may cause the Fund to incur losses or underperform relative to its benchmarks or other funds with a similar investment objective. There can be no guarantee that the Subadviser’s investment techniques and risk analysis will produce the desired result.

⁷ The value of a debt security changes in response to various factors, including, for example, market-related factors, such as changes in interest rates or changes in the actual or perceived ability of an issuer to meet its obligations. Investments in debt securities are subject to, among other risks, credit risk, interest rate risk, extension risk, prepayment risk and liquidity risk.

⁸ Fixed coupon payments (cash flows) of bonds and debt securities may become less competitive with the market in periods of rising interest rates and cause bond prices to decline. During periods of increasing interest rates, the Fund may experience high levels of volatility and shareholder redemptions, and may have to sell securities at times when it would otherwise not do so, and at unfavorable prices, which could reduce the returns of the Fund.

⁹ The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The distribution



		AMG GW&K ESG Bond Fund Portfolio Manager’s Comments (continued)

amount paid by the Fund will vary and generally depends on the amount of income the Fund earns (less expenses) on its portfolio holdings, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains arising from its investments may reduce its distribution level.

¹⁰ During periods of rising interest rates, a debtor may pay back a bond or other fixed income security slower than expected or required, and the value of such security may fall.

¹¹ Inflation risk is the risk that the value of assets or income from investments will be worth less in the future. Inflation rates may change frequently and drastically as a result of various factors and the Fund’s investments may not keep pace with inflation, which may result in losses to Fund investors or adversely affect the real value of shareholders’ investments in the Fund. As inflation rates increase, fixed income securities markets may experience heightened levels of interest rate volatility and liquidity risk. Deflation risk is the risk that the prices throughout the economy decline over time – the opposite of inflation. Deflation may have an adverse effect on the creditworthiness of issuers and may make issuer default more likely, which may result in a decline in the value of the Fund’s portfolio.

¹² Factors unique to the municipal bond market may negatively affect the value of municipal bonds.

¹³ A debtor may exercise its right to pay back a bond or other debt security earlier than expected or required during periods of decreasing interest rates.

¹⁴ The Fund may have difficulty reinvesting payments from debtors and may receive lower rates than from its original investments.

¹⁵ The issuer of bonds or other debt securities may be unable or unwilling, or may be perceived as unable or unwilling, to make timely interest or principal payments or otherwise honor its obligations.

considered predominately speculative with respect to the issuer’s continuing ability to make principal and interest payments.

¹⁷ Obligations issued by some U.S. Government agencies, authorities, instrumentalities, or sponsored enterprises such as Government National Mortgage Association (“GNMA”) are backed by the full faith and credit of the U.S. Government, while obligations issued by others, such as Federal National Mortgage Association (“FNMA”), Federal Home Loan Mortgage Corporation (“FHLMC”), and Federal Home Loan Banks (“FHLBs”), are not backed by the full faith and credit of the U.S. Government and are backed solely by the entity’s own resources or by the ability of the entity to borrow from the U.S. Treasury. If one of these agencies defaults on a loan, there is no guarantee that the U.S. Government will provide financial support.

¹⁸ Investments in asset-backed and mortgage-backed securities involve risk of severe credit downgrades, loss due to prepayments that occur earlier or later than expected, illiquidity and default.

¹⁹ Investments in foreign issuers involve additional risks (such as risks arising from less frequent trading, changes in political or social conditions, and less publicly available information about non-U.S. issuers) that differ from those associated with investments in U.S. issuers and may result in greater price volatility.

²⁰ Investments in emerging markets are subject to the general risks of foreign investments, as well as additional risks which can result in greater price volatility. Such additional risks include the risk that markets in emerging market countries are typically less developed and less liquid than markets in developed countries and such markets are subjected to increased economic, political, or regulatory uncertainties.

²¹ Fluctuations in exchange rates may affect the total loss or gain on a non-U.S. dollar investment when converted back to U.S. dollars and exposure to non-U.S. currencies may subject the Fund to the risk that those currencies will decline in value relative to the U.S. dollar.

²² Because exchange-traded funds incur their own

costs, investing in them could result in a higher cost to the investor.

²³ Because applying the Fund’s ESG investment criteria may result in the selection or exclusion of securities of certain issuers for reasons other than financial performance, the Fund’s investment returns may underperform funds that do not incorporate ESG factors into their investment process. The incorporation of ESG criteria into the investment process may affect the Fund’s investment exposure to certain companies, sectors, regions, countries or types of investments, which could negatively impact the Fund’s performance depending on whether such investments are in or out of favor. Applying ESG criteria to investment decisions is qualitative and subjective by nature, and there is no guarantee that the criteria utilized by the Subadviser or any judgment exercised by the Subadviser will improve the financial performance of the Fund or reflect the beliefs or values of any particular investor. ESG standards differ by region and industry, and a company’s ESG practices or the Subadviser’s assessment of a company’s ESG practices may change over time.

²⁴ The Bloomberg U.S. Aggregate Bond Index is an index of the U.S. investment-grade fixed-rate bond market, including both government and corporate bonds. Unlike the Fund, the Bloomberg U.S. Aggregate Bond Index is unmanaged, is not available for investment and does not incur expenses.

“Bloomberg^®” and any Bloomberg index described herein are service marks of Bloomberg Finance L.P. and its affiliates, including Bloomberg Index Services Limited (“BISL”), the administrator of the index (collectively, “Bloomberg”) and have been licensed for use for certain purposes by AMG Funds LLC. Bloomberg is not affiliated with AMG Funds LLC, and Bloomberg does not approve, endorse, review, or recommend the fund described herein. Bloomberg does not guarantee the timeliness, accurateness, or completeness of any data or information relating to such fund.

Not FDIC insured, nor bank guaranteed. May lose value.



		AMG GW&K ESG Bond Fund Fund Snapshots (unaudited) December 31, 2023

PORTFOLIO BREAKDOWN


Category		% of Net Assets

Corporate Bonds and Notes		52.4

U.S. Government and Agency Obligations		39.3

Municipal Bonds		6.3

Asset-Backed Securities		1.2

Short-Term Investments		3.3

Other Assets, less Liabilities		(2.5)


Rating		% of Market Value¹

U.S. Government and Agency Obligations		39.6

Aaa/AAA		3.4

Aa/AA		7.2

A		9.2

Baa/BBB		20.5

Ba/BB		19.8

B		0.3

¹	Includes market value of long-term fixed-income securities only.

TOP TEN HOLDINGS


Security Name		% of Net Assets

FHLMC, 3.000%, 04/01/51		3.1

U.S. Treasury Bonds, 2.250%, 05/15/41		2.5

U.S. Treasury Bonds, 1.875%, 02/15/51		2.2

FNMA, 3.500%, 08/01/49		2.2

FNMA, 3.500%, 02/01/35		2.2

Freddie Mac Multifamily Structured Pass Through Certificates, Series K134, Class A2, 2.243%, 10/25/31		2.1

U.S. Treasury Bonds, 3.125%, 05/15/48		2.1

FHLMC, 5.500%, 07/01/53		2.1

FNMA, 3.500%, 02/01/47		2.0

FNMA, 5.500%, 11/01/52		1.9


Top Ten as a Group		22.4

Credit quality ratings shown above reflect the highest rating assigned by either Standard & Poor’s (“S&P”), Moody’s Investors Service, Inc. (“Moody’s”) or Fitch. These rating agencies are independent, nationally recognized statistical rating organizations and are widely used. Investment grade ratings are credit ratings of BBB- or higher. Below investment grade ratings are credit ratings of BB+ or lower. Investments designated N/R are not rated by any of the rating agencies. Unrated investments do not necessarily indicate low credit quality. Credit quality ratings are subject to change.



		AMG GW&K ESG Bond Fund Schedule of Portfolio Investments December 31, 2023


	Principal Amount		Value

Corporate Bonds and Notes - 52.4%

Financials - 11.0%

American Express Co.
(3.550% to 09/15/26 then U.S. Treasury Yield Curve CMT 5 year + 2.854%), 3.550%, 09/15/26^1,2,3		$1,195,000		$1,024,473

Bank of America Corp.
MTN, (4.330% to 03/15/49 then 3 month SOFR + 1.782%), 4.330%, 03/15/50^1,3		2,775,000		2,442,491
(5.872% to 09/15/33 then SOFR + 1.840%), 5.872%, 09/15/34^1,3,4		3,100,000		3,244,988

The Bank of New York Mellon Corp.
Series G, (4.700% to 09/20/25 then U.S. Treasury Yield Curve CMT 5 year + 4.358%), 4.700%, 09/20/25^1,2,3		4,100,000		3,995,562

Citigroup, Inc.
Series P, (5.950% to 05/15/25 then 3 month SOFR + 4.167%), 5.950%, 05/15/25^1,2,3		1,550,000		1,517,152
Series T, (6.250% to 08/15/26 then 3 month SOFR + 4.779%), 6.250%, 08/15/26^1,2,3,4		1,075,000		1,061,022

Crown Castle, Inc. 4.000%, 03/01/27		2,300,000		2,223,045

The Goldman Sachs Group, Inc.
Series O, (5.300% to 11/10/26 then 3 month SOFR + 4.096%), 5.300%, 11/10/26^1,2,3,4		1,125,000		1,098,853
6.750%, 10/01/37		1,850,000		2,036,362

Huntington Bancshares, Inc.
(4.443% to 08/04/27 then SOFR + 1.970%), 4.443%, 08/04/28^1,3		2,430,000		2,355,353

Morgan Stanley 3.950%, 04/23/27		2,200,000		2,135,560
(4.431% to 01/23/29 then 3 month SOFR + 1.890%), 4.431%, 01/23/30^1,3		2,948,000		2,871,285

The PNC Financial Services Group, Inc.
(5.068% to 01/24/33 then SOFR + 1.933%), 5.068%, 01/24/34^1,3		2,386,000		2,334,607

SBA Communications Corp. 3.875%, 02/15/27		2,950,000		2,832,926

SLM Corp. 3.125%, 11/02/26		3,365,000		3,137,644
4.200%, 10/29/25		838,000		812,860

Starwood Property Trust, Inc. 4.750%, 03/15/25		1,700,000		1,677,390

Truist Financial Corp., MTN
(5.867% to 06/08/33 then SOFR + 2.361%), 5.867%, 06/08/34^1,3		2,288,000		2,333,975

US Bancorp
(5.775% to 06/12/28 then SOFR + 2.020%), 5.775%, 06/12/29^1,3		2,350,000		2,414,282

Wells Fargo & Co.
Series U, 5.875%, 06/15/25^2,3		3,400,000		3,364,560


	Principal Amount		Value

Weyerhaeuser Co. 6.875%, 12/15/33		$2,600,000		$2,857,623

Total Financials				47,772,013

Industrials - 39.7%

Advocate Health & Hospitals Corp. 4.272%, 08/15/48		1,700,000		1,528,686

AECOM 5.125%, 03/15/27		1,650,000		1,638,118

Air Canada (Canada) 3.875%, 08/15/26⁵		1,200,000		1,146,468

Air Products and Chemicals, Inc. 2.700%, 05/15/40		1,950,000		1,485,379
4.800%, 03/03/33⁴		1,171,000		1,208,340

Alcoa Nederland Holding, B.V. (Netherlands) 4.125%, 03/31/29^4,5		5,150,000		4,775,665

Anheuser-Busch InBev Worldwide, Inc. 4.375%, 04/15/38		2,200,000		2,086,313

APi Group DE, Inc. 4.125%, 07/15/29^4,5		1,275,000		1,160,194

Aramark Services, Inc. 5.000%, 02/01/28^4,5		3,020,000		2,929,520

Ashtead Capital, Inc. 1.500%, 08/12/26⁵		3,536,000		3,205,920

AT&T, Inc. 4.300%, 02/15/30		2,200,000		2,154,253

Ball Corp. 2.875%, 08/15/30		3,625,000		3,110,195

Broadcom, Inc. 4.300%, 11/15/32		2,820,000		2,705,407

BWX Technologies, Inc. 4.125%, 06/30/28⁵		1,225,000		1,135,930

Campbell Soup Co. 2.375%, 04/24/30		2,680,000		2,322,904

CCO Holdings LLC/CCO Holdings Capital Corp. 5.500%, 05/01/26⁵		2,000,000		1,986,680

Celanese US Holdings LLC 6.550%, 11/15/30		4,249,000		4,491,732

Centene Corp. 3.375%, 02/15/30		3,650,000		3,274,890

CF Industries, Inc. 5.150%, 03/15/34⁴		1,170,000		1,157,459

Cisco Systems, Inc. 5.500%, 01/15/40		1,400,000		1,490,285

Clean Harbors, Inc. 4.875%, 07/15/27⁵		2,520,000		2,469,328

Clearwater Paper Corp. 4.750%, 08/15/28⁵		1,950,000		1,807,654

Cogent Communications Group, Inc. 3.500%, 05/01/26⁵		3,365,000		3,221,533

Comcast Corp. 4.650%, 02/15/33⁴		3,217,000		3,236,379

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



		AMG GW&K ESG Bond Fund Schedule of Portfolio Investments (continued)


	Principal Amount		Value

Industrials - 39.7% (continued)

CommonSpirit Health 3.347%, 10/01/29		$1,950,000		$1,780,459

Crowdstrike Holdings, Inc. 3.000%, 02/15/29⁴		1,285,000		1,161,289

Crown Americas LLC/Crown Americas Capital Corp. V 4.250%, 09/30/26		2,850,000		2,764,505

Dell International LLC/EMC Corp. 8.100%, 07/15/36		972,000		1,195,462

Delta Air Lines, Inc. 7.375%, 01/15/26⁴		2,475,000		2,558,531

Discovery Communications LLC 3.950%, 03/20/28		2,047,000		1,947,032

FMG Resources August 2006 Pty, Ltd. (Australia) 4.500%, 09/15/27⁵		2,750,000		2,642,157

The Ford Foundation Series 2020, 2.415%, 06/01/50		2,725,000		1,793,247

Freeport-McMoRan, Inc. 4.625%, 08/01/30⁴		2,961,000		2,893,538

Graphic Packaging International LLC 3.500%, 03/01/29⁵		2,850,000		2,566,093

Hasbro, Inc. 3.900%, 11/19/29⁴		3,120,000		2,901,510

HB Fuller Co. 4.250%, 10/15/28		3,150,000		2,945,419

HCA, Inc. 3.500%, 09/01/30⁴		3,050,000		2,764,905

Hilton Domestic Operating Co., Inc. 4.875%, 01/15/30		2,600,000		2,519,808

The Home Depot, Inc. 5.875%, 12/16/36		1,450,000		1,620,728

Howmet Aerospace, Inc. 6.875%, 05/01/25		1,050,000		1,063,611

Jacobs Engineering Group, Inc. 5.900%, 03/01/33		4,293,000		4,382,461

KB Home 4.800%, 11/15/29		1,222,000		1,167,621
6.875%, 06/15/27		1,751,000		1,819,724

Kraft Heinz Foods Co. 4.625%, 10/01/39		2,480,000		2,305,206

Lamar Media Corp. 4.875%, 01/15/29⁴		3,250,000		3,137,287

Methanex Corp. (Canada) 5.125%, 10/15/27		1,205,000		1,177,166

Microsoft Corp. 2.525%, 06/01/50		2,450,000		1,672,549

MSCI, Inc. 3.250%, 08/15/33⁵		2,015,000		1,684,111

Mueller Water Products, Inc. 4.000%, 06/15/29⁵		3,000,000		2,732,997


	Principal Amount		Value

Murphy Oil USA, Inc. 4.750%, 09/15/29		$3,250,000		$3,079,375

Novelis Corp. 3.250%, 11/15/26⁵		3,175,000		2,988,941

Owens Corning 7.000%, 12/01/36⁶		1,800,000		2,064,599

Packaging Corp. of America 5.700%, 12/01/33		2,155,000		2,268,525

Parker-Hannifin Corp. 3.250%, 06/14/29		1,650,000		1,552,487

Penske Automotive Group, Inc. 3.500%, 09/01/25		2,000,000		1,940,316

Prime Security Services Borrower LLC/Prime Finance, Inc. 5.750%, 04/15/26⁵		2,800,000		2,815,170

PulteGroup, Inc. 6.000%, 02/15/35		2,050,000		2,152,619

Sensata Technologies, B.V. 4.000%, 04/15/29⁵		1,275,000		1,184,877

SK Hynix, Inc. (South Korea) 2.375%, 01/19/31⁵		3,000,000		2,431,860

Sonoco Products Co. 2.850%, 02/01/32		1,822,000		1,550,301

Sysco Corp. 2.400%, 02/15/30		3,975,000		3,506,270

Teleflex, Inc. 4.250%, 06/01/28⁵		3,100,000		2,938,133

Tenet Healthcare Corp. 4.875%, 01/01/26		3,250,000		3,213,380

Teva Pharmaceutical Finance Netherlands III, B.V. (Netherlands) 5.125%, 05/09/29⁴		2,300,000		2,196,607

Toll Brothers Finance Corp. 4.875%, 03/15/27⁴		2,750,000		2,734,033

Travel + Leisure Co. 5.650%, 04/01/24⁶		2,300,000		2,297,125

Twilio, Inc. 3.625%, 03/15/29⁴		600,000		547,372
3.875%, 03/15/31		2,194,000		1,953,768

United Parcel Service, Inc. 6.200%, 01/15/38		1,500,000		1,715,088

United Rentals North America, Inc. 3.875%, 02/15/31⁴		3,400,000		3,089,240

Verizon Communications, Inc. 3.875%, 02/08/29		4,408,000		4,273,476

Walgreens Boots Alliance, Inc. 3.200%, 04/15/30⁴		1,225,000		1,078,332
4.800%, 11/18/44		2,520,000		2,099,608

Walmart, Inc. 4.050%, 06/29/48		1,850,000		1,689,895

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



		AMG GW&K ESG Bond Fund Schedule of Portfolio Investments (continued)


	Principal Amount		Value

Industrials - 39.7% (continued)

Western Digital Corp. 4.750%, 02/15/26		$1,916,000		$1,879,631

Yum! Brands, Inc. 3.625%, 03/15/31⁴		3,050,000		2,750,472

Total Industrials				172,918,148

Utilities - 1.7%

National Rural Utilities Cooperative Finance Corp. 1.350%, 03/15/31		4,635,000		3,635,963

Northern States Power Co. 2.900%, 03/01/50		5,365,000		3,758,287

Total Utilities				7,394,250

Total Corporate Bonds and Notes
(Cost $243,221,612)				228,084,411

Asset-Backed Securities - 1.2%

American Express Credit Account Master Trust Series 2022-4, Class A 4.950%, 10/15/27		2,145,000		2,151,940

Ford Credit Auto Owner Trust Series 2022-B, Class A4 3.930%, 08/15/27		2,193,000		2,155,037

Toyota Auto Receivables Owner Trust Series 2021-B, Class A4 0.530%, 10/15/26		858,000		811,310

Total Asset-Backed Securities
(Cost $5,073,748)				5,118,287

Municipal Bonds - 6.3%

California Health Facilities Financing Authority 4.190%, 06/01/37		3,500,000		3,237,206

California State General Obligation, School Improvements, Build America Bonds 7.550%, 04/01/39		2,300,000		2,903,999

Commonwealth of Massachusetts, Series B 4.110%, 07/15/31		2,380,694		2,361,371

Dallas Fort Worth International Airport, Series A 4.507%, 11/01/51		1,000,000		933,500

JobsOhio Beverage System, Series A 2.833%, 01/01/38		3,700,000		3,015,869

Los Angeles Unified School District, School Improvements, Build America Bonds 5.750%, 07/01/34		3,225,000		3,423,646

Massachusetts School Building Authority, Series B, 1.753%, 08/15/30		4,500,000		3,867,779

New Jersey Economic Development Authority, Pension Funding, Series A (National Insured) 7.425%, 02/15/29		3,300,000		3,565,910

Port Authority of New York & New Jersey 6.040%, 12/01/29		2,000,000		2,159,850


	Principal Amount		Value

University of California, Series BI 1.697%, 05/15/29		$2,400,000		$2,092,272

Total Municipal Bonds
(Cost $31,662,496)				27,561,402

U.S. Government and Agency Obligations - 39.3%

Fannie Mae - 16.4%

FNMA 3.500%, 02/01/35 to 02/01/51		35,224,804		33,399,236
4.000%, 07/01/44 to 01/01/51		21,674,568		20,868,127
4.500%, 05/01/48 to 06/01/49		6,084,577		6,054,691
5.000%, 05/01/50		2,762,454		2,775,736
5.500%, 11/01/52		8,270,894		8,450,458

Total Fannie Mae				71,548,248

Freddie Mac - 13.3%

FHLMC 2.000%, 03/01/36		7,738,239		6,980,786
3.000%, 04/01/51		15,264,033		13,544,148
3.500%, 02/01/50		8,607,304		8,010,947
4.500%, 10/01/48 to 12/01/48		9,140,912		9,011,400
5.500%, 07/01/53		8,859,092		8,945,263

Freddie Mac Multifamily Structured Pass Through Certificates
Series K134, Class A2 2.243%, 10/25/31³		10,730,000		9,195,313

Freddie Mac REMICS
Series 5297, Class DA 5.000%, 12/25/52		2,148,576		2,130,912

Total Freddie Mac				57,818,769

Ginnie Mae - 0.5%

GNMA
Series 2023-111, Class FD (SOFR + 1.000%, Cap 7.000%, Floor 1.000%), 6.338%, 08/20/53³		2,122,350		2,116,379

U.S. Treasury Obligations - 9.1%

U.S. Treasury Bonds 1.250%, 05/15/50		4,625,000		2,492,261
1.875%, 02/15/51		15,247,000		9,668,146
2.250%, 05/15/41		14,109,000		10,746,539
2.500%, 02/15/46		2,096,000		1,572,737
3.125%, 05/15/48		10,968,000		9,137,715
3.500%, 02/15/39		6,477,000		6,134,174

Total U.S. Treasury Obligations				39,751,572

Total U.S. Government and Agency Obligations
(Cost $195,408,520)				171,234,968

Short-Term Investments - 3.3%

Joint Repurchase Agreements - 3.2%⁷

Cantor Fitzgerald Securities, Inc., dated 12/29/23, due 01/02/24, 5.470% total to be received $3,008,261 (collateralized by various U.S. Government Agency Obligations, 0.000% - 7.613%, 08/01/25 - 09/20/73, totaling $3,066,563)		3,006,434		3,006,434

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



		AMG GW&K ESG Bond Fund Schedule of Portfolio Investments (continued)


	Principal Amount		Value

Joint Repurchase Agreements - 3.2%⁷ (continued)

Daiwa Capital Markets America, dated 12/29/23, due 01/02/24, 5.380% total to be received $632,324 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.500%, 03/22/24 - 01/01/54, totaling $644,663)		$631,946		$631,946

RBC Dominion Securities, Inc., dated 12/29/23, due 01/02/24, 5.340% total to be received $3,533,991 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.500%, 01/15/24 - 12/01/53, totaling $3,602,533)		3,531,895		3,531,895

Santander U.S. Capital Markets LLC, dated 12/29/23, due 01/02/24, 5.390% total to be received $3,498,670 (collateralized by various U.S. Government Agency Obligations, 1.500% - 6.838%, 10/25/30 - 03/20/71, totaling $3,566,507)		3,496,576		3,496,576


	Principal Amount		Value

State of Wisconsin Investment Board, dated 12/29/23, due 01/02/24, 5.470% total to be received $3,463,361 (collateralized by various U.S. Treasuries, 0.125% - 3.625%, 04/15/25 - 02/15/53, totaling $3,527,941)		$3,461,257		$3,461,257

Total Joint Repurchase Agreements				14,128,108

Repurchase Agreements - 0.1%

Fixed Income Clearing Corp., dated 12/29/23 due 01/02/24, 5.150% total to be received $293,168 (collateralized by a U.S. Treasury, 4.125%, 09/30/27, totaling $298,920)		293,000		293,000

Total Short-Term Investments
(Cost $14,421,108)				14,421,108

Total Investments - 102.5%
(Cost $489,787,484)				446,420,176

Other Assets, less Liabilities - (2.5)%				(10,998,720	)

Net Assets - 100.0%				$435,421,456

¹	Fixed to variable rate investment. The rate shown reflects the fixed rate in effect at December 31, 2023. Rate will reset at a future date.

²	Perpetuity Bond. The date shown represents the next call date.

Variable rate security. The rate shown is based on the latest available information as of December 31, 2023. Certain variable rate securities are not based on a published reference rate and spread but are determined by the issuer or agent and are based on current market conditions. These securities do not indicate a reference rate and spread in their description above.

⁴	Some of these securities, amounting to $22,416,408 or 5.1% of net assets, were out on loan to various borrowers and are collateralized by cash and various U.S. Treasury Obligations. See Note 4 of Notes to Financial Statements.

⁵	Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At December 31, 2023, the value of these securities amounted to $45,823,231 or 10.5% of net assets.

⁶	Step Bond: A debt instrument with either deferred interest payments or an interest rate that resets at specific times during its term.

⁷	Cash collateral received for securities lending activity was invested in these joint repurchase agreements.


CMT		Constant Maturity Treasury
FHLMC		Freddie Mac
FNMA		Fannie Mae
GNMA		Ginnie Mae
MTN		Medium-Term Note
National Insured		National Public Finance Guarantee Corp.
REMICS		Real Estate Mortgage Investment Conduit
SOFR		Secured Overnight Financing Rate

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



		AMG GW&K ESG Bond Fund Schedule of Portfolio Investments (continued)

The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of December 31, 2023:


	Level 1		Level 2		Level 3		Total

Investments in Securities

Corporate Bonds and Notes^†		—		$228,084,411		—		$228,084,411

Asset-Backed Securities		—		5,118,287		—		5,118,287

Municipal Bonds^†		—		27,561,402		—		27,561,402

U.S. Government and Agency Obligations^†		—		171,234,968		—		171,234,968

Short-Term Investments

Joint Repurchase Agreements		—		14,128,108		—		14,128,108

Repurchase Agreements		—		293,000		—		293,000


Total Investments in Securities		—		$446,420,176		—		$446,420,176

^†

All corporate bonds and notes, municipal bonds, and U.S. government and agency obligations held in the Fund are Level 2 securities. For a detailed breakout of corporate bonds and notes, municipal bonds, and U.S. government and agency obligations by major industry or agency classification, please refer to the Fund’s Schedule of Portfolio Investments.

For the fiscal year ended December 31, 2023, there were no transfers in or out of Level 3.

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



		AMG GW&K Enhanced Core Bond ESG Fund Portfolio Manager’s Comments (unaudited)

THE YEAR IN REVIEW

AMG GW&K Enhanced Core Bond ESG Fund (the “Fund”) Class N shares returned 5.89% for the year ended December 31, 2023, compared to the return of 5.53% for Fund’s benchmark, the Bloomberg U.S. Aggregate Bond Index.

MARKET OVERVIEW

The fixed income market experienced a solid rally in the first quarter of 2023, rebounding from its worst year on record. Much of the period saw a continuation of the tension that drove trading in 2022: inflation continued to slow, but at a glacial pace; a moribund housing market and downbeat consumer had yet to manifest as a slowdown in spending; and a record pace of rate hikes was unable to cool a stubbornly hot labor market. Investors also struggled to anticipate the U.S, Federal Reserve (the Fed)’s reaction function amid the various crosscurrents, while Chair Powell’s commentary offered few concrete insights beyond a firm resolve and data dependence. But the narrative shifted abruptly in the final weeks, as signs of systemic instability flared up amid a flurry of bank failures. The implications of this turmoil for financial conditions were not yet evident, but the stress in the banking sector was a complicating factor for both the Fed and the bond market.

