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 811-04244

SOUND SHORE FUND, INC.

190 Middle Street, Suite 101

Portland, Maine 04101

John P. DeGulis, President

8 Sound Shore Drive

Greenwich, Connecticut 06830

Date of fiscal year end: December 31

Date of reporting period: January 1, 2026 – June 30, 2026

Item 1.  Reports to Stockholders.

(a)     A copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Investment Company Act, as amended (“Act”), is attached hereto.

Semi-Annual Shareholder Report - June 30, 2026

Sound Shore Fund

SSHVX

:  Institutional Class

Fund Overview

This semi-annual shareholder report contains important information about the Sound Shore Fund for the period of January 1, 2026, to June 30, 2026. You can find additional information about the Fund at https://soundshorefund.com/investor-resources-documents/. You can also request this information by contacting us at (800) 551-1980.

This report describes changes to the Fund that occurred during the reporting period. 

What were the Fund's costs for the last six months? 

(based on a hypothetical $10,000 investment)

Table Summary

Class Name	Costs of a $10,000 investmentFootnote Reference(a)	Costs paid as a percentage of a $10,000 investment
Institutional Class	$38	0.75%

Footnote	Description
Footnote(a)	Annualized for a period less than one year.

How did the Fund perform in the last six months? 

Stocks staged a powerful comeback in the second quarter of 2026. Propelled by a resurgence in the artificial intelligence (AI) trade, semiconductor, hardware, and memory chip makers saw triple-digit surges driven by massive data center infrastructure spending. Investor sentiment was further bolstered by a tentative ceasefire in the Iran war and the ensuing decline in oil prices, which eased inflationary fears. Combined with resilient corporate earnings and a stable U.S. labor market, equities shrugged off higher Treasury yields and hawkish comments from the new Federal Reserve Chair, Kevin Warsh. Our portfolio benefited from the AI wave as well, but our value discipline will steer us away from the most expensive parts of the market. Importantly, we had more breadth in our return than the indices. Financial, industrial and consumer stocks were some of our strongest contributors. Sound Shore’s long-term investment process looks forward to assess where a company’s normal earning power will be. This leads us to stocks with management teams employing strategies that are durable and have sustainable businesses we want to partner with in our portfolio.

Total Return Based on a $1,000,000 Investment 

Table Summary

Date	Institutional Class	S&P 500® Index	Russell 1000® Value Index
6/16	$1,000,000	$1,000,000	$1,000,000
9/16	$1,068,441	$1,038,521	$1,034,805
12/16	$1,121,680	$1,078,236	$1,103,899
3/17	$1,173,091	$1,143,643	$1,139,974
6/17	$1,215,038	$1,178,961	$1,155,302
9/17	$1,251,734	$1,231,783	$1,191,297
12/17	$1,305,709	$1,313,632	$1,254,736
3/18	$1,271,408	$1,303,660	$1,219,186
6/18	$1,282,334	$1,348,426	$1,233,520
9/18	$1,354,526	$1,452,400	$1,303,876
12/18	$1,142,529	$1,256,037	$1,151,005
3/19	$1,278,625	$1,427,462	$1,288,372
6/19	$1,336,430	$1,488,897	$1,337,903
9/19	$1,304,000	$1,514,183	$1,356,039
12/19	$1,411,002	$1,651,518	$1,456,498
3/20	$999,777	$1,327,854	$1,067,176
6/20	$1,175,433	$1,600,639	$1,219,682
9/20	$1,258,013	$1,743,567	$1,287,896
12/20	$1,523,269	$1,955,379	$1,497,218
3/21	$1,696,416	$2,076,122	$1,665,728
6/21	$1,792,359	$2,253,607	$1,752,482
9/21	$1,799,181	$2,266,723	$1,738,813
12/21	$1,888,480	$2,516,678	$1,873,921
3/22	$1,871,213	$2,400,948	$1,860,099
6/22	$1,620,278	$2,014,369	$1,632,968
9/22	$1,494,201	$1,916,015	$1,541,237
12/22	$1,692,123	$2,060,886	$1,732,668
3/23	$1,715,956	$2,215,392	$1,750,101
6/23	$1,804,799	$2,409,065	$1,821,410
9/23	$1,769,843	$2,330,205	$1,763,764
12/23	$1,991,028	$2,602,644	$1,931,279
3/24	$2,331,507	$2,877,377	$2,104,816
6/24	$2,261,074	$3,000,637	$2,059,226
9/24	$2,413,551	$3,177,272	$2,253,409
12/24	$2,445,429	$3,253,818	$2,208,771
3/25	$2,399,159	$3,114,809	$2,255,945
6/25	$2,473,584	$3,455,644	$2,341,380
9/25	$2,684,651	$3,736,398	$2,466,170
12/25	$2,895,927	$3,835,600	$2,560,105
3/26	$2,796,630	$3,669,353	$2,613,864
6/26	$3,092,641	$4,227,116	$2,975,657

The above chart represents historical performance of a hypothetical $1,000,000 investment over the past 10 years. Updated performance can be found at www.soundshorefund.com.  Effective May 1, 2024, the Fund changed its primary benchmark index from the Russell 1000 Value Index to the S&P 500 Index due to regulatory requirements. The Fund retained the Russell 1000 Value Index as a secondary benchmark because the Russell 1000 Value Index more closely aligns with the Fund's investment strategies and restrictions. 

Fund Statistics

Table Summary

Total Net Assets	$994,528,270
# of Portfolio Holdings	40
Portfolio Turnover Rate	59%
Investment Advisory Fees Paid (Net of Expense Reimbursements)	$3,383,560

The Fund’s past performance is not a good predictor of how the Fund will perform in the future. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.

Average Annual Total Returns 

Table Summary

	One Year	Five Year	Ten Year
Institutional Class	25.03%	11.53%	11.95%
S&P 500® Index	22.32%	13.41%	15.51%
Russell 1000® Value Index	27.09%	11.17%	11.52%

What did the Fund invest in? 

The Adviser seeks to meet the Fund’s investment objective of growth of capital by employing a value investment strategy to its selection of predominantly large cap and mid cap common stocks for the portfolio.

Asset Class Weightings 

(% of total investments)

Table Summary

Value	Value
Common Stock	97.4%
Money Market Fund	2.6%

Top Ten Holdings 

(% of total net assets)

Table Summary

Teva Pharmaceutical Industries, Ltd., ADR	4.3%
Southwest Airlines Co.	3.7%
Bank of America Corp.	3.5%
American Airlines Group, Inc.	3.1%
Smurfit Westrock PLC	3.0%
QUALCOMM, Inc.	2.9%
Elevance Health, Inc.	2.8%
The Walt Disney Co.	2.7%
Owens Corning	2.7%
Vistra Corp.	2.7%

Sector Weightings

(% of total net assets)

Table Summary

Value	Value
Other Assets & Liabilities, Net	(0.1)%
Consumer Staples	2.4%
Materials	3.0%
Energy	5.0%
Utilities	7.0%
Communication Services	7.5%
Consumer Discretionary	9.2%
Information Technology	10.7%
Financials	10.8%
Industrials	19.2%
Health Care	22.7%
Short-Term Investments	2.6%

Material Fund Changes 

The Fund’s Board of Directors approved an Agreement and Plan of Reorganization for the Fund at a meeting held on April 30, 2026. The Board recommended that shareholders approve the reorganization and has authorized the submission of the reorganization proposal to shareholders of the Fund for approval. If the reorganization is approved at the special meeting of Fund shareholders to be held on September 11, 2026, shareholders of the Fund will receive shares of a newly created series of Forum Funds II trust of a similar name (the “Acquiring Fund”) with an aggregate net asset value equal to the value of their Fund shares immediately prior to the reorganization. Following the reorganization, the Fund’s investment adviser, Sound Shore Management, Inc., will continue to serve as the investment adviser to the acquiring fund. The Acquiring Fund is expected to have substantially similar investment objectives, strategies, principal risks and portfolio management, and Fund expenses are not expected to increase as a result of the reorganization. The Board of Directors has determined that the reorganization is in the best interests of the Fund and that shareholders will not experience dilution as a result of the reorganization. The reorganization is expected to qualify as a tax-free transaction for federal income tax purposes and no sales charges or redemption fees will be imposed in connection with the reorganization. For more information regarding the reorganization, including the proxy information sent to Fund shareholders, visit: https://www.okapivote.com/Soundshore/

Where can I find additional information about the Fund?

Additional information is available by scanning the QR code or at https://soundshorefund.com/investor-resources-documents/, including its:

• prospectus

• financial information

• holdings

• proxy voting information

Semi-Annual Shareholder Report - June 30, 2026

207S-SSHVX-26

Semi-Annual Shareholder Report - June 30, 2026

Sound Shore Fund

SSHFX

:  Investor Class

Fund Overview

This semi-annual shareholder report contains important information about the Sound Shore Fund for the period of January 1, 2026, to June 30, 2026. You can find additional information about the Fund at https://soundshorefund.com/investor-resources-documents/. You can also request this information by contacting us at (800) 551-1980.

