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: 811-4984

AMERICAN BEACON FUNDS

(Exact name of registrant as specified in charter)

220 East Las Colinas Boulevard, Suite 1200

Irving, Texas 75039

(Address of principal executive offices)-(Zip code)

JEFFREY K. RINGDAHL, PRESIDENT

220 East Las Colinas Boulevard, Suite 1200

Irving, Texas 75039

(Name and address of agent for service)

Registrant’s telephone number, including area code: (817) 391-6100

Date of fiscal year end: January 31, 2024

Date of reporting period: January 31, 2024

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

ITEM 1. REPORTS TO STOCKHOLDERS.

About American Beacon Advisors

Since 1986, American Beacon Advisors, Inc. has offered a variety of products and investment advisory services to numerous institutional and retail clients, including a variety of mutual funds, corporate cash management, and separate account management.

Our clients include defined benefit plans, defined contribution plans, foundations, endowments, corporations, financial planners, and other institutional investors. With American Beacon Advisors, you can put the experience of a multi-billion dollar asset management firm to work for your company.

DEVELOPING WORLD INCOME FUND

Investing in foreign developing countries, including emerging and frontier market securities, may involve heightened risk due to currency fluctuations and economic and political risks, such as lower incomes, less integrated financial markets, smaller economies, and less mature political systems compared to developed countries. Geopolitical and other events have led to market disruptions causing adverse changes in the value of investments broadly. Changes in value may be temporary or may last for extended periods. Investing in derivative instruments involves liquidity, credit, interest rate and market risks. The use of fixed-income securities entails interest rate and credit risks. Interest rate risk is the risk that debt securities will decrease in value with increases in market interest rates. Credit risk is the risk that the issuer of a bond will fail to make timely payment of interest or principal; the decline in an issuer’s credit rating can cause the price of its bonds to go down. Investments in high-yield securities (commonly referred to as “junk bonds”), including restricted securities, are subject to greater levels of credit, interest rate, market and liquidity risks than investment-grade securities. The Fund’s incorporation of environmental, social and/or governance (ESG) considerations in its investment strategy may cause it to underperform funds that do not incorporate these considerations. Please see the prospectus for a complete discussion of the Fund’s risks. There can be no assurances that the investment objectives of this Fund will be met.

NIS CORE PLUS BOND FUND

The use of fixed-income securities entails interest rate and credit risks. Investments in high-yield securities (commonly referred to as “junk bonds”), including loans, restricted securities and floating-rate securities, are subject to greater levels of credit, interest rate, market and liquidity risks than investment-grade securities. Interest rate risk is the risk that debt securities will decrease in value with increases in market interest rates. Credit risk is the risk that the issuer of a bond will fail to make timely payment of interest or principal; the decline in an issuer’s credit rating can cause the price of its bonds to go down. Investing in foreign securities may involve heightened risk due to currency fluctuations and economic and political risks. Geopolitical and other events have led to market disruptions causing adverse changes in the value of investments broadly. Changes in value may be temporary or may last for extended periods. The Fund may have high portfolio turnover risk, which could increase the Fund’s transaction costs and possibly have a negative impact on performance. Please see the prospectus for a complete discussion of the Fund’s risks. There can be no assurances that the investment objectives of this Fund will be met.

Any opinions herein, including forecasts, reflect our judgment as of the end of the reporting period and are subject to change. Each advisor’s strategies and each Fund’s portfolio composition will change depending on economic and market conditions. This report is not a complete analysis of market conditions, and, therefore, should not be relied upon as investment advice. Although economic and market information has been compiled from reliable sources, American Beacon Advisors, Inc. makes no representation as to the completeness or accuracy of the statements contained herein.

American Beacon Funds January 31, 2024

Contents

President’s Message	1
Market and Performance Overviews	2
Expense Examples	9
Report of Independent Registered Public Accounting Firm	11
Schedules of Investments:
American Beacon Developing World Income Fund	12
American Beacon NIS Core Plus Bond Fund	25
Financial Statements	34
Notes to Financial Statements	37
Financial Highlights:
American Beacon Developing World Income Fund	70
American Beacon NIS Core Plus Bond Fund	75
Federal Tax Information	79
Disclosure Regarding the Approval of Investment Advisory Agreement	80
Results of Shareholder Meeting	81
Trustees and Officers of the American Beacon Funds	82
Privacy Policy	88

  Additional Fund Information Back Cover

President’s Message

Dear Shareholders,   In the words of Theodor Seuss Geisel, the beloved children’s author and cartoonist known as Dr. Seuss, “Only you can control your future.”   While we as individuals cannot control everything that’s happening in the world around us or within the global economy and markets, we can take steps to diversify our risk exposure as we seek to preserve and grow our personal savings. By making prudent adjustments to our investment portfolios with the help of trusted financial professionals, we may be better positioned to withstand the negative financial forces we’re likely to encounter in our lifetime – especially during periods like today’s geopolitical turmoil and economic uncertainty.

At American Beacon, we endeavor to provide a broad range of disciplined investment strategies to help you potentially collect the fruits of your labor over the fullness of time. We work diligently to cultivate relationships with the investment managers who serve as sub-advisors to our investment products. Since our firm’s inception as a pension fiduciary in 1986 and the launch of our first sub-advised, multi-manager mutual funds in 1987, we have continued expanding our innovative product offerings. And we are committed to applying a solutions-based, risk-managed approach in our pursuit of institutional wisdom while striving to generate earned alpha and enduring value.

Thank you for entrusting your financial future with American Beacon. For more information about our investment products or to access your account information, please visit our website at www.americanbeaconfunds.com.

Best Regards,

Jeffrey K. Ringdahl

President

American Beacon Funds

1

Global Fixed-Income Market Overview

January 31, 2024 (Unaudited)

During the 12-month period ended January 31, 2024, global bond markets produced positive returns as evidenced by these representative indexes, listed from lowest to highest: Bloomberg US Aggregate Bond Index, 2.10%; Bloomberg Global Aggregate Total Return Index (hedged to U.S. dollars), 4.53%; J.P. Morgan EMBI Global Diversified Index, 6.58%; and ICE BofA US High Yield Index, 9.21%.

Global bond markets had a roller-coaster ride that largely mirrored the swings in long-term interest rates. The period saw considerable volatility influenced by credit events, geopolitical developments and investor expectations of a U.S. recession that did not materialize. In March 2023, the U.S. faced a regional banking crisis and, in Europe, Swiss bank UBS absorbed Credit Suisse, resulting in significant losses for Additional Tier 1 bondholders. Geopolitically, the Hamas attack on Israel in October, including the ensuing humanitarian tragedy in Gaza, spooked markets while the Russia-Ukraine conflict continued. Additionally, investors were cautious of a U.S. recession for most of the period guided by a hawkish Federal Reserve. Investor pessimism gave way to optimism in November and December as geopolitical spillover from the Middle East appeared contained, U.S. and global inflation surprised to the downside, and the Fed signaled potential rate cuts in 2024.

Yields across most of the curve declined sharply during the final two months of 2023. This led to a furious bond market rally that enabled most bond markets to turn in a respectable return for the year; Japan, however, was a notable exception due to negative currency impact. Some areas, such as high-yield and emerging-market debt, produced especially strong results as they benefited from notable credit-spread tightening and higher carry. Despite elevated volatility during the year, the U.S. Treasury yield curve ended in similar territory to where it began.

Currency had a mixed impact on international bond returns. Europe and the U.K. benefited from substantial tailwinds while Japan and China saw meaningful headwinds relative to the U.S. dollar. The inversion in the two- to 10-year part of the U.S. Treasury yield curve continued, although it moderated somewhat during 2023.

Within emerging-market bonds, issuers in the developing world (also referred to as the frontier market) led the way while on-the-run, emerging-market indexes posted solid returns as well.

2

American Beacon Developing World Income Fund^SM

Performance Overview

January 31, 2024 (Unaudited)

The Investor Class of the American Beacon Developing World Income Fund (the “Fund”) returned 10.19% for the 12-month period ended January 31, 2024. The Fund outperformed the JPMorgan^® EMBI (“JPM EMBI”) Global Diversified Index (the “benchmark”) return of 6.58%.

Comparison of Change in Value of a $10,000 Investment for the period from 2/25/2014 through 1/31/2024

Total Returns for the Period ended January 31, 2024
	Ticker	1 Year			3 Years			5 Years			Since Inception 02/25/2014-			Value of  $10,000 02/25/2014- 1/31/2024
R5 Class (1,3)	AGEIX		10.52	%		2.65	%		4.12	%		4.51	%		$	15,504
Y Class (1,3)	AGEYX		10.46	%		2.59	%		4.06	%		4.44	%		$	15,391
Investor Class (1,3)	AGEPX		10.19	%		2.32	%		3.79	%		4.17	%		$	15,002
A without Sales Charge (1,3)	AGUAX		9.98	%		2.31	%		3.76	%		4.11	%		$	14,923
A with Sales Charge (1,3)	AGUAX		4.69	%		0.64	%		2.75	%		3.60	%		$	14,212
C without Sales Charge (1,3)	AGECX		9.26	%		1.53	%		3.02	%		3.51	%		$	14,081
C with Sales Charge (1,3)	AGECX		8.26	%		1.53	%		3.02	%		3.51	%		$	14,081
JPMorgan® EMBI (“JPM EMBI”) Global Diversified Index (2)			6.58	%		(3.54	)%		0.58	%		2.97	%		$	13,379

1. Performance shown is historical and is not indicative of future returns. Investment returns and principal value will vary, and shares may be worth more or less at redemption than at original purchase. Performance shown is calculated based on the published end of day net asset values as of date indicated, and current performance may be lower or higher than the performance data quoted. To obtain performance as of the most recent month end, please call 1-800-967-9009 or visit www.americanbeaconfunds.com. Fund performance in the table above does not reflect the deduction of taxes a shareholder would pay on distributions or the redemption of shares. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only, and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights. Performance prior to waiving fees was lower than actual returns shown for periods when fee waivers were in place for each Class. A portion of fees charged to the R5 Class of the Fund was waived from Fund inception through 2015, partially recovered in 2016, waived in 2017 and 2018, and recovered in 2019 and 2020. A portion of fees charged to the Investor Class of the Fund was waived from Fund inception through 2015, partially recovered in 2016, waived in 2017, and recovered in 2018. A portion of fees charged to the Y Class of the Fund was waived from Fund inception through 2015, partially recovered in 2016, waived in 2017, and partially recovered in 2019. A portion of fees charged to the A Class of the

3

American Beacon Developing World Income Fund^SM

Performance Overview

January 31, 2024 (Unaudited)

Fund was waived from Fund inception through 2015, partially recovered in 2016, waived in 2017, and recovered from 2018 through 2020. A portion of fees charged to the C Class of the Fund was waived from Fund inception through 2017 and was recovered in 2018 and 2019. A Class shares have a maximum sales charge of 4.75%. The maximum contingent deferred sales charge for the C Class is 1.00% for shares redeemed within one year of the date of purchase.

2. The JPMorgan^® EMBI (“JPM EMBI”) Global Diversified Index is an emerging market debt benchmark that tracks dollar-denominated bonds issued by frontier and emerging market governments. One cannot directly invest in an index.

3. The Total Annual Fund Operating Expense ratios set forth in the most recent Fund prospectus for the R5, Y, Investor, A, and C Class shares were 1.13%, 1.18%, 1.45%, 1.42%, and 2.19%, respectively. The expense ratios above may vary from the expense ratios presented in other sections of this report that are based on expenses incurred during the period covered by this report.

The period was marked with volatility induced by credit events and geopolitical developments. In March 2023, the U.S. faced a regional banking crisis, while in Europe, the Swiss bank, UBS, acquired the under-duress Credit Suisse. Both crises warranted a strong response from regulators to stabilize markets and avoid a wider systemic event. The Hamas-led attack against Israel on October 7th destabilized the Middle East region leading to reduced shipping traffic through the Red Sea. Meanwhile the Russia-Ukraine conflict showed little progress towards a meaningful peace agreement keeping geopolitical uncertainty heightened. Despite these headwinds, the prospect of a pivot by the U.S. Federal Reserve Bank in 2024 to a more dovish stance led to a rally in risk assets in the fourth quarter of 2023, benefiting emerging- and developing-market bonds.