The market posted a significant loss in the third quarter that more than offset the gains achieved in the first half of the year. The higher-for-longer Fed narrative increasingly took center stage, driven by a surprisingly resilient economy, surging oil prices, and inflation that persisted well above the Fed’s 2% target. While there were subtle signs that the labor market and consumer credit metrics might be softening, the unemployment rate remained near cycle lows and the consumer continued to spend robustly. The undeniably strong cadence of the economy left economists upgrading their third-quarter Gross Domestic Product (GDP) growth estimates and recharging optimism for a soft landing. Fed officials held rates steady at the September FOMC meeting, but thwarted hopes for a pivot by signaling the possibility of one more hike during the year and projecting less easing in 2024/2025.

The market experienced an extraordinary rally in the fourth quarter on elevated odds of an economic soft landing and dovish signals from the Fed. The strong performance was a sharp reversal from the prior quarter, which briefly raised the specter of an unprecedented third consecutive annual loss for the bond market. Sentiment was bolstered first by news that the U.S. Treasury’s borrowing needs were lower than feared and then lifted further by a series of upbeat economic readings and moderating price pressure. The final stage of the rally was powered by the arrival of the long-awaited Fed pivot, which left little doubt that the hiking cycle had concluded. Both the rates market and credit swiftly repriced to reflect a more rapid series of cuts and narrower risk premia, lifting asset prices across the board, and broadly easing financial conditions.

FUND PERFORMANCE

The Fund outperformed the Bloomberg U.S. Aggregate Index for 2023. The Fund’s overweight to spread product was the main driver of outperformance, particularly the overweight to Corporates. Our out-of-benchmark allocations to high yield Corporates and Preferreds were also positive contributors along with our overweight to Taxable Municipals and overweight to lower rated investment grade Corporates. This was offset somewhat by negative security selection within BBB-rated Corporates, particularly within the communications, consumer cyclical and finance companies sectors. The effects from duration and yield curve were negative, mostly from our overweight to intermediate rates which underperformed other parts of the curve.

The corporate bond market remains in a transition period with respect to ESG and sustainability. Many companies have set sustainability targets and are now shifting into the implementation phase, at times supported by public funds and incentives. However, higher inflation and increased regulatory costs of reporting have kept progress slow. Still, despite a sometimes-downbeat portrayal in media, investors continue to show a strong interest in ESG and sustainability, with fund flows and ESG bond issuance remaining roughly steady from last year. 2024 promises to be another important year for global ESG topics with many important regions poised for elections that could have a meaningful impact on the direction of ESG initiatives globally. Overall, we believe ESG and sustainability concerns will remain key issues for both companies and investors in the coming year. We continue to integrate ESG as a core part of our fundamental investment process and will closely monitor regulatory and policy actions that could influence the ESG investing landscape.

OUTLOOK

After a brief period in the second quarter that saw the bond market converge with the Fed’s dot plot, a rift has once again formed. The Fed projects three rate cuts in 2024 while the Fed funds futures market expects more than six. Similarly, the persistent inversion of the yield curve suggests the bond market is pricing in elevated odds of a recession, while the Fed’s median projections don’t see GDP growth falling below 1.4%. The inversion of the yield curve seems less likely to persist indefinitely, especially if rates normalize into a soft landing.

A soft landing would provide a favorable backdrop for corporate fundamentals. By creating conditions that allow the Fed to cut rates, it would both support topline growth and promote favorable liquidity conditions, thereby easing future refinancing needs. It would also be constructive on a technical basis, given that it would enhance the appeal of spread product. Valuations at current levels are less appealing, with breakevens versus Treasuries at the lower end of their historical range and leaving little room for error. As such, we believe this backdrop supports a neutral view of credit. Within the space, we favor names with defensive operating and financial metrics, given that investors do not seem to be assigning a meaningful discount to riskier business profiles. Within the mortgage-backed securities (MBS) space, we see a continued interest from banks helping support demand as valuations



		AMG GW&K Enhanced Core Bond ESG Fund Portfolio Manager’s Comments (continued)

edge closer to long-term averages. We continue to favor seasoned, high-coupon pools that offer higher carry and better convexity profiles.



		AMG GW&K Enhanced Core Bond ESG Fund Portfolio Manager’s Comments (continued)

CUMULATIVE TOTAL RETURN PERFORMANCE

AMG GW&K Enhanced Core Bond ESG Fund’s cumulative total return is based on the daily change in net asset value (NAV), and assumes that all dividends and distributions were reinvested. The graph compares a hypothetical $10,000 investment made in the AMG GW&K Enhanced Core Bond ESG Fund’s Class N shares on December 31, 2013, to a $10,000 investment made in the Bloomberg U.S. Aggregate Bond Index for the same time period. The graph and table do not reflect the deduction of taxes that a shareholder would pay on a Fund distribution or redemption of shares. The listed returns for the Fund are net of expenses and the returns for the index exclude expenses. Total returns would have been lower had certain expenses not been reduced.

LOGO

The table below shows the average annual total returns for the AMG GW&K Enhanced Core Bond ESG Fund and the Bloomberg U.S. Aggregate Bond Index for the same time periods ended December 31, 2023.


Average Annual Total Returns¹	One Year			Five Years			Ten Years

AMG GW&K Enhanced Core Bond ESG Fund^{2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18}

Class N		5.89	%		1.62	%		1.54	%

Class I		6.05	%		1.77	%		1.72	%

Class Z		6.13	%		1.86	%		1.79	%

Bloomberg U.S. Aggregate Bond Index¹⁹		5.53	%		1.10	%		1.81	%

Distributed by AMG Distributors, Inc., member FINRA/SIPC.

² From time to time, the Fund’s Investment Manager has waived its fees and/or absorbed Fund expenses, which has resulted in higher returns.

³ Market prices of investments held by the Fund may fall rapidly or unpredictably due to a variety of factors, including economic, political, or market conditions, or other factors including terrorism, war, natural disasters and the spread of infectious illness or other public health issues, including epidemics or pandemics, or in response to events that affect particular industries or companies.

⁴ The Fund may not be able to dispose of particular investments, such as illiquid securities, readily at favorable times or prices or the Fund may have to sell them at a loss.

⁵ Because the Fund is an actively managed investment portfolio, security selection or focus on securities in a particular style, market sector or group of companies may cause the Fund to incur losses or underperform relative to its benchmarks or other funds with a similar investment objective. There can be no guarantee that the Subadviser’s investment techniques and risk analysis will produce the desired result.

⁶ The value of a debt security changes in response to various factors, including, for example, market-related factors, such as changes in interest rates or changes in the actual or perceived ability of an issuer to meet its obligations. Investments in debt securities are subject to, among other risks, credit risk, interest rate risk, extension risk, prepayment risk and liquidity risk.

⁷ Fixed coupon payments (cash flows) of bonds and debt securities may become less competitive with the market in periods of rising interest rates and cause bond prices to decline. During periods of increasing interest rates, the Fund may experience high levels of volatility and shareholder redemptions, and may have to sell securities at times when it would otherwise not do so, and at unfavorable prices, which could reduce the returns of the Fund.

⁸ The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The distribution amount paid by the Fund will vary and generally depends on the amount of income the Fund earns (less expenses) on its portfolio holdings, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains arising from its investments may reduce its distribution level.

⁹ During periods of rising interest rates, a debtor may pay back a bond or other fixed income security slower than expected or required, and the value of such security may fall.

¹⁰ Inflation risk is the risk that the value of assets or income from investments will be worth less in the



		AMG GW&K Enhanced Core Bond ESG Fund Portfolio Manager’s Comments (continued)

future. Inflation rates may change frequently and drastically as a result of various factors and the Fund’s investments may not keep pace with inflation, which may result in losses to Fund investors or adversely affect the real value of shareholders’ investments in the Fund. As inflation rates increase, fixed income securities markets may experience heightened levels of interest rate volatility and liquidity risk. Deflation risk is the risk that the prices throughout the economy decline over time – the opposite of inflation. Deflation may have an adverse effect on the creditworthiness of issuers and may make issuer default more likely, which may result in a decline in the value of the Fund’s portfolio.

¹¹ Factors unique to the municipal bond market may negatively affect the value of municipal bonds.

¹² A debtor may exercise its right to pay back a bond or other debt security earlier than expected or required during periods of decreasing interest rates.

¹³ The Fund may have difficulty reinvesting payments from debtors and may receive lower rates than from its original investments.

¹⁴ The issuer of bonds or other debt securities may be unable or unwilling, or may be perceived as unable or unwilling, to make timely interest or principal payments or otherwise honor its obligations.

¹⁵ Below investment grade debt securities and unrated securities of similar credit quality (commonly known as “junk bonds” or “high yield securities”) may be subject to greater levels of interest rate, credit, liquidity, and market risk than

higher-rated securities. These securities are considered predominately speculative with respect to the issuer’s continuing ability to make principal and interest payments.

¹⁶ Obligations issued by some U.S. Government agencies, authorities, instrumentalities, or sponsored enterprises such as Government National Mortgage Association (“GNMA”) are backed by the full faith and credit of the U.S. Government, while obligations issued by others, such as Federal National Mortgage Association (“FNMA”), Federal Home Loan Mortgage Corporation (“FHLMC”), and Federal Home Loan Banks (“FHLBs”), are not backed by the full faith and credit of the U.S. Government and are backed solely by the entity’s own resources or by the ability of the entity to borrow from the U.S. Treasury. If one of these agencies defaults on a loan, there is no guarantee that the U.S. Government will provide financial support.

¹⁷ Investments in asset-backed and mortgage-backed securities involve risk of severe credit downgrades, loss due to prepayments that occur earlier or later than expected, illiquidity and default.

¹⁸ Because applying the Fund’s ESG investment criteria may result in the selection or exclusion of securities of certain issuers for reasons other than financial performance, the Fund’s investment returns may underperform funds that do not incorporate ESG factors into their investment process. The incorporation of ESG criteria into the investment process may affect the Fund’s investment exposure to certain companies, sectors, regions, countries or types of investments, which could negatively impact the Fund’s performance

depending on whether such investments are in or out of favor. Applying ESG criteria to investment decisions is qualitative and subjective by nature, and there is no guarantee that the criteria utilized by the Subadviser or any judgment exercised by the Subadviser will improve the financial performance of the Fund or reflect the beliefs or values of any particular investor. ESG standards differ by region and industry, and a company’s ESG practices or the Subadviser’s assessment of a company’s ESG practices may change over time.

¹⁹ The Bloomberg U.S. Aggregate Bond Index is an index of the U.S. investment-grade fixed-rate bond market, including both government and corporate bonds. Unlike the Fund, the Bloomberg U.S. Aggregate Bond Index is unmanaged, is not available for investment and does not incur expenses.

Not FDIC insured, nor bank guaranteed. May lose value.



		AMG GW&K Enhanced Core Bond ESG Fund Fund Snapshots (unaudited) December 31, 2023

PORTFOLIO BREAKDOWN


Category		% of Net Assets

U.S. Government and Agency Obligations		48.4

Corporate Bonds and Notes		42.6

Municipal Bonds		5.6

Asset-Backed Securities		1.3

Short-Term Investments		5.3

Other Assets, less Liabilities		(3.2)


Rating		% of Market Value¹

U.S. Government and Agency Obligations		49.4

Aaa/AAA		4.3

Aa/AA		5.2

A		8.9

Baa/BBB		20.0

Ba/BB		12.0

B		0.2

¹	Includes market value of long-term fixed-income securities only.

TOP TEN HOLDINGS


Security Name				% of Net Assets

U.S. Treasury Bonds, 2.250%, 05/15/41				2.8

U.S. Treasury Bonds, 3.500%, 02/15/39				2.7

U.S. Treasury Bonds, 1.875%, 02/15/51				2.3

FNMA, 3.500%, 02/01/47				2.1

FNMA, 4.000%, 10/01/43				1.9

Freddie Mac Multifamily Structured Pass Through Certificates, Series K133, Class A2, 2.096%, 09/25/31				1.8

FNMA, 4.500%, 09/01/46				1.8

FHLMC, 3.000%, 03/01/51				1.6

U.S. Treasury Bonds, 3.125%, 05/15/48				1.6

California State General Obligation, School Improvements, Build America Bonds, 7.550%, 04/01/39				1.6

Top Ten as a Group				20.2



		AMG GW&K Enhanced Core Bond ESG Fund Schedule of Portfolio Investments December 31, 2023


	Principal Amount		Value

Corporate Bonds and Notes - 42.6%

Financials - 11.7%

AerCap Ireland Capital DAC/AerCap Global Aviation Trust (Ireland) 1.650%, 10/29/24		$450,000		$434,297

Air Lease Corp. 2.875%, 01/15/26		248,000		236,260

American Express Co.
(3.550% to 09/15/26 then U.S. Treasury Yield Curve CMT 5 year + 2.854%), 3.550%, 09/15/26^1,2,3		445,000		381,498

Bank of America Corp.
MTN, (4.330% to 03/15/49 then 3 month SOFR + 1.782%), 4.330%, 03/15/50^1,3,4		390,000		343,269

The Bank of New York Mellon Corp.
Series I, (3.750% to 12/20/26 then U.S. Treasury Yield Curve CMT 5 year + 2.630%), 3.750%, 12/20/26^1,2,3		61,000		52,724
Series G, (4.700% to 09/20/25 then U.S. Treasury Yield Curve CMT 5 year + 4.358%), 4.700%, 09/20/25^1,2,3		206,000		200,753

Citigroup, Inc.
Series P, (5.950% to 05/15/25 then 3 month SOFR + 4.167%), 5.950%, 05/15/25^1,2,3		140,000		137,033

Crown Castle, Inc. 4.300%, 02/15/29		375,000		360,892

The Goldman Sachs Group, Inc.
Series O, (5.300% to 11/10/26 then 3 month SOFR + 4.096%), 5.300%, 11/10/26^1,2,3,4		193,000		188,514

JPMorgan Chase & Co.
(6.254% to 10/23/33 then SOFR + 1.810%), 6.254%, 10/23/34^1,3,4		370,000		401,075

Morgan Stanley
(4.431% to 01/23/29 then 3 month SOFR + 1.890%), 4.431%, 01/23/30^1,3		415,000		404,201

The PNC Financial Services Group, Inc.
(5.068% to 01/24/33 then SOFR + 1.933%), 5.068%, 01/24/34^1,3		412,000		403,126

SBA Communications Corp. 3.875%, 02/15/27		200,000		192,063

SLM Corp. 3.125%, 11/02/26		275,000		256,420

US Bancorp
(5.775% to 06/12/28 then SOFR + 2.020%), 5.775%, 06/12/29^1,3		375,000		385,258

Wells Fargo & Co.
MTN, (2.879% to 10/30/29 then 3 month SOFR + 1.432%), 2.879%, 10/30/30^1,3		450,000		400,033

Total Financials				4,777,416

Industrials - 30.3%

AECOM 5.125%, 03/15/27		223,000		221,394


	Principal Amount		Value

Air Canada (Canada) 3.875%, 08/15/26⁵		$105,000		$100,316

Air Products and Chemicals, Inc. 4.800%, 03/03/33⁴		246,000		253,844

Alcoa Nederland Holding, B.V. (Netherlands) 4.125%, 03/31/29^4,5		480,000		445,111

APi Group DE, Inc. 4.125%, 07/15/29^4,5		105,000		95,545

Aramark Services, Inc. 5.000%, 02/01/28^4,5		207,000		200,798

Ashtead Capital, Inc. 1.500%, 08/12/26⁵		308,000		279,249

AT&T, Inc. 1.650%, 02/01/28		205,000		182,553
4.300%, 02/15/30		190,000		186,049

Ball Corp. 2.875%, 08/15/30		223,000		191,331

Broadcom, Inc. 4.150%, 11/15/30		333,000		318,075

BWX Technologies, Inc. 4.125%, 06/30/28⁵		110,000		102,002

Campbell Soup Co. 2.375%, 04/24/30		230,000		199,354

Celanese US Holdings LLC 6.550%, 11/15/30		370,000		391,137

Charter Communications Operating LLC/Charter Communications Operating Capital 4.908%, 07/23/25		307,000		304,082

Clean Harbors, Inc. 4.875%, 07/15/27⁵		195,000		191,079

Clearwater Paper Corp. 4.750%, 08/15/28⁵		214,000		198,378

Cogent Communications Group, Inc. 3.500%, 05/01/26⁵		267,000		255,616

Comcast Corp. 4.150%, 10/15/28		85,000		83,816
4.650%, 02/15/33⁴		105,000		105,633

CommonSpirit Health 3.347%, 10/01/29		403,000		367,962

Crowdstrike Holdings, Inc. 3.000%, 02/15/29⁴		218,000		197,012

Crown Americas LLC/Crown Americas Capital Corp. V 4.250%, 09/30/26⁴		252,000		244,440

Delta Air Lines, Inc. 4.375%, 04/19/28		70,000		67,726

Fiserv, Inc. 4.200%, 10/01/28⁴		353,000		344,984

FMG Resources August 2006 Pty, Ltd. (Australia) 4.500%, 09/15/27⁵		72,000		69,177

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



		AMG GW&K Enhanced Core Bond ESG Fund Schedule of Portfolio Investments (continued)


	Principal Amount		Value

Industrials - 30.3% (continued)

The Ford Foundation Series 2020, 2.415%, 06/01/50		$468,000		$307,978

Freeport-McMoRan, Inc. 4.625%, 08/01/30⁴		306,000		299,028

Graphic Packaging International LLC 4.750%, 07/15/27⁵		60,000		58,200

HB Fuller Co. 4.250%, 10/15/28		71,000		66,389

HCA, Inc. 3.500%, 09/01/30⁴		332,000		300,967

Hillenbrand, Inc. 5.000%, 09/15/26⁶		60,000		59,312

Hilton Domestic Operating Co., Inc. 4.875%, 01/15/30		217,000		210,307

Howmet Aerospace, Inc. 5.900%, 02/01/27⁴		151,000		154,875

Jacobs Engineering Group, Inc. 5.900%, 03/01/33		360,000		367,502

KB Home 4.800%, 11/15/29		236,000		225,498

Kraft Heinz Foods Co. 4.250%, 03/01/31⁴		366,000		358,517

Lamar Media Corp. 3.750%, 02/15/28		60,000		56,281

McDonald’s Corp. 4.800%, 08/14/28		279,000		283,813

Merck & Co., Inc. 1.900%, 12/10/28⁴		159,000		143,091

Meritage Homes Corp. 5.125%, 06/06/27		60,000		59,120

Methanex Corp. (Canada) 5.125%, 10/15/27		97,000		94,759

Microsoft Corp. 2.525%, 06/01/50		484,000		330,414

MSCI, Inc. 3.250%, 08/15/33⁵		273,000		228,170

Mueller Water Products, Inc. 4.000%, 06/15/29⁵		55,000		50,105

Murphy Oil USA, Inc. 4.750%, 09/15/29		75,000		71,063
5.625%, 05/01/27		125,000		123,911

Novelis Corp. 3.250%, 11/15/26⁵		215,000		202,401

Packaging Corp. of America 5.700%, 12/01/33		190,000		200,009

Prime Security Services Borrower LLC/Prime Finance, Inc. 5.750%, 04/15/26⁵		149,000		149,807

Sealed Air Corp. 4.000%, 12/01/27⁵		70,000		65,700


	Principal Amount		Value

Sensata Technologies, B.V. 4.000%, 04/15/29⁵		$200,000		$185,863

Sonoco Products Co. 2.850%, 02/01/32		279,000		237,395

Sysco Corp. 2.400%, 02/15/30		420,000		370,474

Teleflex, Inc. 4.250%, 06/01/28⁵		70,000		66,345

Tenet Healthcare Corp. 4.875%, 01/01/26		160,000		158,197

Teva Pharmaceutical Finance Netherlands III, B.V. (Netherlands) 5.125%, 05/09/29		200,000		191,009

United Rentals North America, Inc. 3.875%, 02/15/31⁴		195,000		177,177

Verizon Communications, Inc. 3.875%, 02/08/29⁴		374,000		362,586

Walgreens Boots Alliance, Inc. 3.200%, 04/15/30⁴		469,000		412,847

WESCO Distribution, Inc. 7.250%, 06/15/28⁵		140,000		143,896

Total Industrials				12,369,669

Utilities - 0.6%

National Rural Utilities Cooperative Finance Corp. 1.350%, 03/15/31		332,000		260,440

Total Corporate Bonds and Notes
(Cost $18,153,700)				17,407,525

Asset-Backed Securities - 1.3%

American Express Credit Account Master Trust Series 2022-4, Class A 4.950%, 10/15/27		200,000		200,647

Ford Credit Auto Owner Trust Series 2022-B, Class A4 3.930%, 08/15/27		205,000		201,451

Toyota Auto Receivables Owner Trust
Series 2021-B, Class A3 0.260%, 11/17/25		40,731		39,855
Series 2021-B, Class A4 0.530%, 10/15/26		85,000		80,375

Total Asset-Backed Securities
(Cost $517,991)				522,328

Municipal Bonds - 5.6%

California Health Facilities Financing Authority 4.190%, 06/01/37		240,000		221,980

California State General Obligation, School Improvements, Build America Bonds 7.550%, 04/01/39		500,000		631,304

Commonwealth of Massachusetts, Series B 4.110%, 07/15/31		226,015		224,181

County of Miami-Dade Florida Aviation Revenue Series C, 4.280%, 10/01/41		430,000		390,437

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



		AMG GW&K Enhanced Core Bond ESG Fund Schedule of Portfolio Investments (continued)


	Principal Amount		Value

Municipal Bonds - 5.6% (continued)

Los Angeles Unified School District, School Improvements, Build America Bonds 5.750%, 07/01/34		$360,000		$382,174

Massachusetts School Building Authority, Series B, 1.753%, 08/15/30		368,000		316,298

University of California, University & College Improvements, Series BD 3.349%, 07/01/29		120,000		114,103

Total Municipal Bonds
(Cost $2,495,536)				2,280,477

U.S. Government and Agency Obligations - 48.4%

Fannie Mae - 24.8%

FNMA 3.000%, 06/01/33 to 05/01/50		999,842		934,815
3.500%, 04/01/34 to 05/01/52		4,062,167		3,831,516
4.000%, 10/01/43 to 06/01/49		2,335,784		2,264,693
4.500%, 04/01/39 to 05/01/53		2,274,263		2,249,179
5.000%, 07/01/47		487,714		495,597
5.500%, 11/01/52		326,519		333,608

Total Fannie Mae				10,109,408

Freddie Mac - 9.2%

FHLMC 2.000%, 09/01/35		240,315		216,981
3.000%, 03/01/50 to 03/01/51		1,233,841		1,105,846
4.000%, 07/01/48		297,395		286,860
4.500%, 10/01/41		430,385		429,830
5.500%, 06/01/53		482,060		486,818

FHLMC Gold Pool 3.500%, 02/01/30 to 01/01/31		222,381		217,047

Freddie Mac Multifamily Structured Pass Through Certificates
Series K133, Class A2 2.096%, 09/25/31		880,000		746,511
Series K134, Class A2 2.243%, 10/25/31³		95,000		81,412

Freddie Mac REMICS
Series 5297, Class DA 5.000%, 12/25/52		204,853		203,169

Total Freddie Mac				3,774,474

Ginnie Mae - 0.5%

GNMA
Series 2023-111, Class FD (SOFR + 1.000%, Cap 7.000%, Floor 1.000%), 6.338%, 08/20/53³		197,428		196,873


	Principal Amount		Value

U.S. Treasury Obligations - 13.9%

U.S. Treasury Bonds 1.875%, 02/15/51		$1,487,000		$942,909
2.250%, 05/15/41		1,508,000		1,148,613
2.500%, 02/15/46		338,000		253,619
3.125%, 05/15/48		771,000		642,339
3.500%, 02/15/39		1,148,000		1,087,237
3.625%, 02/15/53		225,000		207,774
3.875%, 02/15/43		397,000		378,515
5.000%, 05/15/37		163,000		182,286

U.S. Treasury Inflation Indexed Notes 0.250%, 01/15/25		292,273		283,689
0.500%, 01/15/28		293,120		277,345
1.125%, 01/15/33		263,385		249,135

Total U.S. Treasury Obligations				5,653,461

Total U.S. Government and Agency Obligations
(Cost $21,531,747)				19,734,216

Short-Term Investments - 5.3%

Joint Repurchase Agreements - 5.3%⁷

Daiwa Capital Markets America, dated 12/29/23, due 01/02/24, 5.380% total to be received $1,000,598 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.500%, 03/22/24 -01/01/54, totaling $1,020,123)		1,000,000		1,000,000

Deutsche Bank Securities, Inc., dated 12/29/23, due 01/02/24, 5.350% total to be received $185,684 (collateralized by various U.S. Government Agency Obligations, 2.000% -6.500%, 09/01/46 - 06/01/62, totaling $189,285)		185,574		185,574

RBC Dominion Securities, Inc., dated 12/29/23, due 01/02/24, 5.340% total to be received $1,000,593 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.500%, 01/15/24 -12/01/53, totaling $1,020,000)		1,000,000		1,000,000

Total Joint Repurchase Agreements				2,185,574

Total Short-Term Investments
(Cost $2,185,574)				2,185,574

Total Investments - 103.2%
(Cost $44,884,548)				42,130,120

Other Assets, less Liabilities - (3.2)%				(1,313,459	)

Net Assets - 100.0%				$40,816,661

¹	Fixed to variable rate investment. The rate shown reflects the fixed rate in effect at December 31, 2023. Rate will reset at a future date.

²	Perpetuity Bond. The date shown represents the next call date.

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



		AMG GW&K Enhanced Core Bond ESG Fund Schedule of Portfolio Investments (continued)

⁴	Some of these securities, amounting to $4,139,635 or 10.1% of net assets, were out on loan to various borrowers and are collateralized by cash and various U.S. Treasury Obligations. See Note 4 of Notes to Financial Statements.

⁵	Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At December 31, 2023, the value of these securities amounted to $3,087,758 or 7.6% of net assets.

⁶	Step Bond: A debt instrument with either deferred interest payments or an interest rate that resets at specific times during its term.

⁷	Cash collateral received for securities lending activity was invested in these joint repurchase agreements.


CMT		Constant Maturity Treasury

FHLMC		Freddie Mac

FNMA		Fannie Mae

GNMA		Ginnie Mae

MTN		Medium-Term Note

REMICS		Real Estate Mortgage Investment Conduit

SOFR		Secured Overnight Financing Rate

The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of December 31, 2023:


	Level 1		Level 2		Level 3		Total

Investments in Securities

Corporate Bonds and Notes^†		—		$17,407,525		—		$17,407,525

Asset-Backed Securities		—		522,328		—		522,328

Municipal Bonds^†		—		2,280,477		—		2,280,477

U.S. Government and Agency Obligations^†		—		19,734,216		—		19,734,216

Short-Term Investments

Joint Repurchase Agreements		—		2,185,574		—		2,185,574


Total Investments in Securities		—		$42,130,120		—		$42,130,120

^†

All corporate bonds and notes, municipal bonds, and U.S. government agency obligations held in the Fund are Level 2 securities. For a detailed breakout of corporate bonds and notes, municipal bonds, and U.S. government agency obligations by major industry or agency classification, please refer to the Fund’s Schedule of Portfolio Investments.