This report describes changes to the Fund that occurred during the reporting period. 

What were the Fund's costs for the last six months? 

(based on a hypothetical $10,000 investment)

Table Summary

Class Name	Costs of a $10,000 investmentFootnote Reference(a)	Costs paid as a percentage of a $10,000 investment
Investor Class	$48	0.95%

Footnote	Description
Footnote(a)	Annualized for a period less than one year.

How did the Fund perform in the last six months? 

Stocks staged a powerful comeback in the second quarter of 2026. Propelled by a resurgence in the artificial intelligence (AI) trade, semiconductor, hardware, and memory chip makers saw triple-digit surges driven by massive data center infrastructure spending. Investor sentiment was further bolstered by a tentative ceasefire in the Iran war and the ensuing decline in oil prices, which eased inflationary fears. Combined with resilient corporate earnings and a stable U.S. labor market, equities shrugged off higher Treasury yields and hawkish comments from the new Federal Reserve Chair, Kevin Warsh. Our portfolio benefited from the AI wave as well, but our value discipline will steer us away from the most expensive parts of the market. Importantly, we had more breadth in our return than the indices. Financial, industrial and consumer stocks were some of our strongest contributors. Sound Shore’s long-term investment process looks forward to assess where a company’s normal earning power will be. This leads us to stocks with management teams employing strategies that are durable and have sustainable businesses we want to partner with in our portfolio.

Total Return Based on a $10,000 Investment 

Table Summary

Date	Investor Class	S&P 500® Index	Russell 1000® Value Index
6/16	$10,000	$10,000	$10,000
9/16	$10,681	$10,385	$10,348
12/16	$11,208	$10,782	$11,039
3/17	$11,718	$11,436	$11,400
6/17	$12,130	$11,790	$11,553
9/17	$12,492	$12,318	$11,913
12/17	$13,026	$13,136	$12,547
3/18	$12,679	$13,037	$12,192
6/18	$12,783	$13,484	$12,335
9/18	$13,499	$14,524	$13,039
12/18	$11,379	$12,560	$11,510
3/19	$12,732	$14,275	$12,884
6/19	$13,301	$14,889	$13,379
9/19	$12,973	$15,142	$13,560
12/19	$14,030	$16,515	$14,565
3/20	$9,938	$13,279	$10,672
6/20	$11,678	$16,006	$12,197
9/20	$12,494	$17,436	$12,879
12/20	$15,122	$19,554	$14,972
3/21	$16,834	$20,761	$16,657
6/21	$17,778	$22,536	$17,525
9/21	$17,836	$22,667	$17,388
12/21	$18,712	$25,167	$18,739
3/22	$18,530	$24,009	$18,601
6/22	$16,038	$20,144	$16,330
9/22	$14,786	$19,160	$15,412
12/22	$16,734	$20,609	$17,327
3/23	$16,963	$22,154	$17,501
6/23	$17,835	$24,091	$18,214
9/23	$17,476	$23,302	$17,638
12/23	$19,649	$26,026	$19,313
3/24	$22,998	$28,774	$21,048
6/24	$22,295	$30,006	$20,592
9/24	$23,789	$31,773	$22,534
12/24	$24,085	$32,538	$22,088
3/25	$23,621	$31,148	$22,559
6/25	$24,344	$34,556	$23,414
9/25	$26,402	$37,364	$24,662
12/25	$28,469	$38,356	$25,601
3/26	$27,486	$36,694	$26,139
6/26	$30,367	$42,271	$29,757

The above chart represents historical performance of a hypothetical $10,000 investment over the past 10 years.  Updated performance can be found at www.soundshorefund.com. Effective May 1, 2024, the Fund changed its primary benchmark index from the Russell 1000 Value Index to the S&P 500 Index due to regulatory requirements. The Fund retained the Russell 1000 Value Index as a secondary benchmark because the Russell 1000 Value Index more closely aligns with the Fund's investment strategies and restrictions. 

Fund Statistics

Table Summary

Total Net Assets	$994,528,270
# of Portfolio Holdings	40
Portfolio Turnover Rate	59%
Investment Advisory Fees Paid (Net of Expense Reimbursements)	$3,383,560

The Fund’s past performance is not a good predictor of how the Fund will perform in the future. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.

Average Annual Total Returns 

Table Summary

	One Year	Five Year	Ten Year
Investor Class	24.74%	11.30%	11.75%
S&P 500® Index	22.32%	13.41%	15.51%
Russell 1000® Value Index	27.09%	11.17%	11.52%

What did the Fund invest in? 

The Adviser seeks to meet the Fund’s investment objective of growth of capital by employing a value investment strategy to its selection of predominantly large cap and mid cap common stocks for the portfolio.

Asset Class Weightings 

(% of total investments)

Table Summary

Value	Value
Common Stock	97.4%
Money Market Fund	2.6%

Top Ten Holdings 

(% of total net assets)

Table Summary

Teva Pharmaceutical Industries, Ltd., ADR	4.3%
Southwest Airlines Co.	3.7%
Bank of America Corp.	3.5%
American Airlines Group, Inc.	3.1%
Smurfit Westrock PLC	3.0%
QUALCOMM, Inc.	2.9%
Elevance Health, Inc.	2.8%
The Walt Disney Co.	2.7%
Owens Corning	2.7%
Vistra Corp.	2.7%

Sector Weightings

(% of total net assets)

Table Summary

Value	Value
Other Assets & Liabilities, Net	(0.1)%
Consumer Staples	2.4%
Materials	3.0%
Energy	5.0%
Utilities	7.0%
Communication Services	7.5%
Consumer Discretionary	9.2%
Information Technology	10.7%
Financials	10.8%
Industrials	19.2%
Health Care	22.7%
Short-Term Investments	2.6%

Material Fund Changes 

The Fund’s Board of Directors approved an Agreement and Plan of Reorganization for the Fund at a meeting held on April 30, 2026. The Board recommended that shareholders approve the reorganization and has authorized the submission of the reorganization proposal to shareholders of the Fund for approval. If the reorganization is approved at the special meeting of Fund shareholders to be held on September 11, 2026, shareholders of the Fund will receive shares of a newly created series of Forum Funds II trust of a similar name (the “Acquiring Fund”) with an aggregate net asset value equal to the value of their Fund shares immediately prior to the reorganization. Following the reorganization, the Fund’s investment adviser, Sound Shore Management, Inc., will continue to serve as the investment adviser to the acquiring fund. The Acquiring Fund is expected to have substantially similar investment objectives, strategies, principal risks and portfolio management, and Fund expenses are not expected to increase as a result of the reorganization. The Board of Directors has determined that the reorganization is in the best interests of the Fund and that shareholders will not experience dilution as a result of the reorganization. The reorganization is expected to qualify as a tax-free transaction for federal income tax purposes and no sales charges or redemption fees will be imposed in connection with the reorganization. For more information regarding the reorganization, including the proxy information sent to Fund shareholders, visit: https://www.okapivote.com/Soundshore/

Where can I find additional information about the Fund?

Additional information is available by scanning the QR code or at https://soundshorefund.com/investor-resources-documents/, including its:

• prospectus

• financial information

• holdings

• proxy voting information

Semi-Annual Shareholder Report - June 30, 2026

207S-SSHFX-26

(b) Not applicable.

Item 2. Code of Ethics.

Not applicable.

Item 3. Audit Committee Financial Expert.

Not applicable.

Item 4. Principal Accountant Fees and Services.

Not applicable.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

(a) Included as part of financial statements filed under Item 7(a).

(b) Not applicable.

Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies

(a)

Semi-Annual

Financials

and

Other

Information

(Unaudited)

June

30,

2026

207-SAR-0626

This

report

is

submitted

for

the

general

information

of

the

shareholders

of

the

Fund.

It

is

not

authorized

for

distribution

to

prospective

investors

in

the

Fund

unless

preceded

or

accompanied

by

an

effective

prospectus,

which

includes

information

regarding

the

Fund’s

objectives

and

policies,

experience

of

its

management,

and

other

information.

SOUND

SHORE

FUND,

INC.

190

Middle

Street,

Suite

101

Portland,

ME

04101

www.soundshorefund.com

(800)

551-1980

2

See

Notes

to

Financial

Statements.

Sound

Shore

Fund,

Inc.

SCHEDULE

OF

INVESTMENTS

(Unaudited)

June

30,

2026

Sound

Shore

Fund,

Inc.