The Fund’s outperformance relative to the benchmark primarily reflects its lower sensitivity to interest rate fluctuations due to the shorter duration, higher yield, wider spread and off-the-run status of its developing-market bonds relative to emerging-market bonds. The Fund also benefitted from positive idiosyncratic developments in countries such as Sri Lanka, El Salvador, and Argentina. Furthermore, local-currency bonds offered higher carry that offset currency moves and further insulated the Fund from broader volatility – the Fund held just under 40% of its assets in local-currency denominated bonds during the period. Developing-market bond yields continued to exceed emerging- and developed-market yields at period end.

The Fund’s sub-advisors consistently employed flexible top-down and bottom-up investment strategies to navigate opportunities within developing-market countries. They seek to understand macroeconomic variables affecting the relationships between developed, emerging and developing-market countries, and they incorporate country-specific analysis to identify the best risk-adjusted opportunities. This process has remained consistent since each sub-advisors’ inception with the Fund.

4

American Beacon Developing World Income Fund^SM

Performance Overview

January 31, 2024 (Unaudited)

Top Ten Holdings (% Net Assets)
Mozambique International Bonds, 9.000%, Due 9/15/2031		2.5
Uruguay Government International Bonds, 3.875%, Due 7/2/2040		2.2
Development Bank of Mongolia (Issuer Zambezi BV), 14.000%, Due 5/12/2027		1.6
Zambia Government International Bonds, 8.970%, Due 7/30/2027		1.5
Ivory Coast Government International Bonds, 4.875%, Due 1/30/2032		1.5
El Salvador Government International Bonds, 7.650%, Due 6/15/2035		1.4
Argentina Republic Government International Bonds, 3.625%, Due 7/9/2035		1.4
Ghana Government International Bonds, 8.125%, Due 3/26/2032		1.3
Kazakhstan Government Bonds, 16.700%, Due 1/13/2025		1.3
Tunisian Republic, 6.375%, Due 7/15/2026		1.2
Total Fund Holdings	250
Top Ten Country Weightings (% Investments)
Zambia		5.4
Angola		4.9
Nigeria		4.9
Mozambique		4.7
Egypt		4.2
Kazakhstan		4.2
Ghana		4.2
Kenya		4.2
Dominican Republic		4.0
Mongolia		3.6
Sector Allocation (% Investments)
Foreign Sovereign Obligations		83.7
Credit-Linked Notes		9.9
Financial		4.0
Energy		1.1
Industrial		0.7
Communications		0.4
Basic Materials		0.2

5

American Beacon Developing World Income Fund^SM

Performance Overview

January 31, 2024 (Unaudited)

Country Allocation (% Investments)
Zambia	5.4
Angola	4.9
Nigeria	4.9
Mozambique	4.7
Egypt	4.2
Kazakhstan	4.2
Ghana	4.2
Kenya	4.2
Dominican Republic	4.0
Mongolia	3.6
Uganda	3.4
El Salvador	3.1
Pakistan	3.1
Ivory Coast	3.1
Uruguay	2.9
Supranational	2.6
Gabon	2.6
Uzbekistan	2.5
Sri Lanka	2.4
Ecuador	2.4
United States	2.3
Cameroon	1.9
Argentina	1.8
Tunisia	1.8
Ukraine	1.5
Armenia	1.5
Kyrgyzstan	1.4
Senegal	1.4
Tajikistan	1.3
Iraq	1.2
Papua New Guinea	1.1
Jamaica	1.0
Paraguay	0.9
Malawi	0.8
Rwanda	0.8
Ethiopia	0.7
Serbia	0.7
Georgia	0.7
Azerbaijan	0.6
Congo	0.6
Costa Rica	0.6
Benin	0.5
United Republic of Tanzania	0.5
Netherlands	0.4
Trinidad and Tobago	0.4
Vietnam	0.3
Nicaragua	0.2
Honduras	0.2
Republic of Mauritius	0.2
Togo	0.2
South Africa	0.1

6

American Beacon NIS Core Plus Bond Fund^SM

Performance Overview

January 31, 2024 (Unaudited)

The Y Class of the American Beacon NIS Core Plus Bond Fund (the “Fund”) returned 3.29% for the 12-month period ending January 31, 2024. The Fund outperformed the Bloomberg US Aggregate Bond Index (the “Index”) return of 2.10% for the period.

Comparison of Change in Value of a $100,000 Investment for the period from 9/10/2020 through 1/31/24

Total Returns for the Period ended January 31, 2024
	Ticker	1 Year			3 Years			Since Inception (09/10/2020)			Value of $100,000 09/10/2020- 1/31/2024
Y Class (1,3)	NISYX		3.29	%		-2.27	%		-1.68	%		$	94,401
A without Sales Charge (1,3)	NISAX		3.04	%		-2.51	%		-1.93	%		$	93,605
A with Sales Charge (1,3)	NISAX		-0.87	%		-3.74	%		-3.03	%		$	90,092
C without Sales Charge (1,3)	NISCX		2.27	%		-3.24	%		-2.66	%		$	91,257
C with Sales Charge (1,3)	NISCX		1.27	%		-3.24	%		-2.66	%		$	91,257
R6 Class (1,3)	NISRX		3.40	%		-2.17	%		-1.59	%		$	94,720
Bloomberg US Aggregate Bond Index (2)			2.10	%		-3.17	%		-2.83	%		$	90,711

1. Performance shown is historical and is not indicative of future returns. Investment returns and principal value will vary, and shares may be worth more or less at redemption than at original purchase. Performance shown is calculated based on the published end-of-day net asset values as of date indicated, and current performance may be lower or higher than the performance data quoted. To obtain performance as of the most recent month end, please visit www.americanbeaconfunds.com or call 1-800-967-9009. Fund performance in the table above does not reflect the deduction of taxes a shareholder would pay on distributions or the redemption of shares. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only; and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights. A portion of the fees charged to each Class of the Fund has been waived since Fund inception. Performance prior to waiving fees was lower than the actual returns shown since inception. A Class shares have a maximum sales charge of 3.75%. The maximum contingent deferred sales charge for the C Class is 1.00% for shares redeemed within one year of the date of purchase.

2. The Bloomberg US Aggregate Bond Index is a market value weighted performance benchmark for government, corporate, mortgage-backed and asset- backed fixed-rate debt securities of all maturities. One cannot directly invest in an index.

7

American Beacon NIS Core Plus Bond Fund^SM

Performance Overview

January 31, 2024 (Unaudited)

3. The Total Annual Fund Operating Expense ratios set forth in the most recent Fund prospectus for the Y, A, C, and R6 Class shares were 3.42%, 3.69%, 4.46%, and 3.43%, respectively. The expense ratios above may vary from the expense ratios presented in other sections of this report that are based on expenses incurred during the period covered by this report.

The Fund’s outperformance of the Index was partially attributable to the Fund’s underweight in U.S Government backed issues relative to the Index. Security selection within the Financials and Industrials credit sectors was also beneficial to the Fund’s performance relative to the Index, as were the Fund’s selections within Asset Backed Securities and Commercial Mortgage Backed Securities issues. The Fund also benefitted from an overweight in taxable municipal and non-agency Mortgage Backed Securities as a lack of new issues pushed spreads in these sectors tighter.

The Fund continues to utilize both bottom-up and top-down inputs to identify the best relative value available across the broad range of domestic fixed income instruments to benefit performance over the long term.

Top Ten Holdings (% Net Assets)
U.S. Treasury Bonds, 3.375%, Due 11/15/2048		7.1
U.S. Treasury Notes, 4.500%, Due 11/15/2033		3.3
U.S. Treasury Notes, 2.375%, Due 3/31/2029		2.9
U.S. Treasury Notes, 3.500%, Due 4/30/2030		2.6
U.S. Treasury Bonds, 1.750%, Due 8/15/2041		2.4
U.S. Treasury Bonds, 3.875%, Due 2/15/2043		2.1
U.S. Treasury Notes, 1.000%, Due 7/31/2028		1.8
Finance of America Structured Securities Trust, 2.000%, Due 4/25/2073, 2023-S2 A3		1.2
New Residential Mortgage Loan Trust, 6.500%, Due 1/25/2048, 2018 4A B1, (1 mo. USD Term SOFR + 1.164%)		1.1
CIT Home Equity Loan Trust, 5.560%, Due 9/20/2032, 2003 1 M2		1.0
Total Fund Holdings	283
Sector Allocation (% Investments)
U.S. Treasury Obligations		25.5
Financial		18.9
Asset-Backed Obligations		13.6
U.S. Agency Mortgage-Backed Obligations		10.9
Collateralized Mortgage Obligations		8.3
Commercial Mortgage-Backed Obligations		7.2
Municipal Obligations		4.3
Consumer, Cyclical		3.9
Communications		1.9
Utilities		1.9
Energy		1.5
Consumer, Non-Cyclical		1.3
Technology		0.6
Basic Materials		0.2
Country Allocation (% Fixed Income)
United States		96.8
Canada		1.1
Ireland		0.7
United Kingdom		0.4
Japan		0.4
France		0.4
Australia		0.2

8

American Beacon Funds^SM

Expense Examples

January 31, 2024 (Unaudited)

Fund Expense Example

As a shareholder of a Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemption fees, if applicable, and (2) ongoing costs, including management fees, sub-transfer agent fees, and other Fund expenses. The Examples are intended to help you understand the ongoing cost (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Examples are based on an investment of $1,000 invested at the beginning of the period in each Class and held for the entire period from August 1, 2023 through January 31, 2024.

Actual Expenses

The “Actual” lines of the tables provide information about actual account values and actual expenses. You may use the information on this page, 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 = $8.60), then multiply the result by the “Expenses Paid During Period” to estimate the expenses you paid on your account during this period. Shareholders of the Investor and R5 Classes that invest in the American Beacon Developing World Income Fund through an IRA or Roth IRA may be subject to a custodial IRA fee of $15 that is typically deducted each December. If your account was subject to a custodial IRA fee during the period, your costs would have been $15 higher.

Hypothetical Example for Comparison Purposes

The “Hypothetical” lines of the tables provide information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed 5% per year rate of return before expenses (not the Fund’s actual return). You may compare the ongoing costs of investing in the Fund with other funds by contrasting this 5% hypothetical example and the 5% hypothetical examples that appear in the shareholder reports of the other funds. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. Shareholders of the Investor and R5 Classes that invest in the American Beacon Developing World Income Fund through an IRA or Roth IRA may be subject to a custodial IRA fee of $15 that is typically deducted each December. If your account was subject to a custodial IRA fee during the period, your costs would have been $15 higher.

You should also be aware that the expenses shown in the table highlight only your ongoing costs and do not reflect any transaction costs charged by the Fund, such as sales charges (loads) or redemption fees, as applicable. Similarly, the expense examples for other funds do not reflect any transaction costs charged by those funds, such as sales charges (loads), redemption fees or exchange fees. Therefore, the “Hypothetical” lines of the tables are useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If you were subject to any transaction costs during the period, your costs would have been higher.

9

American Beacon Funds^SM

Expense Examples

January 31, 2024 (Unaudited)

American Beacon Developing World Income Fund
	Beginning Account Value 8/1/2023		Ending Account Value 1/31/2024		Expenses Paid During Period 8/1/2023-1/31/2024*
R5 Class
Actual		$1,000.00		$1,041.70		$5.76
Hypothetical**		$1,000.00		$1,019.56		$5.70
Y Class
Actual		$1,000.00		$1,041.40		$6.07
Hypothetical**		$1,000.00		$1,019.26		$6.01
Investor Class
Actual		$1,000.00		$1,040.10		$7.40
Hypothetical**		$1,000.00		$1,017.95		$7.32
A Class
Actual		$1,000.00		$1,040.00		$7.46
Hypothetical**		$1,000.00		$1,017.90		$7.38
C Class
Actual		$1,000.00		$1,036.50		$11.24
Hypothetical**		$1,000.00		$1,014.17		$11.12

* Expenses are equal to the Fund’s annualized expense ratios for the six-month period of 1.12%, 1.18%, 1.44%, 1.45%, and 2.19% for the R5, Y, Investor, A, and C Classes, respectively, multiplied by the average account value over the period, multiplied by the number derived by dividing the number of days in the most recent fiscal half-year (184) by days in the year (365) to reflect the half-year period.