For the fiscal year ended December 31, 2023, there were no transfers in or out of Level 3.

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



		AMG GW&K High Income Fund Portfolio Manager’s Comments (unaudited)

THE YEAR IN REVIEW

AMG GW&K High Income Fund (the “Fund”) Class N shares returned 9.13% during the year ended December 31, 2023, compared to the 9.65% return for the Bloomberg U.S. High Yield 1–5 Year Ba Index.

MARKET OVERVIEW

The fixed income market experienced a solid rally in the first quarter of 2023, rebounding from its worst year on record. Much of the period saw a continuation of the tension that drove trading in 2022: inflation continued to slow, but at a glacial pace; a moribund housing market and downbeat consumer had yet to manifest as a slowdown in spending; and a record pace of rate hikes was unable to cool a stubbornly hot labor market. Investors also struggled to anticipate the U. S Federal Reserve’s (the Fed) reaction function amid the various crosscurrents, while Chair Powell’s commentary offered few concrete insights beyond a firm resolve and data dependence. But the narrative shifted abruptly in the final weeks, as signs of systemic instability flared up amid a flurry of bank failures. The implications of this turmoil for financial conditions were not yet evident, but the stress in the banking sector was a complicating factor for both the Fed and the bond market.

guidance. There was nevertheless scant evidence of the Fed’s success in curbing aggregate demand away from some narrow segments of the commercial real estate and consumer finance markets.

FUND PERFORMANCE

The Fund underperformed the Bloomberg U.S High Yield 1-5 Year Ba Index for 2023. The Fund’s out-of-benchmark allocation to BBB-rated

Corporates was the main detractor from performance amidst the lower quality rally. Our longer duration and exposure to intermediate rates, particularly the 10- and 20-year part of the curve, detracted from returns given the re-steepening. This was mostly offset by the Fund’s out-of-benchmark allocation to single B-rated Corporates, which was a positive contributor. Security selection was similarly positive, particularly within the BB-rated consumer cyclical, utilities, and capital goods sectors.

OUTLOOK

After a brief period in the second quarter that saw the bond market converge with the Fed’s dot plot, a rift has once again formed. The Fed projects three rate cuts in 2024 while the Federal Funds futures market expects more than six. Similarly, the persistent inversion of the yield curve suggests the bond market is pricing in elevated odds of a recession, while the Fed’s median projections do not see GDP growth falling below 1.4%. The inversion of the yield curve seems less likely to persist indefinitely, especially if rates normalize into a soft landing.

A soft landing would provide a favorable backdrop for corporate fundamentals. By creating conditions that allow the Fed to cut rates, it would both support topline growth and promote favorable liquidity conditions, thereby easing future refinancing needs. It would also be constructive on a technical basis, given that it would enhance the appeal of spread product. Valuations at current levels are less appealing, with breakevens versus Treasuries at the lower end of their historical range and leaving little room for error. As such, we believe this backdrop supports a neutral view of credit. Within the space, we favor names with defensive operating and financial metrics, given that investors do not seem to be assigning a meaningful discount to riskier business profiles.



		AMG GW&K High Income Fund Portfolio Manager’s Comments (continued)

CUMULATIVE TOTAL RETURN PERFORMANCE

AMG GW&K High Income Fund’s cumulative total return is based on the daily change in net asset value (NAV), and assumes that all dividends and distributions were reinvested. The graph compares a hypothetical $10,000 investment made in the AMG GW&K High Income Fund’s Class N shares on December 31, 2013, to a $10,000 investment made in the Bloomberg U.S. High Yield 1-5 Year Ba Index for the same time period. The graph and table do not reflect the deduction of taxes that a shareholder would pay on a Fund distribution or redemption of shares. The listed returns for the Fund are net of expenses and the returns for the index exclude expenses. Total returns would have been lower had certain expenses not been reduced.

LOGO

The table below shows the average annual total returns for the AMG GW&K High Income Fund and the Bloomberg U.S. High Yield 1-5 Year Ba Index for the same time periods ended December 31, 2023.


	One			Five			Ten			Since			Inception
Average Annual Total Returns¹	Year			Years			Years			Inception			Date

AMG GW&K High Income Fund^{2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 19}

Class N		9.13	%		4.95	%		3.05	%		4.69	%		03/25/94

Class I		9.35	%		—			—			2.05	%		03/15/21

Bloomberg U.S. High Yield 1-5 Year Ba Index²⁰		9.65	%		5.04	%		4.21	%		6.49	%		03/25/94	^†

Distributed by AMG Distributors, Inc., member FINRA/SIPC.

^†	Date reflects the inception date of the Fund, not the index.

capital gain distributions. Returns for periods greater than one year are annualized. The listed returns on the Fund are net of expenses and based on the published NAV as of December 31, 2023. All returns are in U.S. Dollars($).

² From time to time, the Fund’s Investment Manager has waived its fees and/or absorbed Fund expenses, which has resulted in higher returns.

⁴ The Fund may not be able to dispose of particular investments, such as illiquid securities, readily at favorable times or prices or the Fund may have to sell them at a loss.

⁶ As of December 4, 2020, the Fund’s Subadviser was changed to GW&K Investment Management, LLC. Prior to December 4, 2020, the Fund was known as the AMG Managers Global Income Opportunity Fund, and had different principal investment strategies and corresponding risks. Performance shown for periods prior to December 4, 2020 reflects the performance and investment strategies of the Fund’s previous Subadviser, Loomis, Sayles & Company, L.P. The Fund’s past performance would have been different if the Fund were managed by the current Subadviser and strategy, and the Fund’s prior performance record might be less pertinent for investors considering whether to purchase shares of the Fund.



		AMG GW&K High Income Fund Portfolio Manager’s Comments (continued)

redemptions, and may have to sell securities at times when it would otherwise not do so, and at unfavorable prices, which could reduce the returns of the Fund.

⁹ The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The distribution amount paid by the Fund will vary and generally depends on the amount of income the Fund earns (less expenses) on its portfolio holdings, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains arising from its investments may reduce its distribution level.

¹⁰ During periods of rising interest rates, a debtor may pay back a bond or other fixed income security slower than expected or required, and the value of such security may fall.

¹² Factors unique to the municipal bond market may negatively affect the value of municipal bonds.

¹³ A debtor may exercise its right to pay back a bond or other debt security earlier than expected or required during periods of decreasing interest rates.

¹⁴ The Fund may have difficulty reinvesting payments from debtors and may receive lower rates than from its original investments.

¹⁶ Below investment grade debt securities and unrated securities of similar credit quality (commonly known as “junk bonds” or “high yield securities”) may be subject to greater levels of interest rate, credit, liquidity, and market risk than higher-rated securities. These securities are considered predominately speculative with respect to the issuer’s continuing ability to make principal and interest payments.

¹⁸ Investing in restricted securities (including, without limitation, Rule 144A securities) may reduce the liquidity of the Fund’s investments in the event that an adequate trading market does not exist for these securities. Limitations on the resale of restricted securities could adversely affect the marketability of the securities, and the Fund may be unable to sell the security at the desired time or price, if at all. The purchase price and subsequent valuation of restricted securities normally reflect a discount, which may be significant, from the market price of comparable unrestricted securities for which a liquid trading market exists.

¹⁹ Because applying the Fund’s ESG investment criteria may result in the selection or exclusion of securities of certain issuers for reasons other than

financial performance, the Fund’s investment returns may underperform funds that do not incorporate ESG factors into their investment process. The incorporation of ESG criteria into the investment process may affect the Fund’s investment exposure to certain companies, sectors, regions, countries or types of investments, which could negatively impact the Fund’s performance depending on whether such investments are in or out of favor. Applying ESG criteria to investment decisions is qualitative and subjective by nature, and there is no guarantee that the criteria utilized by the Subadviser or any judgment exercised by the Subadviser will improve the financial performance of the Fund or reflect the beliefs or values of any particular investor. ESG standards differ by region and industry, and a company’s ESG practices or the Subadviser’s assessment of a company’s ESG practices may change over time.

²⁰The Bloomberg U.S. High Yield 1-5 Year Ba Index, a subset of the Bloomberg High Yield Index, is an unmanaged index comprised of fixed rate, publicly issued, non-investment grade debt registered with the Securities and Exchange Commission (SEC) where the middle rating of Moody’s, S&P and Fitch is BB and maturities range from 1 to 5 years. Unlike the Fund, the Bloomberg U.S. High Yield 1-5 Year Ba Index is unmanaged, is not available for investment and does not incur expenses.

Not FDIC insured, nor bank guaranteed. May lose value.



		AMG GW&K High Income Fund Fund Snapshots (unaudited) December 31, 2023

PORTFOLIO BREAKDOWN


Category		% of Net Assets

Corporate Bonds and Notes		97.9

Short-Term Investments¹		15.7

Other Assets, less Liabilities²		(13.6)

¹	Includes reinvestment of cash collateral into joint repurchase agreements on security lending transactions.

²	Includes repayment of cash collateral on security lending transactions.


Rating		% of Market Value¹

A		1.0

Baa/BBB		25.4

Ba/BB		68.5

B		5.1

¹	Includes market value of long-term fixed-income securities only.

TOP TEN HOLDINGS


Security Name				% of Net Assets

NuStar Logistics LP, 5.625%, 04/28/27				2.0

SLM Corp., 4.200%, 10/29/25				1.8

SM Energy Co., 5.625%, 06/01/25				1.8

Matador Resources Co., 5.875%, 09/15/26				1.6

Southwestern Energy Co., 8.375%, 09/15/28				1.6

Citigroup, Inc., 3.875%, 02/18/26				1.6

Prime Security Services Borrower LLC/Prime Finance, Inc., 5.750%, 04/15/26				1.6

Starwood Property Trust, Inc., 4.750%, 03/15/25				1.6

Navient Corp., 5.000%, 03/15/27				1.5

MGM Resorts International, 5.750%, 06/15/25				1.5

Top Ten as a Group				16.6



		AMG GW&K High Income Fund Schedule of Portfolio Investments December 31, 2023


	Principal Amount		Value

Corporate Bonds and Notes - 97.9%

Financials - 17.5%

American Express Co. (3.550% to 09/15/26 then U.S. Treasury Yield Curve CMT 5 year + 2.854%), 3.550%, 09/15/26^1,2,3		$186,000		$159,458

Citigroup, Inc. (3.875% to 02/18/26 then U.S. Treasury Yield Curve CMT 5 year + 3.417%), 3.875%, 02/18/26^1,2,3		255,000		225,758

Fifth Third Bancorp 3.650%, 01/25/24		25,000		24,959

The Goldman Sachs Group, Inc. Series U (3.650% to 08/10/26 then U.S. Treasury Yield Curve CMT 5 year + 2.915%), 3.650%, 08/10/26^1,2,3,4		151,000		133,902

Huntington Bancshares, Inc. 2.625%, 08/06/24		75,000		73,598

JPMorgan Chase & Co. Series S (6.750% to 02/01/24 then 3 month SOFR + 4.042%), 6.750%, 02/01/24^1,2,3		167,000		166,661

KeyCorp (3.878% to 05/23/24 then SOFR Index + 1.250%), 3.878%, 05/23/25^1,3		75,000		73,324

M&T Bank Corp. (4.553% to 08/16/27 then SOFR Index + 1.780%), 4.553%, 08/16/28^1,3		39,000		37,571

MetLife, Inc. Series G (3.850% to 09/15/25 then U.S. Treasury Yield Curve CMT 5 year + 3.576%), 3.850%, 09/15/25^1,2,3,4		135,000		127,791

Morgan Stanley Series M 5.875%, 09/15/26^2,3		174,000		166,248

Navient Corp. 5.000%, 03/15/27⁴		220,000		212,400

SBA Communications Corp. 3.875%, 02/15/27		198,000		190,142

SLM Corp. 4.200%, 10/29/25		264,000		256,080

Starwood Property Trust, Inc. 4.750%, 03/15/25		223,000		220,034

Wells Fargo & Co. Series U 5.875%, 06/15/25^2,3,4		209,000		206,821

Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp. 5.500%, 03/01/25⁵		170,000		169,135

Total Financials				2,443,882


	Principal Amount		Value

Industrials - 77.3%

AECOM 5.125%, 03/15/27		$167,000		$165,797

Air Canada (Canada) 3.875%, 08/15/26⁵		195,000		186,301

Alcoa Nederland Holding BV (Netherlands) 6.125%, 05/15/28⁵		200,000		201,151

American Airlines Inc/AAdvantage Loyalty IP, Ltd. 5.500%, 04/20/26⁵		149,167		148,091

Apache Corp. 4.250%, 01/15/30⁴		148,000		138,287

APi Group DE, Inc. 4.125%, 07/15/29^4,5		200,000		181,991

Aramark Services, Inc. 5.000%, 02/01/28^4,5		146,000		141,626

ATI, Inc. 4.875%, 10/01/29		78,000		72,693

Avient Corp. 5.750%, 05/15/25⁵		66,000		66,002

Ball Corp. 5.250%, 07/01/25		70,000		69,913

BWX Technologies, Inc. 4.125%, 06/30/28⁵		195,000		180,822

Caesars Entertainment, Inc. 6.250%, 07/01/25⁵		175,000		175,476

Callon Petroleum Co. 6.375%, 07/01/26⁴		185,000		184,122

CCO Holdings LLC/CCO Holdings Capital Corp. 5.500%, 05/01/26⁵		179,000		177,808

Celanese US Holdings LLC 6.330%, 07/15/29		149,000		156,193

Centene Corp. 4.250%, 12/15/27		93,000		89,610

Cheniere Energy Partners LP 4.500%, 10/01/29		155,000		148,252

Chord Energy Corp. 6.375%, 06/01/26⁵		175,000		175,000

Cleveland-Cliffs, Inc. 5.875%, 06/01/27⁴		172,000		171,385

Cogent Communications Group, Inc. 3.500%, 05/01/26⁵		188,000		179,985

Commercial Metals Co. 3.875%, 02/15/31		124,000		109,712

Crown Cork & Seal Co., Inc. 7.375%, 12/15/26		185,000		194,250

Dana, Inc. 5.625%, 06/15/28		123,000		121,268

Embraer Netherlands Finance BV (Netherlands) 5.400%, 02/01/27		110,000		109,283

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



		AMG GW&K High Income Fund Schedule of Portfolio Investments (continued)


	Principal Amount		Value

Industrials - 77.3% (continued)

Encompass Health Corp. 4.500%, 02/01/28		$146,000		$139,687

EnLink Midstream LLC 5.375%, 06/01/29		180,000		176,122

EQT Corp. 5.700%, 04/01/28		105,000		106,556

FMG Resources August 2006 Pty, Ltd. (Australia) 4.500%, 09/15/27⁵		152,000		146,039

Ford Motor Credit Co. LLC 4.134%, 08/04/25		200,000		194,389

General Motors Co. 6.800%, 10/01/27		70,000		74,204

Graphic Packaging International LLC 3.500%, 03/01/29⁵		165,000		148,563

HB Fuller Co. 4.250%, 10/15/28		154,000		143,998

Hudbay Minerals, Inc. (Canada) 4.500%, 04/01/26⁵		95,000		91,891

KB Home 4.000%, 06/15/31		85,000		76,128

Lamar Media Corp. 4.875%, 01/15/29		173,000		167,000

Matador Resources Co. 5.875%, 09/15/26⁴		231,000		229,082

Mattel, Inc. 3.375%, 04/01/26⁵		216,000		205,408

MEG Energy Corp. (Canada) 5.875%, 02/01/29⁵		185,000		179,754

Meritage Homes Corp. 6.000%, 06/01/25		92,000		91,754

Methanex Corp. (Canada) 5.125%, 10/15/27		183,000		178,773

MGM Resorts International 5.750%, 06/15/25		210,000		209,190

Mueller Water Products, Inc. 4.000%, 06/15/29⁵		186,000		169,446

Murphy Oil Corp. 6.375%, 07/15/28		170,000		170,773

Murphy Oil USA, Inc. 5.625%, 05/01/27		178,000		176,449

Novelis Corp. 3.250%, 11/15/26⁵		192,000		180,749

NuStar Logistics LP 5.625%, 04/28/27		276,000		274,824

Occidental Petroleum Corp. 7.875%, 09/15/31		150,000		170,634

Olin Corp. 5.125%, 09/15/27		202,000		195,846


	Principal Amount		Value

Penn Entertainment, Inc. 4.125%, 07/01/29^4,5		$181,000		$154,755

Penske Automotive Group, Inc. 3.500%, 09/01/25		184,000		178,509

Permian Resources Operating LLC 5.375%, 01/15/26⁵		190,000		187,470

Prime Security Services Borrower LLC/Prime Finance, Inc. 5.750%, 04/15/26⁵		223,000		224,208

Sealed Air Corp. 5.500%, 09/15/25⁵		165,000		165,000

Sensata Technologies, B.V. 4.000%, 04/15/29⁵		200,000		185,863

Silgan Holdings, Inc. 4.125%, 02/01/28⁴		155,000		148,031

Southwestern Energy Co. 8.375%, 09/15/28		220,000		227,608

Spirit AeroSystems, Inc. 9.375%, 11/30/29^4,5		165,000		180,555

Teleflex, Inc. 4.250%, 06/01/28⁵		155,000		146,907

Tenet Healthcare Corp. 4.875%, 01/01/26		180,000		177,972

Teva Pharmaceutical Finance Netherlands III, B.V. (Netherlands) 3.150%, 10/01/26		199,000		184,254

Toll Brothers Finance Corp. 4.350%, 02/15/28⁴		120,000		117,236

Travel + Leisure Co. 6.000%, 04/01/27⁶		70,000		69,610
6.600%, 10/01/25⁶		75,000		75,075

Trinity Industries, Inc. 4.550%, 10/01/24		112,000		110,320

United Rentals North America, Inc. 4.875%, 01/15/28⁴		181,000		176,699

United States Steel Corp. 6.875%, 03/01/29⁴		133,000		136,067

Wabash National Corp. 4.500%, 10/15/28⁵		163,000		147,078

WESCO Distribution, Inc. 7.250%, 06/15/28⁵		103,000		105,866

Western Digital Corp. 4.750%, 02/15/26		137,000		134,399

Western Midstream Operating LP 4.650%, 07/01/26		162,000		159,161

Total Industrials				10,834,920

Utilities - 3.1%

NRG Energy, Inc. 5.250%, 06/15/29⁵		195,000		188,835

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



		AMG GW&K High Income Fund Schedule of Portfolio Investments (continued)


	Principal Amount		Value

Utilities - 3.1% (continued)

SM Energy Co. 5.625%, 06/01/25		$253,000		$250,018

Total Utilities				438,853

Total Corporate Bonds and Notes
(Cost $13,776,553)				13,717,655

Short-Term Investments - 15.7%

Joint Repurchase Agreements - 14.7%⁷

Daiwa Capital Markets America, dated 12/29/23, due 01/02/24, 5.380% total to be received $1,000,598 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.500%, 03/22/24 - 01/01/54, totaling $1,020,123)		1,000,000		1,000,000

Deutsche Bank Securities, Inc., dated 12/29/23, due 01/02/24, 5.350% total to be received $57,825 (collateralized by various U.S. Government Agency Obligations, 2.000% - 6.500%, 09/01/46 - 06/01/62, totaling $58,947)		57,791		57,791


	Principal Amount		Value

RBC Dominion Securities, Inc., dated 12/29/23, due 01/02/24, 5.340% total to be received $1,000,593 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.500%, 01/15/24 - 12/01/53, totaling $1,020,000)		$1,000,000		$1,000,000

Total Joint Repurchase Agreements				2,057,791

Repurchase Agreements - 1.0%

Fixed Income Clearing Corp., dated 12/29/23 due 01/02/24, 5.150% total to be received $140,080 (collateralized by a U.S. Treasury, 4.125%, 09/30/27, totaling $142,856)		140,000		140,000

Total Short-Term Investments
(Cost $2,197,791)				2,197,791

Total Investments - 113.6%
(Cost $15,974,344)				15,915,446

Other Assets, less Liabilities - (13.6)%				(1,900,272	)

Net Assets - 100.0%				$14,015,174

¹	Fixed to variable rate investment. The rate shown reflects the fixed rate in effect at December 31, 2023. Rate will reset at a future date.

²	Perpetuity Bond. The date shown represents the next call date.

⁴	Some of these securities, amounting to $2,406,325 or 17.2% of net assets, were out on loan to various borrowers and are collateralized by cash and various U.S. Treasury Obligations. See Note 4 of Notes to Financial Statements.

⁵	Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At December 31, 2023, the value of these securities amounted to $4,791,775 or 34.2% of net assets.

⁶	Step Bond: A debt instrument with either deferred interest payments or an interest rate that resets at specific times during its term.

⁷	Cash collateral received for securities lending activity was invested in these joint repurchase agreements.


CMT		Constant Maturity Treasury

SOFR		Secured Overnight Financing Rate

The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of December 31, 2023:


	Level 1		Level 2		Level 3		Total

Investments in Securities

Corporate Bonds and Notes^†		—		$13,717,655		—		$13,717,655

Short-Term Investments

Joint Repurchase Agreements		—		2,057,791		—		2,057,791

Repurchase Agreements		—		140,000		—		140,000


Total Investments in Securities		—		$15,915,446		—		$15,915,446

^†	All corporate bonds and notes held in the Fund are level 2 securities. For a detailed breakout of corporate bonds and notes by major industry classification, please refer to the Fund’s Schedule of Portfolio Investments.

For the fiscal year ended December 31, 2023, there were no transfers in or out of Level 3.

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


		AMG GW&K Municipal Bond Fund Portfolio Manager’s Comments (unaudited)

THE YEAR IN REVIEW

For the year ended December 31, 2023, AMG GW&K Municipal Bond Fund (the “Fund”) Class N shares returned 5.72%, compared to the 5.78% return for its benchmark, the Bloomberg 10-Year Municipal Bond Index (the “Index”).

Municipal bonds posted solid gains in the first quarter, piggybacking a strong but extremely volatile rally in Treasuries. Although interest rates ultimately finished lower for the quarter, each month produced wildly different results. In January yields declined sharply as weak economic data fueled speculation of a U.S. Federal Reserve (the “Fed”) pivot. That notion gained more currency after the Federal Open Market Committee (FOMC) executed a slimmed-down quarter-point hike at its meeting on February 1, 2023. Two days later, however, a blowout jobs report undermined any thoughts of a slowdown, setting the stage for a violent reversal in rates. Worries over a recession faded, giving way to talk of a potential “no landing” scenario, where the economy continues to grow despite the Fed’s efforts to tame inflation. By early March, the yield curve had reached its deepest inversion in 40 years. The no-landing theory was ultimately done in, however, by the collapse of Silicon Valley Bank and subsequent turmoil in the banking industry. Rates plummeted into quarter end in a classic flight to safety, as investors worried that a pullback in lending posed a serious threat to future economic growth. As March ended, markets were anticipating multiple Fed cuts by year-end, even as central bank officials continued to forecast at least one more hike and no cuts until 2024.

Municipal bonds posted modest losses in the second quarter, following the lead of a Treasury market that finally stopped fighting the Fed. Coming into April, investors were confident that the central bank would be forced to reverse its tightening campaign before year end. But that conviction didn’t last. Economic data stood firm against the torrent of rate hikes, defying predictions for a near-term recession. Regional banks earned back investor confidence, despite a third major failure. And while inflation slowed, it remained well above its 2% target, still threatening to become entrenched. Even when the FOMC stood pat in June, its first pause in 18 months of constant hiking, the committee refused to signal the all-clear, guiding for two more increases in 2023. The Street got the message. Short-term rates spiked more than 80 basis points over the quarter while the futures market erased bets that cuts would come later in the year. Long-term rates rose less dramatically, leading the yield curve to nearly match

its March inversion, the deepest in over 40 years. An eventual recession is still the market’s base case, but exactly when or how deep remain open questions.

The municipal market was a full participant in the global bond rout that unfolded over the third quarter. Broad fixed income losses piled up each month, but accelerated after the September FOMC meeting, where the Fed policymakers signaled a determination to hold interest rates higher for longer. Investors were taken off guard by the hawkish messaging, given the trajectory toward lower inflation and reduced froth in the labor markets, particularly over the last three months. But as Jay Powell pointed out in his post-meeting press conference, the recent jump in Treasury yields was less about inflation and more about real yields rising in response to stronger-than-expected economic data. The Fed Chair listed a number of plausible explanations for the economy’s surprising resilience (lagged effects of tightening, higher neutral rate, more durable consumer and business balance sheets), but emphasized the need to guard against overheated growth, lest it threaten the headway made to date in restoring price stability and full employment. The markets shared his caution, as the yield on the 10-year Treasury note climbed 73 basis points over the quarter, closing September at 4.57%, its highest level since 2007.

As we ended the year, municipal bonds posted their best quarterly performance in nearly four decades, transforming 2023 into a year of solid gains after it looked like we were headed for a second consecutive annual loss. The remarkable turnaround was fueled by macro forces that unfolded over the final two months of the year. Recall that in October interest rates were still in selloff mode, as a stubbornly strong economy and persistently high inflation gave teeth to the Fed’s “higher-for-longer” mantra. Later that month, the yield on the 10-year Treasury had risen to 5%, a 16-year high. From that point on, however, the data began to shift. Job growth softened meaningfully while price pressures eased, increasing the odds of a soft landing and fueling speculation of an impending monetary pivot. Fed officials virtually confirmed this view when they unexpectedly penciled in 75 basis points of cuts for 2024 in the December FOMC projection materials. The bond market, already rallying coming into the meeting, continued to surge into the yearend. By the end of December, the 10-year yield had fallen to 3.88%, down almost 70 basis points for the quarter.

While the Treasury rally was the key factor driving performance to finish the year, municipal bonds received additional boosts from limited issuance and skyrocketing demand. Even during the October selloff, retail investors were jumping at the chance to lock in tax-equivalent yields not seen in over a decade, keeping municipals relatively well bid. When the market then started to turn, a healthy appetite for paper turned into a mad scramble, reflecting a fierce competition for bonds amid an end-of-year slowdown in issuance. The frenzy was amplified by a spike in rollover flows as well as an explosion of tax-loss harvesting, as participants hastened to reinvest proceeds before the market moved away from them. Over the final two months of the year, the

10-year municipal yield fell 133 basis points. And when it was all said and done, you had to go back to 1986 to find a better quarterly return. 2023 now enters the history books as the sixth best annual return in the last two decades, an extraordinary outcome for a year that brought so much handwringing.

FUND PERFORMANCE

The Fund performed in line with the Bloomberg Municipal 10-Year Index for the year. A longer duration and an extension trade overweighting longer-term bonds were positives. An underweight to lower coupon structures and BBB-rated bonds were negatives.