SCHEDULE

OF

INVESTMENTS

(Unaudited)

June

30,

2026

Share

Amount

Value

Common

Stock

(97.5%)

(a)

Communication

Services

(

7.5%

)

Alphabet,

Inc.,

Class A

67,600‌

$

24,158,212‌

Omnicom

Group,

Inc.

325,670‌

23,718,546‌

The

Walt

Disney

Co.

281,815‌

27,124,694‌

75,001,452‌

Consumer

Discretionary

(

9.2%

)

Amazon.com,

Inc.

(b)

100,840‌

24,034,206‌

General

Motors

Co.

299,140‌

23,057,711‌

Genuine

Parts

Co.

166,050‌

19,590,579‌

Mohawk

Industries,

Inc.

(b)

207,340‌

25,156,562‌

91,839,058‌

Consumer

Staples

(

2.4%

)

Nestle

SA,

ADR

229,445‌

23,561,707‌

Energy

(

5.0%

)

BP

PLC,

ADR

672,025‌

24,831,324‌

EQT

Corp.

459,975‌

24,456,870‌

49,288,194‌

Financials

(

10.8%

)

Bank

of

America

Corp.

605,610‌

34,507,658‌

Berkshire

Hathaway,

Inc.,

Class B

(b)

49,500‌

24,769,305‌

Citigroup,

Inc.

177,295‌

24,814,208‌

Wells

Fargo

&

Co.

280,615‌

23,190,024‌

107,281,195‌

Health

Care

(

22.7%

)

Elevance

Health,

Inc.

70,795‌

27,378,550‌

GE

HealthCare

Technologies,

Inc.

321,865‌

20,602,579‌

Incyte

Corp.

(b)

221,215‌

25,076,933‌

Medtronic

PLC

242,390‌

18,962,170‌

Pfizer,

Inc.

1,000,780‌

24,098,782‌

Regeneron

Pharmaceuticals,

Inc.

36,640‌

22,846,506‌

Teva

Pharmaceutical

Industries,

Ltd.,

ADR

(b)

1,269,505‌

43,010,829‌

Thermo

Fisher

Scientific,

Inc.

47,565‌

23,847,188‌

3

See

Notes

to

Financial

Statements.

Sound

Shore

Fund,

Inc.

SCHEDULE

OF

INVESTMENTS

(Unaudited)(Continued)

June

30,

2026

Sound

Shore

Fund,

Inc.

SCHEDULE

OF

INVESTMENTS

(Unaudited)(Continued)

June

30,

2026

Share

Amount

Value

Health

Care

(22.7%)

(continued)

Zimmer

Biomet

Holdings,

Inc.

229,055‌

$

19,719,345‌

225,542,882‌

Industrials

(

19.2%

)

American

Airlines

Group,

Inc.

(b)

1,722,600‌

31,127,382‌

CSX

Corp.

426,580‌

20,275,347‌

Owens

Corning

170,300‌

27,070,888‌

QXO,

Inc.

(b)

1,497,080‌

25,869,542‌

Southwest

Airlines

Co.

711,635‌

36,592,272‌

The

Boeing

Co.

(b)

118,930‌

25,744,777‌

United

Parcel

Service,

Inc.,

Class B

229,920‌

24,716,400‌

191,396,608‌

Information

Technology

(

10.7%

)

Kyndryl

Holdings,

Inc.

(b)

727,930‌

8,232,888‌

NXP

Semiconductors

NV

82,795‌

23,267,879‌

Oracle

Corp.

131,090‌

19,211,240‌

QUALCOMM,

Inc.

158,100‌

29,215,299‌

TE

Connectivity

PLC

130,135‌

26,236,517‌

106,163,823‌

Materials

(

3.0%

)

Smurfit

Westrock

PLC

641,930‌

29,695,682‌

Utilities

(

7.0%

)

National

Fuel

Gas

Co.

259,535‌

20,038,697‌

Public

Service

Enterprise

Group,

Inc.

283,805‌

23,033,614‌

Vistra

Corp.

167,610‌

26,587,974‌

69,660,285‌

Total

Common

Stock

(97.5%)

(cost

$809,962,582)

969,430,886‌

4

See

Notes

to

Financial

Statements.

Sound

Shore

Fund,

Inc.

SCHEDULE

OF

INVESTMENTS

(Unaudited)(Concluded)

June

30,

2026

Share

Amount

Value

Short-Term

Investments

(2.6%)

Money

Market

Fund

(

2.6%

)

First

American

Government

Obligations

Fund,

Class X,

3.5

7

%

(c)

25,790,505‌

$

25,790,505‌

Total

Short-Term

Investments

(2.6%)

(cost

$25,790,505)

25,790,505‌

Investments,

at

value

(100.1%)

(cost

$835,753,087)

$

995,221,391‌

Other

Liabilities

Less

Assets

(-0.1%)

(693,121‌)

Net

Assets

(100.0%)

$

994,528,270‌

(a)

More

narrow

industries

are

utilized

for

compliance

purposes,

whereas

broad

sectors

are

utilized

for

reporting

purposes.

(b)

Non-income

producing

security.

(c)

Percentage

disclosed

reflects

the

money

market

fund’s

institutional

class

shares

7-day

yield

as

of

June

30,

2026.

ADR

American

Depositary

Receipt

PLC

Public

Limited

Company

5

See

Notes

to

Financial

Statements.

Sound

Shore

Fund,

Inc.

STATEMENT

OF

ASSETS

AND

LIABILITIES

(Unaudited)

June

30,

2026

Sound

Shore

Fund,

Inc.

STATEMENT

OF

ASSETS

AND

LIABILITIES

(Unaudited)

June

30,

2026

ASSETS

Investments,

at

value

(Cost

$835,753,087)

$

995,221,391‌

Receivables:

Capital

shares

sold

142,383‌

Dividends

1,153,717‌

Prepaid

expenses

32,558‌

Total

Assets

996,550,049‌

LIABILITIES

Payables:

Capital

shares

redeemed

1,309,806‌

Accrued

liabilities:

Advisory

fees

570,070‌

Administrator

fees

11,821‌

Transfer

agent

fees

and

expenses

54,899‌

Custodian

fees

12,653‌

Compliance

and

Treasurer

Services

fees

and

expenses

13,069‌

Professional

fees

34,458‌

Other

accrued

liabilities

15,003‌

Total

Liabilities

2,021,779‌

Net

Assets

$

994,528,270‌

COMPONENTS

OF

NET

ASSETS

Common

stock,

at

Par

Value

$

23,194‌

Paid-in

Capital

698,635,833‌

Distributable

earnings

295,869,243‌

Net

Assets

$

994,528,270‌

NET

ASSET

VALUE

Net

Assets

-

Investor

Class

Shares

$

531,031,717‌

Shares

Outstanding

-

Investor

Class

(100,000,000

shares

authorized,

par

value

$0.001)

12,511,145‌

Net

Asset

Value

(offering

&

redemption

price

per

share)

-

Investor

Class

Shares

$

42.44‌

Net

Assets

-

Institutional

Class

Shares

$

463,496,553‌

Shares

Outstanding

-

Institutional

Class

(100,000,000

shares

authorized,

par

value

$0.001)

10,682,885‌

Net

Asset

Value

(offering

&

redemption

price

per

share)

-

Institutional

Class

Shares

$

43.39‌

6

See

Notes

to

Financial

Statements.

Sound

Shore

Fund,

Inc.

STATEMENT

OF

OPERATIONS

(Unaudited)

FOR

THE

SIX

MONTHS

ENDED

JUNE

30,

2026

Sound

Shore

Fund,

Inc.

STATEMENT

OF

OPERATIONS

(Unaudited)

FOR

THE

SIX

MONTHS

ENDED

JUNE

30,

2026

INVESTMENT

INCOME

Income:

Dividend

income

(net

of

foreign

withholding

taxes

of

$30,748)

$

9,263,460‌

Total

Income

9,263,460‌

Expenses:

Advisory

fees

(Note

3

)

3,614,870‌

Administrator

fees

74,470‌

Transfer

agent

fees

and

expenses

-

Investor

Class

Shares

275,891‌

Transfer

agent

fees

and

expenses

-

Institutional

Class

Shares

29,674‌

Custodian

fees

38,086‌

Compliance

and

Treasurer

Services

fees

and

expenses

(Note

3

)

76,409‌

Directors'

fees

and

expenses

(Note

3

)

95,211‌

Professional

fees

56,658‌

Registration

fees

-

Investor

Class

Shares

13,418‌

Registration

fees

-

Institutional

Class

Shares

13,070‌

Printing

and

postage

fees

-

Investor

Class

Shares

17,198‌

Printing

and

postage

fees

-

Institutional

Class

Shares

15,185‌

Miscellaneous

36,934‌

Total

Expenses

4,357,074‌

Expense

Reimbursements

-

Institutional

Class

Shares

(Note

3

)

(231,310‌)

Net

Expenses

4,125,764‌

Net

Investment

Income

5,137,696‌

REALIZED

AND

UNREALIZED

GAIN

(LOSS)

ON

INVESTMENTS

Net

realized

gain

on

investments

135,956,435‌

Net

change

in

unrealized

appreciation

(depreciation)

on

investments

(77,409,017‌)

Net

realized

and

unrealized

gain

on

investments

58,547,418‌

Net

increase

in

net

assets

from

operations

$

63,685,114‌

7

See

Notes

to

Financial

Statements.