** 5% return before expenses.

American Beacon NIS Core Plus Bond Fund
	Beginning Account Value 8/1/2023		Ending Account Value 1/31/2024		Expenses Paid During Period 8/1/2023-1/31/2024*
Y Class
Actual		$1,000.00		$1,037.10		$2.72
Hypothetical**		$1,000.00		$1,022.53		$2.70
A Class
Actual		$1,000.00		$1,037.00		$4.00
Hypothetical**		$1,000.00		$1,021.27		$3.97
C Class
Actual		$1,000.00		$1,033.20		$7.84
Hypothetical**		$1,000.00		$1,017.49		$7.78
R6 Class
Actual		$1,000.00		$1,037.60		$2.21
Hypothetical**		$1,000.00		$1,023.04		$2.19

* Expenses are equal to the Fund’s annualized expense ratios for the six-month period of 0.53%, 0.78%, 1.53%, and 0.43% for the Y, A, C, and R6 Classes, respectively, multiplied by the average account value over the period, multiplied by the number derived by dividing the number of days in the most recent fiscal half-year (184) by days in the year (365) to reflect the half-year period.

** 5% return before expense.

10

American Beacon Funds^SM

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of American Beacon Funds and Shareholders of American Beacon Developing World Income Fund and American Beacon NIS Core Plus Bond Fund:

Opinions on the Financial Statements

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of American Beacon Developing World Income Fund and American Beacon NIS Core Plus Bond Fund (two of the series constituting American Beacon Funds, hereafter collectively referred to as the “Funds”) as of January 31, 2024, the related statements of operations for the year ended January 31, 2024, the statements of changes in net assets for each of the two years in the period ended January 31, 2024, 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 January 31, 2024, 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 January 31, 2024 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.

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 January 31, 2024 by correspondence with the custodians 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 opinions.

/s/PricewaterhouseCoopers LLP

Boston, Massachusetts

March 28, 2024

We have served as the auditor of one or more investment companies in the American Beacon family of funds since 2016.

11

American Beacon Developing World Income Fund^SM

Schedule of Investments

January 31, 2024

	Principal Amount*			Fair Value
Angola - 4.52%
Credit-Linked Notes - 0.07%
Republic of Angola (Issuer ICBC Standard Bank PLC), 16.500%, Due 3/18/2024		AOA	300,000,000		$	348,836
Foreign Sovereign Obligations - 4.45%
Angola Government International Bonds,
8.250%, Due 5/9/2028A		$	10,862,000			9,800,783
8.000%, Due 11/26/2029B			2,114,000			1,835,891
8.750%, Due 4/14/2032B			3,475,000			2,982,078
8.750%, Due 4/14/2032A			1,620,000			1,390,206
9.375%, Due 5/8/2048A			2,638,000			2,115,834
9.125%, Due 11/26/2049A			2,600,000			2,054,796
Republic of Angola Via Avenir Issuer II Ireland DAC, 6.927%, Due 2/19/2027A			1,725,000			1,582,687
Total Foreign Sovereign Obligations						21,762,275
Total Angola (Cost $23,511,064)						22,111,111
Argentina - 1.65%
Foreign Sovereign Obligations - 1.65%
Argentina Republic Government International Bonds,
1.000%, Due 7/9/2029			227,491			92,202
0.750%, Due 7/9/2030C D			3,027,515			1,225,176
3.625%, Due 7/9/2035C D			20,212,784			6,739,381
Total Foreign Sovereign Obligations						8,056,759
Total Argentina (Cost $11,180,802)						8,056,759
Armenia - 1.34%
Foreign Sovereign Obligations - 1.34%
Armenia Treasury Bills, 11.048%, Due 6/3/2024		AMD	225,000,000			539,635
Republic of Armenia Treasury Bonds,
6.500%, Due 4/29/2024, Series 3YR		AMD	1,575,000,000			3,873,716
7.000%, Due 4/29/2026		AMD	385,000,000			887,101
9.000%, Due 4/29/2026		AMD	325,000,000			780,022
9.250%, Due 4/29/2028		AMD	200,000,000			473,151
Total Foreign Sovereign Obligations						6,553,625
Total Armenia (Cost $5,927,350)						6,553,625
Azerbaijan - 0.56% (Cost $2,901,807)
Credit-Linked Notes - 0.56%
Azerbaijan Treasury Bonds (Issuer ICBC Standard Bank PLC), 7.500%, Due 5/11/2028B		AZN	5,000,000			2,756,062
Benin - 0.49%
Foreign Sovereign Obligations - 0.49%
Benin Government International Bonds,
4.875%, Due 1/19/2032B		EUR	1,210,000			1,060,397
6.875%, Due 1/19/2052B		EUR	1,602,000			1,355,005
Total Foreign Sovereign Obligations						2,415,402
Total Benin (Cost $3,211,232)						2,415,402
Cameroon - 1.72%
Foreign Sovereign Obligations - 1.72%
Republic of Cameroon International Bonds,
5.950%, Due 7/7/2032A		EUR	3,250,000			2,576,957
5.950%, Due 7/7/2032B		EUR	7,364,000			5,838,987
Total Foreign Sovereign Obligations						8,415,944
Total Cameroon (Cost $12,163,594)						8,415,944

See accompanying notes

12

American Beacon Developing World Income Fund^SM

Schedule of Investments

January 31, 2024

	Principal Amount*			Fair Value
Congo - 0.53% (Cost $2,600,000)
Credit-Linked Notes - 0.53%
Democratic Republic of Congo (Issuer Frontera Capital BV), 12.292%, Due 12/14/2027, (6 mo. USD SOFR + 7.000%)B E		$	2,600,000		$	2,593,808
Costa Rica - 0.53% (Cost $2,252,004)
Foreign Sovereign Obligations - 0.53%
Costa Rica Government International Bonds, 9.200%, Due 2/21/2029A			2,300,000			2,603,600
Dominican Republic - 3.64%
Foreign Sovereign Obligations - 3.64%
Dominican Republic Central Bank Notes, 13.000%, Due 12/5/2025A		DOP	105,000,000			1,846,744
Dominican Republic International Bonds,
12.000%, Due 8/8/2025A F		DOP	182,500,000			3,151,782
9.750%, Due 6/5/2026A		DOP	8,850,000			150,898
8.000%, Due 2/12/2027A		DOP	220,000,000			3,479,808
12.750%, Due 9/23/2029B		DOP	249,000,000			4,666,818
13.625%, Due 2/3/2033B		DOP	54,750,000			1,118,593
11.250%, Due 9/15/2035B		DOP	184,000,000			3,347,765
Total Foreign Sovereign Obligations						17,762,408
Total Dominican Republic (Cost $17,974,307)						17,762,408
Ecuador - 2.16%
Foreign Sovereign Obligations - 2.16%
Ecuador Government International Bonds,
6.000%, Due 7/31/2030A C D			2,482,000			1,297,872
6.000%, Due 7/31/2030B C D			1,556,850			814,098
3.500%, Due 7/31/2035A C D			11,361,000			4,653,943
3.500%, Due 7/31/2035B C D			3,789,045			1,552,152
2.500%, Due 7/31/2040B C D			1,625,550			599,422
2.500%, Due 7/31/2040A C D			4,408,800			1,625,745
Total Foreign Sovereign Obligations						10,543,232
Total Ecuador (Cost $14,545,535)						10,543,232
Egypt - 3.89%
Foreign Sovereign Obligations - 3.89%
Egypt Government Bonds,
14.483%, Due 4/6/2026, Series 5YR		EGP	6,500,000			164,708
15.700%, Due 11/7/2027, Series 10YR		EGP	10,000,000			233,710
Egypt Government International Bonds,
5.250%, Due 10/6/2025A			3,864,000			3,393,968
3.875%, Due 2/16/2026A			3,244,000			2,628,678
7.500%, Due 1/31/2027A			736,000			603,838
5.625%, Due 4/16/2030A		EUR	2,894,000			1,989,933
6.375%, Due 4/11/2031A		EUR	5,743,000			3,958,977
8.875%, Due 5/29/2050A			3,306,000			2,067,956
7.500%, Due 2/16/2061A			6,900,000			3,953,300
Total Foreign Sovereign Obligations						18,995,068
Total Egypt (Cost $20,030,111)						18,995,068
El Salvador - 2.86%
Foreign Sovereign Obligations - 2.86%
El Salvador Government International Bonds,
6.375%, Due 1/18/2027A			3,723,000			3,313,470
8.250%, Due 4/10/2032A			614,000			524,970
7.650%, Due 6/15/2035A			8,851,000			6,912,631
7.125%, Due 1/20/2050A			1,395,000			993,938
9.500%, Due 7/15/2052A			2,600,000			2,210,000
Total Foreign Sovereign Obligations						13,955,009
Total El Salvador (Cost $10,261,771)						13,955,009

See accompanying notes

13

American Beacon Developing World Income Fund^SM

Schedule of Investments

January 31, 2024

	Principal Amount*			Fair Value
Ethiopia - 0.63%
Foreign Sovereign Obligations - 0.63%
Ethiopia International Bonds,
6.625%, Due 12/11/2024A		$	3,372,000		$	2,295,253
6.625%, Due 12/11/2024A G			1,169,000			795,715
Total Foreign Sovereign Obligations						3,090,968
Total Ethiopia (Cost $3,801,663)						3,090,968
Gabon - 2.41%
Foreign Sovereign Obligations - 2.41%
Gabon Government International Bonds,
6.950%, Due 6/16/2025A			2,642,000			2,538,856
6.625%, Due 2/6/2031A			10,169,000			8,297,091
7.000%, Due 11/24/2031A			1,170,000			955,632
Total Foreign Sovereign Obligations						11,791,579
Total Gabon (Cost $12,683,103)						11,791,579
Georgia - 0.60%
Foreign Sovereign Obligations - 0.60%
Georgia Treasury Bonds,
9.375%, Due 10/6/2024, Series 2YR		GEL	1,400,000			524,130
8.125%, Due 1/28/2026, Series 5YR		GEL	6,540,000			2,416,924
Total Foreign Sovereign Obligations						2,941,054
Total Georgia (Cost $2,574,177)						2,941,054
Ghana - 3.83%
Credit-Linked Notes - 0.01%
Ghana Promissory Notes (Issuer Saderea DAC), 12.500%, Due 11/30/2026A			139,548			62,099
Foreign Corporate Obligations - 0.40%
Kosmos Energy Ltd., 7.500%, Due 3/1/2028B			2,124,000			1,959,390
Foreign Sovereign Obligations - 3.42%
Ghana Government International Bonds,
7.750%, Due 4/7/2029B			1,641,000			725,322
10.750%, Due 10/14/2030A			3,509,000			2,250,315
8.125%, Due 3/26/2032A G			14,397,000			6,325,754
8.625%, Due 4/7/2034A			1,843,000			813,224
7.875%, Due 2/11/2035A G			654,000			288,809
8.950%, Due 3/26/2051A G			220,000			96,408
8.750%, Due 3/11/2061A			1,937,000			847,193
Republic of Ghana Government Bonds,
17.700%, Due 3/18/2024		GHS	4,200,000			331,489
19.750%, Due 4/15/2024, Series 5YR		GHS	1,000,000			77,859
21.000%, Due 1/27/2025		GHS	1,680,000			114,423
19.250%, Due 6/23/2025		GHS	23,500,000			1,464,460
19.000%, Due 11/2/2026, Series 10YR		GHS	47,576,000			2,394,714
19.250%, Due 1/18/2027		GHS	19,750,000			976,717
Total Foreign Sovereign Obligations						16,706,687
Total Ghana (Cost $27,586,924)						18,728,176
Honduras - 0.21%
Foreign Sovereign Obligations - 0.21%
Honduras Government International Bonds,
6.250%, Due 1/19/2027A			663,000			632,646
5.625%, Due 6/24/2030A			473,000			415,056
Total Foreign Sovereign Obligations						1,047,702
Total Honduras (Cost $1,043,620)						1,047,702