OUTLOOK

Looking ahead to January, the combination of seasonally low supply, still-heavy reinvestment needs and an end to tax-loss selling should continue to foster the momentum built up over the past two months. Demand will be supported by a healthy fundamental backdrop and historically attractive tax-equivalent yields. The outlook for state and local governments remains solid, with most looking at low-single-digit revenue increases, manageable expense growth and significant financial flexibility, a product of record-high reserves. Investors will need to be alert to future volatility, especially with the market anticipating a sea change in monetary policy followed by a fast-approaching national election. One area to keep an eye on is how expensive valuations to Treasuries have become in the wake of the recent rally. While we don’t necessarily expect a quick unwind of these historically stretched ratios, municipal bonds are less likely to outperform Treasuries until we see those metrics improve. Even so, heading into a year with so much uncertainty, the


		AMG GW&K Municipal Bond Fund Portfolio Manager’s Comments (continued)

high-quality stability offered by municipal bonds promises to draw even more interest to the asset class in 2024.



		AMG GW&K Municipal Bond Fund Portfolio Manager’s Comments (continued)

CUMULATIVE TOTAL RETURN PERFORMANCE

AMG GW&K Municipal Bond Fund’s cumulative total return is based on the daily change in net asset value (NAV), and assumes that all dividends and distributions were reinvested. The graph compares a hypothetical $10,000 investment made in the AMG GW&K Municipal Bond Fund’s Class N shares on December 31, 2013, to a $10,000 investment made in the Bloomberg 10-Year Municipal Bond Index for the same time period. The graph and table do not reflect the deduction of taxes that a shareholder would pay on a Fund distribution or redemption of shares. The listed returns for the Fund are net of expenses and the returns for the index exclude expenses. Total returns would have been lower had certain expenses not been reduced.

LOGO

The table below shows the average annual total returns for the AMG GW&K Municipal Bond Fund and the Bloomberg 10-Year Municipal Bond Index for the same time periods ended December 31, 2023.


Average Annual Total Returns¹	One Year		Five Years		Ten Years

AMG GW&K Municipal Bond Fund^{2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15}

Class N		5.72%		1.77%		2.35%

Class I		6.04%		2.11%		2.71%

Bloomberg 10-Year Municipal Bond Index¹⁶		5.78%		2.57%		3.22%

Distributed by AMG Distributors, Inc., member FINRA/SIPC.

² From time to time, the Fund’s Investment Manager has waived its fees and/or absorbed Fund expenses, which has resulted in higher returns.

⁴ The Fund may not be able to dispose of particular investments, such as illiquid securities, readily at favorable times or prices or the Fund may have to sell them at a loss.

⁹ During periods of rising interest rates, a debtor may pay back a bond or other fixed income security slower than expected or required, and the value of such security may fall.

¹⁰Inflation risk is the risk that the value of assets or income from investments will be worth less in the


		AMG GW&K Municipal Bond Fund Portfolio Manager’s Comments (continued)

¹¹ Factors unique to the municipal bond market may negatively affect the value of municipal bonds.

¹² A debtor may exercise its right to pay back a bond or other debt security earlier than expected or required during periods of decreasing interest rates.

¹³ The Fund may have difficulty reinvesting payments from debtors and may receive lower rates than from its original investments.

¹⁵ Issuers and companies that are in similar industry sectors may be similarly affected by particular economic or market events; to the extent the Fund has substantial holdings within a particular sector, the risks associated with that sector increase.

¹⁶ The Bloomberg 10-Year Municipal Bond Index is the 10 Year (8-12) component of the Municipal Bond Index. It is a rules based, market-value-weighted index engineered for the tax-exempt bond market. The Index tracks general obligation bonds, revenue bonds, insured bonds, and prerefunded bonds rated Baa3/BBB- or higher by at least two of the

ratings agencies: Moody’s, S&P, Fitch. Unlike the Fund, the Bloomberg 10-Year Municipal Bond Index is unmanaged, is not available for investment and does not incur expenses.

Not FDIC insured, nor bank guaranteed. May lose value.


		AMG GW&K Municipal Bond Fund Fund Snapshots (unaudited) December 31, 2023

PORTFOLIO BREAKDOWN


Category		% of Net Assets

General Obligation		39.9

Transportation		18.2

Airport		10.0

Medical		8.7

Water		6.1

Utilities		5.4

Education		5.4

Power		2.7

Tobacco Settlement		0.8

Development		0.8

Short term investments		1.5

Other assets and liabilities		0.5


Rating		% of Market Value¹

Aaa/AAA		21.6

Aa/AA		46.6

A		23.5

Baa/BBB		8.3

¹	Includes market value of long-term fixed-income securities only.

TOP TEN HOLDINGS


Security Name	% of Net Assets

Iowa Finance Authority, State Revolving Fund Green Bond, 5.000%, 08/01/30		1.6

Metropolitan Transportation Authority, Green Bond, Series B, 5.000%, 11/15/27		1.5

State of Maryland, Department of Transportation, 5.000%, 09/01/29		1.3

State of Maryland, Department of Transportation, 5.000%, 10/01/28		1.3

Louisiana Stadium & Exposition District, Series A, 5.000%, 07/01/42		1.2

City of San Antonio Electric & Gas Systems, Series A, 5.000%, 02/01/31		1.2

Illinois State Finance Authority, Clean Water Initiative, 5.000%, 07/01/27		1.1

State of Wisconsin Transportation, Series 2, 5.000%, 07/01/29		1.1

State of Illinois, Series B, 5.000%, 05/01/34		1.1

Illinois State Toll Highway Authority, Senior Revenue, Series A, 5.000%, 01/01/30		1.1

Top Ten as a Group		12.5



		AMG GW&K Municipal Bond Fund Schedule of Portfolio Investments December 31, 2023


	Principal Amount		Value

Municipal Bonds - 98.0%

Alabama - 0.8%

Alabama Public School and College Authority, Series A
5.000%, 11/01/34		$7,500,000		$8,679,221

California - 4.0%

California Municipal Finance Authority, Community Medical Centers, Series A,
5.000%, 02/01/31		900,000		942,015
5.000%, 02/01/32		1,855,000		1,941,330

City of Los Angeles Department of Airports, Series C
5.000%, 05/15/30		5,515,000		6,147,060

San Francisco City & County Airport Commission, San Francisco International Airport, Series A,
5.000%, 05/01/32		3,000,000		3,366,044
5.000%, 05/01/34		5,010,000		5,459,889
5.000%, 05/01/35		5,800,000		6,305,526

State of California,
5.000%, 09/01/29		4,075,000		4,327,770
5.000%, 09/01/35		5,000,000		6,117,302
5.000%, 10/01/36		5,000,000		6,020,468

Total California				40,627,404

Colorado - 0.5%

Colorado Health Facilities Authority, Series A
5.000%, 08/01/33		4,260,000		4,659,865

Connecticut - 4.0%

Connecticut State Health & Educational Facilities Authority,
5.000%, 07/01/31		6,205,000		6,886,101
5.000%, 07/01/33		2,750,000		3,068,705
5.000%, 07/01/34		3,100,000		3,451,072

State of Connecticut Special Tax Obligation, Transportation Infrastructure, Series A
5.000%, 01/01/30		10,180,000		11,168,692

State of Connecticut Special Tax Obligation, Transportation Infrastructure, Series B
5.000%, 10/01/35		7,500,000		8,298,373

State of Connecticut, Series A
5.000%, 01/15/31		7,650,000		8,772,215

Total Connecticut				41,645,158

District of Columbia - 3.0%

District of Columbia, Series A
5.000%, 06/01/30		6,020,000		6,348,425

District of Columbia, Series B
5.000%, 06/01/31		5,080,000		5,622,556

District of Columbia, Series C,
5.000%, 12/01/33		5,000,000		6,067,577
5.000%, 12/01/34		6,000,000		7,258,290


	Principal Amount		Value

Washington DC Convention & Sports Authority, Series A
5.000%, 10/01/27		$4,845,000		$5,273,602

Total District of Columbia				30,570,450

Florida - 3.4%

Escambia County Health Facilities Authority
5.000%, 08/15/37		6,000,000		6,270,378

Florida Development Finance Corp.
4.000%, 11/15/33		10,000,000		10,683,637

Florida’s Turnpike Enterprise, Department of Transportation, Series C
5.000%, 07/01/28		7,075,000		7,462,288

Lee Memorial Health System, Series A1
5.000%, 04/01/34		5,645,000		6,140,364

Orange County Health Facilities Authority, Series A
5.000%, 10/01/31		4,525,000		4,733,609

Total Florida				35,290,276

Illinois - 8.3%

Chicago O’Hare International Airport, Series A
5.000%, 01/01/35		5,010,000		5,677,060

Chicago O’Hare International Airport, Senior Lien, Series A,
5.000%, 01/01/36		10,050,000		10,771,569
5.000%, 01/01/38		5,500,000		5,805,216

Illinois Finance Authority, Series A
4.000%, 08/15/37		5,910,000		6,115,466

Illinois State Finance Authority, Clean Water Initiative
5.000%, 07/01/27		11,000,000		11,500,487

Illinois State Toll Highway Authority, Senior Revenue, Series A
5.000%, 01/01/30		10,110,000		11,297,940

Illinois State Toll Highway Authority, Series A,
5.000%, 12/01/31		9,735,000		10,144,240
5.000%, 01/01/36¹		3,000,000		3,647,038

State of Illinois, Series A
5.250%, 03/01/37		8,500,000		9,590,052

State of Illinois, Series B
5.000%, 05/01/34		10,000,000		11,298,538

Total Illinois				85,847,606

Indiana - 2.3%

Indiana Finance Authority, Series 1,
5.000%, 10/01/28		1,000,000		1,112,994
5.000%, 10/01/29		3,555,000		4,029,228

Indiana Finance Authority, Series A
5.000%, 02/01/32		5,000,000		5,844,870

Indiana Finance Authority, Series B
5.000%, 02/01/34		5,815,000		6,902,059

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



		AMG GW&K Municipal Bond Fund Schedule of Portfolio Investments (continued)


	Principal Amount		Value

Indiana - 2.3% (continued)

Indiana Finance Authority, Series C
5.000%, 06/01/29		$4,800,000		$5,445,089
Total Indiana				23,334,240

Iowa - 1.6%

Iowa Finance Authority, State Revolving Fund Green Bond
5.000%, 08/01/30		15,025,000		16,350,860

Kentucky - 0.6%

Louisville/Jefferson County Metropolitan Government, Norton Healthcare Inc.
5.000%, 10/01/29		5,505,000		5,736,199

Louisiana - 1.8%

Louisiana Stadium & Exposition District, Series A,
5.000%, 07/01/40		2,750,000		3,091,859
5.000%, 07/01/42		11,500,000		12,803,435

State of Louisiana, Series A
5.000%, 09/01/30		2,000,000		2,196,939

Total Louisiana				18,092,233

Maryland - 5.6%

Maryland State Transportation Authority
5.000%, 07/01/33		6,350,000		7,293,513

State of Maryland, Department of Transportation,
5.000%, 10/01/28		12,365,000		13,185,922
5.000%, 09/01/29		12,205,000		13,278,244

State of Maryland, Series C
4.000%, 03/01/29		9,245,000		10,033,854

State of Maryland, Series D
4.000%, 08/01/29		6,500,000		7,092,470

State of Maryland, State & Local Facilities Loan of 2019, 1st Series
5.000%, 03/15/30		6,000,000		6,797,039

Total Maryland				57,681,042

Massachusetts - 0.5%

Massachusetts Development Finance Agency
5.250%, 07/01/48		4,250,000		4,650,377

Michigan - 1.8%

Michigan Finance Authority, Henry Ford Health System
5.000%, 11/15/29		8,000,000		8,407,222

Michigan State Building Authority, Series I
5.000%, 04/15/27		5,700,000		5,925,402

Wayne County Airport Authority, Series A,
5.000%, 12/01/37		2,285,000		2,622,409
5.000%, 12/01/39		1,800,000		2,027,813

Total Michigan				18,982,846

New Jersey - 6.1%

New Jersey Economic Development Authority, Series A
5.250%, 11/01/40		7,000,000		8,004,278


	Principal Amount		Value

New Jersey Economic Development Authority, Series SSS,
5.250%, 06/15/361		$3,000,000		$3,578,244
5.250%, 06/15/371		2,000,000		2,361,193

New Jersey State Turnpike Authority, Series D
5.000%, 01/01/28		6,000,000		6,328,709

New Jersey Transportation Trust Fund Authority, Series A,
5.250%, 06/15/41		2,700,000		3,101,473
5.250%, 06/15/42		2,500,000		2,853,906

New Jersey Transportation Trust Fund Authority, Series B,
5.000%, 06/15/30		6,255,000		7,145,934
5.000%, 06/15/31		7,615,000		8,837,368
5.000%, 06/15/32		5,750,000		6,658,256
5.000%, 06/15/33		6,000,000		6,923,775

New Jersey Transportation Trust Fund Authority, Series BB
4.000%, 06/15/37		3,000,000		3,120,802

South Jersey Transportation Authority,
5.000%, 11/01/39		1,150,000		1,254,629
5.000%, 11/01/41		2,565,000		2,772,413

Total New Jersey				62,940,980

New Mexico - 0.8%

New Mexico Finance Authority, Series A
5.000%, 06/15/30		7,500,000		8,678,672

New York - 19.9%

City of New York
5.000%, 08/01/34		5,000,000		6,080,926

City of New York, Series B-1
5.000%, 08/01/32		3,000,000		3,602,456

City of New York, Series C,
5.000%, 08/01/33		1,500,000		1,734,229
5.000%, 08/01/34		3,250,000		3,749,886

City of New York, Series L-5
5.000%, 04/01/33		6,500,000		7,611,207

Long Island Power Authority
5.000%, 09/01/35		5,030,000		5,548,408

Long Island Power Authority, Series F
5.000%, 09/01/33		3,000,000		3,657,701

Metropolitan Transportation Authority, Green Bond, Series B
5.000%, 11/15/27		14,225,000		15,339,569

Metropolitan Transportation Authority, Series F
5.000%, 11/15/28		4,760,000		4,891,584

New York City Transitional Finance Authority Building Aid Revenue, Series 1A, (State Aid Withholding)
5.000%, 07/15/32		9,485,000		11,114,279

New York City Transitional Finance Authority Building Aid Revenue, Series S-3, (State Aid Withholding)
5.000%, 07/15/31		5,080,000		5,620,307

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



		AMG GW&K Municipal Bond Fund Schedule of Portfolio Investments (continued)


	Principal Amount		Value

New York - 19.9% (continued)

New York City Transitional Finance Authority, Future Tax Secured Subordinate, Series A-1,
5.000%, 05/01/40		$2,500,000		$2,897,950
5.000%, 05/01/41		3,000,000		3,456,590

New York City Transitional Finance Authority, Future Tax Secured Subordinate, Series E-1
5.000%, 02/01/37		7,000,000		8,063,556

New York City Transitional Finance Authority, Future Tax Secured Subordinate, Series F-1,
5.000%, 11/01/31		2,500,000		2,949,430
5.000%, 11/01/32		4,000,000		4,716,026
5.000%, 02/01/39		4,000,000		4,586,182

New York State Dormitory Authority
4.000%, 05/01/39		2,000,000		2,006,465

New York State Dormitory Authority, Series 1
5.000%, 03/15/30		5,000,000		5,755,145

New York State Dormitory Authority, Series 2,
5.000%, 09/15/30		5,000,000		5,787,733
5.000%, 09/15/33		5,000,000		6,090,618

New York State Dormitory Authority, Series A,
5.000%, 03/15/31		7,670,000		8,508,497
5.000%, 03/15/32		8,000,000		9,412,502
5.000%, 03/15/32		3,000,000		3,584,186
5.000%, 03/15/33		3,200,000		3,828,325

New York State Dormitory Authority, Series E
5.000%, 03/15/32		8,410,000		8,659,439

New York State Urban Development Corp.
5.000%, 03/15/32		7,000,000		8,137,707

New York Transportation Development Corp.,
4.000%, 10/31/41		1,250,000		1,193,464
4.000%, 10/31/46		1,500,000		1,376,950
5.000%, 12/01/30		1,000,000		1,113,142
5.000%, 12/01/31		1,100,000		1,219,769
5.000%, 12/01/32		1,450,000		1,602,216
5.000%, 12/01/33		1,000,000		1,100,873
5.000%, 12/01/36		10,000,000		10,993,744
5.000%, 06/30/49		2,000,000		2,089,260
6.000%, 06/30/54		3,000,000		3,312,704

Port Authority of New York & New Jersey, Series 221
5.000%, 07/15/32		6,545,000		7,309,965

Triborough Bridge & Tunnel Authority,
5.000%, 11/15/30		7,500,000		8,759,409
5.000%, 11/15/33		3,970,000		4,881,630

Triborough Bridge & Tunnel Authority, Series C
5.000%, 11/15/35		2,000,000		2,442,017

Total New York				204,786,046

North Carolina - 2.2%

County of Union NC Enterprise System Revenue,
1.750%, 06/01/34		3,300,000		2,721,036
1.750%, 06/01/35		4,225,000		3,419,927
1.850%, 06/01/36		4,315,000		3,446,981
2.125%, 06/01/40		3,350,000		2,480,530


	Principal Amount		Value

North Carolina State Limited Obligation, Series B
5.000%, 05/01/28		$10,000,000		$10,832,374

Total North Carolina				22,900,848

Ohio - 0.8%

Ohio State General Obligation, Series T
5.000%, 05/01/30		5,000,000		5,386,875

Ohio Water Development Authority Water Pollution Control Loan Fund, Series B
5.000%, 06/01/35		2,500,000		3,032,038

Total Ohio				8,418,913

Pennsylvania - 3.1%

Allegheny County Airport Authority, Series A,
5.000%, 01/01/31		1,350,000		1,498,974
5.000%, 01/01/32		2,215,000		2,451,339

Commonwealth Financing Authority, Pennsylvania Tobacco
5.000%, 06/01/32		7,910,000		8,557,422

Hospitals & Higher Education Facilities Authority of Philadelphia, (AGM)
4.000%, 07/01/38		2,500,000		2,568,917
4.000%, 07/01/39		2,000,000		2,038,301

Pennsylvania Economic Development Financing Authority,
5.250%, 06/30/35		3,000,000		3,367,654
5.750%, 06/30/48		5,000,000		5,483,578

Pennsylvania Turnpike Commission, Series A
5.000%, 12/01/33		5,000,000		5,887,018

Total Pennsylvania				31,853,203

South Carolina - 1.2%

Richland County School District No 2, Series A, (South Carolina School District)
2.000%, 03/01/38		6,190,000		4,728,082
2.000%, 03/01/39		10,080,000		7,484,863

Total South Carolina				12,212,945

Tennessee - 0.6%

City of Chattanooga Electric System Revenue
2.000%, 09/01/39		8,925,000		6,582,298

Texas - 12.8%

City of Corpus Christi Utility System, Junior Lien Revenue Improvement
5.000%, 07/15/29		3,125,000		3,451,227

City of Houston Airport System, Series A,
4.000%, 07/01/35		1,100,000		1,131,542
4.000%, 07/01/36		1,100,000		1,124,142
5.000%, 07/01/34		2,835,000		3,168,552

City of San Antonio Electric & Gas Systems, Series A,
5.000%, 02/01/31		10,715,000		12,475,630
5.000%, 02/01/34		5,460,000		6,592,220
5.000%, 02/01/35		3,000,000		3,602,705
5.000%, 02/01/37		3,010,000		3,411,025
5.000%, 02/01/38		2,985,000		3,337,551

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



		AMG GW&K Municipal Bond Fund Schedule of Portfolio Investments (continued)


	Principal Amount		Value

Texas - 12.8% (continued)

County of Harris Toll Road First Lien, Series A
5.000%, 08/15/34		$5,000,000		$6,046,013

Dallas Area Rapid Transit, Senior Lien, (AMBAC)
5.250%, 12/01/28		8,865,000		10,040,691

Denton Independent School District, (PSF-GTD)
5.000%, 08/15/33		5,000,000		6,096,790
5.000%, 08/15/35		3,000,000		3,631,424

Lamar Consolidated Independent School District
5.000%, 02/15/34		7,965,000		9,466,377

Leander Independent School District, (PSF-GTD)
5.000%, 02/15/32		6,795,000		8,100,928

Lower Colorado River Authority
5.000%, 05/15/31		6,000,000		6,950,513

North Texas Municipal Water District Water System Revenue Refunding and Improvement
5.000%, 09/01/29		7,350,000		7,736,567

North Texas Tollway Authority, 2nd Tier, Series B,
5.000%, 01/01/31		2,000,000		2,073,525
5.000%, 01/01/32		3,010,000		3,209,603

North Texas Tollway Authority, Series A
5.250%, 01/01/38		4,500,000		5,184,275

Prosper Independent School District, Series A, (PSF-GTD)
1.750%, 02/15/34		3,565,000		2,993,858
1.750%, 02/15/35		5,155,000		4,250,035

State of Texas, Series A
5.000%, 10/01/29		5,000,000		5,180,485

Texas Private Activity Bond Surface Transportation Corp.,
5.500%, 06/30/41		1,000,000		1,074,602
5.500%, 06/30/42		1,000,000		1,073,747
5.500%, 06/30/43		1,000,000		1,072,449

Texas Private Activity Bond Surface Transportation Corp., Series A,
4.000%, 12/31/37		5,000,000		5,042,783
4.000%, 12/31/38		3,735,000		3,748,732

Total Texas				131,267,991

Utah - 3.4%

Intermountain Power Agency,
5.000%, 07/01/33		3,500,000		4,199,534
5.000%, 07/01/34		3,500,000		4,189,452
5.000%, 07/01/35		3,250,000		3,870,903

Intermountain Power Agency, Series A
5.000%, 07/01/34		5,250,000		6,196,768

Salt Lake City Corp. Airport Revenue, Series A,
5.000%, 07/01/29		3,450,000		3,716,844
5.000%, 07/01/30		6,585,000		7,063,449

University of Utah/The, Series B
5.000%, 08/01/37		5,000,000		5,880,418

Total Utah				35,117,368


	Principal Amount		Value

Virginia - 1.6%

Virginia College Building Authority
5.000%, 02/01/33		$8,250,000		$10,027,020

Virginia Small Business Financing Authority,
4.000%, 01/01/37		3,000,000		3,007,895
4.000%, 01/01/38		3,000,000		2,961,831

Total Virginia				15,996,746

Washington - 4.0%

Energy Northwest, Series A
5.000%, 07/01/35		8,000,000		9,620,579

Port of Seattle, Series C
5.000%, 08/01/31		5,000,000		5,574,888

State of Washington School Improvements, Series C
5.000%, 02/01/28		7,370,000		7,719,258

State of Washington, Series B
5.000%, 08/01/31		4,680,000		4,942,310

State of Washington, Series R
5.000%, 07/01/31		9,975,000		10,171,281

Washington Health Care Facilities Authority, Series A
5.000%, 08/01/38		3,270,000		3,474,167

Total Washington				41,502,483

West Virginia - 1.6%

West Virginia Hospital Finance Authority, Series B
6.000%, 09/01/48		5,250,000		5,995,954

West Virginia Parkways Authority,
5.000%, 06/01/37		1,750,000		2,001,874
5.000%, 06/01/38		2,000,000		2,265,797
5.000%, 06/01/39		5,150,000		5,807,313

Total West Virginia				16,070,938

Wisconsin - 1.7%

State of Wisconsin Transportation, Series 2
5.000%, 07/01/29		10,405,000		11,331,694

State of Wisconsin, Series 2
5.000%, 05/01/35		5,000,000		6,049,663

Total Wisconsin				17,381,357

Total Municipal Bonds (Cost $1,014,813,167)				1,007,858,565

Short-Term Investments - 1.5%

Repurchase Agreements - 1.5%

Fixed Income Clearing Corp., dated 12/29/23, due 01/02/24, 5.150% total to be received $7,903,520 (collateralized by a U.S. Treasury, 4.125%, 09/30/27, totaling $8,057,021)		7,899,000		7,899,000

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



		AMG GW&K Municipal Bond Fund Schedule of Portfolio Investments (continued)


	Principal Amount		Value

Repurchase Agreements - 1.5% (continued)

Fixed Income Clearing Corp., dated 12/29/23 due 01/02/24, 5.150% total to be received $7,321,187 (collateralized by a U.S. Treasury, 3.875%, 12/31/27, totaling $7,463,368)		$7,317,000		$7,317,000

Total Repurchase Agreements				15,216,000

Total Short-Term Investments (Cost $15,216,000)				15,216,000

¹	All or part of a security is delayed delivery transaction. The market value for delayed delivery securities at December 31, 2023, amounted to $9,586,475, or 0.9% of net assets.



AGM		Assured Guaranty Municipal Corp.


	Value

Total Investments - 99.5% (Cost $1,030,029,167)		$1,023,074,565

Other Assets, less Liabilities - 0.5%		5,613,991

Net Assets - 100.0%		$1,028,688,556


AMBAC		American Municipal Bond Assurance Corp.
PSF-GTD		Permanent School Fund Guaranteed

The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of December 31, 2023:


	Level 1		Level 2		Level 3		Total
Investments in Securities

Municipal Bonds^†		—	$	1,007,858,565		—	$	1,007,858,565

Short-Term Investments

Repurchase Agreements		—		15,216,000		—		15,216,000


Total Investments in Securities		—	$	1,023,074,565		—	$	1,023,074,565

^†	All municipal bonds held in the Fund are Level 2 securities. For a detailed breakout of municipal bonds by major classification, please refer to the Fund’s Schedule of Portfolio Investments.

For the fiscal year ended December 31, 2023, there were no transfers in or out of Level 3.

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


		AMG GW&K Municipal Enhanced Yield Fund Portfolio Manager’s Comments (unaudited)

THE YEAR IN REVIEW

For the year ended December 31, 2023, AMG GW&K Municipal Enhanced Yield Fund’s (the “Fund”) Class N shares returned 10.53%, compared to the Bloomberg U.S. Municipal Bond BAA Index (the “Index”), which returned 8.93%.

Municipal bonds posted solid gains in the first quarter, piggybacking a strong but extremely volatile, rally in Treasuries. Although interest rates ultimately finished lower for the quarter, each month produced wildly different results. In January, yields declined sharply as weak economic data fueled speculation of a U.S Federal Reverse (the “Fed”) pivot. That notion gained more currency after the Federal Open Market Committee (FOMC) executed a slimmed-down quarter-point hike at its meeting on February 1, 2023. Two days later, however, a blowout jobs report undermined any thoughts of a slowdown, setting the stage for a violent reversal in rates. Worries over a recession faded, giving way to talk of a potential “no landing” scenario, where the economy continues to grow despite the Fed’s efforts to tame inflation. By early March the yield curve had reached its deepest inversion in 40 years. The no-landing theory was ultimately done in, however, by the collapse of Silicon Valley Bank and subsequent turmoil in the banking industry. Rates plummeted into quarter end in a classic flight to safety, as investors worried that a pullback in lending posed a serious threat to future economic growth. As March ended, markets were anticipating multiple Fed cuts by year-end, even as central bank officials continued to forecast at least one more hike and no cuts until 2024.

its March inversion, the deepest in over 40 years. An eventual recession is still the market’s base case, but exactly when or how deep remain open questions.

The municipal market was a full participant in the global bond rout that unfolded over the third quarter. Broad fixed income losses piled up each month, but accelerated after the September FOMC meeting, where Fed policymakers signaled a determination to hold interest rates higher for longer. Investors were taken off guard by the hawkish messaging, given the trajectory toward lower inflation and reduced froth in the labor markets, particularly over the last three months. But as Jay Powell pointed out in his post-meeting press conference, the recent jump in Treasury yields was less about inflation and more about real yields rising in response to stronger-than-expected economic data. The Fed Chair listed a number of plausible explanations for the economy’s surprising resilience (lagged effects of tightening, higher neutral rate, more durable consumer and business balance sheets), but emphasized the need to guard against overheated growth, lest it threaten the headway made to date in restoring price stability and full employment. The markets shared his caution, as the yield on the 10-year Treasury note climbed 73 basis points over the quarter, closing September at 4.57%, its highest level since 2007.