Sound

Shore

Fund,

Inc.

STATEMENTS

OF

CHANGES

IN

NET

ASSETS

Sound

Shore

Fund,

Inc.

STATEMENTS

OF

CHANGES

IN

NET

ASSETS

For

the

Six

Months

Ended

June

30,

2026

(Unaudited)

For

the

Year

Ended

December

31,

2025

Operations:

Net

investment

income

$

5,137,696‌

$

9,220,023‌

Net

realized

gain

on

investments

135,956,435‌

123,416,330‌

Net

change

in

unrealized

appreciation

(depreciation)

on

investments

(77,409,017‌)

25,526,736‌

Increase

in

net

assets

from

operations

63,685,114‌

158,163,089‌

Distributions

to

shareholders:

Investor

Class

Shares

(2,433,653‌)

(66,038,396‌)

Institutional

Class

Shares

(2,263,191‌)

(54,350,114‌)

Total

distributions

to

shareholders

(4,696,844‌)

(120,388,510‌)

Net

capital

share

transactions

(Note

6

):

Investor

Class

Shares

(36,706,262‌)

(16,615,178‌)

Institutional

Class

Shares

(15,392,460‌)

(32,069,828‌)

Total

capital

share

transactions

(52,098,722‌)

(48,685,006‌)

Total

increase

(decrease)

6,889,548‌

(10,910,427‌)

NET

ASSETS

Beginning

of

the

period

987,638,722‌

998,549,149‌

End

of

the

period

$

994,528,270‌

$

987,638,722‌

8

Sound

Shore

Fund,

Inc.

NOTES

TO

FINANCIAL

STATEMENTS

(Unaudited)

June

30,

2026

1.

Organization

Sound

Shore

Fund,

Inc.

(the

“Fund”)

was

incorporated

under

the

laws

of

the

State

of

Maryland

on

February

15,

1985

and

is

registered

as

a

diversified,

open-end

management

investment

company

under

the

Investment

Company

Act

of

1940

(the

“Act”).

The

investment

objective

of

the

Fund

is

growth

of

capital.

The

Fund

qualifies

as

an

investment

company

as

defined

in

Financial

Accounting

Standards

Codification

946

—

Financial

Services

—

Investment

Companies.

The

total

number

of

shares

of

common

stock

which

the

Fund

is

authorized

to

issue

is

200,000,000,

par

value

$0.001

per

share

of

which

100,000,000

shares

are

designated

to

the

Investor

Class

and

100,000,000

shares

are

designated

to

the

Institutional

Class.

The

Board

of

Directors

(the

“Board”)

may,

without

shareholder

approval,

classify

or

reclassify

any

unissued

shares

into

other

classes

or

series

of

shares.

Each

share

of

the

Fund

has

equal

dividend,

distribution,

liquidation

and

voting

rights

(except

as

to

matters

relating

exclusively

to

one

class

of

shares),

and

fractional

shares

have

those

rights

proportionately.

2.

Significant

Accounting

Policies

These

financial

statements

are

prepared

in

accordance

with

accounting

principles

generally

accepted

in

the

United

States

of

America

(“GAAP”),

which

require

management

to

make

estimates

and

assumptions

that

affect

the

reported

amounts

of

assets

and

liabilities,

disclosure

of

contingent

liabilities,

if

any,

at

the

date

of

the

financial

statements,

and

the

reported

amounts

of

increase

and

decrease

in

net

assets

from

operations

during

the

fiscal

period.

Actual

results

could

differ

from

those

estimates.

The

following

represents

the

significant

accounting

policies

of

the

Fund:

a.

Security

Valuation

Exchange-traded

securities

including

those

traded

on

the

National

Association

of

Securities

Dealers’

Automated

Quotation

system

(“NASDAQ”),

are

valued

at

the

last

quoted

sale

price

or

official

closing

price

as

provided

by

independent

pricing

services

as

of

the

close

of

trading

on

the

system

or

exchange

on

which

they

are

primarily

traded,

on

each

Fund

business

day.

In

the

absence

of

a

sale,

such

securities

are

valued

at

the

mean

of

the

last

bid

and

asked

prices.

Non-exchange-traded

securities

for

which

over-the-counter

market

quotations

are

readily

available

are

generally

valued

at

the

mean

between

the

current

bid

and

asked

prices

provided

by

independent

pricing

services.

Investments

in

other

open-end

regulated

investment

companies

are

valued

at

their

publicly

traded

net

asset

value

(“NAV”).

Pursuant

to

Rule

2a-5

under

the

Investment

Company

Act,

the

Board

has

designated

the

Adviser,

as

defined

in

Note

3,

as

the

Fund's

valuation

designee

to

perform

any

fair

value

determinations

for

securities

and

other

assets

held

by

the

Fund.

The

Adviser

is

subject

to

the

oversight

of

the

Board

and

certain

reporting

and

other

requirements

intended

to

provide

the

Board

the

information

needed

to

oversee

the

Adviser's

fair

value

determinations.

The

Adviser

is

responsible

for

determining

the

fair

value

of

investments

for

which

market

quotations

are

not

readily

available

in

accordance

with

9

Sound

Shore

Fund,

Inc.

NOTES

TO

FINANCIAL

STATEMENTS

(Unaudited)(Continued)

June

30,

2026

policies

and

procedures

that

have

been

approved

by

the

Board.

Under

these

procedures,

the

Adviser

convenes

on

a

regular

and

ad

hoc

basis

to

review

such

investments

and

considers

a

number

of

factors,

including

valuation

methodologies

and

significant

unobservable

inputs,

when

arriving

at

fair

value.

The

Board

has

approved

the

Adviser’s

fair

valuation

procedures

as

a

part

of

the

Fund’s

compliance

program

and

will

review

any

changes

made

to

the

procedures.

The

Adviser

provides

fair

valuation

inputs

pursuant

to

its

fair

valuation

procedures

if

market

quotations

are

not

readily

available

(including

a

short

and

temporary

lapse

in

the

provision

of

a

price

by

the

regular

pricing

source)

or,

if

in

the

judgment

of

the

Adviser

the

prices

or

values

available

do

not

represent

the

fair

value

of

the

instrument.

Factors

which

may

cause

the

Adviser

to

make

such

a

judgment

include,

but

are

not

limited

to,

the

following:

(i)

only

a

bid

price

or

an

asked

price

is

available,

(ii)

the

spread

between

the

bid

price

and

the

asked

price

is

substantial,

(iii)

the

frequency

of

sales,

(iv)

the

thinness

of

the

market,

(v)

the

size

of

reported

trades,

and

(vi)

actions

of

the

securities

markets,

such

as

the

suspension

or

limitation

of

trading.

Fair

valuation

is

based

on

subjective

factors

and,

as

a

result,

the

fair

value

price

of

a

security

may

differ

from

the

security’s

market

price

and

may

not

be

the

price

at

which

the

security

may

be

sold.

Fair

valuation

could

result

in

a

NAV

different

from

one

determined

by

using

market

quotations.

Valuation

inputs

used

to

determine

the

value

of

the

Fund’s

investments

are

summarized

in

the

three

broad

levels

listed

below:

Level

1

-

quoted

prices

in

active

markets

for

identical

assets

Level

2

-

other

significant

observable

inputs

(including

quoted

prices

of

similar

securities,

interest

rates,

prepayment

speeds,

credit

risk,

etc.)

Level

3

-

significant

unobservable

inputs

(including

the

Fund’s

own

assumptions

in

determining

the

fair

value

of

investments)

The

inputs

or

methodology

used

for

valuing

securities

are

not

necessarily

an

indication

of

the

risk

associated

with

investing

in

those

securities.

Pursuant

to

the

valuation

procedures

noted

previously,

equity

securities

(including

exchange-traded

securities

and

other

open-end

regulated

investment

companies)

are

generally

categorized

as

Level

1

securities

in

the

fair

value

hierarchy.

Investments

for

which

there

are

no

quotations,

or

for

which

quotations

do

not

appear

reliable,

are

valued

at

fair

value

as

determined

in

good

faith

by

the

Adviser

under

the

Adviser’s

fair

valuation

procedures.

These

valuations

are

typically

categorized

as

Level

2

or

Level

3

in

the

fair

value

hierarchy.