See accompanying notes

14

American Beacon Developing World Income Fund^SM

Schedule of Investments

January 31, 2024

	Principal Amount*			Fair Value
Iraq - 1.06% (Cost $5,186,166)
Foreign Sovereign Obligations - 1.06%
Iraq International Bonds, 5.800%, Due 1/15/2028A		$	5,578,001		$	5,194,870
Ivory Coast - 2.81%
Foreign Sovereign Obligations - 2.81%
Ivory Coast Government International Bonds,
5.250%, Due 3/22/2030A		EUR	1,663,000			1,629,166
4.875%, Due 1/30/2032A		EUR	7,891,000			7,142,037
6.125%, Due 6/15/2033A			382,000			343,479
6.875%, Due 10/17/2040A		EUR	3,056,000			2,753,064
6.625%, Due 3/22/2048A		EUR	2,200,000			1,862,803
Total Foreign Sovereign Obligations						13,730,549
Total Ivory Coast (Cost $14,193,511)						13,730,549
Jamaica - 0.90% (Cost $4,161,248)
Foreign Sovereign Obligations - 0.90%
Jamaica Government International Bonds, 9.625%, Due 11/3/2030		JMD	649,500,000			4,389,875
Kazakhstan - 3.88%
Foreign Sovereign Obligations - 3.88%
Kazakhstan Government Bonds,
8.050%, Due 5/20/2024, Series 15YR		KZT	1,040,000,000			2,277,857
16.700%, Due 1/13/2025		KZT	2,725,122,000			6,258,478
10.750%, Due 2/11/2025, Series 3YR		KZT	240,000,000			523,412
7.200%, Due 5/27/2025, Series 10Y		KZT	317,000,000			660,942
10.500%, Due 8/4/2026, Series 5YR		KZT	500,000,000			1,069,770
13.900%, Due 9/16/2026, Series 4YR		KZT	280,000,000			644,033
9.000%, Due 3/6/2027, Series 120		KZT	1,160,000,000			2,372,467
15.350%, Due 11/18/2027		KZT	630,000,000			1,526,817
10.400%, Due 4/12/2028, Series 7YR		KZT	300,000,000			626,934
15.300%, Due 3/3/2029		KZT	736,866,000			1,814,370
7.680%, Due 8/13/2029, Series 15Y		KZT	224,390,000			409,071
10.120%, Due 2/17/2034, Series 13YR		KZT	400,000,000			774,709
Total Foreign Sovereign Obligations						18,958,860
Total Kazakhstan (Cost $19,289,290)						18,958,860
Kenya - 3.83%
Foreign Sovereign Obligations - 3.83%
Republic of Kenya Government International Bonds,
6.875%, Due 6/24/2024A			1,836,000			1,783,215
7.000%, Due 5/22/2027A			1,845,000			1,692,972
7.250%, Due 2/28/2028A			775,000			693,625
8.000%, Due 5/22/2032A			2,502,000			2,200,899
6.300%, Due 1/23/2034A			4,081,000			3,168,239
8.250%, Due 2/28/2048A			4,007,000			3,205,600
Republic of Kenya Infrastructure Bonds,
11.000%, Due 12/2/2024, Series 9YR		KES	25,000,000			145,509
12.500%, Due 5/12/2025, Series 9YR		KES	16,024,384			94,564
10.200%, Due 5/25/2026, Series 6YR		KES	15,500,000			80,866
11.000%, Due 10/12/2026, Series 12YR		KES	43,467,948			238,538
13.215%, Due 11/27/2028, Series 6YR		KES	124,600,000			665,905
10.850%, Due 4/2/2029, Series 9YR		KES	24,550,000			130,110
17.933%, Due 5/6/2030, Series 7Y		KES	47,000,000			280,323
12.500%, Due 1/10/2033, Series 15YR		KES	631,000,000			3,095,940
11.750%, Due 10/8/2035, Series 16YR		KES	112,000,000			477,437
12.257%, Due 1/5/2037, Series 16Y		KES	152,000,000			735,072
Total Foreign Sovereign Obligations						18,688,814
Total Kenya (Cost $23,475,931)						18,688,814

See accompanying notes

15

American Beacon Developing World Income Fund^SM

Schedule of Investments

January 31, 2024

	Principal Amount*			Fair Value
Kyrgyzstan - 1.28%
Credit-Linked Notes - 1.28%
Republic of Kyrgyzstan (Issuer Frontera Capital BV),
10.500%, Due 9/24/2024B		KGS	150,000,000		$	1,726,377
8.000%, Due 5/26/2025		KGS	70,000,000			758,072
6.000%, Due 9/19/2025B		KGS	120,500,000			1,215,793
12.000%, Due 2/7/2028B		KGS	95,000,000			932,344
Republic of Kyrgyzstan (Issuer Zambezi BV), 10.000%, Due 4/13/2028B		KGS	180,000,000			1,637,371
Total Credit-Linked Notes						6,269,957
Total Kyrgyzstan (Cost $8,012,747)						6,269,957
Malawi - 0.73%
Credit-Linked Notes - 0.73%
Republic of Malawi (Issuer Frontera Capital BV),
11.000%, Due 4/21/2025B		$	1,600,000			875,013
12.500%, Due 5/21/2025B			1,050,000			423,726
18.500%, Due 8/15/2026B			2,700,000			1,113,658
12.500%, Due 6/2/2027B			800,000			418,535
13.500%, Due 6/18/2027B			700,000			260,624
13.000%, Due 8/20/2027B			500,000			227,303
13.500%, Due 9/3/2027B			650,000			250,025
Total Credit-Linked Notes						3,568,884
Total Malawi (Cost $7,614,684)						3,568,884
Mongolia - 3.31%
Credit-Linked Notes - 2.55%
Development Bank of Mongolia (Issuer Zambezi BV), 14.000%, Due 5/12/2027B		MNT	27,500,000,000			8,010,540
Republic of Mongolia (Issuer Frontera Capital BV),
7.500%, Due 10/25/2024B		MNT	11,287,921,348			3,153,027
7.577%, Due 4/22/2025B D		MNT	4,500,000,000			1,310,809
Total Credit-Linked Notes						12,474,376
Foreign Sovereign Obligations - 0.76%
Mongolia Government International Bonds, 8.650%, Due 1/19/2028A			3,524,000			3,692,939
Total Mongolia (Cost $17,107,574)						16,167,315
Mozambique - 4.33%
Credit-Linked Notes - 1.40%
Republic of Mozambique (Issuer ICBC Standard Bank PLC),
Due 3/26/2025D H		MZN	90,500,000			1,308,748
17.000%, Due 5/11/2025		MZN	100,000,000			1,489,734
14.500%, Due 11/13/2025		MZN	40,000,000			570,987
14.500%, Due 2/11/2027D		MZN	46,752,000			686,214
19.000%, Due 5/12/2028B		MZN	51,000,000			703,299
18.000%, Due 1/15/2029B		MZN	130,000,000			2,069,399
Total Credit-Linked Notes						6,828,381
Foreign Sovereign Obligations - 2.93%
Mozambique International Bonds,
9.000%, Due 9/15/2031B C D			2,353,000			2,028,757
9.000%, Due 9/15/2031A C D			14,227,000			12,266,519
Total Foreign Sovereign Obligations						14,295,276
Total Mozambique (Cost $21,466,524)						21,123,657
Netherlands - 0.38% (Cost $1,867,220)
Foreign Corporate Obligations - 0.38%
Zambezi BV, 11.500%, Due 6/22/2035B		PYG	13,500,000,000			1,873,356

See accompanying notes

16

American Beacon Developing World Income Fund^SM

Schedule of Investments

January 31, 2024

	Principal Amount*			Fair Value
Nicaragua - 0.22% (Cost $1,159,333)
Credit-Linked Notes - 0.22%
Republic of Nicaragua (Issuer Zambezi BV), 7.000%, Due 4/8/2024B D		$	1,159,400		$	1,057,576
Nigeria - 4.50%
Foreign Corporate Obligations - 1.47%
Access Bank PLC, 6.125%, Due 9/21/2026B			1,207,000			1,106,078
BOI Finance BV, 7.500%, Due 2/16/2027B		EUR	1,811,000			1,812,965
First Bank of Nigeria Ltd. Via FBN Finance Co. BV, 8.625%, Due 10/27/2025B			1,029,000			1,014,800
IHS Netherlands Holdco BV, 8.000%, Due 9/18/2027B			1,215,000			1,117,800
SEPLAT Energy PLC, 7.750%, Due 4/1/2026B			1,069,000			991,497
United Bank for Africa PLC, 6.750%, Due 11/19/2026B			1,197,000			1,116,442
Total Foreign Corporate Obligations						7,159,582
Foreign Sovereign Obligations - 3.03%
Nigeria Government Bonds,
12.500%, Due 1/22/2026, Series 10YR		NGN	856,000,000			717,117
16.288%, Due 3/17/2027, Series 10YR		NGN	290,000,000			265,943
Nigeria Government International Bonds,
7.625%, Due 11/21/2025A			1,590,000			1,560,172
8.375%, Due 3/24/2029A			2,855,000			2,662,716
8.747%, Due 1/21/2031A			2,188,000			2,021,449
7.875%, Due 2/16/2032A			4,800,000			4,161,216
7.375%, Due 9/28/2033A			2,365,000			1,942,848
8.250%, Due 9/28/2051A			1,170,000			924,487
Nigeria Treasury Bills,
12.202%, Due 3/14/2024, Series 364D		NGN	62,000,000			51,879
12.704%, Due 3/28/2024, Series 364D		NGN	124,000,000			103,679
12.190%, Due 4/11/2024, Series 364D		NGN	31,000,000			25,896
18.844%, Due 11/7/2024, Series 364D		NGN	450,000,000			355,304
Total Foreign Sovereign Obligations						14,792,706
Total Nigeria (Cost $25,059,849)						21,952,288
Pakistan - 2.82%
Foreign Sovereign Obligations - 2.82%
Pakistan Government International Bonds,
6.000%, Due 4/8/2026A			3,275,000			2,538,125
6.875%, Due 12/5/2027A			2,519,000			1,829,801
7.375%, Due 4/8/2031A			10,065,000			6,539,231
Pakistan Treasury Bills, 20.400%, Due 12/26/2024, Series 12M		PKR	950,000,000			2,856,809
Total Foreign Sovereign Obligations						13,763,966
Total Pakistan (Cost $13,193,134)						13,763,966
Papua New Guinea - 0.96% (Cost $4,929,564)
Foreign Sovereign Obligations - 0.96%
Papua New Guinea Government International Bonds, 8.375%, Due 10/4/2028A			5,026,000			4,675,924
Paraguay - 0.86%
Credit-Linked Notes - 0.86%
Republic of Paraguay (Issuer Frontera Capital BV), 9.850%, Due 2/14/2031B		PYG	13,700,000,000			1,794,341
Municipalidad de Asuncion (Issuer Frontera Capital BV), 12.000%, Due 11/22/2032B		PYG	16,600,000,000			2,388,867
Total Credit-Linked Notes						4,183,208
Total Paraguay (Cost $4,372,449)						4,183,208
Republic of Mauritius - 0.20% (Cost $1,022,170)
Foreign Corporate Obligations - 0.20%
Axian Telecom, 7.375%, Due 2/16/2027B			1,038,000			977,225

See accompanying notes

17

American Beacon Developing World Income Fund^SM

Schedule of Investments

January 31, 2024

	Principal Amount*			Fair Value
Rwanda - 0.72%
Foreign Sovereign Obligations - 0.72%
Rwanda International Government Bonds,
5.500%, Due 8/9/2031A		$	1,400,000		$	1,119,328
5.500%, Due 8/9/2031B			3,030,000			2,422,546
Total Foreign Sovereign Obligations						3,541,874
Total Rwanda (Cost $4,034,471)						3,541,874
Senegal - 1.25%
Foreign Sovereign Obligations - 1.25%
Senegal Government International Bonds,
5.375%, Due 6/8/2037A		EUR	4,245,000			3,305,346
6.750%, Due 3/13/2048A			3,745,000			2,804,338
Total Foreign Sovereign Obligations						6,109,684
Total Senegal (Cost $6,946,745)						6,109,684
Serbia - 0.63%
Foreign Sovereign Obligations - 0.63%
Serbia International Bonds,
1.500%, Due 6/26/2029A		EUR	1,800,000			1,631,587
2.050%, Due 9/23/2036A		EUR	1,900,000			1,421,931
Total Foreign Sovereign Obligations						3,053,518
Total Serbia (Cost $2,635,617)						3,053,518
South Africa - 0.13% (Cost $1,000,000)
Foreign Corporate Obligations - 0.13%
Liquid Telecommunications Financing PLC, 5.500%, Due 9/4/2026B			1,000,000			623,400
Sri Lanka - 2.19%
Foreign Sovereign Obligations - 2.19%
Sri Lanka Government Bonds,
9.000%, Due 5/1/2028, Series B		LKR	590,000,000			1,605,718
9.000%, Due 7/1/2028, Series A		LKR	514,000,000			1,390,792
11.000%, Due 5/15/2030		LKR	695,000,000			1,991,164
Sri Lanka Government International Bonds,
6.200%, Due 5/11/2027A G			3,510,000			1,785,218
6.750%, Due 4/18/2028A G			1,342,000			684,974
7.550%, Due 3/28/2030A G			2,713,000			1,369,547
Sri Lanka Treasury Bills,
22.361%, Due 4/5/2024, Series 364		LKR	424,000,000			1,313,493
22.662%, Due 4/19/2024, Series 364		LKR	176,000,000			543,092
Total Foreign Sovereign Obligations						10,683,998
Total Sri Lanka (Cost $11,326,820)						10,683,998
Supranational - 2.43%
Foreign Sovereign Obligations - 2.43%
European Bank for Reconstruction & Development,
15.000%, Due 9/21/2024			1,200,000			1,132,983
14.750%, Due 2/7/2025A			700,000			666,241
13.400%, Due 2/10/2025			1,000,000			925,949
12.750%, Due 5/30/2025			1,300,000			1,287,266
13.000%, Due 9/22/2025			500,000			475,979
7.400%, Due 12/7/2025		VND	29,495,000,000			1,199,121