As we ended the year, municipal bonds posted their best quarterly performance in nearly four decades, transforming 2023 into a year of solid gains after it looked like we were headed for a second consecutive annual loss. The remarkable turnaround was fueled by macro forces that unfolded over the final two months of the year. Recall that in October interest rates were still in selloff mode, as a stubbornly strong economy and persistently high inflation gave teeth to the Feds “higher-for-longer” mantra. Later that month, the yield on the 10-year Treasury had risen to 5%, a 16-year high. From that point on, however, the data began to shift. Job growth softened meaningfully while price pressures eased, increasing the odds of a soft landing and fueling speculation of an impending monetary pivot. Fed officials virtually confirmed this view when they unexpectedly penciled in 75 basis points of cuts for 2024 in the December FOMC projection materials. The bond market, already rallying coming into the meeting, continued to surge into year-end. By the end of December, the 10-year yield had fallen to 3.88%, down almost 70 basis points for the quarter.

While the Treasury rally was the key factor driving performance in the fourth quarter, municipal bonds received additional boosts from limited issuance and

sky-rocketing demand. Even during the October selloff, retail investors were jumping at the chance to lock in tax-equivalent yields not seen in over a decade, keeping municipals relatively well bid. When the market then started to turn, a healthy appetite for paper turned into a mad scramble, reflecting a fierce competition for bonds amid an end-of-year slowdown in issuance. The frenzy was amplified by a spike in rollover flows as well as an explosion of tax-loss harvesting, as participants hastened to reinvest proceeds before the market moved away from them. Over the final two months of the year, the 10-year municipal yield fell 133 basis points. And when it was all said and done, you had to go back to 1986 to find a better quarterly return. 2023 now enters the history books as the sixth best annual return in the last two decades, an extraordinary outcome for a year that brought so much handwringing.

FUND PERFORMANCE

The Fund outperformed the Index for the year. The strong rally in the fourth quarter transformed 2023 into a year of solid gains and outweighed the performance of the previous three quarters. The Fund’s outperformance was driven mainly by its longer duration, its overweight to longer maturities, and the significant decline in interest rates in the quarter. Additionally, the Fund’s overweights to the hospital and transportation sectors contributed to performance. Lower quality benefited from the rally in the fourth quarter. The Fund’s higher quality bias detracted from performance, specifically the Fund’s overweight to Single A versus the BBB-rated bonds of the Index. An underweight to lower coupon bonds and security selection in the tobacco and housing sectors were also detractors from performance.

OUTLOOK


		AMG GW&K Municipal Enhanced Yield Fund Portfolio Manager’s Comments (continued)

followed by a fast-approaching national election. One area to keep an eye on is how expensive valuations to Treasuries have become in the wake of the recent rally. While we don’t necessarily expect a quick unwind of these historically stretched ratios, municipal bonds are less likely to outperform

Treasuries until we see those metrics improve. Even so, heading into a year with so much uncertainty, the high-quality stability generally offered by municipal bonds promises to draw even more interest to the asset class in 2024.



		AMG GW&K Municipal Enhanced Yield Fund Portfolio Manager’s Comments (continued)

CUMULATIVE TOTAL RETURN PERFORMANCE

AMG GW&K Municipal Enhanced Yield Fund’s cumulative total return is based on the daily change in net asset value (NAV), and assumes that all dividends and distributions were reinvested. The graph compares a hypothetical $10,000 investment made in the AMG GW&K Municipal Enhanced Yield Fund’s Class N shares on December 31, 2013, to a $10,000 investment made in the Bloomberg U.S. Municipal Bond BAA Index for the same time period. The graph and table do not reflect the deduction of taxes that a shareholder would pay on a Fund distribution or redemption of shares. The listed returns for the Fund are net of expenses and the returns for the index exclude expenses. Total returns would have been lower had certain expenses not been reduced.

LOGO

The table below shows the average annual total returns for the AMG GW&K Municipal Enhanced Yield Fund and the Bloomberg U.S. Municipal Bond BAA Index for the same time periods ended December 31, 2023.


	One	Five		Ten		Since		Inception
Average Annual Total Returns¹	Year	Years		Years		Inception		Date

AMG GW&K Municipal Enhanced Yield Fund^{2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17}

Class N	10.53%		1.94%		3.83%		4.77%		07/27/09

Class I	10.89%		2.29%		4.23%		3.92%		12/30/05

Class Z	10.95%		2.37%		—		2.89%		02/24/17

Bloomberg U.S. Municipal Bond BAA Index¹⁸	8.93%		3.02%		4.42%		4.81%		07/27/09^†

Distributed by AMG Distributors, Inc., member FINRA/SIPC.

^†	Date reflects the inception date of the Fund, not the index.

² From time to time, the Fund’s Investment Manager has waived its fees and/or absorbed Fund expenses, which has resulted in higher returns.

⁴ The Fund may not be able to dispose of particular investments, such as illiquid securities, readily at favorable times or prices or the Fund may have to sell them at a loss.

⁹ During periods of rising interest rates, a debtor may



		AMG GW&K Municipal Enhanced Yield Fund Portfolio Manager’s Comments (continued)

pay back a bond or other fixed income security slower than expected or required, and the value of such security may fall.

¹⁰ Inflation risk is the risk that the value of assets or income from investments will be worth less in the future. Inflation rates may change frequently and drastically as a result of various factors and the Fund’s investments may not keep pace with inflation, which may result in losses to Fund investors or adversely affect the real value of shareholders’ investments in the Fund. As inflation rates increase, fixed income securities markets may experience heightened levels of interest rate volatility and liquidity risk. Deflation risk is the risk that the prices throughout the economy decline over time – the opposite of inflation. Deflation may have an adverse effect on the creditworthiness of issuers and may make issuer default more likely, which may result in a decline in the value of the Fund’s portfolio.

¹¹ Factors unique to the municipal bond market may negatively affect the value of municipal bonds.

¹² A debtor may exercise its right to pay back a bond or other debt security earlier than expected or required during periods of decreasing interest rates.

¹³ The Fund may have difficulty reinvesting payments

from debtors and may receive lower rates than from its original investments.

¹⁴ Below investment grade debt securities and unrated securities of similar credit quality (commonly known as “junk bonds” or “high yield securities”) may be subject to greater levels of interest rate, credit, liquidity, and market risk than higher-rated securities. These securities are considered predominately speculative with respect to the issuer’s continuing ability to make principal and interest payments.

¹⁶ The issuer of bonds or other debt securities or a counterparty to a derivatives contract may be unable or unwilling, or may be perceived as unable or unwilling, to make timely interest, principal or settlement payments or otherwise honor its obligations.

¹⁷ The use of derivatives involves costs, the risk that the value of derivatives may not correlate perfectly with their underlying assets, rates or indices, liquidity risk, and the risk of mispricing or improper valuation. The use of derivatives may not succeed for various reasons, and the complexity and rapidly

changing structure of derivatives markets may increase the possibility of market losses.

¹⁸ The Bloomberg U.S. Municipal Bond BAA Index is a subset of the Bloomberg U.S. Municipal Bond Index with an index rating of Baa1, Baa2, or Baa3. The Bloomberg U.S. Municipal Bond Index is a rules-based, market-value-weighted index engineered for the long-term, tax-exempt bond market. Unlike the Fund, the Bloomberg U.S. Municipal Bond BAA Index is unmanaged, is not available for investment and does not incur expenses.

Not FDIC insured, nor bank guaranteed. May lose value.



		AMG GW&K Municipal Enhanced Yield Fund Fund Snapshots (unaudited) December 31, 2023

PORTFOLIO BREAKDOWN


Category		% of Net Assets

Transportation		26.9

Medical		22.3

General Obligation		17.0

Higher Education		7.0

Airport		6.6

Industrial Development		5.8

Tobacco Settlement		4.4

Housing		3.1

School District		2.9

Utilities		2.6

Short-Term Investments		2.5

Other Assets, less Liabilities		(1.1)


Rating		% of Market Value¹

Aa/AA		10.9

A		41.3

Baa/BBB		47.8

¹	Includes market value of long-term fixed-income securities only.

TOP TEN HOLDINGS


Security Name	% of Net Assets

Texas Private Activity Bond Surface Transportation Corp., 5.000%, 06/30/58		3.7

Public Authority for Colorado Energy Natural Gas Purchase Revenue, 6.500%, 11/15/38		3.2

Richland County School District No 2, Series A, 1.875%, 03/01/38		3.0

City of Chattanooga Electric, 2.000%, 09/01/40		2.6

Philadelphia Authority for Industrial Development, 5.250%, 11/01/52		2.6

Pennsylvania Economic Development Financing Authority, 5.250%, 06/30/53		2.5

Central Plains Energy Project #3, Series A, 5.000%, 09/01/42		2.4

New York Transportation Development Corp., 4.000%, 04/30/53		2.4

Escambia County Health Facilities Authority, 4.000%, 08/15/50		2.1

Colorado Health Facilities Authority, Series A, 5.000%, 08/01/44		2.1


Top Ten as a Group		26.6



		AMG GW&K Municipal Enhanced Yield Fund Schedule of Portfolio Investments December 31, 2023



	Principal Amount		Value

Municipal Bonds - 98.6%

California - 5.5%

California Municipal Finance Authority,
5.000%, 05/15/43		$2,515,000		$2,589,281
5.000%, 05/15/48		3,855,000		3,940,708

California Municipal Finance Authority, Series A
4.000%, 02/01/51		1,260,000		1,142,127

Riverside County Transportation Commission, Series B1
4.000%, 06/01/46		1,095,000		1,096,857

Riverside County Transportation Commission, Series C
4.000%, 06/01/47		2,870,000		2,818,641

Total California				11,587,614

Colorado - 5.3%

Colorado Health Facilities Authority, Series A
5.000%, 08/01/44		4,185,000		4,358,208

Public Authority for Colorado Energy Natural Gas Purchase Revenue
6.500%, 11/15/38		5,395,000		6,797,330

Total Colorado				11,155,538

Connecticut - 2.0%

Connecticut State Health & Educational Facilities Authority,
4.000%, 07/01/40		2,845,000		2,808,496
4.000%, 07/01/42		1,465,000		1,421,282

Total Connecticut				4,229,778

Florida - 12.5%

Brevard County Health Facilities Authority, Series A
5.000%, 04/01/47		4,025,000		4,327,055

City of Tampa, Series B
5.000%, 07/01/50		2,065,000		2,165,619

County of Miami-Dade Florida Seaport Department, Series 1, (AGM)
4.000%, 10/01/45		2,730,000		2,604,753

County of Miami-Dade Florida Seaport Department, Series A
5.250%, 10/01/52		1,260,000		1,370,269

Escambia County Health Facilities Authority
4.000%, 08/15/50		5,065,000		4,455,095

Florida Development Finance Corp.,
4.000%, 02/01/52		2,515,000		1,932,696
5.000%, 02/01/52		1,675,000		1,552,354

Hillsborough County Industrial Development Authority
4.000%, 08/01/50		4,185,000		3,907,709

Miami Beach Health Facilities Authority
4.000%, 11/15/46		4,185,000		4,023,004

Total Florida				26,338,554



	Principal Amount		Value

Illinois - 8.3%

Chicago O'Hare International Airport, Senior Lien, Series A
5.000%, 01/01/48		$3,000,000		$3,091,419

Metropolitan Pier & Exposition Authority,
4.000%, 12/15/42		1,675,000		1,673,996
4.000%, 06/15/52		2,515,000		2,366,020
5.000%, 06/15/50		4,185,000		4,324,762

State of Illinois
5.750%, 05/01/45		2,515,000		2,767,863

State of Illinois, Series A,
4.000%, 03/01/40		1,260,000		1,265,476
5.000%, 03/01/46		1,870,000		1,980,535

Total Illinois				17,470,071

Louisiana - 0.8%

Louisiana Stadium & Exposition District, Series A
5.250%, 07/01/53		1,500,000		1,657,513

Massachusetts - 3.2%

Massachusetts Development Finance Agency,
4.000%, 07/01/51		4,340,000		3,649,185
5.250%, 07/01/52		2,795,000		3,037,554

Total Massachusetts				6,686,739

Minnesota - 1.0%

Duluth Economic Development Authority, Series A
5.000%, 02/15/48		2,140,000		2,178,542

Nebraska - 2.4%

Central Plains Energy Project #3, Series A
5.000%, 09/01/42		4,655,000		5,111,377

New Jersey - 7.7%

New Jersey Transportation Trust Fund Authority, Series AA,
4.000%, 06/15/50		1,675,000		1,623,985
5.000%, 06/15/50		1,000,000		1,066,287

South Jersey Transportation Authority,
4.625%, 11/01/47		2,930,000		3,029,722
5.250%, 11/01/52		3,770,000		4,051,910

Tobacco Settlement Financing Corp., Series A,
5.000%, 06/01/46		2,095,000		2,130,536
5.250%, 06/01/46		2,755,000		2,840,056

Tobacco Settlement Financing Corp., Series B
5.000%, 06/01/46		1,605,000		1,629,093

Total New Jersey				16,371,589

New York - 13.9%

Metropolitan Transportation Authority, Series 1,
4.750%, 11/15/45		2,660,000		2,739,335
5.000%, 11/15/50		1,955,000		2,053,715
5.250%, 11/15/55		2,530,000		2,681,198

New York State Dormitory Authority, Series A,
4.000%, 07/01/47		1,675,000		1,592,446
4.000%, 07/01/52		1,775,000		1,626,697

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



		AMG GW&K Municipal Enhanced Yield Fund Schedule of Portfolio Investments (continued)



	Principal Amount		Value

New York - 13.9% (continued)

New York Transportation Development Corp.,
4.000%, 12/01/39		$1,000,000		$1,011,564
4.000%, 04/30/53		5,790,000		5,077,717
5.000%, 12/01/40		1,000,000		1,068,287
5.000%, 12/01/41		2,185,000		2,315,847
5.625%, 04/01/40		4,000,000		4,303,295
6.000%, 04/01/35		2,500,000		2,784,990
6.000%, 06/30/54		2,000,000		2,208,469

Total New York				29,463,560

Pennsylvania - 10.8%

Allegheny County Airport Authority, Series A
5.000%, 01/01/51		4,185,000		4,353,788

Geisinger Authority
4.000%, 04/01/50		1,610,000		1,507,435

Montgomery County Higher Education and Health Authority, Series B
5.000%, 05/01/52		3,980,000		4,195,197

Pennsylvania Economic Development Financing Authority
5.250%, 06/30/53		5,025,000		5,259,596

Pennsylvania Turnpike Commission, Series A
4.000%, 12/01/50		2,065,000		2,023,281

Philadelphia Authority for Industrial Development
5.250%, 11/01/52		5,185,000		5,538,519

Total Pennsylvania				22,877,816

Rhode Island - 1.3%

Tobacco Settlement Financing Corp., Series A
5.000%, 06/01/40		2,755,000		2,776,829

South Carolina - 2.9%

Richland County School District No 2, Series A, (South Carolina School District)
1.875%, 03/01/38		8,290,000		6,198,756

Tennessee - 3.7%

City of Chattanooga Electric
2.000%, 09/01/40		7,710,000		5,547,400

Metropolitan Government Nashville & Davidson County Health & Educational Facilities
5.250%, 05/01/53		2,000,000		2,173,140

Total Tennessee				7,720,540

Texas - 9.7%

Central Texas Regional Mobility Authority, Series B
4.000%, 01/01/51		1,705,000		1,675,799

AGM Assured Guaranty Municipal Corp.



	Principal Amount		Value

Texas Private Activity Bond Surface Transportation Corp.,
5.000%, 12/31/40		$3,315,000		$3,341,377
5.000%, 12/31/45		3,250,000		3,269,647
5.000%, 06/30/58		7,800,000		7,881,991
5.500%, 12/31/58		1,120,000		1,214,576

Texas Private Activity Bond Surface Transportation Corp., Series A
4.000%, 12/31/39		3,155,000		3,148,465

Total Texas				20,531,855

Virginia - 6.2%

Lynchburg Economic Development Authority
4.000%, 01/01/55		1,260,000		1,207,190

Virginia Small Business Financing Authority,
4.000%, 01/01/39		2,515,000		2,471,081
4.000%, 01/01/40		2,515,000		2,460,321
5.000%, 12/31/47		2,145,000		2,256,075
5.000%, 12/31/49		2,095,000		2,104,292
5.000%, 12/31/52		2,655,000		2,663,413

Total Virginia				13,162,372

West Virginia - 1.4%

West Virginia Hospital Finance Authority, Series B
6.000%, 09/01/53		2,625,000		2,973,614

Total Municipal Bonds (Cost $219,058,013)				208,492,657

Short-Term Investments - 2.5%

Repurchase Agreements - 2.5%

Fixed Income Clearing Corp., dated 12/29/23 due 01/02/24, 5.150% total to be received $3,320,899 (collateralized by a U.S. Treasury, 3.875%, 08/15/33, totaling $3,385,422)		3,319,000		3,319,000

Fixed Income Clearing Corp. dated 12/29/23, due 01/02/24, 5.150% total to be received $1,866,067 (collateralized by a U.S. Treasury, 4.125%, 09/30/27, totaling $1,902,338)		1,865,000		1,865,000

Total Repurchase Agreements				5,184,000

Total Short-Term Investments
(Cost $5,184,000)				5,184,000

Total Investments - 101.1%
(Cost $224,242,013)				213,676,657

Other Assets, less Liabilities - (1.1)%				(2,268,391	)

Net Assets - 100.0%				$211,408,266

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



		AMG GW&K Municipal Enhanced Yield Fund Schedule of Portfolio Investments (continued)

The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of December 31, 2023:


	Level 1		Level 2		Level 3		Total
Investments in Securities

Municipal Bonds^†		—	$	208,492,657		—	$	208,492,657

Short-Term Investments

Repurchase Agreements		—		5,184,000		—		5,184,000


Total Investments in Securities		—	$	213,676,657		—	$	213,676,657

^†	All municipal bonds held in the Fund are Level 2 securities. For a detailed breakout of municipal bonds by major classification, please refer to the Fund’s Schedule of Portfolio Investments.

For the fiscal year ended December 31, 2023, there were no transfers in or out of Level 3.

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



		Statement of Assets and Liabilities December 31, 2023


	AMG GW&K ESG Bond Fund		AMG GW&K Enhanced Core Bond ESG Fund		AMG GW&K High Income Fund		AMG GW&K Municipal Bond Fund		AMG GW&K Municipal Enhanced Yield Fund

Assets:

Investments at value¹(including securities on loan valued at $22,416,408, $4,139,635, $2,406,325, $0, and $0, respectively)		$431,999,068		$39,944,546		$13,717,655		$1,007,858,565		$208,492,657

Repurchase Agreements at value²		14,421,108		2,185,574		2,197,791		15,216,000		5,184,000

Cash		764		—		576		635,673		217,952

Receivable for investments sold		—		751,395		—		—		—

Interest receivables		4,126,109		334,577		193,387		13,533,410		2,783,924

Securities lending income receivable		7,508		742		1,343		—		—

Receivable for Fund shares sold		240,282		395,372		8		1,971,322		541,498

Receivable from affiliate		6,679		11,110		10,493		66,004		21,319

Prepaid expenses and other assets		19,278		12,838		9,238		17,465		20,027

Total assets		450,820,796		43,636,154		16,130,491		1,039,298,439		217,261,377

Liabilities:

Payable upon return of securities loaned		14,128,108		2,185,574		2,057,791		—		—

Payable for delayed delivery investments purchased		—		—		—		8,929,520		—

Payable for Fund shares repurchased		972,511		32,479		1,357		1,215,964		5,679,877

Due to custodian		—		523,529		—		—		—

Accrued expenses:

Investment advisory and management fees		84,894		10,570		4,607		180,610		82,176

Administrative fees		55,366		5,285		1,772		129,884		27,392

Distribution fees		—		2,374		—		2,545		1,110

Shareholder service fees		64,138		1,956		1,775		43,538		9,570

Other		94,323		57,726		48,015		107,822		52,986

Total liabilities		15,399,340		2,819,493		2,115,317		10,609,883		5,853,111

Commitments and Contingencies (Notes 2 & 5)

Net Assets		$435,421,456		$40,816,661		$14,015,174		$1,028,688,556		$211,408,266

¹Investments at cost		$475,366,376		$42,698,974		$13,776,553		$1,014,813,167		$219,058,013

²Repurchase agreements at cost		$14,421,108		$2,185,574		$2,197,791		$15,216,000		$5,184,000

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



		Statement of Assets and Liabilities (continued)


	AMG GW&K ESG Bond Fund			AMG GW&K Enhanced Core Bond ESG Fund			AMG GW&K High Income Fund			AMG GW&K Municipal Bond Fund			AMG GW&K Municipal Enhanced Yield Fund

Net Assets Represent:

Paid-in capital		$519,006,605			$50,366,220			$15,538,229			$1,062,346,645			$238,125,011

Total distributable loss		(83,585,149	)		(9,549,559	)		(1,523,055	)		(33,658,089	)		(26,716,745	)

Net Assets		$435,421,456			$40,816,661			$14,015,174			$1,028,688,556			$211,408,266

Class N:

Net Assets		$269,529,427			$11,370,215			$7,061,496			$12,081,330			$5,963,753

Shares outstanding		12,337,059			1,242,810			337,682			1,047,721			648,395

Net asset value, offering and redemption price per share		$21.85			$9.15			$20.91			$11.53			$9.20

Class I:

Net Assets		$165,892,029			$21,804,982			$6,953,678			$1,016,607,226			$205,321,568

Shares outstanding		7,592,307			2,374,504			332,687			87,642,830			23,045,193

Net asset value, offering and redemption price per share		$21.85			$9.18			$20.90			$11.60			$8.91

Class Z:

Net Assets		—			$7,641,464			—			—			$122,945

Shares outstanding		—			832,312			—			—			13,803

Net asset value, offering and redemption price per share		—			$9.18			—			—			$8.91

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



		Statement of Operations For the fiscal year ended December 31, 2023


	AMG GW&K ESG Bond Fund			AMG GW&K Enhanced Core Bond ESG Fund			AMG GW&K High Income Fund			AMG GW&K Municipal Bond Fund			AMG GW&K Municipal Enhanced Yield Fund

Investment Income:

Interest income		$16,708,574			$1,555,978			$843,707			$26,960,615			$9,453,149

Securities lending income		54,288			11,281			29,590			—			—

Foreign withholding tax		(17,309	)		(257	)		(500	)		—			—

Total investment income		16,745,553			1,567,002			872,797			26,960,615			9,453,149

Expenses:

Investment advisory and management fees		1,063,895			119,542			61,171			2,184,142			1,101,809

Administrative fees		693,844			59,771			23,527			1,572,482			367,270

Distribution fees - Class N		—			27,445			—			32,772			9,305

Shareholder servicing fees - Class N		707,619			—			16,782			16,950			5,583

Shareholder servicing fees - Class I		89,758			16,980			4,486			517,606			120,504

Professional fees		86,687			55,137			49,306			123,287			57,519

Reports to shareholders		52,174			10,858			5,364			52,620			18,220

Registration fees		50,458			37,163			26,291			129,134			48,578

Custodian fees		46,034			25,189			21,895			81,896			31,805

Trustee fees and expenses		34,002			2,963			1,140			77,317			17,753

Transfer agent fees		25,407			2,940			1,177			37,460			8,680

Interest expense		—			990			—			1,144			3,962

Miscellaneous		27,341			5,133			3,059			55,697			14,624

Total expenses before offsets		2,877,219			364,111			214,198			4,882,507			1,805,612

Expense reimbursements		(90,822	)		(127,203	)		(100,391	)		(749,681	)		(221,214	)

Net expenses		2,786,397			236,908			113,807			4,132,826			1,584,398


Net investment income		13,959,156			1,330,094			758,990			22,827,789			7,868,751

Net Realized and Unrealized Gain:

Net realized loss on investments		(19,675,989	)		(1,593,070	)		(225,634	)		(16,640,418	)		(10,403,174	)¹

Net change in unrealized appreciation/depreciation on investments		34,991,525			2,720,322			825,281			53,394,216			24,812,114

Net realized and unrealized gain		15,315,536			1,127,252			599,647			36,753,798			14,408,940


Net increase in net assets resulting from operations		$29,274,692			$2,457,346			$1,358,637			$59,581,587			$22,277,691

¹Includes realized losses of $4,997,167 relating to redemptions in-kind. See note 1(g) of the Notes to Financial Statements.

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



		Statements of Changes in Net Assets For the fiscal years ended December 31,


	AMG GW&K ESG Bond Fund						AMG GW&K Enhanced Core Bond ESG Fund						AMG GW&K High Income Fund

	2023			2022			2023			2022			2023			2022

Increase (Decrease) in Net Assets Resulting From Operations:

Net investment income		$13,959,156			$12,222,196			$1,330,094			$1,041,080			$758,990			$618,650

Net realized loss on investments		(19,675,989	)		(19,299,747	)		(1,593,070	)		(2,654,300	)		(225,634	)		(1,149,384	)

Net change in unrealized appreciation/depreciation on investments		34,991,525			(84,052,548	)		2,720,322			(5,951,857	)		825,281			(961,928	)


Net increase (decrease) in net assets resulting from operations		29,274,692			(91,130,099	)		2,457,346			(7,565,077	)		1,358,637			(1,492,662	)

Distributions to Shareholders:

Class N		(8,492,938	)		(7,736,535	)		(347,751	)		(235,849	)		(325,482	)		(277,251	)

Class I		(5,729,614	)		(5,885,301	)		(691,238	)		(537,618	)		(446,846	)		(410,014	)

Class Z		—			—			(280,142	)		(268,295	)		—			—

Total distributions to shareholders		(14,222,552	)		(13,621,836	)		(1,319,131	)		(1,041,762	)		(772,328	)		(687,265	)

Capital Share Transactions:¹

Net decrease from capital share transactions		(72,637,330	)		(157,179,741	)		(768,427	)		(11,796,222	)		(3,839,684	)		(1,875,236	)


Total increase (decrease) in net assets		(57,585,190	)		(261,931,676	)		369,788			(20,403,061	)		(3,253,375	)		(4,055,163	)

Net Assets:

Beginning of year		493,006,646			754,938,322			40,446,873			60,849,934			17,268,549			21,323,712


End of year		$435,421,456			$493,006,646			$40,816,661			$40,446,873			$14,015,174			$17,268,549

¹See Note 1(g) of the Notes to Financial Statements.