The

following

table

summarizes

the

Fund’s

investments

categorized

in

the

fair

value

hierarchy

as

of

June

30,

2026:

10

Sound

Shore

Fund,

Inc.

NOTES

TO

FINANCIAL

STATEMENTS

(Unaudited)(Continued)

June

30,

2026

At

June

30,

2026,

all

equity

securities

and

open-end

regulated

investment

companies

were

included

in

Level

1

in

the

table

above.

Please

refer

to

the

Schedule

of

Investments

to

view

equity

securities

categorized

by

sector/industry

type.

b.

Security

Transactions

Security

transactions

are

recorded

on

a

trade

date

basis.

Realized

gain

and

loss

on

investments

sold

are

recorded

on

the

basis

of

identified

cost.

Dividend

income

is

recorded

on

the

ex-dividend

date.

Interest

income

is

recorded

on

an

accrual

basis.

Foreign

dividend

income

is

recorded

on

the

ex-dividend

date

or

as

soon

as

practicable

after

the

Fund

determines

the

existence

of

a

dividend

declaration

after

exercising

reasonable

due

diligence.

Income

and

capital

gains

on

some

foreign

securities

may

be

subject

to

foreign

withholding

tax,

which

is

accrued

as

applicable.

Investment

income,

realized

and

unrealized

gains

and

losses

and

certain

Fund-level

expenses

are

allocated

to

each

class

based

on

relative

average

daily

net

assets.

Certain

expenses

are

incurred

at

the

class

level

and

charged

directly

to

that

particular

class.

Class

level

expenses

are

denoted

as

such

on

the

Fund’s

Statement

of

Operations.

c.

Dividends

and

Distributions

to

Shareholders

Dividends

are

declared

separately

for

each

class.

No

class

has

preferential

dividend

rights;

differences

in

per-share

dividend

rates

are

generally

due

to

class-specific

fee

waivers

and

expenses.

Dividends

and

distributions

payable

to

shareholders

are

recorded

by

the

Fund

on

the

ex-dividend

date.

Dividends

from

net

investment

income,

if

any,

are

declared

and

paid

semiannually.

Capital

gains,

if

any,

are

distributed

to

shareholders

at

least

annually.

The

Fund

determines

its

net

investment

income

and

capital

gains

distributions

in

accordance

with

income

tax

regulations,

which

may

differ

from

GAAP.

These

differences

are

due

primarily

to

differing

treatments

of

income

and

gains

on

various

securities

held

by

the

Fund,

timing

differences

and

differing

characterizations

of

distributions

made

by

the

Fund.

To

the

extent

distributions

exceed

net

investment

income

and

net

realized

capital

gains

for

tax

purposes,

they

are

reported

as

a

return

of

capital.

d.

Federal

Taxes

The

Fund

intends

to

continue

to

qualify

each

year

as

a

regulated

investment

company

and

to

distribute

substantially

all

of

its

taxable

income.

In

addition,

by

distributing

in

each

calendar

year

substantially

all

of

its

net

investment

income,

capital

gain

and

certain

other

amounts,

if

any,

the

Fund

will

not

be

subject

to

federal

taxation.

Therefore,

no

federal

income

or

excise

tax

provision

is

required.

For

all

open

tax

years

and

all

major

taxing

jurisdictions,

management

of

the

Fund

has

concluded

that

there

are

no

significant

uncertain

tax

positions

that

would

require

the

Fund

to

record

a

tax

liability

or

would

otherwise

require

recognition

in

the

financial

statements.

Open

tax

years

are

those

that

are

open

for

Security

Type

Level

1

Level

2

Level

3

Total

Investments

in

Securities

Common

Stock

$

969,430,886

$

–

$

–

$

969,430,886

Short-Term

Investments

25,790,505

–

–

25,790,505

Total

Investments

$

995,221,391

$

–

$

–

$

995,221,391

11

Sound

Shore

Fund,

Inc.

NOTES

TO

FINANCIAL

STATEMENTS

(Unaudited)(Continued)

June

30,

2026

examination

by

taxing

authorities

(i.e.,

generally,

the

last

three

tax

year-ends

2023

–

2025,

and

the

interim

tax

period

since

then).

3.

Fees

and

Expenses

Investment

Adviser

The

Fund’s

investment

adviser

is

Sound

Shore

Management,

Inc.

(the

“Adviser”).

Pursuant

to

an

investment

advisory

agreement,

the

Adviser

receives

an

advisory

fee,

accrued

daily

and

paid

monthly

at

an

annual

rate

of

0.75%

of

the

Fund’s

average

daily

net

assets.

Pursuant

to

an

expense

limitation

agreement

between

the

Adviser

and

the

Fund,

the

Adviser

has

agreed

to

reimburse

all

of

the

ordinary

expenses

of

the

Institutional

Class,

excluding

advisory

fees,

interest,

taxes,

securities

lending

costs,

brokerage

commissions,

acquired

fund

fees

and

expenses,

extraordinary

expenses

and

all

litigation

costs

until

at

least

May

1,

2027.

This

reimbursement

is

shown

on

the

Statement

of

Operations

as

a

reduction

of

expenses,

and

such

amounts

are

not

subject

to

future

recoupment

by

the

Adviser.

Other

Services

Atlantic

Fund

Administration,

LLC,

a

wholly

owned

subsidiary

of

Apex

U.S.

Holdings

LLC

(d/b/a

Apex

Fund

Services)

(“Apex”),

provides

certain

administration

and

portfolio

accounting

services

to

the

Fund.

U.S.

Bank,

N.A.

(“U.S.

Bank”)

serves

as

custodian

to

the

Fund.

Apex

provides

transfer

agency

services

to

the

Fund.

The

Fund

also

has

agreements

with

various

financial

intermediaries

and

“mutual

fund

supermarkets”

under

which

customers

of

these

intermediaries

may

purchase

and

hold

Fund

shares.

These

intermediaries

effectively

provide

sub-transfer

agent

services

that

the

Fund’s

transfer

agent

would

have

otherwise

had

to

provide.

In

recognition

of

this,

the

transfer

agent,

the

Fund

and

the

Fund’s

Adviser

have

entered

into

an

agreement

whereby

the

transfer

agent

agrees

to

pay

financial

intermediaries

a

portion

of

the

amount

denoted

on

the

Statement

of

Operations

as

“Transfer

agent

fees

and

expenses

—

Investor

Class

Shares”

that

it

receives

from

the

Fund

for

its

services

as

transfer

agent

for

the

Investor

Class

and

the

Adviser

agrees

to

pay

the

excess,

if

any,

charged

by

a

financial

intermediary

for

that

class.

Foreside

Fund

Services,

LLC,

a

wholly

owned

subsidiary

of

Foreside

Financial

Group,

LLC

(d/b/a

ACA

Group),

is

the

Fund’s

distributor

(the

“Distributor”).

The

Distributor

is

not

affiliated

with

the

Adviser,

Apex,

U.S.

Bank,

or

its

affiliated

companies.

The

Distributor

receives

no

compensation

from

the

Fund

for

its

distribution

services.

Pursuant

to

a

Compliance

Services

Agreement

with

the

Fund,

Foreside

Fund

Officer

Services,

LLC

(“FFOS”),

an

affiliate

of

the

Distributor,

provides

a

Chief

Compliance

Officer

and

Anti-Money

Laundering

Officer

to

the

Fund

as

well

as

some

additional

compliance

support

functions.

Under

a

Treasurer

Services

Agreement

with

the

Fund,

Foreside

Management

Services,

LLC

(“FMS”),

an

affiliate

of

the

Distributor,

provides

a

Treasurer

to

the

Fund.

Neither

the

Distributor,

FFOS,

FMS,

nor

their

employees

that

serve

as

officers

of

the

Fund,

have

any

role

in

determining

the

investment

policies

of

or

securities

to

be

purchased

or

sold

by

the

Fund.

The

Fund

pays

each

director

who

is

not

an

“interested

person”

of

the

Fund,

as

defined

in

Section

2(a)(19)

of

the

Act

(“Independent

Director”),

quarterly

fees

of

$5,000,

plus

$10,000

per

quarterly

meeting

attended

in-person

or

telephonically,

12

Sound

Shore

Fund,

Inc.

NOTES

TO

FINANCIAL

STATEMENTS

(Unaudited)(Continued)

June

30,

2026

and

$2,000

per

special

meeting

attended

in

person

or

telephonically.

In

addition,

the

Chairman

of

the

Audit

Committee

receives

a

quarterly

fee

of

$2,500.

Certain

Officers

and

Directors

of

the

Fund

are

officers,

directors,

or

employees

of

the

aforementioned

companies.

4.