See accompanying notes

18

American Beacon Developing World Income Fund^SM

Schedule of Investments

January 31, 2024

	Principal Amount*			Fair Value
Supranational - 2.43% (continued)
Foreign Sovereign Obligations - 2.43% (continued)
International Finance Corp.,
11.000%, Due 6/28/2024		$	600,000		$	495,202
11.000%, Due 10/18/2024		UZS	12,000,000,000			938,184
16.000%, Due 2/21/2025		UZS	15,000,000,000			1,208,620
14.250%, Due 5/2/2025		UZS	15,000,000,000			1,183,869
6.000%, Due 1/15/2027F		AZN	4,028,370			2,346,913
Total Foreign Sovereign Obligations						11,860,327
Total Supranational (Cost $12,629,812)						11,860,327
Tajikistan - 1.16% (Cost $5,843,366)
Foreign Sovereign Obligations - 1.16%
Republic of Tajikistan International Bonds, 7.125%, Due 9/14/2027A			6,341,000			5,643,490
Togo - 0.18% (Cost $907,819)
Foreign Corporate Obligations - 0.18%
Ecobank Transnational, Inc., 8.750%, Due 6/17/2031, (5 yr. CMT + 8.211%)B E			944,000			884,811
Trinidad and Tobago - 0.37% (Cost $1,723,638)
Foreign Corporate Obligations - 0.37%
Heritage Petroleum Co. Ltd., 9.000%, Due 8/12/2029B			1,700,000			1,796,900
Tunisia - 1.64%
Foreign Sovereign Obligations - 1.64%
Tunisian Republic,
5.750%, Due 1/30/2025A			2,229,000			1,894,579
6.375%, Due 7/15/2026A		EUR	7,416,000			6,049,324
6.375%, Due 7/15/2026B		EUR	100,000			81,571
Total Foreign Sovereign Obligations						8,025,474
Total Tunisia (Cost $8,275,355)						8,025,474
Uganda - 3.13%
Foreign Sovereign Obligations - 3.13%
Republic of Uganda Government Bonds,
19.500%, Due 12/18/2025, Series 10YR		UGX	4,000,000,000			1,149,049
16.000%, Due 5/6/2027		UGX	2,500,000,000			680,298
14.250%, Due 8/23/2029		UGX	2,200,000,000			561,893
16.000%, Due 11/14/2030		UGX	6,940,000,000			1,876,899
17.000%, Due 4/3/2031, Series 15YR		UGX	3,460,000,000			971,980
16.375%, Due 3/4/2032, Series 15YR		UGX	2,389,500,000			654,375
14.375%, Due 2/3/2033		UGX	10,878,000,000			2,689,212
14.250%, Due 6/22/2034		UGX	19,013,300,000			4,630,617
16.250%, Due 11/8/2035		UGX	7,800,000,000			2,098,236
Total Foreign Sovereign Obligations						15,312,559
Total Uganda (Cost $15,956,484)						15,312,559
Ukraine - 1.37%
Foreign Sovereign Obligations - 1.37%
Ukraine Government Bonds,
16.000%, Due 3/13/2024, Series 1.5YRF I		UAH	27,000,000			610,874
9.990%, Due 5/22/2024F I		UAH	13,000,000			288,725
12.700%, Due 10/30/2024F I		UAH	128,500,000			2,812,081
15.840%, Due 2/26/2025F I		UAH	167,000,000			2,975,891
Total Foreign Sovereign Obligations						6,687,571
Total Ukraine (Cost $10,206,543)						6,687,571

See accompanying notes

19

American Beacon Developing World Income Fund^SM

Schedule of Investments

January 31, 2024

	Principal Amount*			Fair Value
United Republic of Tanzania - 0.42% (Cost $2,066,727)
Foreign Corporate Obligations - 0.42%
HTA Group Ltd., 7.000%, Due 12/18/2025B		$	2,075,000		$	2,046,365
United States - 2.11%
Corporate Obligations - 2.11%
Citigroup Global Markets Holdings, Inc.,
Due 2/21/2024B H		LKR	165,000,000			520,016
Due 2/21/2024A H		LKR	570,000,000			1,796,417
Due 2/27/2024B H		LKR	250,000,000			786,327
Due 2/27/2024H		LKR	570,000,000			1,792,826
Due 3/5/2024B H		LKR	250,000,000			784,198
Due 11/12/2024B H		NGN	2,660,000,000			2,021,711
12.500%, Due 1/26/2026A		NGN	1,060,000,000			872,397
Sagicor Financial Co. Ltd., 5.300%, Due 5/13/2028B			1,831,000			1,742,563
Total Corporate Obligations						10,316,455
Total United States (Cost $11,417,313)						10,316,455
Uruguay - 2.65%
Foreign Sovereign Obligations - 2.65%
Uruguay Government International Bonds,
8.250%, Due 5/21/2031		UYU	81,798,000			1,967,788
3.875%, Due 7/2/2040J		UYU	404,234,990			10,982,270
Total Foreign Sovereign Obligations						12,950,058
Total Uruguay (Cost $11,563,906)						12,950,058
Uzbekistan - 2.34%
Foreign Sovereign Obligations - 2.34%
Republic of Uzbekistan International Bonds,
14.000%, Due 7/19/2024A		UZS	23,600,000,000			1,895,703
14.000%, Due 7/19/2024B		UZS	42,690,000,000			3,429,134
16.250%, Due 10/12/2026B		UZS	62,860,000,000			5,035,143
16.250%, Due 10/12/2026A		UZS	13,070,000,000			1,046,919
Total Foreign Sovereign Obligations						11,406,899
Total Uzbekistan (Cost $12,191,603)						11,406,899
Venezuela - 0.03% (Cost $269,875)
Foreign Corporate Obligations - 0.03%
Petroleos de Venezuela SA, 6.000%, Due 5/16/2024A D G			1,250,000			133,028
Vietnam - 0.30% (Cost $1,484,446)
Foreign Sovereign Obligations - 0.30%
Viet Nam Debt & Asset Trading Corp., 1.000%, Due 10/10/2025A			1,667,000			1,458,427
Zambia - 4.97%
Credit-Linked Notes - 0.85%
Republic of Zambia (Issuer ICBC Standard Bank PLC), 11.000%, Due 1/27/2026B		ZMW	134,522,376			4,137,895
Foreign Corporate Obligations - 0.19%
First Quantum Minerals Ltd.,
6.875%, Due 10/15/2027A			523,000			470,700
8.625%, Due 6/1/2031B			499,000			462,823
Total Foreign Corporate Obligations						933,523

See accompanying notes

20

American Beacon Developing World Income Fund^SM

Schedule of Investments

January 31, 2024

	Principal Amount*			Fair Value
Zambia - 4.97% (continued)
Foreign Sovereign Obligations - 3.93%
Zambia Government Bonds,
10.000%, Due 12/27/2024, Series 3YR		ZMW	11,000,000		$	381,994
12.000%, Due 4/23/2025, Series 7YR		ZMW	7,800,000			269,353
11.000%, Due 1/25/2026, Series 5YR		ZMW	114,100,000			3,703,949
12.000%, Due 6/17/2026, Series 7YR		ZMW	12,000,000			378,994
15.000%, Due 8/18/2026		ZMW	12,000,000			394,976
10.000%, Due 8/21/2026, Series 3Y		ZMW	7,000,000			206,273
13.000%, Due 8/29/2026, Series 10YR		ZMW	64,500,000			2,031,343
13.000%, Due 12/18/2027, Series 10YR		ZMW	24,795,000			692,357
13.000%, Due 12/17/2028, Series 10YR		ZMW	30,000,000			778,006
13.000%, Due 7/27/2030, Series 10YR		ZMW	8,000,000			190,811
13.000%, Due 1/25/2031, Series 10YR		ZMW	5,800,000			135,280
13.000%, Due 6/26/2033, Series 10Y		ZMW	9,000,000			188,226
Zambia Government International Bonds,
8.500%, Due 4/14/2024A G		$	2,262,000			1,429,693
8.970%, Due 7/30/2027A G			13,441,000			8,427,507
Total Foreign Sovereign Obligations						19,208,762
Total Zambia (Cost $28,437,483)						24,280,180
	Shares
SHORT-TERM INVESTMENTS - 4.26% (Cost $20,801,455)
Investment Companies - 4.26%
American Beacon U.S. Government Money Market Select Fund, 5.22%K L			20,801,455			20,801,455
TOTAL INVESTMENTS - 95.92% (Cost $516,079,936)						468,554,304
OTHER ASSETS, NET OF LIABILITIES - 4.08%						19,932,253
TOTAL NET ASSETS - 100.00%					$	488,486,557
Percentages are stated as a percent of net assets. *In U.S. Dollars unless otherwise noted.

^A Reg S - Security purchased under the Securities Act of 1933, which exempts from registration securities offered and sold outside of the United States. Such a security cannot be sold in the United States without either an effective registration statement filed pursuant to the Securities Act of 1933, or pursuant to an exemption from registration.

^B Security exempt from registration under the Securities Act of 1933. These securities may be resold to qualified institutional buyers pursuant to Rule 144A. At the period end, the value of these securities amounted to $101,588,738 or 20.80% of net assets. The Fund has no right to demand registration of these securities.

^C Step Up/Down - A zero coupon bond that converts to a fixed rate or variable interest rate at a designated future date. The rate disclosed represents the coupon rate at January 31, 2024. The maturity date disclosed represents the final maturity date.

^D Coupon rate may change based on changes of the underlying collateral or prepayments of principal. The coupon rate shown represents the rate at period end.

^E Variable, floating, or adjustable rate securities with an interest rate that changes periodically. Rates are periodically reset with rates that are based on a predetermined benchmark such as a widely followed interest rate such as T-bills, SOFR, LIBOR or PRIME plus a fixed spread. The interest rate disclosed reflects the rate in effect on January 31, 2024.

^F Value was determined using significant unobservable inputs.

^G Default Security. At period end, the amount of securities in default was $21,336,653 or 4.37% of net assets.

^H Zero coupon bond.

^I Security has been fair valued pursuant to the Manager’s procedures related to pricing that is not available after the close of exchange or the available price does not reflect the security’s true market value. At year end, the value of these securities amounted to $6,687,571 or 1.37% of net assets.

^J Inflation-Indexed Note.

^K 7-day yield.

^L The Fund is affiliated by having the same investment advisor.

See accompanying notes

21

American Beacon Developing World Income Fund^SM

Schedule of Investments

January 31, 2024

CMT - Constant Maturity Treasury.

DAC - Designated Activity Company.

LIBOR - London Interbank Offered Rate.

PLC - Public Limited Company.

PRIME - A rate, charged by banks, based on the U.S. Federal Funds rate.

SOFR - Secured Overnight Financing Rate.