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



		Statements of Changes in Net Assets (continued) For the fiscal years ended December 31,


	AMG GW&K Municipal Bond Fund						AMG GW&K Municipal Enhanced Yield Fund

	2023			2022			2023			2022

Increase (Decrease) in Net Assets Resulting From Operations:

Net investment income		$22,827,789			$19,705,256			$7,868,751			$8,043,373

Net realized loss on investments		(16,640,418	)		(10,312,359	)		(10,403,174	)		(10,807,395	)

Net change in unrealized appreciation/depreciation on investments		53,394,216			(113,439,737	)		24,812,114			(60,592,633	)


Net increase (decrease) in net assets resulting from operations		59,581,587			(104,046,840	)		22,277,691			(63,356,655	)

Distributions to Shareholders:

Class N		(240,964	)		(212,610	)		(109,195	)		(79,222	)

Class I		(22,338,212	)		(21,345,146	)		(7,709,369	)		(8,871,256	)

Class Z		—			—			(3,806	)		(3,685	)

Total distributions to shareholders		(22,579,176	)		(21,557,756	)		(7,822,370	)		(8,954,163	)

Capital Share Transactions:¹

Net decrease from capital share transactions		(89,576,367	)		(142,203,031	)		(62,041,101	)		(53,225,598	)


Total decrease in net assets		(52,573,956	)		(267,807,627	)		(47,585,780	)		(125,536,416	)

Net Assets:

Beginning of year		1,081,262,512			1,349,070,139			258,994,046			384,530,462


End of year		$1,028,688,556			$1,081,262,512			$211,408,266			$258,994,046

¹See Note 1(g) of the Notes to Financial Statements.

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



		AMG GW&K ESG Bond Fund Financial Highlights For a share outstanding throughout each fiscal year


	For the fiscal years ended December 31,

Class N	2023			2022			2021			2020			2019

Net Asset Value, Beginning of Year		$21.11			$24.88			$28.12			$27.14			$25.49

Income (loss) from Investment Operations:

Net investment income^1,2		0.63			0.44			0.44			0.90			0.94

Net realized and unrealized gain (loss) on investments		0.75			(3.70	)		(0.83	)		1.03			1.85


Total income (loss) from investment operations		1.38			(3.26	)		(0.39	)		1.93			2.79

Less Distributions to Shareholders from:

Net investment income		(0.64	)		(0.47	)		(0.47	)		(0.88	)		(0.98	)

Net realized gain on investments		—			(0.04	)		(2.38	)		(0.07	)		(0.16	)


Total distributions to shareholders		(0.64	)		(0.51	)		(2.85	)		(0.95	)		(1.14	)

Net Asset Value, End of Year		$21.85			$21.11			$24.88			$28.12			$27.14


Total Return^2,3		6.69	%		(13.17	)%		(1.29	)%		7.34	%		11.10	%

Ratio of net expenses to average net assets		0.68	%		0.68	%		0.69	%⁴		0.71	%		0.72	%⁵

Ratio of gross expenses to average net assets⁶		0.70	%		0.69	%		0.69	%⁴		0.72	%		0.73	%⁵

Ratio of net investment income to average net assets²		2.94	%		1.98	%		1.71	%		3.31	%		3.53	%

Portfolio turnover		27	%		23	%		186	%		25	%		20	%

Net assets end of year (000’s) omitted		$269,529			$301,028			$427,818			$555,124			$618,381



		AMG GW&K ESG Bond Fund Financial Highlights For a share outstanding throughout each fiscal year


	For the fiscal years ended December 31,

Class I	2023			2022			2021			2020			2019

Net Asset Value, Beginning of Year		$21.12			$24.89			$28.13			$27.14			$25.49

Income (loss) from Investment Operations:

Net investment income^1,2		0.67			0.49			0.50			0.95			0.99

Net realized and unrealized gain (loss) on investments		0.75			(3.71	)		(0.83	)		1.05			1.85


Total income (loss) from investment operations		1.42			(3.22	)		(0.33	)		2.00			2.84

Less Distributions to Shareholders from:

Net investment income		(0.69	)		(0.51	)		(0.53	)		(0.94	)		(1.03	)

Net realized gain on investments		—			(0.04	)		(2.38	)		(0.07	)		(0.16	)


Total distributions to shareholders		(0.69	)		(0.55	)		(2.91	)		(1.01	)		(1.19	)

Net Asset Value, End of Year		$21.85			$21.12			$24.89			$28.13			$27.14


Total Return^2,3		6.85	%		(12.99	)%		(1.05	)%		7.57	%		11.32	%

Ratio of net expenses to average net assets		0.48	%		0.48	%		0.49	%⁴		0.50	%		0.52	%⁵

Ratio of gross expenses to average net assets⁶		0.50	%		0.49	%		0.49	%⁴		0.51	%		0.53	%⁵

Ratio of net investment income to average net assets²		3.14	%		2.18	%		1.91	%		3.52	%		3.73	%

Portfolio turnover		27	%		23	%		186	%		25	%		20	%

Net assets end of year (000’s) omitted		$165,892			$191,979			$327,121			$546,698			$605,353

¹	Per share numbers have been calculated using average shares.

²	Total returns and net investment income would have been lower had certain expenses not been offset.

³	The total return is calculated using the published Net Asset Value as of fiscal year end.

⁴	Ratio includes recapture of reimbursed fees from prior years amounting to less than 0.01% for the fiscal year ended December 31, 2021.

⁵	Includes 0.01% of extraordinary expense related to legal expense in support of an investment held in the portfolio.

⁶	Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.)



		AMG GW&K Enhanced Core Bond ESG Fund Financial Highlights For a share outstanding throughout each fiscal year


	For the fiscal years ended December 31,

Class N	2023			2022			2021			2020			2019

Net Asset Value, Beginning of Year		$8.92			$10.61			$10.90			$10.15			$9.43

Income (loss) from Investment Operations:

Net investment income^1,2		0.29			0.19			0.14			0.20			0.24

Net realized and unrealized gain (loss) on investments		0.22			(1.69	)		(0.28	)		0.75			0.73


Total income (loss) from investment operations		0.51			(1.50	)		(0.14	)		0.95			0.97

Less Distributions to Shareholders from:

Net investment income		(0.28	)		(0.19	)		(0.14	)		(0.20	)		(0.25	)

Paid in capital		—			—			(0.01	)		—			—


Total distributions to shareholders		(0.28	)		(0.19	)		(0.15	)		(0.20	)		(0.25	)

Net Asset Value, End of Year		$9.15			$8.92			$10.61			$10.90			$10.15


Total Return^2,3		5.89	%		(14.17	)%		(1.26	)%		9.41	%		10.35	%

Ratio of net expenses to average net assets		0.73	%		0.73	%		0.73	%		0.73	%		0.73	%

Ratio of gross expenses to average net assets⁴		1.05	%		1.00	%		0.93	%		1.06	%		1.16	%

Ratio of net investment income to average net assets²		3.20	%		1.99	%		1.32	%		1.86	%		2.43	%

Portfolio turnover		51	%		54	%		86	%		101	%		71	%

Net assets end of year (000’s) omitted		$11,370			$10,680			$13,736			$15,794			$14,779



		AMG GW&K Enhanced Core Bond ESG Fund Financial Highlights For a share outstanding throughout each fiscal year


	For the fiscal years ended December 31,

Class I	2023			2022			2021			2020			2019

Net Asset Value, Beginning of Year		$8.95			$10.65			$10.94			$10.19			$9.47

Income (loss) from Investment Operations:

Net investment income^1,2		0.30			0.21			0.16			0.22			0.26

Net realized and unrealized gain (loss) on investments		0.23			(1.70	)		(0.28	)		0.75			0.73


Total income (loss) from investment operations		0.53			(1.49	)		(0.12	)		0.97			0.99

Less Distributions to Shareholders from:

Net investment income		(0.30	)		(0.21	)		(0.16	)		(0.22	)		(0.27	)

Paid in capital		—			—			(0.01	)		—			—


Total distributions to shareholders		(0.30	)		(0.21	)		(0.17	)		(0.22	)		(0.27	)

Net Asset Value, End of Year		$9.18			$8.95			$10.65			$10.94			$10.19


Total Return^2,3		6.05	%		(14.07	)%		(1.07	)%		9.57	%		10.51	%

Ratio of net expenses to average net assets		0.56	%		0.56	%		0.56	%		0.55	%		0.55	%

Ratio of gross expenses to average net assets⁴		0.88	%		0.83	%		0.76	%		0.88	%		0.98	%

Ratio of net investment income to average net assets²		3.37	%		2.16	%		1.49	%		2.04	%		2.62	%

Portfolio turnover		51	%		54	%		86	%		101	%		71	%

Net assets end of year (000’s) omitted		$21,805			$19,890			$33,402			$27,800			$8,502



		AMG GW&K Enhanced Core Bond ESG Fund Financial Highlights For a share outstanding throughout each fiscal year


	For the fiscal years ended December 31,

Class Z	2023			2022			2021			2020			2019

Net Asset Value, Beginning of Year		$8.95			$10.65			$10.93			$10.18			$9.46

Income (loss) from Investment Operations:

Net investment income^1,2		0.31			0.21			0.17			0.22			0.27

Net realized and unrealized gain (loss) on investments		0.23			(1.69	)		(0.27	)		0.75			0.72


Total income (loss) from investment operations		0.54			(1.48	)		(0.10	)		0.97			0.99

Less Distributions to Shareholders from:

Net investment income		(0.31	)		(0.22	)		(0.17	)		(0.22	)		(0.27	)

Paid in capital		—			—			(0.01	)		—			—


Total distributions to shareholders		(0.31	)		(0.22	)		(0.18	)		(0.22	)		(0.27	)

Net Asset Value, End of Year		$9.18			$8.95			$10.65			$10.93			$10.18


Total Return^2,3		6.13	%		(14.00	)%		(0.92	)%		9.65	%		10.59	%

Ratio of net expenses to average net assets		0.48	%		0.48	%		0.48	%		0.48	%		0.48	%

Ratio of gross expenses to average net assets⁴		0.80	%		0.75	%		0.68	%		0.81	%		0.91	%

Ratio of net investment income to average net assets²		3.45	%		2.24	%		1.57	%		2.11	%		2.72	%

Portfolio turnover		51	%		54	%		86	%		101	%		71	%

Net assets end of year (000’s) omitted		$7,641			$9,877			$13,712			$11,552			$10,080

¹	Per share numbers have been calculated using average shares.

²	Total returns and net investment income would have been lower had certain expenses not been offset.

³	The total return is calculated using the published Net Asset Value as of fiscal year end.

⁴	Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.)



		AMG GW&K High Income Fund Financial Highlights For a share outstanding throughout each fiscal year


	For the fiscal years ended December 31,

Class N	2023			2022			2021			2020			2019

Net Asset Value, Beginning of Year		$20.11			$22.46			$22.23			$21.52			$20.04

Income (loss) from Investment Operations:

Net investment income^1,2		0.96			0.67			0.53			0.51			0.57

Net realized and unrealized gain (loss) on investments		0.83			(2.20	)		0.28			2.09			0.98


Total income (loss) from investment operations		1.79			(1.53	)		0.81			2.60			1.55

Less Distributions to Shareholders from:

Net investment income		(0.99	)		(0.77	)		(0.53	)		(0.48	)		(0.07	)

Net realized gain on investments		—			(0.05	)		(0.05	)		(1.41	)		—


Total distributions to shareholders		(0.99	)		(0.82	)		(0.58	)		(1.89	)		(0.07	)

Net Asset Value, End of Year		$20.91			$20.11			$22.46			$22.23			$21.52


Total Return^2,3		9.13	%		(6.80	)%		3.67	%		12.16	%		7.67	%

Ratio of net expenses to average net assets		0.84	%		0.86	%⁴		0.84	%		0.89	%		0.89	%

Ratio of gross expenses to average net assets⁵		1.48	%		1.32	%		1.37	%		1.70	%		1.87	%

Ratio of net investment income to average net assets²		4.72	%		3.22	%		2.36	%		2.28	%		2.70	%

Portfolio turnover		25	%		74	%		97	%		157	%		52	%

Net assets end of year (000’s) omitted		$7,061			$6,528			$8,157			$10,302			$9,638



		AMG GW&K High Income Fund Financial Highlights For a share outstanding throughout each fiscal period


	For the fiscal years ended December 31,						For the fiscal period ended December 31,

Class I	2023			2022			2021⁶

Net Asset Value, Beginning of Period		$20.10			$22.45			$22.27

Income (loss) from Investment Operations:

Net investment income^1,2		1.00			0.71			0.46

Net realized and unrealized gain (loss) on investments		0.83			(2.20	)		0.35


Total income (loss) from investment operations		1.83			(1.49	)		0.81

Less Distributions to Shareholders from:

Net investment income		(1.03	)		(0.81	)		(0.58	)

Net realized gain on investments		—			(0.05	)		(0.05	)


Total distributions to shareholders		(1.03	)		(0.86	)		(0.63	)


Net Asset Value, End of Period		$20.90			$20.10			$22.45


Total Return^2,3		9.35	%		(6.63	)%		3.68	%⁷

Ratio of net expenses to average net assets		0.64	%		0.66	%⁴		0.64	%⁸

Ratio of gross expenses to average net assets⁵		1.28	%		1.12	%		1.17	%⁸

Ratio of net investment income to average net assets²		4.92	%		3.42	%		2.56	%⁸

Portfolio turnover		25	%		74	%		97	%

Net assets end of period (000’s) omitted		$6,954			$10,740			$13,166

¹	Per share numbers have been calculated using average shares.

²	Total returns and net investment income would have been lower had certain expenses not been offset.

³	The total return is calculated using the published Net Asset Value as of fiscal year end.

⁴	Includes interest expense totaling 0.02% related to participation in the interfund lending program.

⁵	Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.)

⁶	Commencement of operations was on March 15, 2021.

⁷	Not annualized.

⁸	Annualized.



		AMG GW&K Municipal Bond Fund Financial Highlights For a share outstanding throughout each fiscal year


	For the fiscal years ended December 31,

Class N	2023			2022			2021			2020			2019

Net Asset Value, Beginning of Year		$11.11			$12.24			$12.45			$12.12			$11.48

Income (loss) from Investment Operations:

Net investment income^1,2		0.21			0.15			0.13			0.15			0.19

Net realized and unrealized gain (loss) on investments		0.42			(1.10	)		(0.11	)		0.33			0.64


Total income (loss) from investment operations		0.63			(0.95	)		0.02			0.48			0.83

Less Distributions to Shareholders from:

Net investment income		(0.21	)		(0.16	)		(0.13	)		(0.15	)		(0.19	)

Net realized gain on investments		—			(0.02	)		(0.10	)		—			—


Total distributions to shareholders		(0.21	)		(0.18	)		(0.23	)		(0.15	)		(0.19	)

Net Asset Value, End of Year		$11.53			$11.11			$12.24			$12.45			$12.12


Total Return^2,3		5.72	%		(7.80	)%		0.10	%		4.31	%		7.29	%

Ratio of net expenses to average net assets		0.72	%		0.72	%		0.71	%		0.71	%		0.71	%

Ratio of gross expenses to average net assets⁴		0.79	%		0.78	%		0.76	%		0.77	%		0.78	%

Ratio of net investment income to average net assets²		1.85	%		1.35	%		1.01	%		1.25	%		1.59	%

Portfolio turnover		29	%		20	%		24	%		17	%		18	%

Net assets end of year (000’s) omitted		$12,081			$12,972			$17,112			$18,153			$18,711



		AMG GW&K Municipal Bond Fund Financial Highlights For a share outstanding throughout each fiscal year


	For the fiscal years ended December 31,

Class I	2023			2022			2021			2020			2019

Net Asset Value, Beginning of Year		$11.18			$12.31			$12.52			$12.18			$11.54

Income (loss) from Investment Operations:

Net investment income^1,2		0.25			0.19			0.17			0.19			0.23

Net realized and unrealized gain (loss) on investments		0.41			(1.11	)		(0.11	)		0.34			0.64


Total income (loss) from investment operations		0.66			(0.92	)		0.06			0.53			0.87

Less Distributions to Shareholders from:

Net investment income		(0.24	)		(0.19	)		(0.17	)		(0.19	)		(0.23	)

Net realized gain on investments		—			(0.02	)		(0.10	)		—			—


Total distributions to shareholders		(0.24	)		(0.21	)		(0.27	)		(0.19	)		(0.23	)

Net Asset Value, End of Year		$11.60			$11.18			$12.31			$12.52			$12.18


Total Return^2,3		6.04	%		(7.45	)%		0.43	%		4.70	%		7.58	%

Ratio of net expenses to average net assets		0.39	%		0.39	%		0.39	%		0.39	%		0.39	%

Ratio of gross expenses to average net assets⁴		0.46	%		0.45	%		0.44	%		0.45	%		0.46	%

Ratio of net investment income to average net assets²		2.18	%		1.68	%		1.33	%		1.57	%		1.91	%

Portfolio turnover		29	%		20	%		24	%		17	%		18	%

Net assets end of year (000’s) omitted		$1,016,607			$1,068,290			$1,331,958			$1,287,667			$1,014,514

¹	Per share numbers have been calculated using average shares.

²	Total returns and net investment income would have been lower had certain expenses not been offset.

³	The total return is calculated using the published Net Asset Value as of fiscal year end.

⁴	Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.)



		AMG GW&K Municipal Enhanced Yield Fund Financial Highlights For a share outstanding throughout each fiscal year


	For the fiscal years ended December 31,

Class N	2023			2022			2021			2020			2019

Net Asset Value, Beginning of Year		$8.56			$10.74			$10.69			$10.42			$9.69

Income (loss) from Investment Operations:

Net investment income^1,2		0.25			0.22			0.20			0.23			0.26

Net realized and unrealized gain (loss) on investments		0.64			(2.17	)		0.18			0.37			0.78


Total income (loss) from investment operations		0.89			(1.95	)		0.38			0.60			1.04

Less Distributions to Shareholders from:

Net investment income		(0.25	)		(0.20	)		(0.19	)		(0.21	)		(0.25	)

Net realized gain on investments		—			(0.03	)		(0.14	)		(0.12	)		(0.06	)

Total distributions to shareholders		(0.25	)		(0.23	)		(0.33	)		(0.33	)		(0.31	)


Net Asset Value, End of Year		$9.20			$8.56			$10.74			$10.69			$10.42

Total Return^2,3		10.53	%		(18.19	)%		3.59	%		5.95	%		10.92	%


Ratio of net expenses to average net assets		0.99	%		0.99	%		0.99	%		0.99	%		0.99	%

Ratio of gross expenses to average net assets⁴		1.08	%		1.07	%		1.05	%		1.07	%		1.08	%

Ratio of net investment income to average net assets²		2.87	%		2.39	%		1.85	%		2.17	%		2.56	%

Portfolio turnover		24	%		45	%		61	%		81	%		40	%

Net assets end of year (000’s) omitted		$5,964			$2,955			$14,923			$5,015			$5,722



		AMG GW&K Municipal Enhanced Yield Fund Financial Highlights For a share outstanding throughout each fiscal year


	For the fiscal years ended December 31,

Class I	2023			2022			2021			2020			2019

Net Asset Value, Beginning of Year		$8.30			$10.43			$10.40			$10.15			$9.45

Income (loss) from Investment Operations:

Net investment income^1,2		0.27			0.24			0.23			0.25			0.29

Net realized and unrealized gain (loss) on investments		0.62			(2.09	)		0.17			0.37			0.76


Total income (loss) from investment operations		0.89			(1.85	)		0.40			0.62			1.05

Less Distributions to Shareholders from:

Net investment income		(0.28	)		(0.25	)		(0.23	)		(0.25	)		(0.29	)

Net realized gain on investments		—			(0.03	)		(0.14	)		(0.12	)		(0.06	)


Total distributions to shareholders		(0.28	)		(0.28	)		(0.37	)		(0.37	)		(0.35	)

Net Asset Value, End of Year		$8.91			$8.30			$10.43			$10.40			$10.15


Total Return^2,3		10.89	%		(17.86	)%		3.94	%		6.31	%		11.28	%

Ratio of net expenses to average net assets		0.64	%		0.64	%		0.64	%		0.64	%		0.64	%

Ratio of gross expenses to average net assets⁴		0.73	%		0.72	%		0.70	%		0.72	%		0.73	%

Ratio of net investment income to average net assets²		3.22	%		2.74	%		2.20	%		2.52	%		2.91	%

Portfolio turnover		24	%		45	%		61	%		81	%		40	%

Net assets end of year (000’s) omitted		$205,322			$255,928			$369,473			$323,439			$273,228



		AMG GW&K Municipal Enhanced Yield Fund Financial Highlights For a share outstanding throughout each fiscal year


	For the fiscal years ended December 31,

Class Z	2023			2022			2021			2020			2019

Net Asset Value, Beginning of Year		$8.30			$10.43			$10.40			$10.15			$9.44

Income (loss) from Investment Operations:

Net investment income^1,2		0.28			0.25			0.24			0.26			0.30

Net realized and unrealized gain (loss) on investments		0.61			(2.10	)		0.17			0.37			0.76


Total income (loss) from investment operations		0.89			(1.85	)		0.41			0.63			1.06

Less Distributions to Shareholders from:

Net investment income		(0.28	)		(0.25	)		(0.24	)		(0.26	)		(0.29	)

Net realized gain on investments		—			(0.03	)		(0.14	)		(0.12	)		(0.06	)


Total distributions to shareholders		(0.28	)		(0.28	)		(0.38	)		(0.38	)		(0.35	)

Net Asset Value, End of Year		$8.91			$8.30			$10.43			$10.40			$10.15


Total Return^2,3		10.95	%		(17.82	)%		3.99	%		6.37	%		11.45	%

Ratio of net expenses to average net assets		0.59	%		0.59	%		0.59	%		0.59	%		0.59	%

Ratio of gross expenses to average net assets⁴		0.68	%		0.67	%		0.65	%		0.67	%		0.68	%

Ratio of net investment income to average net assets²		3.27	%		2.79	%		2.25	%		2.57	%		2.96	%

Portfolio turnover		24	%		45	%		61	%		81	%		40	%

Net assets end of year (000’s) omitted		$123			$111			$135			$130			$120

¹	Per share numbers have been calculated using average shares.

²	Total returns and net investment income would have been lower had certain expenses not been offset.

³	The total return is calculated using the published Net Asset Value as of fiscal year end.

⁴	Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.)



		Notes to Financial Statements December 31, 2023

1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

AMG Funds, AMG Funds II (“Trust II”) and AMG Funds III (“Trust III”) (the “Trusts”) are open-end management investment companies, organized as Massachusetts business trusts, and registered under the Investment Company Act of 1940, as amended (the “1940 Act”). Currently, the Trusts consist of a number of different funds, each having distinct investment management objectives, strategies, risks, and policies. Included in this report are AMG Funds: AMG GW&K Municipal Bond Fund (“Municipal Bond”), AMG GW&K Municipal Enhanced Yield Fund (“Municipal Enhanced”), Trust II: AMG GW&K Enhanced Core Bond ESG Fund (“Enhanced Core Bond ESG”) and Trust III: AMG GW&K ESG Bond Fund (“ESG Bond”) and AMG GW&K High Income Fund (“High Income”), each a “Fund” and collectively, the “Funds”.

Each Fund offers different classes of shares. All Funds offer Class N shares and Class I shares; and Enhanced Core Bond ESG and Municipal Enhanced offer Class Z shares. Each class represents an interest in the same assets of the respective Fund. Although all share classes generally have identical voting rights, each share class votes separately when required by law. Different share classes may have different net asset values per share to the extent the share classes pay different distribution amounts and/or the expenses of such share classes differ. Each share class has its own expense structure. Please refer to a current prospectus for additional information on each share class.

Market prices of investments held by the Funds may fall rapidly or unpredictably due to a variety of economic or political factors, market conditions, disasters or public health issues, or in response to events that affect particular industries or companies.

The Funds’ financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), including accounting and reporting guidance pursuant to Accounting Standards Codification Topic 946 applicable to investment companies. U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates and such differences could be material. The following is a summary of significant accounting policies followed by the Funds in the preparation of their financial statements:

a. VALUATION OF INVESTMENTS

Fixed income securities purchased with a remaining maturity exceeding 60 days are valued at the evaluated bid price provided by an authorized pricing service or, if an evaluated price is not available, by reference to other securities which are considered comparable in credit rating, interest rate, due date and other features (generally referred to as “matrix pricing”) or other similar pricing methodologies. Investments in certain mortgage-backed and stripped mortgage-backed securities, convertible securities, derivatives and other debt securities not traded on an organized securities market are valued on the basis of valuations provided by dealers or by a pricing service which uses information with respect to transactions in such securities and various relationships between such securities and yield to maturity in determining value.

amortized cost. Investments in other open-end registered investment companies are valued at their end of day net asset value per share.

The Funds’ portfolio investments are generally valued based on independent market quotations or prices or, if none, “evaluative” or other market based valuations provided by third party pricing services. Pursuant to Rule 2a-5 under the 1940 Act, the Funds’ Boards of Trustees (the “Board”) designated AMG Funds LLC (the “Investment Manager”) as the Funds’ Valuation Designee to perform the Funds’ fair value determinations. Such determinations are subject to Board oversight and certain reporting and other requirements intended to ensure that the Board receives the information it needs to oversee the Investment Manager’s fair value determinations.

Under certain circumstances, the value of certain Fund portfolio investments may be based on an evaluation of fair value, pursuant to procedures established by the Investment Manager and under the general supervision of the Board. The Funds may use the fair value of a portfolio investment to calculate its net asset value (“NAV”) in the event that the market quotation, price or market based valuation for the portfolio investment is not readily available or otherwise not determinable pursuant to the Funds’ valuation procedures, if the Investment Manager believes the quotation, price or market based valuation to be unreliable, or in certain other circumstances. When determining the fair value of an investment, the Investment Manager seeks to determine the price that the Funds might reasonably expect to receive from current sale of that portfolio investment in an arms-length transaction. Fair value determinations shall be based upon consideration of all available facts and information, including, but not limited to (i) attributes specific to the investment; (ii) fundamental and analytical data relating to the investment; and (iii) the value of other comparable securities or relevant financial instruments, including derivative securities, traded on other markets or among dealers.

The values assigned to fair value portfolio investments are based on available information and do not necessarily represent amounts that might ultimately be realized in the future, since such amounts depend on future developments inherent in long-term investments. Because of the inherent uncertainty of valuation, those estimated values may differ significantly from the values that would have been used had a ready market for the investments existed, and the differences could be material. The Board will be presented with quarterly reports, as of the most recent quarter end, summarizing all fair value activity, material fair value matters that occurred during the quarter, and all outstanding securities fair valued by the Funds. Additionally, the Board will be presented with an annual report that assesses the adequacy and effectiveness of the Investment Manager’s process for determining the fair value of the Funds’ investments.

With respect to foreign equity securities and certain foreign fixed income securities, securities held in the Funds that can be fair valued by the applicable fair value pricing service are fair valued on each business day provided that each individual price exceeds a pre-established confidence level.



		Notes to Financial Statements (continued)

that market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation.