Purchases

and

Sales

of

Securities

The

cost

of

securities

purchased

and

proceeds

from

sales

of

securities

(excluding

short-term

investments)

for

the

period

ended

June

30,

2026,

aggregated

$558,385,675

and

$588,678,956,

respectively.

5.

Federal

Income

Tax

Cost

for

federal

income

tax

purposes

is

substantially

the

same

as

for

financial

statement

purposes

and

net

unrealized

appreciation

consists

of:

Distributions

during

the

fiscal

years

ended

December

31,

2025

and

December

31,

2024

were

characterized

for

tax

purposes

as

follows:

Equalization

debits

(amounts

not

included

in

the

above

distributions)

were

as

follows:

Components

of

net

assets

on

a

federal

income

tax

basis

at

December

31,

2025,

were

as

follows:

At

December

31,

2025,

the

Fund,

for

federal

income

tax

purposes,

had

no

capital

loss

carryforwards.

Gross

Unrealized

Appreciation

$

183,835,947

Gross

Unrealized

Depreciation

(24,367,643)

Net

Unrealized

Appreciation

$

159,468,304

2025

2024

Ordinary

Income

$

33,214,207

$

59,003,941

Long-Term

Capital

Gain

87,174,303

151,529,407

Total

Taxable

Distributions

$

120,388,510

$

210,533,348

2025

2024

Ordinary

Income

$

–

$

338,092

Long-Term

Capital

Gain

12,490,576

12,806,777

Total

Taxable

Distributions

$

12,490,576

$

13,144,869

Par

Value

+

Paid-in

Capital

$

750

,

757

,

749

Undistributed

Ordinary

Income

3,652

Net

Unrealized

Appreciation

2

36,877,321

Net

Assets

$

987

,

638

,

722

13

Sound

Shore

Fund,

Inc.

NOTES

TO

FINANCIAL

STATEMENTS

(Unaudited)(Continued)

June

30,

2026

The

Fund

adopted

the

FASB

Accounting

Standards

Update

2023-09,

“Income

Taxes

(Topic

740)

Improvements

to

Income

Tax

Disclosures”

(“ASU

2023-09”)

during

the

year

ended

December

31,

2025. 

Adoption

of

the

new

standard

by

the

Fund

impacted

financial

statement

disclosures

only

and

did

not

affect

the

Fund's

financial

position

or

results

of

operations.

6.

Capital

Stock

Transactions

in

capital

stock

for

the

period

ended

June

30,

2026

and

year

ended

December

31,

2025,

were

as

follows:

7.

Segment

Reporting

The

Fund’s

Principal

Executive

Officer

acts

as

the

Fund’s

chief

operating

decision

maker

(CODM).

The

Fund

is

party

to

the

expense

agreements

as

disclosed

in

the

notes

to

the

financial

statements

and

resources

are

not

allocated

to

the

Fund

based

on

performance

measurements.

The

CODM

has

determined

the

Fund

to

be

an

individual

reporting

segment,

not

part

of

a

consolidated

reporting

entity.

The

objective

and

strategy

of

the

Fund,

along

with

the

terms

of

its

prospectus

are

used

by

the

Adviser

to

inform

investment

decisions.

The

financial

information

provided

to

and

reviewed

by

the

CODM

is

consistent

with

that

presented

in

the

Fund’s

Portfolio

of

Investments,

Statement

of

Changes

in

Net

Assets

and

Financial

Highlights.

For

the

Six

Months

Ended

June

30,

2026

Investor

Class

Institutional

Class

Shares

Amount

Shares

Amount

Sale

of

shares

145,410

$

5,927,371

475,597

$

19,401,748

Reinvestment

of

dividends

54,321

2,295,047

51,254

2,213,672

Redemption

of

shares

(1,109,279)

(44,928,680)

(892,295)

(37,007,880)

Net

decrease

from

capital

transactions

(909,548)

$

(36,706,262)

(365,444)

$

(15,392,460)

For

the

Year

Ended

December

31,

2025

Investor

Class

Institutional

Class

Shares

Amount

Shares

Amount

Sale

of

shares

387,258

$

15,350,888

698,416

$

28,177,308

Reinvestment

of

dividends

1,565,075

62,909,041

1,293,334

53,084,517

Redemption

of

shares

(2,406,215)

(94,875,107)

(2,846,005)

(113,331,653)

Net

decrease

from

capital

transactions

(453,882)

$

(16,615,178)

(854,255)

$

(32,069,828)

14

Sound

Shore

Fund,

Inc.

NOTES

TO

FINANCIAL

STATEMENTS

(Unaudited)(Concluded)

June

30,

2026

8.

Subsequent

Events

Subsequent

events

occurring

after

the

date

of

this

report

have

been

evaluated

for

potential

impact

to

this

report

through

the

date

the

report

was

issued.

Management

has

evaluated

the

need

for

additional

disclosures

and/or

adjustments

resulting

from

subsequent

events.

Reorganization

At

a

meeting

held

on

April

30,

2026,

the

Board

of

Directors

of

the

Fund

approved

an

Agreement

and

Plan

of

Reorganization

(the

“Plan”)

pursuant

to

which

the

Fund

will

reorganize

into

a

newly

created

series

of

Forum

Funds

II

of

the

same

name

(the

“Acquiring

Fund”).

The

Board

recommended

that

shareholders

approve

the

reorganization

and

authorized

the

submission

of

the

reorganization

proposal

to

shareholders

of

the

Fund

for

approval.

If

the

reorganization

proposal

is

approved

at

the

special

meeting

of

Fund

shareholders

scheduled

for

September

11,

2026,

the

Fund

will

transfer

all

of

its

assets

to

the

Acquiring

Fund

in

exchange

solely

for

shares

of

the

Acquiring

Fund

and

the

assumption

of

all

liabilities

by

the

Acquiring

Fund.

The

Fund

will

then

distribute

the

Acquiring

Fund

shares

to

its

shareholders

in

complete

liquidation.

Shareholders

of

the

Fund

will

receive

shares

of

the

Acquiring

Fund

with

an

aggregate

net

asset

value

equal

to

the

net

asset

value

of

their

Fund

shares

immediately

prior

to

the

reorganization.

The

Board

determined

that

the

reorganization

is

in

the

best

interests

of

the

Fund

and

that

shareholders’

interests

will

not

be

diluted

as

a

result

of

the

reorganization.

The

trustees

of

Forum

Funds

II

also

determined

that

the

reorganization

is

in

the

best

interests

of

the

Acquiring

Fund

and

that

no

dilution

will

occur.

The

Fund’s

investment

adviser,

Sound

Shore

Management,

Inc.,

recommended

the

reorganization,

and

following

its

completion,

will

continue

to

serve

as

investment

advisor

to

the

Acquiring

Fund.

The

Acquiring

Fund

is

expected

to

have

substantially

similar

investment

objectives,

strategies,

principal

risks

and

portfolio

management,

and

Fund

expenses

are

not

expected

to

increase

as

a

result

of

the

reorganization.

The

reorganization

is

expected

to

qualify

as

tax-free

reorganization

for

federal

income

tax

purposes,

and

no

sales

charges

or

redemption

fees

will

be

imposed.

If

shareholder

approval

is

not

obtained,

the

reorganization

will

not

be

completed

and

alternative

actions

may

be

considered.

15

Sound

Shore

Fund,

Inc.

FINANCIAL

HIGHLIGHTS

These

financial

highlights

reflect

selected

data

for

a

share

outstanding

throughout

each

period.

Six

Months

Ended

June

30,

2026

(Unaudited)

For

the

Year

Ended

December

31,

2025

2024

2023

2022

2021

Investor

Class

Shares

Net

Asset

Value,

Beginning

of

Period

$

39.97‌

$

38.42‌

$

39.43‌

$

35.10‌

$

41.16‌

$

42.29‌

Investment

Operations

Net

investment

income

(a)

0.20‌

0.35‌

0.44‌

0.33‌

0.36‌

0.41‌

Net

realized

and

unrealized

gain

(loss)

on

investments

2.46‌

6.64‌

8.50‌

5.78‌

(4.75‌)

9.66‌

Total

from

Investment

Operations

2.66‌

6.99‌

8.94‌

6.11‌

(4.39‌)

10.07‌

Distributions

from

Net

investment

income

(0.19‌)

(0.42‌)

(0.50‌)

(0.27‌)

(0.35‌)

(0.44‌)

Net

realized

gains

–‌

(5.02‌)

(9.45‌)

(1.51‌)

(1.32‌)

(10.76‌)

Total

Distributions

(0.19‌)

(5.44‌)

(9.95‌)

(1.78‌)

(1.67‌)

(11.20‌)

Net

Asset

Value,

End

of

Period

$

42.44‌

$

39.97‌

$

38.42‌

$

39.43‌

$

35.10‌

$

41.16‌

Total

Return

6.67‌%(b)

18.20‌%

22.54‌%

17.45‌%

(10.59‌)%

23.76‌%

Ratios/Supplemental

Data

Net

Assets

at

End

of

Period

(in

thousands)

$531,032‌

$536,483‌

$533,077‌

$499,178‌

$519,227‌

$671,380‌

Ratios

to

Average

Net

Assets:

Expenses

0.95‌%(c)

0.95‌%

0.95‌%

0.96‌%

0.94‌%

0.93‌%

Net

Investment

Income

0.97‌%(c)

0.88‌%

0.97‌%

0.90‌%

0.94‌%

0.85‌%

Portfolio

Turnover

Rate

(d)

59‌%(b)

77‌%

77‌%

69‌%

72‌%

44‌%

(a)

Calculated

based

on

average

shares

outstanding

during

each

period.