Forward Foreign Currency Contracts Open on January 31, 2024:
Currency Purchased*		Currency Sold*		Settlement Date		Counterparty	Unrealized Appreciation		Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
EGP	1,074,026	USD	1,232,669		7/18/2024	BRC	$	-	$	(158,643	)	$	(158,643	)
USD	2,750,307	EUR	2,710,392		4/17/2024	CBK		39,915		-			39,915
USD	16,911,410	EUR	16,681,707		4/17/2024	DUB		229,703		-			229,703
EUR	168,576	USD	169,140		4/17/2024	HUB		-		(564	)		(564	)
USD	28,194,580	EUR	27,937,458		3/20/2024	SSB		257,122		-			257,122
EUR	274,380	USD	276,248		4/17/2024	UAG		-		(1,868	)		(1,868	)
							$	526,740	$	(161,075	)	$	365,665

* All values denominated in USD.

Glossary:
Counterparty Abbreviations:
BRC	Barclays Bank PLC
CBK	Citibank, N.A.
DUB	Deutsche Bank AG
HUB	HSBC Bank PLC
SSB	State Street Bank & Trust Co.
UAG	UBS AG
Currency Abbreviations:
AMD	Armenian Dram
AOA	Angolan Kwanza
AZN	Azerbaijan Manat
DOP	Dominican Peso
EGP	Egyptian Pound
EUR	Euro
GEL	Georgian Lari
GHS	Ghanaian Cedi
JMD	Jamaican Dollar
KES	Kenyan Shilling
KGS	Kyrgyzstani Som
KZT	Kazakhstani Tenge
LKR	Sri Lankan Rupee
MNT	Mongolia Tugrug
MZN	Mozambique Metical
NGN	Nigerian Naira
PKR	Pakistani Rupee
PYG	Paraguayan Guarani
UAH	Ukrainian Hryvnia
UGX	Ugandan Shilling
USD	United States Dollar
UYU	Uruguayan Peso
UZS	Uzbekistani Som
VND	Vietnamese Dong
ZMW	Zambian Kwacha

See accompanying notes

22

American Beacon Developing World Income Fund^SM

Schedule of Investments

January 31, 2024

The Fund’s investments are summarized by level based on the inputs used to determine their values. As of January 31, 2024, the investments were classified as described below:

Developing World Income Fund	Level 1		Level 2		Level 3		Total
Assets
Credit-Linked Notes
Angola	$	-	$	348,836	$	-	$	348,836
Azerbaijan		-		2,756,062		-		2,756,062
Congo		-		2,593,808		-		2,593,808
Ghana		-		62,099		-		62,099
Kyrgyzstan		-		6,269,957		-		6,269,957
Malawi		-		3,568,884		-		3,568,884
Mongolia		-		12,474,376		-		12,474,376
Mozambique		-		6,828,381		-		6,828,381
Nicaragua		-		1,057,576		-		1,057,576
Paraguay		-		4,183,208		-		4,183,208
Zambia		-		4,137,895		-		4,137,895
Foreign Sovereign Obligations
Angola		-		21,762,275		-		21,762,275
Argentina		-		8,056,759		-		8,056,759
Armenia		-		6,553,625		-		6,553,625
Benin		-		2,415,402		-		2,415,402
Cameroon		-		8,415,944		-		8,415,944
Costa Rica		-		2,603,600		-		2,603,600
Dominican Republic		-		17,762,408		-		17,762,408
Ecuador		-		10,543,232		-		10,543,232
Egypt		-		18,995,068		-		18,995,068
El Salvador		-		13,955,009		-		13,955,009
Ethiopia		-		3,090,968		-		3,090,968
Gabon		-		11,791,579		-		11,791,579
Georgia		-		2,941,054		-		2,941,054
Ghana		-		16,706,687		-		16,706,687
Honduras		-		1,047,702		-		1,047,702
Iraq		-		5,194,870		-		5,194,870
Ivory Coast		-		13,730,549		-		13,730,549
Jamaica		-		4,389,875		-		4,389,875
Kazakhstan		-		18,958,860		-		18,958,860
Kenya		-		18,688,814		-		18,688,814
Mongolia		-		3,692,939		-		3,692,939
Mozambique		-		14,295,276		-		14,295,276
Nigeria		-		14,792,706		-		14,792,706
Pakistan		-		13,763,966		-		13,763,966
Papua New Guinea		-		4,675,924		-		4,675,924
Rwanda		-		3,541,874		-		3,541,874
Senegal		-		6,109,684		-		6,109,684
Serbia		-		3,053,518		-		3,053,518
Sri Lanka		-		10,683,998		-		10,683,998
Supranational		-		11,860,327		-		11,860,327
Tajikistan		-		5,643,490		-		5,643,490
Tunisia		-		8,025,474		-		8,025,474
Uganda		-		15,312,559		-		15,312,559
Ukraine		-		-		6,687,571		6,687,571
Uruguay		-		12,950,058		-		12,950,058
Uzbekistan		-		11,406,899		-		11,406,899
Vietnam		-		1,458,427		-		1,458,427
Zambia		-		19,208,762		-		19,208,762

See accompanying notes

23

American Beacon Developing World Income Fund^SM

Schedule of Investments

January 31, 2024

Developing World Income Fund	Level 1		Level 2			Level 3		Total
Foreign Corporate Obligations
Ghana	$	-	$	1,959,390		$	-	$	1,959,390
Netherlands		-		1,873,356			-		1,873,356
Nigeria		-		7,159,582			-		7,159,582
Republic of Mauritius		-		977,225			-		977,225
South Africa		-		623,400			-		623,400
Togo		-		884,811			-		884,811
Trinidad and Tobago		-		1,796,900			-		1,796,900
United Republic of Tanzania		-		2,046,365			-		2,046,365
Venezuela		-		133,028			-		133,028
Zambia		-		933,523			-		933,523
Corporate Obligations
United States		-		10,316,455			-		10,316,455
Short-Term Investments		20,801,455		-			-		20,801,455
Total Investments in Securities - Assets	$	20,801,455	$	441,065,278		$	6,687,571	$	468,554,304
Financial Derivative Instruments - Assets
Forward Foreign Currency Contracts	$	-	$	526,740		$	-	$	526,740
Total Financial Derivative Instruments - Assets	$	-	$	526,740		$	-	$	526,740
Financial Derivative Instruments - Liabilities
Forward Foreign Currency Contracts	$	-	$	(161,075	)	$	-	$	(161,075	)
Total Financial Derivative Instruments - Liabilities	$	-	$	(161,075	)	$	-	$	(161,075	)

U.S. GAAP requires transfers between all levels to/from level 3 be disclosed. During the year ended January 31, 2024, there were no transfers into or out of Level 3.

The following table is a reconciliation of Level 3 assets within the Fund for which significant unobservable inputs were used to determine fair value. Transfers in or out of Level 3 represent the ending value of any security or instrument where a change in the level has occurred from the beginning to the end of the period:

Security Type	Balance as of 1/31/2023		Purchases		Sales		Accrued Discounts (Premiums)			Realized Gain (Loss)			Change in Unrealized Appreciation (Depreciation)			Transfer into Level 3		Transfer out of Level 3		Balance as of 1/31/2024		Unrealized Appreciation (Depreciation) at period End*
Foreign Sovereign Obligations	$	1,964,828	$	6,735,522	$	719,393	$	(109,507	)	$	(137,364	)	$	(1,046,515	)	$	-	$	-	$	6,687,571	$	(3,518,973	)

* Change in unrealized appreciation (depreciation) attributable to Level 3 securities held at year end. This balance is included in the change in unrealized appreciation (depreciation) on the Statements of Operations.

For the year ended January 31, 2024, four foreign sovereign obligations were fair valued at $6,687,571 by the Fair Value Committee. Due to severe disruptions in the market brought about by the Russian attack on Ukraine, the Fair Value Committee voted to apply a 15% liquidity discount to the daily pricing vendor fair value prices, thus the foreign sovereign obligations have been classified as Level 3 due to the use of significant unobservable inputs.

See accompanying notes

24

American Beacon NIS Core Plus Bond Fund^SM

Schedule of Investments

January 31, 2024

	Principal Amount			Fair Value
CORPORATE OBLIGATIONS - 27.29%
Communications - 1.51%
Media - 1.22%
CCO Holdings LLC/CCO Holdings Capital Corp., 5.125%, Due 5/1/2027A		$	12,000		$	11,568
Charter Communications Operating LLC/Charter Communications Operating Capital,
2.250%, Due 1/15/2029			15,000			12,947
6.384%, Due 10/23/2035			10,000			10,070
3.500%, Due 6/1/2041			5,000			3,485
Comcast Corp., 3.999%, Due 11/1/2049			10,000			8,234
Gray Television, Inc., 7.000%, Due 5/15/2027A			15,000			14,663
Sirius XM Radio, Inc., 4.000%, Due 7/15/2028A			15,000			13,632
						74,599
Telecommunications - 0.29%
T-Mobile USA, Inc., 3.375%, Due 4/15/2029			10,000			9,288
Verizon Communications, Inc., 2.550%, Due 3/21/2031			10,000			8,586
						17,874
Total Communications						92,473
Consumer, Cyclical - 3.86%
Airlines - 2.31%
American Airlines Pass-Through Trust,
3.350%, Due 4/15/2031, 2017 2 AA			10,535			9,670
3.150%, Due 8/15/2033, 2019 1 Series AA			12,152			10,733
Hawaiian Brand Intellectual Property Ltd./HawaiianMiles Loyalty Ltd., 5.750%, Due 1/20/2026A			25,000			23,375
Mileage Plus Holdings LLC/Mileage Plus Intellectual Property Assets Ltd., 6.500%, Due 6/20/2027A			28,000			28,045
U.S. Airways Pass-Through Trust,
4.625%, Due 12/3/2026, 2012 2A			17,384			17,021
3.950%, Due 5/15/2027, 2013 1A			37,919			36,732
United Airlines Pass-Through Trust, 3.750%, Due 3/3/2028, 2014 2 A			16,600			15,952
						141,528
Auto Manufacturers - 0.33%
General Motors Financial Co., Inc.,
5.850%, Due 4/6/2030			10,000			10,257
6.100%, Due 1/7/2034			10,000			10,294
						20,551
Entertainment - 0.74%
SeaWorld Parks & Entertainment, Inc., 8.750%, Due 5/1/2025A			45,000			45,224
Retail - 0.48%
AutoNation, Inc.,
1.950%, Due 8/1/2028			20,000			17,344
2.400%, Due 8/1/2031			15,000			11,987
						29,331
Total Consumer, Cyclical						236,634
Consumer, Non-Cyclical - 1.26%
Commercial Services - 0.35%
Global Payments, Inc., 3.200%, Due 8/15/2029			15,000			13,571
University of Southern California, 3.028%, Due 10/1/2039			10,000			8,262
						21,833