The three-tier hierarchy of inputs is summarized below:

Level 1 – inputs are quoted prices in active markets for identical investments (e.g., equity securities, open-end investment companies)

Level 2 – other observable inputs (including, but not limited to: quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market corroborated inputs) (e.g., debt securities, government securities, foreign currency exchange contracts, foreign securities utilizing international fair value pricing, fair valued securities with observable inputs)

Level 3 – inputs are significant unobservable inputs (including the Fund’s own assumptions used to determine the fair value of investments) (e.g., fair valued securities with unobservable inputs)

b. SECURITY TRANSACTIONS

Security transactions are accounted for as of trade date. Realized gains and losses on securities sold are determined on the basis of identified cost.

c. INVESTMENT INCOME AND EXPENSES

Interest income, which includes amortization of premium and accretion of discount on debt securities, is accrued as earned. Interest income on foreign

securities is recorded gross of any withholding tax. Other income and expenses are recorded on an accrual basis. Expenses that cannot be directly attributed to a Fund are apportioned among the funds in the Trusts and other trusts or funds within the AMG Funds Family of Funds (collectively, the “AMG Funds Family”) based upon their relative average net assets or number of shareholders. Investment income, realized and unrealized capital gains and losses, the common expenses of each Fund, and certain fund level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of each Fund.

d. DIVIDENDS AND DISTRIBUTIONS

Fund distributions resulting from net investment income, if any, will normally be declared and paid monthly by the Funds. Fund distributions resulting from realized net capital gains, if any, will normally be declared and paid at least annually in December. Distributions to shareholders are recorded on the ex-dividend date. Distributions are determined in accordance with federal income tax regulations, which may differ from net investment income and net realized capital gains for financial statement purposes (U.S. GAAP). Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Permanent book and tax basis differences, if any, relating to shareholder distributions will result in reclassifications to paid-in capital. Temporary differences arise when certain items of income, expense and gain or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Permanent differences are primarily due to redemptions in kind for Municipal Enhanced. There were no permanent differences for ESG Bond, Enhanced Core Bond ESG, High Income or Municipal Bond. Temporary differences are primarily due to wash sale loss deferrals for ESG Bond, Enhanced Core Bond ESG, High Income and Municipal Enhanced and premium amortization on callable bonds for ESG Bond and High Income. Municipal Bond had no temporary differences.

The tax character of distributions paid during the fiscal years ended December 31, 2023 and December 31, 2022 was as follows:


	ESG Bond				Enhanced Core Bond ESG				High Income

Distributions paid from:	2023		2022		2023		2022		2023		2022

Ordinary income *		$14,222,552		$12,655,107		$1,319,131		$1,041,762		$772,328		$684,311

Tax-exempt income		—		—		—		—		—		—

Long-term capital gains		—		966,729		—		—		—		2,954



		$14,222,552		$13,621,836		$1,319,131		$1,041,762		$772,328		$687,265



	Municipal Bond			Municipal Enhanced

Distributions paid from:		2023	2022		2023	2022

Ordinary income *		$1,247,248	$551,119		$367,083	$207,654

Tax-exempt income		21,331,928	19,272,793		7,455,287	7,931,831

Long-term capital gains		—	1,733,844		—	814,678


		$22,579,176	$21,557,756		$7,822,370	$8,954,163

* For tax purposes, short-term capital gain distributions, if any, are considered ordinary income distributions.



		Notes to Financial Statements (continued)

As of December 31, 2023, the components of distributable earnings (excluding unrealized appreciation/depreciation) on a tax basis consisted of:



	ESG Bond		Enhanced Core Bond ESG		High Income		Municipal Bond		Municipal Enhanced

Capital loss carryforward		$39,808,360		$6,549,700		$1,435,297		$26,952,777		$16,215,360

Undistributed ordinary income		82,816		10,963		9,749		—		—

Undistributed tax-exempt income		—		—		—		249,290		76,439

At December 31, 2023, the cost of investments and the aggregate gross unrealized appreciation and depreciation for federal income tax purposes were as follows:



Fund	Cost		Appreciation		Depreciation			Net Depreciation

ESG Bond		$490,317,269		$4,059,983		$(47,919,588	)		$(43,859,605	)

Enhanced Core Bond ESG		45,140,942		274,109		(3,284,931	)		(3,010,822	)

High Income		16,013,211		116,928		(214,435	)		(97,507	)

Municipal Bond		1,030,029,167		16,415,545		(23,370,147	)		(6,954,602	)

Municipal Enhanced		224,254,481		3,241,997		(13,819,821	)		(10,577,824	)

e. FEDERAL TAXES

Each Fund currently qualifies as an investment company and intends to comply with the requirements under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), and to distribute substantially all of its taxable income and gains to its shareholders and to meet certain diversification and income requirements with respect to investment companies. The Investment Manager has analyzed the Funds’ tax positions taken on federal income tax returns as of December 31, 2023, and for all open tax years (generally, the three prior taxable years), and has concluded that no provision for federal income tax is required in the Funds’ financial statements. Additionally, the Investment Manager is not aware of any tax position for which it is reasonably possible that the total amounts of unrecognized tax benefit/detriment will change materially in the next twelve months.

Furthermore, based on each Fund’s understanding of the tax rules and rates related to income, gains and transactions for the foreign jurisdictions in which it invests, each Fund will provide for foreign taxes, and where appropriate, deferred foreign taxes.

f. CAPITAL LOSS CARRYOVERS AND DEFERRALS

As of December 31, 2023, the Funds had capital loss carryovers for federal income tax purposes as shown in the following chart. These amounts may be used to offset future realized capital gains indefinitely, and retain their character as short-term and/or long-term.



Fund	Short-Term		Long-Term		Total

ESG Bond		$9,213,293		$30,595,067		$39,808,360

Enhanced Core Bond ESG		2,675,067		3,874,633		6,549,700

High Income		398,620		1,036,677		1,435,297

Municipal Bond		1,211,437		25,741,340		26,952,777

Municipal Enhanced		4,404,660		11,810,700		16,215,360

g. CAPITAL STOCK

Each of AMG Funds’ Amended and Restated Agreement and Declaration of Trust, AMG Funds II’s Amended and Restated Declaration of Trust, and AMG Funds III’s Declaration of Trust authorizes for each applicable Fund the issuance of an unlimited number of shares of beneficial interest, without par value. Each Fund records sales and repurchases of its capital stock on the trade date. For the fiscal year ended December 31, 2023, Municipal Enhanced delivered securities, and cash in connection with redemptions in-kind transactions in the amount of $46,736,183 for subscriptions in-kind to AMG Municipal Enhanced SMA Shares, an affiliated fund, and a related party. For the purposes of U.S. GAAP, the transactions were treated as sales of securities and the resulting gain or loss was recognized based on the market value of the securities on the date of the transfer. For tax purposes, no gains or losses were recognized.



		Notes to Financial Statements (continued)

For the fiscal years ended December 31, 2023 and December 31, 2022, the capital stock transactions by class for the Funds were as follows:


	ESG Bond								Enhanced Core Bond ESG

	December 31, 2023				December 31, 2022				December 31, 2023				December 31, 2022

	Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount

Class N:

Shares sold		502,045		$10,618,434		434,859		$9,802,580		384,052		$3,446,741		151,245		$1,447,268

Shares issued in reinvestment of distributions		395,272		8,384,556		345,800		7,627,326		32,277		287,738		20,650		192,586

Shares redeemed		(2,817,229)		(59,923,434)		(3,716,450)		(83,888,821)		(370,741)		(3,342,409)		(268,963)		(2,557,723)


Net increase (decrease)		(1,919,912)		$(40,920,444)		(2,935,791)		$(66,458,915)		45,588		$392,070		(97,068)		$(917,869)


Class I:

Shares sold		1,156,432		$24,647,398		1,292,769		$29,148,121		1,011,926		$9,000,136		1,447,204		$13,969,790

Shares issued in reinvestment of distributions		259,536		5,507,823		256,042		5,663,172		74,147		663,551		55,346		519,860

Shares redeemed		(2,914,785)		(61,872,107)		(5,602,000)		(125,532,119)		(933,098)		(8,401,244)		(2,416,748)		(23,744,821)


Net increase (decrease)		(1,498,817)		$(31,716,886)		(4,053,189)		$(90,720,826)		152,975		$1,262,443		(914,198)		$(9,255,171)


Class Z:

Shares sold		—		—		—		—		143,285		$1,297,193		147,673		$1,476,721

Shares issued in reinvestment of distributions		—		—		—		—		30,302		271,456		27,916		261,662

Shares redeemed		—		—		—		—		(444,712)		(3,991,589)		(359,946)		(3,361,565)


Net decrease		—		—		—		—		(271,125)		$(2,422,940)		(184,357)		$(1,623,182)


	High Income								Municipal Bond

	December 31, 2023				December 31, 2022				December 31, 2023				December 31, 2022

	Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount

Class N:

Shares sold		80,767		$1,656,985		18,712		$389,945		418,863		$4,709,065		647,098		$7,349,629

Shares issued in reinvestment of distributions		15,456		314,368		13,040		267,721		18,635		207,971		16,904		188,374

Shares redeemed		(83,177)		(1,699,230)		(70,270)		(1,469,556)		(556,927)		(6,183,058)		(895,246)		(10,012,745)


Net increase (decrease)		13,046		$272,123		(38,518)		$(811,890)		(119,429)		$(1,266,022)		(231,244)		$(2,474,742)


Class I:

Shares sold		58,087		$1,187,228		484,312		$9,834,594		37,373,757		$421,157,504		81,732,933		$917,700,640

Shares issued in reinvestment of distributions		21,980		446,846		19,941		410,014		1,488,315		16,699,309		1,484,035		16,631,130

Shares redeemed		(281,706)		(5,745,881)		(556,443)		(11,307,954)		(46,781,942)		(526,167,158)		(95,879,229)		(1,074,060,059)


Net decrease		(201,639)		$(4,111,807)		(52,190)		$(1,063,346)		(7,919,870)		$(88,310,345)		(12,662,261)		$(139,728,289)


	Municipal Enhanced

	December 31, 2023				December 31, 2022

	Shares		Amount		Shares		Amount

Class N:

Shares sold		1,862,046		$16,341,115		616,950		$5,797,292

Shares issued in reinvestment of distributions		8,269		72,921		5,976		53,425

Shares redeemed		(1,567,017)		(13,721,798)		(1,667,635)		(16,584,715)


Net increase (decrease)		303,298		$2,692,238		(1,044,709)		$(10,733,998)



		Notes to Financial Statements (continued)


	Municipal Enhanced

	December 31, 2023						December 31, 2022

	Shares			Amount			Shares			Amount

Class I:

Shares sold		14,554,470			$124,614,205			12,933,675			$112,341,447

Shares issued in reinvestment of distributions		330,028			2,811,647			534,430			4,664,114

Shares redeemed		(22,667,440	)		(192,162,997	)¹		(18,061,842	)		(159,500,846	)


Net decrease		(7,782,942	)		$(64,737,145	)		(4,593,737	)		$(42,495,285	)


Class Z:

Shares issued in reinvestment of distributions		448			$3,806			423			$3,685


Net increase		448			$3,806			423			$3,685

¹ Includes redemption in-kind in the amount of $46,736,183.

h. REPURCHASE AGREEMENTS AND JOINT REPURCHASE AGREEMENTS

The Funds may enter into third-party and bilateral repurchase agreements for temporary cash management purposes and for reinvestment of cash collateral on securities lending transactions under the securities lending program offered by The Bank of New York Mellon (“BNYM”) (the “Securities Lending Program”) (collectively, “Repurchase Agreements”). The value of the underlying collateral, including accrued interest, must equal or exceed the value of the Repurchase Agreements during the term of the agreement. For joint repurchase agreements, the Funds participate on a pro rata basis with other clients of BNYM in their share of the underlying collateral under such joint repurchase agreements and in their share of proceeds from any repurchase or other disposition of the underlying collateral. The underlying collateral for all Repurchase Agreements is held by the Funds’ custodian or at the Federal Reserve Bank. If the seller defaults and the value of the collateral declines, or if bankruptcy proceedings commence with respect to the seller of the security, realization of the collateral by the Funds may be delayed or limited. Pursuant to the Securities Lending Program, the Funds are indemnified for such losses by BNYM on joint repurchase agreements.

At December 31, 2023, the market value of Repurchase Agreements outstanding for ESG Bond, Enhanced Core Bond ESG, High Income, Municipal Bond and Municipal Enhanced was $14,421,108, $2,185,574, $2,197,791, $15,216,000 and $5,184,000, respectively.

i. DELAYED DELIVERY TRANSACTIONS AND WHEN-ISSUED SECURITIES

The Funds may enter into securities transactions on a delayed delivery or when issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked to market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a delayed delivery or when-issued basis are identified as such in each Fund’s Schedule of Portfolio Investments. With respect to purchase commitments, the Funds identify securities as segregated in their records with a value at least equal to the amount of the commitment. Delayed delivery or when-issued securities that have been purchased from and sold to different brokers are reflected as an investment in

securities and a forward sale commitment in the Fund’s Statement of Assets and Liabilities. For financial reporting purposes, the Fund does offset the receivable and payable for delayed delivery investments purchased and sold. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract, or if the issuer does not issue the securities due to political, economic, or other factors.

At December 31, 2023, the market value of delayed delivery securities held in Municipal Bond amounted to $9,586,475.

2. AGREEMENTS AND TRANSACTIONS WITH AFFILIATES

For each of the Funds, the Trusts have entered into investment advisory agreements under which the Investment Manager, a subsidiary and the U.S. wealth platform of Affiliated Managers Group, Inc. (“AMG”), serves as investment manager to the Funds and is responsible for the Funds’ overall administration and operations. The Investment Manager selects and recommends, subject to the approval of the Boards and, in certain circumstances, shareholders, the subadviser for the Funds and monitors the subadviser’s investment performance, security holdings and investment strategies. Each Fund’s investment portfolio is managed by GW&K Investment Management, LLC (“GW&K”), who serves as subadviser pursuant to a subadvisory agreement with the Investment Manager. AMG indirectly owns a majority interest in GW&K.

Investment management fees are paid directly by the Funds to the Investment Manager based on average daily net assets. For the fiscal year ended December 31, 2023, the Funds’ investment management fees were paid at the following annual rates of each Fund’s respective average daily net assets:



ESG Bond			0.23%

Enhanced Core Bond ESG			0.30%

High Income			0.39%

Municipal Bond

on first $25 million			0.35%

on next $25 million			0.30%



		Notes to Financial Statements (continued)



on next $50 million			0.25%

on balance over $100 million			0.20%

Municipal Enhanced			0.45%

The fee paid to GW&K for its services as subadviser is paid out of the fee the Investment Manager receives from each Fund and does not increase the expenses of each Fund.

The Investment Manager has contractually agreed, through at least May 1, 2024, to waive management fees and/or pay or reimburse fund expenses in order to limit total annual Fund operating expenses after fee waiver and expense reimbursements (exclusive of taxes, interest (including interest incurred in connection with bank and custody overdrafts, and in connection with securities sold short), shareholder servicing fees, distribution and service (12b-1) fees, brokerage commissions and other transaction costs, dividends payable with respect to securities sold short, acquired fund fees and expenses and extraordinary expenses) of ESG Bond, Enhanced Core Bond ESG, High Income, Municipal Bond, and Municipal Enhanced to the annual rate of 0.43%, 0.48%, 0.59%, 0.34%, and 0.59%, respectively, of each Fund’s average daily net assets (this annual rate or such other annual rate that may be in effect from time to time, the “Expense Cap”), subject to later reimbursement by the Funds in certain circumstances.

In general, for a period of up to 36 months after the date any amounts are paid, waived or reimbursed by the Investment Manager, the Investment Manager may recover such amounts from a Fund, provided that such repayment would not cause the Fund’s total annual operating expenses after fee waiver and expense reimbursements (exclusive of the items noted in the parenthetical above) to exceed either (i) the Expense Cap in effect at the time such amounts were paid, waived or reimbursed, or (ii) the Expense Cap in effect at the time of such repayment by the Fund.

The contractual expense limitation may only be terminated in the event the Investment Manager or a successor ceases to be the investment manager of a Fund or a successor fund, by mutual agreement between the Investment Manager and the Board, or in the event of a Fund’s liquidation unless the Fund is reorganized or is a party to a merger in which the surviving entity is successor to the accounting and performance information of a Fund.

For the fiscal year ended December 31, 2023, the Investment Manager’s expense reimbursements, and repayments of prior reimbursements by the Funds to the Investment Manager, if any, are as follows:


	Expense	Repayment of
	Reimbursements	Prior Reimbursements

ESG Bond	$90,822	—

Enhanced Core Bond ESG	127,203	—

High Income	100,391	—

Municipal Bond	749,681	—

Municipal Enhanced	221,214	—

At December 31, 2023, the Funds’ expiration of reimbursements subject to recoupment is as follows:


Expiration Period	ESG Bond		Enhanced Core Bond ESG		High Income

Less than 1 year		$19,644		$113,335		$94,499

1-2 years		72,842		130,195		88,045

2-3 years		90,822		127,203		100,391


Total		$183,308		$370,733		$282,935



Expiration Period	Municipal Bond		Municipal Enhanced

Less than 1 year		$706,015		$230,390

1-2 years		726,185		225,094

2-3 years		749,681		221,214


Total		$2,181,881		$676,698

The Trusts, on behalf of the Funds, have entered into an amended and restated Administration Agreement under which the Investment Manager serves as the Funds’ administrator (the “Administrator”) and is responsible for certain aspects of managing the Funds’ operations, including administration and shareholder services to each Fund. Each Fund pays a fee to the Administrator at the rate of 0.15% per annum of the Fund’s average daily net assets for this service.

The Funds are distributed by AMG Distributors, Inc. (the “Distributor”), a wholly-owned subsidiary of the Investment Manager. The Distributor serves as the distributor and underwriter for each Fund and is a registered broker-dealer and member of the Financial Industry Regulatory Authority, Inc. (“FINRA”). Shares of each Fund will be continuously offered and will be sold directly to prospective purchasers and through brokers, dealers or other financial intermediaries who have executed selling agreements with the Distributor. Generally, the Distributor bears all or a portion of the expenses of providing services pursuant to the distribution agreement, including the payment of the expenses relating to the distribution of prospectuses for sales purposes and any advertising or sales literature.

The Trusts have adopted a distribution and service plan (the “Plan”) with respect to the Class N shares, in accordance with the requirements of Rule 12b-1 under the 1940 Act and the requirements of the applicable rules of FINRA regarding asset-based sales charges. Pursuant to the Plan, Enhanced Core Bond ESG, Municipal Bond and Municipal Enhanced may make payments to the Distributor for its expenditures in financing any activity primarily intended to result in the sale of each Fund’s Class N shares and for maintenance and personal service provided to existing shareholders of that class. The Plan authorizes payments to the Distributor up to 0.25% annually of Enhanced Core Bond ESG, Municipal Bond and Municipal Enhanced average daily net assets attributable to the Class N shares. The portion of payments made under the plan by Class N shares of Enhanced Core Bond ESG, Municipal Bond and Municipal Enhanced for shareholder servicing may not exceed an annual rate of 0.25% of the average daily net asset value of each Fund’s shares of that class owned by clients of such broker, dealer or financial intermediary.

For each of Class N and Class I shares of ESG Bond, High Income, Municipal Bond, and Municipal Enhanced, and for Enhanced Core Bond ESG’s Class I shares, the



		Notes to Financial Statements (continued)

Board has approved reimbursement payments to the Investment Manager for shareholder servicing expenses (“shareholder servicing fees”) incurred. Shareholder servicing fees include payments to financial intermediaries, such as broker-dealers (including fund supermarket platforms), banks, and trust companies who provide shareholder recordkeeping, account servicing and other services. The Class N and Class I shares may reimburse the Investment Manager for the actual amount incurred up to a maximum annual rate of each Class’s average daily net assets as shown in the table below.

The impact on the annualized expense ratios for the fiscal year ended December 31, 2023, was as follows:


	Maximum Annual		Actual
	Amount		Amount
Fund	Approved		Incurred

ESG Bond

Class N		0.25%	0.25%

Class I		0.05%	0.05%

Enhanced Core Bond ESG

Class I		0.10%	0.08%

High Income

Class N		0.25%	0.25%

Class I		0.05%	0.05%

Municipal Bond

Class N		0.15%	0.13%

Class I		0.05%	0.05%

Municipal Enhanced

Class N		0.15%	0.15%

Class I		0.05%	0.05%

The Board provides supervision of the affairs of the Trusts and other trusts within the AMG Funds Family. The Trustees of the Trusts who are not affiliated with the Investment Manager receive an annual retainer and per meeting fees for regular, special and telephonic meetings, and they are reimbursed for out-of-pocket expenses incurred while carrying out their duties as Board members. The Chairman of the Board and the Audit Committee Chair receive additional annual retainers. On October 10, 2023, the shareholders of each Trust elected Trustees, including two new Trustees who are not “interested persons” of the Funds within the meaning of the 1940 Act. Certain Trustees and Officers of the Funds are Officers and/or Directors of the Investment Manager, AMG and/or the Distributor.

The following Funds utilized the interfund loan program during the fiscal year ended December 31, 2023 as follows:


Fund	Average Lent		Number of Days		Interest Earned		Average Interest Rate

Municipal Bond		$7,448,357		10		$12,158		5.958	%

Municipal Enhanced		1,723,990		6		1,748		6.122	%

Fund	Average Borrowed		Number of Days		Interest Paid		Average Interest Rate

Enhanced Core Bond ESG		$1,432,227		4		$990		6.220	%

Municipal Bond		2,344,795		3		1,144		5.935	%

Municipal Enhanced		1,802,749		13		3,962		6.170	%

3. PURCHASES AND SALES OF SECURITIES

Purchases and sales of securities (excluding short-term securities and U.S. Government Obligations) for the fiscal year ended December 31, 2023, were as follows:


	Long Term Securities

Fund	Purchases		Sales

ESG Bond		$78,262,046		$115,067,183

Enhanced Core Bond ESG		11,200,578		11,978,804

High Income		3,863,034		7,666,292

Municipal Bond		301,623,507		393,699,685

Municipal Enhanced		56,932,120		70,231,619

Purchases and sales of U.S. Government Obligations for the fiscal year ended December 31, 2023 were as follows:


	U.S. Government Obligations

Fund	Purchases		Sales

ESG Bond		$43,877,436		$74,388,537

Enhanced Core Bond ESG		8,566,832		8,562,787

4. PORTFOLIO SECURITIES LOANED

The Funds, except Municipal Bond and Municipal Enhanced, participate in the Securities Lending Program providing for the lending of securities to qualified borrowers. Securities lending income includes earnings of such temporary cash investments, plus or minus any rebate to a borrower. These earnings (after any rebate) are then divided between BNYM, as a fee for its services under the Securities Lending Program, and the Funds, according to agreed-upon rates. Collateral on all securities loaned is accepted in cash, U.S. Treasury Obligations or U.S. Government Agency Obligations. Collateral is maintained at a minimum level of 102% (105% in the case of certain foreign securities) of the market value, plus interest, if applicable, of investments on loan. It is the Funds’ policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. Lending securities entails a risk of loss to the Funds if and to the extent that the market value of the securities loaned were to increase and



		Notes to Financial Statements (continued)

the borrower did not increase the collateral accordingly, and the borrower fails to return the securities. Under the terms of the Securities Lending Program, the Funds are indemnified for such losses by BNYM. Cash collateral is held in separate omnibus accounts managed by BNYM, who is authorized to exclusively enter into joint repurchase agreements for that cash collateral. Securities collateral is held in separate omnibus accounts managed by BNYM and cannot be sold or pledged. BNYM bears the risk of any deficiency in the amount of the cash collateral available for return to the borrower due to any loss on the collateral invested. Loans of securities are terminable by a Fund at any time and the borrower, after notice, is required to return borrowed securities as soon as practical, which is normally within three business days.

The value of securities loaned on positions held, cash collateral and securities collateral received at December 31, 2023, was as follows:


Fund	Securities Loaned	Cash Collateral Received	Securities Collateral Received	Total Collateral Received

ESG Bond	$22,416,408	$14,128,108	$9,203,847	$23,331,955

Enhanced Core Bond ESG	4,139,635	2,185,574	2,109,537	4,295,111

High Income	2,406,325	2,057,791	456,310	2,514,101

The following table summarizes the securities received as collateral for securities lending at December 31, 2023:


Fund	Collateral Type	Coupon Range	Maturity Date Range

ESG Bond	U.S. Treasury Obligations	0.125%-5.471%	04/15/24-05/15/51

Enhanced Core Bond ESG	U.S. Treasury Obligations	0.125%-4.750%	04/15/24-05/15/51

High Income	U.S. Treasury Obligations	0.000%-6.000%	02/01/24-08/15/53

5. COMMITMENTS AND CONTINGENCIES

Under the Trusts’ organizational documents, their Trustees and Officers are indemnified against certain liabilities arising out of the performance of their duties to the Trusts. In addition, in the normal course of business, the Funds may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Funds under these arrangements is unknown, as this would involve future claims

that may be made against a Fund that have not yet occurred. However, based on experience, the Funds had no prior claims or losses and expect the risks of loss to be remote.

6. RISKS ASSOCIATED WITH HIGH YIELD SECURITIES

Investing in high yield securities involves greater risks and considerations not typically associated with U.S. Government and other high quality/investment grade securities. High yield securities are generally below investment grade securities and do not have an established retail secondary market. Economic downturns may disrupt the high yield market and impair the issuer’s ability to repay principal and interest. Also, an increase in interest rates would likely have an adverse impact on the value of such obligations and could cause the securities to become less liquid.

7. CREDIT AGREEMENT

Effective April 12, 2023, the Trust III, on behalf of High Income and another fund in the Trust, became party to a Credit Agreement among BNYM, AMG Funds II, and AMG Funds IV (together with the Trust and AMG Funds II, the “Participating Trusts”) (the “Credit Agreement”) that provided a revolving line of credit of up to $50 million to certain funds in the Participating Trusts (such funds, the “Participating Funds”). On December 31, 2023, the Credit Agreement was terminated. The facility was shared by the Participating Funds, and was available for temporary, emergency purposes including liquidity needs in meeting redemptions. The interest rate on outstanding Alternate Base Rate Loans was equal to the greater of the Prime Rate plus 1.25%, or 0.50% plus the Federal Funds Effective Rate plus 1.25%. The interest rate on outstanding Overnight Loans was equal to the greater of the Federal Funds Effective Rate plus 1.25%, or the Adjusted Daily Simple SOFR plus 1.25%. The aforementioned Adjusted Daily Simple SOFR was the sum of Daily Simple SOFR plus 0.10% plus a floor rate of 0.00%. The Participating Funds paid a commitment fee on the unutilized commitment amount of 0.175% per annum, which was allocated to the Participating Funds based on average daily net assets and is included in miscellaneous expense on the Participating Funds’ Statement of Operations. Interest incurred on loans utilized, if any, is included in the Statement of Operations as interest expense.

High Income did not utilize the line of credit during the period April 12, 2023, through December 31, 2023.

8. MASTER NETTING AGREEMENTS

The Funds may enter into master netting agreements with their counterparties for the Securities Lending Program and Repurchase Agreements, which provide the right, in the event of default (including bankruptcy or insolvency) for the non-defaulting party to liquidate the collateral and calculate net exposure to the defaulting party or request additional collateral. For financial reporting purposes, the Funds do not offset financial assets and financial liabilities that are subject to master netting agreements in the Statement of Assets and Liabilities. For securities lending transactions, see Note 4.