(b)

Not

annualized.

(c)

Annualized.

(d)

Portfolio

turnover

is

calculated

on

the

basis

of

the

Fund,

as

a

whole,

without

distinguishing

between

the

classes

of

shares

issued.

16

Sound

Shore

Fund,

Inc.

FINANCIAL

HIGHLIGHTS

(Concluded)

These

financial

highlights

reflect

selected

data

for

a

share

outstanding

throughout

each

period.

Six

Months

Ended

June

30,

2026

(Unaudited)

For

the

Year

Ended

December

31,

2025

2024

2023

2022

2021

Institutional

Class

Shares

Net

Asset

Value,

Beginning

of

Period

$

40.83‌

$

39.11‌

$

39.94‌

$

35.50‌

$

41.56‌

$

42.59‌

Investment

Operations

Net

investment

income

(a)

0.24‌

0.44‌

0.53‌

0.41‌

0.43‌

0.51‌

Net

realized

and

unrealized

gain

(loss)

on

investments

2.53‌

6.76‌

8.63‌

5.84‌

(4.78‌)

9.70‌

Total

from

Investment

Operations

2.77‌

7.20‌

9.16‌

6.25‌

(4.35‌)

10.21‌

Distributions

from

Net

investment

income

(0.21‌)

(0.46‌)

(0.54‌)

(0.30‌)

(0.39‌)

(0.48‌)

Net

realized

gains

–‌

(5.02‌)

(9.45‌)

(1.51‌)

(1.32‌)

(10.76‌)

Total

Distributions

(0.21‌)

(5.48‌)

(9.99‌)

(1.81‌)

(1.71‌)

(11.24‌)

Net

Asset

Value,

End

of

Period

$

43.39‌

$

40.83‌

$

39.11‌

$

39.94‌

$

35.50‌

$

41.56‌

Total

Return

6.80‌%(b)

18.42‌%

22.82‌%

17.67‌%

(10.40‌)%

23.95‌%

Ratios/Supplemental

Data

Net

Assets

at

End

of

Period

(in

thousands)

$463,497‌

$451,155‌

$465,472‌

$406,369‌

$381,109‌

$575,184‌

Ratios

to

Average

Net

Assets:

Expenses

(gross)

(c)

0.85‌%(d)

0.86‌%

0.85‌%

0.86‌%

0.85‌%

0.83‌%

Expenses

(net)

0.75‌%(d)

0.75‌%

0.75‌%

0.75‌%

0.75‌%

0.75‌%

Net

Investment

Income

1.17‌%(d)

1.09‌%

1.16‌%

1.11‌%

1.13‌%

1.03‌%

Portfolio

Turnover

Rate

(e)

59‌%(b)

77‌%

77‌%

69‌%

72‌%

44‌%

(a)

Calculated

based

on

average

shares

outstanding

during

each

period.

(b)

Not

annualized.

(c)

Reflects

the

expense

ratio

excluding

any

waivers

and/or

reimbursements.

The

total

return

would

be

lower

had

such

reductions

not

occurred.

(d)

Annualized.

(e)

Portfolio

turnover

is

calculated

on

the

basis

of

the

Fund,

as

a

whole,

without

distinguishing

between

the

classes

of

shares

issued.

17

Sound

Shore

Fund,

Inc.

ADDITIONAL

INFORMATION

(Unaudited)

June

30,

2026

Changes

in

and

Disagreements

with

Accountants

for

Open-End

Management

Investment

Companies

(Item

8

of

Form

N-CSR)

Not

applicable.

Proxy

Disclosures

for

Open-End

Management

Investment

Companies

(Item

9

of

Form

N-CSR)

Not

applicable.

Remuneration

Paid

to

Directors,

Officers,

and

Others

of

Open-End

Management

Investment

Companies

(Item

10

of

Form

N-CSR)

Please

see

financial

statements

in

Item

7(a).

Statement

Regarding

Basis

for

Approval

of

Investment

Advisory

Contract

(Item

11

of

Form

N-CSR)

At

the

January

29,

2026

Board

meeting,

the

Board,

including

the

Independent

Directors,

considered

the

approval

of

the

continuance

of

the

investment

advisory

agreement

between

the

Adviser

and

the

Fund.

In

preparation

for

its

deliberations,

the

Board

requested

and

reviewed

written

responses

from

the

Adviser

to

a

due

diligence

questionnaire

circulated

on

the

Board's

behalf

concerning

the

services

provided

by

the

Adviser.

The

Board

also

discussed

the

materials

with

Fund

counsel

and

received

an

oral

presentation

from

the

Adviser.

At

the

Meeting,

the

Board

reviewed,

among

other

matters:

(i)

the

nature,

extent

and

quality

of

the

services

provided

to

the

Fund

by

the

Adviser,

including

information

on

the

investment

performance

of

the

Fund

and

the

Adviser;

(ii)

the

costs

of

the

services

provided

and

profitability

to

the

Adviser

of

its

relationship

with

the

Fund;

(iii)

the

advisory

fee

and

total

expense

ratio

of

the

Fund

as

compared

to

those

of

a

relevant

peer

group

of

funds;

(iv)

the

extent

to

which

economies

of

scale

may

be

realized

as

the

Fund

grows

and

whether

the

advisory

fee

enables

the

Fund's

investors

to

share

in

the

benefits

of

economies

of

scale;

and

(v)

other

benefits

received

by

the

Adviser

from

its

relationship

with

the

Fund.

In

addition,

the

Board

recognized

that

the

evaluation

process

with

respect

to

the

Adviser

was

an

ongoing

one

and,

in

this

regard,

the

Board

considered

information

provided

by

the

Adviser

at

regularly

scheduled

meetings

during

the

past

year.

In

particular,

the

Board

considered,

among

other

things,

the

following:

(1)

The

nature,

extent

and

quality

of

services

provided

by

the

Adviser.

The

Board

considered

the

scope

and

quality

of

services

provided

by

the

Adviser,

particularly

the

qualifications,

capabilities

and

experience

of

the

investment,

operational,

compliance,

and

other

personnel

who

are

responsible

for

providing

services

to

the

Fund.

The

Board

also

considered

the

fact

that

the

Adviser

pays

the

costs

of

all

investment

and

management

facilities

necessary

for

the

efficient

conduct

of

its

services

as

well

as

all

distribution

costs

incurred

on

behalf

of

the

Fund

and

all

18

Sound

Shore

Fund,

Inc.

ADDITIONAL

INFORMATION

(Unaudited)(Continued)

June

30,

2026

servicing

costs

to

financial

intermediaries

beyond

the

10

basis

points

borne

by

the

Fund

and

reimbursed

by

the

Fund’s

transfer

agent.

In

addition,

the

Board

considered

that

the

Adviser

manages

the

overall

investment

program

of

the

Fund

and

that

the

Adviser

keeps

the

Board

informed

of

important

developments

affecting

the

Fund,

both

in

connection

with

the

Board’s

annual

review

of

the

Advisory

Agreement

and

at

each

Board

meeting.

The

Board

evaluated

these

factors

based

on

its

direct

experience

with

the

Adviser,

and

in

consultation

with

Counsel

to

the

Fund

and

Counsel

to

the

Independent

Directors.

The

Board

also

considered

the

Adviser’s

effectiveness

in

ensuring

that

the

Fund

remains

in

compliance

with

its

investment

policies

and

restrictions

and

the

requirements

of

the

1940

Act

and

related

securities

regulations.

The

Board

further

noted

the

Adviser’s

efforts

to

oversee

the

Fund’s

other

service

providers,

including

those

providing

administrative,

accounting

and

custodial

services.

Based

on

these

factors,

as

well

as

other

factors

discussed

at

the

Meeting,

the

Board

concluded

that

the

nature,

extent

and

quality

of

services

provided

by

the

Adviser

have

been

and

continue

to

be

satisfactory.

(2)

The

performance

of

the

Fund

and

the

Adviser.