See accompanying notes

25

American Beacon NIS Core Plus Bond Fund^SM

Schedule of Investments

January 31, 2024

	Principal Amount			Fair Value
CORPORATE OBLIGATIONS - 27.29% (continued)
Consumer, Non-Cyclical - 1.26% (continued)
Health Care - Products - 0.10%
Varex Imaging Corp., 7.875%, Due 10/15/2027A		$	6,000		$	6,075
Health Care - Services - 0.72%
Centene Corp., 3.375%, Due 2/15/2030			10,000			8,945
Elevance Health, Inc., 5.125%, Due 2/15/2053			5,000			4,896
HCA, Inc., 5.625%, Due 9/1/2028			5,000			5,093
Humana, Inc., 5.750%, Due 12/1/2028			10,000			10,356
IQVIA, Inc., 6.250%, Due 2/1/2029A			10,000			10,403
Marshfield Clinic Health System, Inc., 2.703%, Due 2/15/2030, Series 2020			5,000			4,315
						44,008
Pharmaceuticals - 0.09%
Bristol-Myers Squibb Co., 6.250%, Due 11/15/2053			5,000			5,656
Total Consumer, Non-Cyclical						77,572
Energy - 1.30%
Oil & Gas - 0.16%
BP Capital Markets America, Inc., 4.812%, Due 2/13/2033			10,000			9,987
Pipelines - 1.14%
DCP Midstream Operating LP, 5.125%, Due 5/15/2029			25,000			25,164
Energy Transfer LP, 5.750%, Due 2/15/2033			10,000			10,251
Kinder Morgan, Inc., 4.800%, Due 2/1/2033			10,000			9,577
Targa Resources Partners LP/Targa Resources Partners Finance Corp., 4.875%, Due 2/1/2031			10,000			9,590
Venture Global LNG, Inc., 8.375%, Due 6/1/2031A			15,000			15,225
						69,807
Total Energy						79,794
Financial - 16.76%
Banks - 5.72%
Bank of America Corp.,
3.419%, Due 12/20/2028, (3 mo. USD Term SOFR + 1.302%)B			15,000			14,166
3.970%, Due 3/5/2029, (3 mo. USD Term SOFR + 1.332%)B			10,000			9,611
5.819%, Due 9/15/2029, (Secured Overnight Financing Rate + 1.570%)B			10,000			10,333
5.288%, Due 4/25/2034, (Secured Overnight Financing Rate + 1.910%)B			10,000			10,051
Bank of New York Mellon Corp.,
3.700%, Due 3/20/2026, Series H, (5 yr. CMT + 3.352%)B C			30,000			28,274
6.317%, Due 10/25/2029, (Secured Overnight Financing Rate + 1.598%)B			10,000			10,614
4.289%, Due 6/13/2033, (Secured Overnight Financing Rate + 1.418%)B			10,000			9,472
Citigroup, Inc.,
4.000%, Due 12/10/2025, Series W, (5 yr. CMT + 3.597%)B C			25,000			23,358
2.666%, Due 1/29/2031, (Secured Overnight Financing Rate + 1.146%)B			20,000			17,440
6.174%, Due 5/25/2034, (Secured Overnight Financing Rate + 2.661%)B			10,000			10,378
Fifth Third Bank NA, 5.852%, Due 10/27/2025, (Secured Overnight Financing Rate Index + 1.230%)B			10,000			10,014
First Horizon Bank, 5.750%, Due 5/1/2030			15,000			14,522
Goldman Sachs Group, Inc.,
2.640%, Due 2/24/2028, (Secured Overnight Financing Rate + 1.114%)B			10,000			9,317
1.992%, Due 1/27/2032, (Secured Overnight Financing Rate + 1.090%)B			10,000			8,132
Huntington National Bank, 5.650%, Due 1/10/2030			10,000			10,149
KeyBank NA, 5.000%, Due 1/26/2033			10,000			9,296
Morgan Stanley,
1.512%, Due 7/20/2027, (Secured Overnight Financing Rate+ 0.858%)B			10,000			9,177
2.484%, Due 9/16/2036, (Secured Overnight Financing Rate + 1.360%)B			5,000			3,992
Santander Holdings USA, Inc., 6.565%, Due 6/12/2029, (Secured Overnight Financing Rate + 2.700%)B			10,000			10,365

See accompanying notes

26

American Beacon NIS Core Plus Bond Fund^SM

Schedule of Investments

January 31, 2024

	Principal Amount			Fair Value
CORPORATE OBLIGATIONS - 27.29% (continued)
Financial - 16.76% (continued)
Banks - 5.72% (continued)
State Street Corp., 4.821%, Due 1/26/2034, (Secured Overnight Financing Rate + 1.567%)B		$	10,000		$	9,812
Truist Bank, 2.636%, Due 9/17/2029, (5 yr. CMT + 1.150%)B			20,000			18,933
Truist Financial Corp.,
7.161%, Due 10/30/2029, (Secured Overnight Financing Rate + 2.446%)B			10,000			10,795
5.100%, Due 3/1/2030, Series Q, (10 yr. CMT + 4.349%)B C			25,000			23,057
U.S. Bancorp,
5.678%, Due 1/23/2035, (Secured Overnight Financing Rate + 1.860%)B			20,000			20,431
2.491%, Due 11/3/2036, (5 yr. CMT + 0.950%)B			10,000			7,837
Wells Fargo & Co.,
3.900%, Due 3/15/2026, Series BB, (5 yr. CMT + 3.453%)B C			12,000			11,240
5.574%, Due 7/25/2029, (Secured Overnight Financing Rate + 1.740%)B			10,000			10,216
5.389%, Due 4/24/2034, (Secured Overnight Financing Rate + 2.020%)B			10,000			10,079
						351,061
Diversified Financial Services - 5.34%
Air Lease Corp., 3.125%, Due 12/1/2030			15,000			13,052
Aircastle Ltd., 2.850%, Due 1/26/2028A			25,000			22,386
Ally Financial, Inc., 4.700%, Due 5/15/2026, Series B, (5 yr. CMT + 3.868%)B C			20,000			16,199
Burford Capital Global Finance LLC, 9.250%, Due 7/1/2031A			10,000			10,428
Capital One Financial Corp.,
3.950%, Due 9/1/2026, Series M, (5 yr. CMT + 3.157%)B C			25,000			21,500
2.618%, Due 11/2/2032, (Secured Overnight Financing Rate + 1.265%)B			10,000			8,033
Castlelake Aviation Finance DAC, 5.000%, Due 4/15/2027A			15,000			14,239
Charles Schwab Corp.,
4.000%, Due 6/1/2026, Series I, (5 yr. CMT + 3.168%)B C			25,000			22,724
6.196%, Due 11/17/2029, (Secured Overnight Financing Rate + 1.878%)B			10,000			10,453
5.853%, Due 5/19/2034, (Secured Overnight Financing Rate + 2.500%)B			20,000			20,701
Enact Holdings, Inc., 6.500%, Due 8/15/2025A			45,000			44,899
Jefferson Capital Holdings LLC, 9.500%, Due 2/15/2029A			15,000			15,128
LPL Holdings, Inc.,
4.625%, Due 11/15/2027A			20,000			19,254
6.750%, Due 11/17/2028			25,000			26,283
Nasdaq, Inc., 5.550%, Due 2/15/2034			20,000			20,693
PennyMac Financial Services, Inc., 7.875%, Due 12/15/2029A			10,000			10,300
PRA Group, Inc., 8.375%, Due 2/1/2028A			10,000			9,525
Raymond James Financial, Inc., 3.750%, Due 4/1/2051			10,000			7,510
Rocket Mortgage LLC, 5.250%, Due 1/15/2028A			15,000			14,293
						327,600
Insurance - 1.36%
Americo Life, Inc., 3.450%, Due 4/15/2031A			10,000			7,862
Aon Corp./Aon Global Holdings PLC, 2.050%, Due 8/23/2031			5,000			4,086
AssuredPartners, Inc., 5.625%, Due 1/15/2029A			15,000			14,088
HUB International Ltd., 5.625%, Due 12/1/2029A			35,000			33,029
Old Republic International Corp., 3.875%, Due 8/26/2026			10,000			9,690
Teachers Insurance & Annuity Association of America, 3.300%, Due 5/15/2050A			20,000			14,410
						83,165
Real Estate - 1.01%
Cushman & Wakefield U.S. Borrower LLC, 6.750%, Due 5/15/2028A			21,000			20,759
Greystar Real Estate Partners LLC, 7.750%, Due 9/1/2030A			15,000			15,766
Newmark Group, Inc., 7.500%, Due 1/12/2029A			25,000			25,587
						62,112
REITS - 3.33%
Alexandria Real Estate Equities, Inc.,
4.500%, Due 7/30/2029			10,000			9,720
3.375%, Due 8/15/2031			10,000			8,938

See accompanying notes

27

American Beacon NIS Core Plus Bond Fund^SM

Schedule of Investments

January 31, 2024

	Principal Amount			Fair Value
CORPORATE OBLIGATIONS - 27.29% (continued)
Financial - 16.76% (continued)
REITS - 3.33% (continued)
American Homes 4 Rent LP, 2.375%, Due 7/15/2031		$	10,000		$	8,212
Equinix, Inc., 2.150%, Due 7/15/2030			10,000			8,440
Essex Portfolio LP, 2.550%, Due 6/15/2031			15,000			12,562
GLP Capital LP/GLP Financing II, Inc., 4.000%, Due 1/15/2030			18,000			16,389
HAT Holdings I LLC/HAT Holdings II LLC, 3.375%, Due 6/15/2026A			30,000			27,996
Healthcare Realty Holdings LP,
3.625%, Due 1/15/2028			25,000			23,082
3.100%, Due 2/15/2030			10,000			8,757
Invitation Homes Operating Partnership LP, 2.000%, Due 8/15/2031			10,000			7,903
Iron Mountain, Inc., 4.875%, Due 9/15/2029A			25,000			23,363
Kimco Realty OP LLC, 3.200%, Due 4/1/2032			5,000			4,334
Physicians Realty LP, 3.950%, Due 1/15/2028			15,000			14,380
Realty Income Corp., 3.250%, Due 1/15/2031			20,000			18,011
Rexford Industrial Realty LP, 2.125%, Due 12/1/2030			15,000			12,347
						204,434
Total Financial						1,028,372
Technology - 0.74%
Computers - 0.07%
Apple, Inc., 3.950%, Due 8/8/2052			5,000			4,287
Office/Business Equipment - 0.07%
CDW LLC/CDW Finance Corp., 3.276%, Due 12/1/2028			5,000			4,567
Semiconductors - 0.16%
Broadcom, Inc., 4.150%, Due 11/15/2030			10,000			9,533
Software - 0.44%
Take-Two Interactive Software, Inc., 4.950%, Due 3/28/2028			5,000			5,035
Oracle Corp., 3.950%, Due 3/25/2051			15,000			11,658
Intuit, Inc., 5.500%, Due 9/15/2053			10,000			10,637
						27,330
Total Technology						45,717
Utilities - 1.86%
Electric - 1.86%
Ameren Corp., 1.750%, Due 3/15/2028			10,000			8,874
CenterPoint Energy Houston Electric LLC, 4.950%, Due 4/1/2033			10,000			10,097
DTE Electric Co., 5.200%, Due 4/1/2033			10,000			10,291
Duke Energy Indiana LLC, 2.750%, Due 4/1/2050			15,000			9,571
Eversource Energy, 1.650%, Due 8/15/2030, Series R			10,000			8,098
NextEra Energy Capital Holdings, Inc., 5.250%, Due 3/15/2034			10,000			10,058
Pattern Energy Operations LP/Pattern Energy Operations, Inc., 4.500%, Due 8/15/2028A			25,000			23,288
PG&E Wildfire Recovery Funding LLC,
4.451%, Due 12/1/2049, Series A-4			5,000			4,591
4.674%, Due 12/1/2053, Series A-5			10,000			9,427
5.099%, Due 6/1/2054, Series A-5			5,000			4,968
Public Service Co. of Oklahoma, 5.250%, Due 1/15/2033			10,000			10,074
SCE Recovery Funding LLC, 4.697%, Due 6/15/2042, Series A 1			4,819			4,745
						114,082
Total Utilities						114,082
Total Corporate Obligations (Cost $1,695,227)						1,674,644