The following table is a summary of the Funds’ open Repurchase Agreements that are subject to a master netting agreement as of December 31, 2023:



		Notes to Financial Statements (continued)


			Gross Amount Not Offset in the
			Statement of Assets and Liabilities
Fund	Gross Amounts of Assets Presented in the Statement of Assets and Liabilities		Offset Amount		Net Asset Balance		Collateral Received		Net Amount

ESG Bond

Cantor Fitzgerald Securities, Inc.		$3,006,434		—		$3,006,434		$3,006,434		—

Daiwa Capital Markets America		631,946		—		631,946		631,946		—

RBC Dominion Securities, Inc.		3,531,895		—		3,531,895		3,531,895		—

Santander U.S. Capital Markets LLC		3,496,576		—		3,496,576		3,496,576		—

State of Wisconsin Investment Board		3,461,257		—		3,461,257		3,461,257		—

Fixed Income Clearing Corp.		293,000		—		293,000		293,000		—


Total		$14,421,108		—		$14,421,108		$14,421,108		—


Enhanced Core Bond ESG

Daiwa Capital Markets America		$1,000,000		—		$1,000,000		$1,000,000		—

Deutsche Bank Securities, Inc.		185,574		—		185,574		185,574		—

RBC Dominion Securities, Inc.		1,000,000		—		1,000,000		1,000,000		—


Total		$2,185,574		—		$2,185,574		$2,185,574		—


High Income

Daiwa Capital Markets America		$1,000,000		—		$1,000,000		$1,000,000		—

Deutsche Bank Securities, Inc.		57,791		—		57,791		57,791		—

RBC Dominion Securities, Inc.		1,000,000		—		1,000,000		1,000,000		—

Fixed Income Clearing Corp.		140,000		—		140,000		140,000		—


Total		$2,197,791		—		$2,197,791		$2,197,791		—


Municipal Bond

Fixed Income Clearing Corp.		$7,899,000		—		$7,899,000		$7,899,000		—

Fixed Income Clearing Corp.		7,317,000		—		7,317,000		7,317,000		—


Total		$15,216,000		—		$15,216,000		$15,216,000		—


Municipal Enhanced

Fixed Income Clearing Corp.		$3,319,000		—		$3,319,000		$3,319,000		—

Fixed Income Clearing Corp.		1,865,000		—		1,865,000		1,865,000		—


Total		$5,184,000		—		$5,184,000		$5,184,000		—

9. SUBSEQUENT EVENTS

The Funds have determined that no material events or transactions occurred through the issuance date of the Funds’ financial statements which require an additional disclosure in or adjustment of the Funds’ financial statements.



		Report of Independent Registered Public Accounting Firm

To the Boards of Trustees of AMG Funds, AMG Funds II, and AMG Funds III and Shareholders of AMG GW&K Municipal Bond Fund, AMG GW&K Municipal Enhanced Yield Fund, AMG GW&K Enhanced Core Bond ESG Fund, AMG GW&K ESG Bond Fund and AMG GW&K High Income Fund

Opinions on the Financial Statements

We have audited the accompanying statements of assets and liabilities, including the schedules of portfolio investments, of AMG GW&K Municipal Bond Fund, AMG GW&K Municipal Enhanced Yield Fund (two of the funds constituting AMG Funds), AMG GW&K Enhanced Core Bond ESG Fund (one of the funds constituting AMG Funds II), AMG GW&K ESG Bond Fund and AMG GW&K High Income Fund (two of the funds constituting AMG Funds III) (hereafter collectively referred to as the “Funds”) as of December 31, 2023, the related statements of operations for the year ended December 31, 2023, the statements of changes in net assets for each of the two years in the period ended December 31, 2023, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of each of the Funds as of December 31, 2023, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period ended December 31, 2023 and each of the financial highlights for each of the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinions

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.

/s/ PricewaterhouseCoopers LLP

Boston, Massachusetts

February 27, 2024

We have served as the auditor of one or more investment companies in the AMG Funds Family since 1993.



		Other Information (unaudited)

TAX INFORMATION

AMG GW&K ESG Bond Fund, AMG GW&K Enhanced Core Bond ESG Fund, AMG GW&K High Income Fund, AMG GW&K Municipal Bond Fund, and AMG GW&K Municipal Enhanced Yield Fund each hereby designate the maximum amount allowable of its net taxable income as qualified dividends as provided in the Jobs and Growth Tax Relief Reconciliation Act of 2003. The 2023 Form 1099-DIV you receive for each Fund will show the tax status of all distributions paid to you during the year.

Pursuant to section 852 of the Internal Revenue Code, AMG GW&K ESG Bond Fund, AMG GW&K Enhanced Core Bond ESG Fund, AMG GW&K High Income Fund, AMG GW&K Municipal Bond Fund, and AMG GW&K Municipal Enhanced Yield Fund, each hereby designates $0, as a capital gain distribution with respect to the taxable year ended December 31, 2023, or if subsequently determined to be different, the net capital gains of such fiscal year.

PROXY VOTE

A special meeting of the shareholders of AMG Funds, AMG Funds II and AMG Funds III (collectively the “Trusts”) was held on October 10, 2023, to vote on proposals to elect trustees to the Boards of Trustees of the Trusts and to amend certain fundamental restrictions of AMG High Income Fund. Jill R. Cuniff, Kurt A. Keilhacker, Peter W. MacEwen, Steven J. Paggioli, Eric Rakowski, Victoria L. Sassine and Garret W. Weston were elected by shareholders at the special meeting on October 10, 2023. Bruce B. Bingham, an incumbent Trustee, served as a Trustee of the Trusts until his retirement on December 31, 2023. The proposals and results of the votes are described below.


AMG Funds	All Funds in Trust*

Election of Trustees ¹	For		Withheld

Jill R. Cuniff		523,453,201		50,330,270

Kurt A. Keilhacker		563,642,997		10,140,474

Peter W. MacEwen		523,551,974		50,231,497

Steven J. Paggioli		561,225,673		12,557,798

Eric Rakowski		561,230,560		12,552,911

Victoria L. Sassine		563,668,874		10,114,597

Garret W. Weston		564,280,150		9,503,321

AMG Funds II	All Funds in Trust*

Election of Trustees ¹	For		Withheld

Jill R. Cuniff		4,796,336		35,586

Kurt A. Keilhacker		4,798,616		33,306

Peter W. MacEwen		4,797,782		34,140

Steven J. Paggioli		4,797,674		34,248

Eric Rakowski		4,803,644		28,278

Victoria L. Sassine		4,801,440		30,482

Garret W. Weston		4,798,028		33,894



		Other Information


AMG Funds III	All Funds in Trust*

Election of Trustees ¹	For		Withheld

Jill R. Cuniff		16,176,146		1,292,448

Kurt A. Keilhacker		16,195,091		1,273,503

Peter W. MacEwen		16,181,186		1,287,408

Steven J. Paggioli		16,171,262		1,297,332

Eric Rakowski		16,234,882		1,233,712

Victoria L. Sassine		16,232,798		1,235,796

Garret W. Weston		16,302,659		1,165,935


	AMG High Income Fund*
To approve the amendment of the Fund’s fundamental investment restrictions	For		Against		Abstain		Broker Non-Vote

Borrowing		365,234		2,237		5,456		205,732

Issuing Senior Securities		365,234		2,189		5,503		205,733

¹ Ms. Cuniff and Mr. MacEwen were newly elected to the Boards of Trustees on October 10, 2023; Messrs. Keilhacker, Paggioli, Rakowski, and Weston and Ms. Sassine are incumbent Trustees.

* Rounded to the nearest share.



		AMG Funds Trustees and Officers

The Trustees and Officers of the Trusts, their business addresses, principal occupations for the past five years and ages are listed below. The Trustees provide broad supervision over the affairs of the Trusts and the Funds. The Trustees are experienced executives who meet periodically throughout the year to oversee the Funds’ activities, review contractual arrangements with companies that provide services to the Funds, and

review the Funds’ performance. Unless otherwise noted, the address of each Trustee or Officer is the address of the Trusts: 680 Washington Blvd., Suite 500, Stamford, CT. 06901.

There is no stated term of office for Trustees. Trustees serve until their resignation, retirement or removal in accordance with the Trusts’ organizational documents and policies adopted by the Board from time to time.

Independent Trustees

The following Trustees are not “interested persons” of the Trusts within the meaning of the 1940 Act:


Number of Funds Overseen in Fund Complex		Name, Age, Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee

• Trustee since 2012 - AMG Funds • Trustee since 2012 - AMG Funds II • Trustee since 2012 - AMG Funds III • Oversees 37 Funds in Fund Complex		Bruce B. Bingham, 75* Partner, Hamilton Partners (real estate development firm) (1987-Present); Director of The Yacktman Funds, Inc. (2 portfolios) (2000-2012).

• Trustee since 2023 - AMG Funds • Trustee since 2023 - AMG Funds II • Trustee since 2023 - AMG Funds III • Oversees 37 Funds in Fund Complex		Jill R. Cuniff, 59** Director of Harding, Loevner Funds, Inc. (12 portfolios) (2018-Present); Retired (2016-Present); President & Portfolio Manager, Edge Asset Management (2009-2016); President & Chief Investment Officer, Morley Financial Services (2001-2009); President, Union Bond & Trust Company (2001-2009).

• Chairman of the Audit Committee since 2021 • Trustee since 2013 - AMG Funds • Trustee since 2013 - AMG Funds II • Trustee since 2013 - AMG Funds III • Oversees 39 Funds in Fund Complex		Kurt A. Keilhacker, 60 Managing Partner, Elementum Ventures (2013-Present); Managing Partner, TechFund Europe (2000-Present); Managing Partner, TechFund Capital (1997-Present); Adjunct Professor, University of San Francisco (2022-Present); Trustee, Wheaton College (2018-Present); Director, Wheaton College Trust Company, N.A. (2018-Present).

• Trustee since 2023 - AMG Funds • Trustee since 2023 - AMG Funds II • Trustee since 2023 - AMG Funds III • Oversees 37 Funds in Fund Complex		Peter W. MacEwen, 59** Private investor (2019-Present); Affiliated Managers Group, Inc. (2003-2018): Chief Administrative Officer, Office of the CEO (2013-2018); Senior Vice President, Finance (2007-2013); Vice President, Finance (2003-2007).

• Trustee since 2004 - AMG Funds • Trustee since 2000 - AMG Funds II • Trustee since 1993 - AMG Funds III • Oversees 37 Funds in Fund Complex		Steven J. Paggioli, 73 Independent Consultant (2002-Present); Trustee, Professionally Managed Portfolios (28 portfolios); Independent Director, Muzinich BDC, Inc. (business development company) (2019-Present); Director, The Wadsworth Group; Independent Director, Chase Investment Counsel (2008–2019); Executive Vice President, Secretary and Director, Investment Company Administration, LLC and First Fund Distributors, INC. (1990-2001).



		AMG Funds Trustees and Officers (continued)



• Independent Chairman of the Board of Trustees since 2017 • Chairman of the Governance Committee since 2017 • Trustee since 1999 - AMG Funds • Trustee since 2000 - AMG Funds II • Trustee since 1999 - AMG Funds III • Oversees 39 Funds in Fund Complex		Eric Rakowski, 65 Professor of Law, University of California at Berkeley School of Law (1990-Present); Tax Attorney at Davis Polk & Wardwell and clerked for Judge Harry T. Edwards of the U.S. Court of Appeals for the District of Columbia Circuit and for Justice William J. Brennan Jr. of the U.S. Supreme Court; Trustee of Parnassus Funds (4 portfolios) (2021-Present); Trustee of Parnassus Income Funds (2 portfolios) (2021-Present); Director of Harding, Loevner Funds, Inc. (10 portfolios); Trustee of Third Avenue Trust (3 portfolios) (2002-2019); Trustee of Third Avenue Variable Trust (1 portfolio) (2002-2019).

• Trustee since 2013 - AMG Funds • Trustee since 2013 - AMG Funds II • Trustee since 2013 - AMG Funds III • Oversees 39 Funds in Fund Complex		Victoria L. Sassine, 58 Adjunct Professor, Babson College (2007–Present); Director, Board of Directors, PRG Group (2017-Present); CEO, Founder, Scale Smarter Partners, LLC (2018-Present); Adviser, EVOFEM Biosciences (2019-Present); Chairperson of the Board of Directors of Business Management Associates (2018-2019).

*Mr. Bingham retired from the Boards of Trustees of the Trusts on December 31, 2023.

**Ms. Cuniff and Mr. MacEwen were elected to the Boards of Trustees by the shareholders of the Trusts on October 10, 2023.

Interested Trustee

The Trustee in the following table is an “interested person” of the Trust within the meaning of the 1940 Act.


Number of Funds Overseen in Fund Complex		Name, Age, Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee
• Trustee since 2021 - AMG Funds • Trustee since 2021 - AMG Funds II • Trustee since 2021 - AMG Funds III • Oversees 39 Funds in Fund Complex		Garret W. Weston, 42 Affiliated Managers Group, Inc. (2008-Present): Managing Director, Head of Affiliate Product Strategy and Development (2023-Present), Managing Director, Co-Head of Affiliate Engagement, Distribution (2021-2022), Senior Vice President, Office of the CEO (2019-2021), Senior Vice President, Affiliate Development (2016-2019), Vice President, Office of the CEO (2015-2016), Vice President, New Investments (2008-2015); Associate, Madison Dearborn Partners (2006-2008); Analyst, Merrill Lynch (2004-2006).

Officers

Position(s)Held with Fund and Length of Time Served		Name, Age, Principal Occupation(s) During Past 5 Years

• President since 2018 • Principal Executive Officer since 2018 • Chief Executive Officer since 2018 • Chief Operating Officer since 2007		Keitha L. Kinne, 65 Managing Director, Head of Platform and Operations, AMG Funds LLC (2023-Present); Chief Operating Officer, AMG Funds LLC (2007-Present); Chief Investment Officer, AMG Funds LLC (2008-Present); President and Principal, AMG Distributors, Inc. (2018-Present); Chief Operating Officer, AMG Distributors, Inc. (2007-Present); President, Chief Executive Officer and Principal Executive Officer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2018-Present); Chief Operating Officer, AMG Funds, AMG Funds I, AMG Funds II, and AMG Funds III (2007-Present); Chief Operating Officer, AMG Funds IV (2016-Present); Chief Operating Officer and Chief Investment Officer, Aston Asset Management, LLC (2016); President and Principal Executive Officer, AMG Funds, AMG Funds I, AMG Funds II and AMG Funds III (2012-2014); Managing Partner, AMG Funds LLC (2007-2014); President and Principal, AMG Distributors, Inc. (2012-2014); Managing Director, Legg Mason & Co., LLC (2006-2007); Managing Director, Citigroup Asset Management (2004-2006).

• Secretary since 2015 • Chief Legal Officer since 2015		Mark J. Duggan, 58 Managing Director and Senior Counsel, AMG Funds LLC (2021-Present); Senior Vice President and Senior Counsel, AMG Funds LLC (2015-2021); Secretary and Chief Legal Officer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2015-Present); Attorney, K&L Gates, LLP (2009-2015).

• Chief Financial Officer since 2017 • Treasurer since 2017 • Principal Financial Officer since 2017 • Principal Accounting Officer since 2017		Thomas G. Disbrow, 57 Vice President, Mutual Fund Treasurer & CFO, AMG Funds, AMG Funds LLC (2017-Present); Chief Financial Officer, Principal Financial Officer, Treasurer and Principal Accounting Officer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2017-Present); Managing Director - Global Head of Traditional Funds Product Control, UBS Asset Management (Americas), Inc. (2015-2017); Managing Director - Head of North American Funds Treasury, UBS Asset Management (Americas), Inc. (2011-2015).



		AMG Funds Trustees and Officers (continued)



Position(s) Held with Fund and Length of Time Served		Name, Age, Principal Occupation(s) During Past 5 Years

• Deputy Treasurer since 2017		John A. Starace, 53 Vice President, Mutual Fund Accounting, AMG Funds LLC (2021-Present); Director, Mutual Fund Accounting, AMG Funds LLC (2017-2021); Vice President, Deputy Treasurer of Mutual Funds Services, AMG Funds LLC (2014-2017); Deputy Treasurer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2017-Present); Vice President, Citi Hedge Fund Services (2010-2014); Audit Senior Manager (2005-2010) and Audit Manager (2001-2005), Deloitte & Touche LLP.

• Chief Compliance Officer and Sarbanes-Oxley Code of Ethics Compliance Officer since 2019 • Anti-Money Laundering Compliance Officer since 2022		Patrick J. Spellman, 49 Vice President, Chief Compliance Officer, AMG Funds LLC (2017-Present); Chief Compliance Officer, AMG Distributors, Inc. (2010-Present); Chief Compliance Officer and Sarbanes-Oxley Code of Ethics Compliance Officer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2019-Present); Anti-Money Laundering Compliance Officer, AMG Funds, AMG Funds I, AMG Funds II, and AMG Funds III (2014-2019; 2022-Present); Anti-Money Laundering Compliance Officer, AMG Funds IV (2016-2019; 2022-Present); Senior Vice President, Chief Compliance Officer, AMG Funds LLC (2011-2017); Compliance Manager, Legal and Compliance, Affiliated Managers Group, Inc. (2005-2011).

• Assistant Secretary since 2016		Maureen M. Kerrigan, 38 Vice President, Senior Counsel, AMG Funds LLC (2021-Present); Vice President, Counsel, AMG Funds LLC (2019-2021); Director, Counsel, AMG Funds LLC (2017-2018); Vice President, Counsel, AMG Funds LLC (2015-2017); Assistant Secretary, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2016-Present); Associate, Ropes & Gray LLP (2011-2015); Law Fellow, Massachusetts Appleseed Center for Law and Justice (2010-2011).

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LOGO

INVESTMENT MANAGER AND

ADMINISTRATOR

AMG Funds LLC

680 Washington Blvd., Suite 500

Stamford, CT 06901

800.548.4539

DISTRIBUTOR

AMG Distributors, Inc.

680 Washington Blvd., Suite 500

Stamford, CT 06901

800.548.4539

SUBADVISER

GW&K Investment Management, LLC

222 Berkeley St.

Boston, MA 02116

CUSTODIAN

The Bank of New York Mellon

Mutual Funds Custody

6023 Airport Road

Oriskany, NY 13424

LEGAL COUNSEL

Ropes & Gray LLP

Prudential Tower, 800 Boylston Street

Boston, MA 02199-3600

TRANSFER AGENT

BNY Mellon Investment Servicing (US) Inc.

AMG Funds

Attn: 534426 AIM 154-0520

500 Ross Street

Pittsburgh, PA 15262

800.548.4539

This report is prepared for the Funds’ shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by an effective prospectus. To receive a free copy of the prospectus or Statement of Additional Information, which includes additional information about Fund Trustees, please contact us by calling 800.548.4539. Distributed by AMG Distributors, Inc., member FINRA/SIPC.

Current net asset values per share for each Fund are available on the Funds’ website at wealth.amg.com.

A description of the policies and procedures each Fund uses to vote its proxies is available: (i) without charge, upon request, by calling 800.548.4539, or (ii) on the Securities and Exchange Commission’s (SEC) website at sec.gov. For information regarding each Fund’s proxy voting record for the 12-month period ended June 30, call 800.548.4539 or visit the SEC website at sec.gov.

The Funds file their complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to their reports on Form N-PORT. The Funds’ portfolio holdings on Form N-PORT are available on the SEC’s website at sec.gov and the Funds’ website at wealth.amg.com. To review a complete list of the Funds’ portfolio holdings, or to view the most recent semi-annual report or annual report, please visit wealth.amg.com.



wealth.amg.com

LOGO


EQUITY FUNDS AMG Beutel Goodman International Equity Beutel, Goodman & Company Ltd. AMG Boston Common Global Impact Boston Common Asset Management, LLC AMG Frontier Small Cap Growth Frontier Capital Management Co., LLC AMG GW&K Small Cap Core AMG GW&K Small Cap Value AMG GW&K Small/Mid Cap Core AMG GW&K Small/Mid Cap Growth AMG GW&K International Small Cap GW&K Investment Management, LLC AMG Montrusco Bolton Large Cap Growth Montrusco Bolton Investments, Inc. AMG Renaissance Large Cap Growth The Renaissance Group LLC	AMG River Road Dividend All Cap Value AMG River Road Focused Absolute Value AMG River Road Large Cap Value Select AMG River Road Mid Cap Value AMG River Road Small-Mid Cap Value AMG River Road Small Cap Value River Road Asset Management, LLC AMG TimesSquare Emerging Markets Small Cap AMG TimesSquare Global Small Cap AMG TimesSquare International Small Cap AMG TimesSquare Mid Cap Growth AMG TimesSquare Small Cap Growth TimesSquare Capital Management, LLC AMG Veritas Asia Pacific AMG Veritas China AMG Veritas Global Focus AMG Veritas Global Real Return Veritas Asset Management LLP AMG Yacktman AMG Yacktman Focused AMG Yacktman Global AMG Yacktman Special Opportunities Yacktman Asset Management LP	FIXED INCOME FUNDS AMG Beutel Goodman Core Plus Bond Beutel, Goodman & Company Ltd. AMG GW&K Core Bond ESG AMG GW&K Enhanced Core Bond ESG AMG GW&K ESG Bond AMG GW&K High Income AMG GW&K Municipal Bond AMG GW&K Municipal Enhanced Yield GW&K Investment Management, LLC



wealth.amg.com		123123 AR088

Item 2. CODE OF ETHICS

Registrant has adopted a Code of Ethics. See attached Exhibit (a)(1).

Item 3. AUDIT COMMITTEE FINANCIAL EXPERT

Registrant’s Board of Trustees has determined that independent Trustee Mr. Steven J. Paggioli qualifies as an Audit Committee Financial Expert. Mr. Paggioli is “independent” as such term is defined in Form N-CSR.

Item 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES

(a)	Audit Fees

The aggregate fees billed by the Funds’ independent registered public accounting firm, PricewaterhouseCoopers LLP (“PwC”), to the Funds for the Funds’ two most recent fiscal years for professional services rendered for audits of annual financial statements, or services that are normally provided in connection with statutory and regulatory filings or engagements (“Audit Fees”) were as follows:


Fund - AMG Funds III	Fiscal 2023		Fiscal 2022
AMG Veritas Asia Pacific Fund	$	27,481	$	26,664
AMG GW&K ESG Bond Fund	$	50,043	$	48,965
AMG GW&K High Income Fund	$	37,674	$	36,340

(b)	Audit-Related Fees

There were no fees billed by PwC to the Funds in their two most recent fiscal years for services rendered for assurance and related services that are reasonably related to the performance of the audit or review of the Funds’ financial statements, but are not reported as Audit Fees (“Audit-Related Fees”).

For the Funds’ two most recent fiscal years, there were no Audit-Related Fees billed by PwC for engagements related directly to the operations and financial reporting of one or more Funds by a Fund Service Provider. A Fund Service Provider is (a) any investment adviser to the Fund (not including any Subadviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) or (b) any entity that provides ongoing services to the Fund and is controlling, controlled by or under common control with a Fund investment adviser described in (a).

(c)	Tax Fees

The aggregate fees billed by PwC to the Funds for the two most recent fiscal years for professional services rendered for tax compliance, tax advice, and tax planning (“Tax Fees”) were as follows:


Fund - AMG Funds III	Fiscal 2023		Fiscal 2022
AMG Veritas Asia Pacific Fund	$	8,370	$	8,050
AMG GW&K ESG Bond Fund	$	9,450	$	9,085
AMG GW&K High Income Fund	$	8,370	$	8,050

For the Funds’ two most recent fiscal years, Tax Fees billed by PwC for engagements by Fund Service Providers that related directly to the operations and financial reporting of the Funds were $0 for fiscal 2023 and $0 for fiscal 2022, respectively.

The services for which Tax Fees were charged comprise all services performed by professional staff in PwC’s tax division except those services related to the audit. Typically, this category would include fees for tax compliance, tax planning, and tax advice. Tax compliance, tax advice, and tax planning services include preparation of original and amended tax returns, claims for refund and tax payment-planning services, assistance with tax audits and appeals, tax advice related to mergers and acquisitions and requests for rulings or technical advice from taxing authorities.

(d)	All Other Fees

There were no other fees billed by PwC to the Funds for all other non-audit services (“Other Fees”) during the Funds’ two most recent fiscal years. During the same period, there were no Other Fees billed by PwC for engagements by Fund Service Providers that related directly to the operations and financial reporting of the Funds.

(e)(1) According to policies adopted by the Audit Committee, services provided by PwC to the Funds must be pre-approved by the Audit Committee. On an annual basis, the Audit Committee reviews and pre-approves various types of services that PwC may perform for the Funds without specific approval of each engagement, subject to specified budget limitations. As contemplated by the Sarbanes-Oxley Act of 2002 and related SEC rules, the Audit Committee also pre-approves non-audit services provided by PwC to any Fund Service Provider for any engagement that relates directly to the operations and financial reporting of the Funds. Any engagement that is not already pre-approved or that will exceed a pre-approved budget must be submitted to the Audit Committee for pre-approval. The Chairman of the Audit Committee is authorized on behalf of the Board of Trustees and the Audit Committee to approve the engagement of PwC to perform non-audit services subject to certain conditions, including notification to the Audit Committee of such pre-approval not later than the next meeting of the Audit Committee following the date of such pre-approval.

(e)(2) None.

(f) Not applicable.

(g) The aggregate fees billed by PwC in 2023 and 2022 for non-audit services rendered to the Funds and Fund Service Providers were $66,190 and $61,185, respectively. For the fiscal year ended December 31, 2023, this amount reflects the amounts disclosed above in Item 4(b),(c),(d), plus $40,000 in fees billed to the Fund Service Providers for non-audit services that did not relate directly to the operations and financial reporting of the Funds. For the fiscal year ended December 31, 2022, this amount reflects the amounts disclosed above in Item 4(b),(c),(d), plus $36,000 in fees billed to the Fund Service Providers for non-audit services that did not relate directly to the operations and financial reporting of the Funds.

(h) The Trust’s Audit Committee has considered whether the provision of non-audit services by registrant’s independent registered public accounting firm to the registrant’s investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provided ongoing services to the registrant that were not pre-approved by the Committee (because such services did not relate directly to the operations and financial reporting of the registrant) was compatible with maintaining the independence of the independent registered public accounting firm.

Item 5. AUDIT COMMITTEE OF LISTED REGISTRANTS

Not applicable.

Item 6. SCHEDULE OF INVESTMENTS

The schedule of investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form.

Item 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES

Not applicable.

Item 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES

Not applicable.

Item 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANIES AND AFFILIATED PURCHASERS

Not applicable.

Item 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

Not applicable.

Item 11. CONTROLS AND PROCEDURES

(a) The Registrant’s principal executive and principal financial officers have concluded, based on their evaluation of the registrant’s disclosure controls and procedures as of a date within 90 days of the filing of this report, that the Registrant’s disclosure controls and procedures are reasonably designed to ensure that

information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized and reported within the required time periods and that information required to be disclosed by the registrant in the reports that it files or submits on Form N-CSR is accumulated and communicated to the Registrant’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

(b) There were no changes in the Registrant’s internal control over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the internal control over financial reporting.

Item 12.

DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES

Not applicable.

Item 13.

EXHIBITS


(a)(1)		Any Code of Ethics or amendments hereto. Filed herewith.

(a)(2)		Certifications pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 - Filed herewith.

(a)(3)		Not applicable.

(b)		Certifications pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 - Filed herewith.

SIGNATURES

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


AMG FUNDS III

By:		/s/ Keitha L. Kinne
		Keitha L. Kinne, Principal Executive Officer

Date:		March 7, 2024

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.


By:		/s/ Keitha L. Kinne
		Keitha L. Kinne, Principal Executive Officer

Date:		March 7, 2024

By:		/s/ Thomas Disbrow
		Thomas Disbrow, Principal Financial Officer

Date:		March 7, 2024