The

Board’s

analysis

of

the

Fund’s

performance

included

the

discussion

and

review

of

the

performance

data

of

the

Fund

against

securities

benchmarks

as

well

as

against

a

group

of

comparable

funds,

based

on,

in

part,

information

provided

by

an

independent,

third-party

mutual

fund

data

provider

–

ISS

Market

Intelligence,

Inc.

(“ISS”)

–

engaged

by

the

Board

for

this

purpose.

The

Board

also

considered

the

performance

of

the

Fund

against

a

comparative

universe

of

similar

funds

as

identified

by

the

Adviser.

The

Board

reviewed

comparative

performance

over

long-,

intermediate-

and

short-term

periods.

In

reviewing

performance,

the

Board

placed

greater

emphasis

on

longer-term

performance

than

on

shorter-term

performance,

taking

into

account

that

over

short

periods

of

time

underperformance

may

be

transitory.

The

Board

further

took

into

account

that

performance

returns

over

longer

periods

can

be

impacted

dramatically

by

the

end

point

date

from

which

performance

is

measured.

In

this

regard

the

Board

observed

that

the

Fund

outperformed

the

Russell

1000

Value

Index

over

the

one-,

three-,

five-,

10-,

20-,

and

30-year

periods

ended

December

31,

2025.

The

Board

also

observed

that

the

Fund

outperformed

the

average

of

the

ISS

peer

group

for

each

of

the

one-,

three-,

five-,

and

10-year

periods

ended

December

31,

2025.

The

Board

further

considered

the

performance

of

the

Fund

in

the

context

of

whether

the

Fund

was

meeting

the

expectations

of

the

clients

invested

in

the

Fund.

The

Board

also

considered

the

performance

of

the

Fund

against

similarly

managed

accounts

managed

by

the

Adviser.

When

reviewing

performance

against

similarly

managed

accounts,

the

Board

considered,

among

other

things,

differences

in

the

nature

of

such

accounts

from

a

regulatory

and

tax

perspective

and

differences

in

the

investment

mandate

from

that

of

the

Fund.

The

Board

considered

the

Adviser’s

view

as

to

the

principal

drivers

of

Fund

performance.

Based

on

these

factors,

as

well

as

other

factors

discussed

at

the

Meeting,

the

Board

concluded

that

the

performance

of

the

Fund

and

the

Adviser

has

been

and

continues

to

be

satisfactory.

19

Sound

Shore

Fund,

Inc.

ADDITIONAL

INFORMATION

(Unaudited)(Continued)

June

30,

2026

(3)

The

cost

of

the

advisory

services

and

the

profits

to

the

Adviser

from

the

relationship

with

the

Fund.

The

Board’s

consideration

of

the

Fund’s

advisory

fee

and

expenses

included,

among

other

factors,

a

discussion

and

review

of

data

concerning

the

current

advisory

fee

and

expense

ratio

of

the

Fund

compared

to

a

peer

group

of

funds

identified

by

ISS

as

having

characteristics

similar

to

those

of

the

Fund.

The

Board

observed

that,

although

the

Fund’s

advisory

fee

rate

was

higher

than

the

median

of

the

ISS

peers,

the

Fund’s

net

total

expense

ratio

was

in

line

with

the

median

of

the

ISS

peers.

The

Board

also

considered

that

the

Institutional

Class

shares

have

a

lower

expense

ratio

than

the

Investor

Class

shares

because

the

Adviser

has

capped

expenses

at

75

basis

points

to

compete

in

the

institutional

market.

Additionally,

the

Board

considered

advisory

fee

data

from

the

Adviser’s

similarly

managed

accounts

and

considered

the

relevance

of

differences

in

the

services

provided

to

separate

accounts

as

they

relate

to

differences

in

the

advisory

fees

charged

in

connection

with

management

of

the

Fund.

The

Board

also

considered

the

profitability

of

the

Fund

to

the

Adviser.

In

this

regard,

the

Board

noted

that

the

Fund

did

not

appear

to

generate

“excessive”

fees

to

the

Adviser.

Based

on

this

analysis,

the

Board

concluded

that

the

advisory

fee

for

the

Fund

was

fair

and

reasonable

in

light

of

the

quality

of

services

provided

by

the

Adviser.

(4)

The

extent

to

which

economies

of

scale

will

be

realized

as

the

Fund

grows

and

whether

fee

levels

reflect

those

economies

of

scale.

The

Board

considered

whether

the

Fund

could

benefit

from

any

economies

of

scale.

In

this

regard,

the

Board

considered

the

Fund’s

fee

structure,

asset

size,

net

expense

ratio,

and

the

fees

of

comparable

advisers,

recognizing

that

an

analysis

of

economies

of

scale

is

most

relevant

when

a

fund

has

achieved

a

substantial

size

and

has

growing

assets

and

that,

if

a

fund’s

assets

are

stable

or

decreasing,

the

significance

of

economies

of

scale

may

be

reduced.

The

Board

reviewed

relevant

materials

and

discussed

whether

the

use

of

breakpoints

would

be

appropriate

at

this

time.

Noting

the

relatively

stable,

if

not

slightly

declining,

asset

levels

in

the

Fund

over

the

past

year

and

the

existence

of

the

Adviser’s

ongoing

expense

limitation

arrangements,

the

Board

concluded

that

the

advisory

fee

remained

reasonable

in

light

of

the

current

information

provided

to

the

Board

with

respect

to

economies

of

scale.

(5)

Ancillary

benefits

and

other

factors.

In

addition

to

the

above

factors,

the

Board

also

discussed

other

benefits

received

by

the

Adviser

from

the

management

of

the

Fund,

such

as

soft-dollar

credits.

The

Board

concluded

that

the

advisory

fee

was

reasonable

in

light

of

these

fall-out

benefits.

20

Sound

Shore

Fund,

Inc.

ADDITIONAL

INFORMATION

(Unaudited)(Concluded)

June

30,

2026

Conclusion

The

Board,

including

all

of

the

Independent

Directors,

concluded

that

the

fees

payable

under

the

Advisory

Agreement

were

fair

and

reasonable

with

respect

to

the

services

that

the

Adviser

provides,

in

light

of

the

factors

described

above

that

the

Board

deemed

relevant.

The

Board

based

its

decision

on

an

evaluation

of

all

these

factors

as

a

whole

and

did

not

consider

any

one

factor

as

all-important

or

controlling.

The

Independent

Directors

were

also

assisted

by

the

advice

of

Counsel

to

the

Independent

Directors

in

making

this

determination.

Investment

Adviser

Sound

Shore

Management,

Inc.

Greenwich,

Connecticut

Administrator

Apex

Fund

Services

Portland,

Maine

Distributor

Foreside

Fund

Services,

LLC

Portland,

Maine

www.acaglobal.com

Transfer

and

Distribution

Paying

Agent

Apex

Fund

Services

Portland,

Maine

Custodian

U.S.

Bank,

N.A.

Milwaukee,

Wisconsin

Fund

Counsel

Sullivan

and

Worcester

LLP

New

York,

New

York

Independent

Registered

Public

Accounting

Firm

Cohen

&

Company,

Ltd.

Philadelphia,

Pennsylvania

(b) Included as part of financial statements filed under Item 7(a).

Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies

Not applicable.

Item 9. Proxy Disclosures for Open-End Management Investment Companies

Not applicable.

Item 10. Remuneration Paid to Directors, Officers and Others of Open-End Management Investment Companies.

Included as part of financial statements filed under Item 7(a).

Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.

Not applicable.

Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 13. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 15. Submission of Matters to a Vote of Security Holders.

Not applicable.

Item 16. Controls and Procedures.

(a) The Registrant’s principal executive officer and principal financial officer concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) were effective as of a date within 90 days of the filing date of this report (the “Evaluation Date”) based on their evaluation of the registrant’s disclosure controls and procedures as of the Evaluation Date.

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

Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies

Not applicable.

Item 18. Recovery of Erroneously Awarded Compensation

Not applicable.

Item 19. Exhibits.

(a)(1) Not applicable.

(a)(2) Not applicable.

(a)(3) Certifications pursuant to Rule 30a-2(a) of the Investment Company Act of 1940 as amended, and Section 302 of the Sarbanes-Oxley Act of 2002 (Exhibit filed herewith).

(a)(4) Not applicable.

(a)(5) Not applicable.

(b) Certifications pursuant to Rule 30a-2(b) of the Investment Company Act of 1940, as amended, and Section 906 of the Sarbanes-Oxley Act of 2002 (Exhibit 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.

SOUND SHORE FUND, INC.

By	/s/ John P. DeGulis
	John P. DeGulis, President
Date	August 17, 2026

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/ John P. DeGulis
	John P. DeGulis, President
Date	August 17, 2026

By	/s/ Charles S. Todd
	Charles S. Todd, Treasurer
Date	August 17, 2026