See accompanying notes

28

American Beacon NIS Core Plus Bond Fund^SM

Schedule of Investments

January 31, 2024

	Principal Amount			Fair Value
FOREIGN CORPORATE OBLIGATIONS - 2.76%
Basic Materials - 0.17%
Mining - 0.17%
BHP Billiton Finance USA Ltd., 5.250%, Due 9/8/2030		$	10,000		$	10,308
Communications - 0.36%
Telecommunications - 0.36%
Altice France SA, 5.125%, Due 1/15/2029A			30,000			22,142
Energy - 0.23%
Pipelines - 0.23%
Enbridge, Inc., 6.700%, Due 11/15/2053			5,000			5,775
TransCanada PipeLines Ltd., 2.500%, Due 10/12/2031			10,000			8,359
Total Energy						14,134
Financial - 2.00%
Banks - 0.90%
Bank of Montreal, 3.803%, Due 12/15/2032, (5 yr. USD Swap + 1.432%)B			10,000			9,284
Bank of Nova Scotia, 5.650%, Due 2/1/2034			10,000			10,329
Barclays PLC,
7.385%, Due 11/2/2028, (1 yr. CMT + 3.300%)B			10,000			10,685
8.000%, Due 3/15/2029, (5 yr. CMT + 5.431%)B C			15,000			14,538
Canadian Imperial Bank of Commerce, 5.001%, Due 4/28/2028			10,000			10,057
						54,893
Diversified Financial Services - 0.93%
GGAM Finance Ltd.,
8.000%, Due 2/15/2027A			30,000			30,907
8.000%, Due 6/15/2028A			15,000			15,615
goeasy Ltd., 9.250%, Due 12/1/2028A			10,000			10,622
						57,144
Private Equity - 0.17%
Brookfield Finance, Inc., 6.350%, Due 1/5/2034			10,000			10,706
Total Financial						122,743
Total Foreign Corporate Obligations (Cost $168,467)						169,327
ASSET-BACKED OBLIGATIONS - 13.54%
Aqua Finance Trust, 3.140%, Due 7/16/2040, 2019 A AA			61,412			57,923
CAL Funding IV Ltd., 2.220%, Due 9/25/2045, 2020 1A AA			10,750			9,715
Carvana Auto Receivables Trust, 1.580%, Due 6/12/2028, 2021 N3 D			10,243			9,848
CIT Home Equity Loan Trust, 5.560%, Due 9/20/2032, 2003 1 M2D			63,590			62,138
Citicorp Residential Mortgage Trust, 4.818%, Due 3/25/2037, 2007 1 A5D			9,959			9,848
CLI Funding VIII LLC, 2.720%, Due 1/18/2047, 2022 1A AA			8,315			7,367
Conseco Finance Corp., 7.220%, Due 3/15/2028, 1997 1 M1E			30,654			30,689
DB Master Finance LLC, 2.493%, Due 11/20/2051, 2021 1A A2IIA			19,600			17,248
Exeter Automobile Receivables Trust, 1.960%, Due 1/17/2028, 2021 4A D			25,000			23,719
Finance of America Structured Securities Trust, 2.000%, Due 4/25/2073, 2023-S2 A3A D			72,838			71,152
GSAMP Trust, 5.422%, Due 7/25/2033, 2003 SEA2 A1D			44,018			42,686
Hyundai Auto Receivables Trust, 1.660%, Due 6/15/2028, 2021 C C			15,000			13,966
Mid-State Capital Corp. Trust,
7.758%, Due 1/15/2040, 2005 1 B			34,254			34,350
5.787%, Due 10/15/2040, 2006 1 AA			35,507			34,966
8.311%, Due 10/15/2040, 2006 1 BA			16,515			16,859
Mid-State Trust XI, 4.864%, Due 7/15/2038, 11 A1			26,607			26,169
Navient Private Education Loan Trust, 3.910%, Due 12/15/2045, 2016 AA A2AA			17,213			16,905

See accompanying notes

29

American Beacon NIS Core Plus Bond Fund^SM

Schedule of Investments

January 31, 2024

	Principal Amount			Fair Value
ASSET-BACKED OBLIGATIONS - 13.54% (continued)
Navient Private Education Refi Loan Trust,
4.000%, Due 12/15/2059, 2018 DA A2AA		$	9,878		$	9,575
6.498%, Due 12/15/2059, 2019 D A2B, (1 mo. USD Term SOFR + 1.164%)A B			10,099			10,058
1.110%, Due 2/18/2070, 2021 FA AA			13,397			11,431
Navient Student Loan Trust, 3.390%, Due 12/15/2059, 2019 BA A2AA			16,023			15,388
Octane Receivables Trust, 1.210%, Due 9/20/2028, 2021 2A AA			8,587			8,374
Oscar U.S. Funding XV LLC, 5.810%, Due 12/10/2027, 2023 1A A3A			25,000			25,021
Salomon Mortgage Loan Trust, 4.967%, Due 11/25/2033, 2001 CB4 1M1, (1 mo. USD Term SOFR + 1.614%)B			22,518			23,171
Santander Drive Auto Receivables Trust, 1.670%, Due 10/15/2027, 2021 4 D			20,000			18,978
Santander Retail Auto Lease Trust, 1.410%, Due 11/20/2025, 2021 B DA			35,000			34,484
Sierra Timeshare Receivables Funding LLC, 1.340%, Due 11/20/2037, 2021 1A BA			9,125			8,625
SMB Private Education Loan Trust,
2.820%, Due 10/15/2035, 2017 B A2AA			7,691			7,439
1.290%, Due 7/15/2053, 2020 B A1AA			9,321			8,483
SoFi Professional Loan Program LLC, 1.030%, Due 8/17/2043, 2021 A AFXA			5,339			4,655
Taco Bell Funding LLC, 2.294%, Due 8/25/2051, 2021 1A A2IIA			19,650			17,042
U.S. Small Business Administration,
4.910%, Due 1/1/2048, 2023 25A 1			19,261			19,329
4.610%, Due 2/1/2048, 2023 25B 1			14,709			14,514
4.480%, Due 4/1/2048, Class 1			9,841			9,619
4.930%, Due 6/1/2048, Class 1			24,571			24,690
5.150%, Due 8/1/2048, 2023 25H 1			363			366
5.410%, Due 9/1/2048, 2023 25I 1			20,000			20,596
5.710%, Due 11/1/2048, 2023 25K 1			25,000			26,139
Vantage Data Centers Issuer LLC,
3.188%, Due 7/15/2044, 2019 1A A2A			14,338			14,121
2.165%, Due 10/15/2046, 2021 1A A2A			15,000			13,563
Total Asset-Backed Obligations (Cost $839,654)						831,209
COLLATERALIZED MORTGAGE OBLIGATIONS - 8.22%
Bear Stearns ARM Trust, 4.652%, Due 2/25/2035, 2004 12 2A1E			10,167			9,491
Bear Stearns Asset-Backed Securities Trust, 5.250%, Due 10/25/2033, 2003 AC5 A5D			37,282			36,609
Brean Asset-Backed Securities Trust, 1.750%, Due 10/25/2061, 2021 RM2 AA E			42,605			38,385
Chase Mortgage Finance Corp.,
3.750%, Due 12/25/2045, 2016 SH2 M2A E			14,243			12,969
3.750%, Due 12/25/2045, 2016 SH2 M3A E			28,946			26,014
CHL Mortgage Pass-Through Trust, 5.250%, Due 5/25/2034, 2004 4 A19			16,033			15,399
Finance of America Structured Securities Trust JR2, 2.000%, Due 9/25/2069, 2019 1R AA			56,792			60,970
Government National Mortgage Association REMICS, 5.211%, Due 6/20/2045, 2023-32 WE			21,600			21,677
GreenPoint Mortgage Pass-Through Certificates, 5.757%, Due 10/25/2033, 2003 1 A1E			25,580			23,956
JP Morgan Mortgage Trust,
2.500%, Due 12/25/2051, 2021 INV2 A2A E			34,528			28,155
2.500%, Due 7/25/2052, 2022 1 A3A E			48,095			39,218
New Residential Mortgage Loan Trust,
3.750%, Due 11/26/2035, 2016 2A A1A E			31,432			29,681
6.500%, Due 1/25/2048, 2018 4A B1, (1 mo. USD Term SOFR + 1.164%)A B			70,521			68,813
5.617%, Due 11/25/2054, 2014 3A B3A E			22,400			21,721
4.000%, Due 3/25/2057, 2017 2A A3A E			39,864			37,689
Prime Mortgage Trust, 6.000%, Due 2/25/2034, 2004 CL1 1A1			23,287			22,363
Residential Funding Mortgage Securities I Trust, 5.500%, Due 12/25/2034, 2004 S9 1A23			12,379			11,434
Total Collateralized Mortgage Obligations (Cost $533,344)						504,544
COMMERCIAL MORTGAGE-BACKED OBLIGATIONS - 7.11%
Bank,
4.600%, Due 6/15/2055, 2022 C16 A5E			15,000			14,755
4.399%, Due 8/15/2055, 2022 BNK43 A5			15,000			14,452
6.000%, Due 9/15/2056, 2023 C21 A5E			15,000			16,226
3.265%, Due 9/15/2060, 2017 BNK7 ASB			34,044			33,111
1.844%, Due 3/15/2063, 2020 BN28 A4			25,000			20,783

See accompanying notes

30

American Beacon NIS Core Plus Bond Fund^SM

Schedule of Investments

January 31, 2024

	Principal Amount			Fair Value
COMMERCIAL MORTGAGE-BACKED OBLIGATIONS - 7.11% (continued)
Benchmark Mortgage Trust,
2.148%, Due 9/15/2053, 2020 B19 AS		$	30,000		$	23,790
1.978%, Due 12/17/2053, 2020 B21 A5			10,000			8,234
2.254%, Due 12/17/2053, 2020 B21 AS			10,000			8,082
BX Trust, 7.498%, Due 8/15/2039, 2022 GPA A, (1 mo. USD Term SOFR + 2.165%)A B			19,846			19,883
COMM Mortgage Trust,
3.902%, Due 7/10/2050, 2015 PC1 A5			25,000			24,474
2.950%, Due 8/15/2057, 2019 GC44 A5			10,000			9,012
DC Office Trust, 3.174%, Due 9/15/2045, 2019 MTC DA E			10,000			6,301
Federal Home Loan Mortgage Corp. Multifamily Structured Pass-Through Certificates,
3.710%, Due 9/25/2032, K-150 A2E			15,000			14,164
2.481%, Due 7/25/2034, K-1514 A1			13,197			11,724
1.238%, Due 1/25/2035, K-1516 A1			51,799			41,782
1.566%, Due 9/25/2030, K119 A2			10,000			8,371
Federal National Mortgage Association-Aces,
3.665%, Due 9/25/2028, 2019 M1 A2E			23,476			22,720
3.610%, Due 2/25/2031, 2019 M4 A2			9,161			8,689
1.714%, Due 7/25/2031, 2021 M17 A2E			10,000			8,260
4.400%, Due 7/25/2033, 2023 M5 A2E			15,000			14,728
FREMF Mortgage Trust, 4.119%, Due 12/25/2050, 2018 K72 BA E			20,000			19,097
FRESB Mortgage Trust,
3.160%, Due 11/25/2027, 2018 SB45 A10FE			9,125			8,565
6.159%, Due 7/25/2038, 2018 SB55 A5H, (30 day USD SOFR Average + 0.814%)B			7,271			7,224
JPMBB Commercial Mortgage Securities Trust,
3.559%, Due 7/15/2048, 2015 C30 ASB			14,154			13,967
3.822%, Due 7/15/2048, 2015 C30 A5			10,000			9,594
Morgan Stanley Bank of America Merrill Lynch Trust, 2.840%, Due 11/15/2049, 2016 C31 A4			13,658			12,970
Velocity Commercial Capital Loan Trust,
4.050%, Due 10/26/2048, 2018 2 AA E			16,477			15,809
4.120%, Due 3/25/2049, 2019 1 M3A E			23,023			19,708
Total Commercial Mortgage-Backed Obligations (Cost $466,170)						436,475
U.S. AGENCY MORTGAGE-BACKED OBLIGATIONS - 10.85%
Federal Home Loan Mortgage Corp.,
3.000%, Due 7/1/2042			27,537			24,940
3.500%, Due 9/1/2046			36,262			33,723
3.000%, Due 5/1/2047			50,637			45,439
3.000%, Due 11/1/2049			26,654			23,795
Federal National Mortgage Association,
4.500%, Due 7/1/2031			17,339			17,244
2.500%, Due 4/1/2037E			34,662			31,401
2.500%, Due 12/1/2037E			37,073			33,577
2.500%, Due 2/1/2042E			37,139			32,807
2.000%, Due 3/1/2042			26,142			22,181
2.500%, Due 4/1/2042			43,950			38,473
3.000%, Due 6/1/2042			44,786			40,567
4.000%, Due 2/1/2043E			27,797			26,776
5.000%, Due 6/1/2043E			28,107			28,220
6.000%, Due 10/1/2043E			48,657			49,920
4.000%, Due 12/1/2043			13,037			12,557
4.000%, Due 3/1/2046E			25,103			24,181
2.500%, Due 12/1/2046E			31,706			27,376
3.000%, Due 12/1/2046			27,588			24,691
3.000%, Due 1/1/2048E			40,340			36,179
3.000%, Due 2/1/2048E			22,159			19,859
3.000%, Due 8/1/2048E			45,548			40,573
Government National Mortgage Association, 3.500%, Due 4/20/2046			33,332			31,220
Total U.S. Agency Mortgage-Backed Obligations (Cost $690,646)						665,699

See accompanying notes

31

American Beacon NIS Core Plus Bond Fund^SM

Schedule of Investments

January 31, 2024

	Principal Amount			Fair Value
U.S. TREASURY OBLIGATIONS - 25.36%
U.S. Treasury Bonds,
1.750%, Due 8/15/2041		$	218,000		$	149,245
3.875%, Due 2/15/2043			140,000			131,556
2.500%, Due 2/15/2045			58,000			43,140
3.375%, Due 11/15/2048			513,000			436,351
3.625%, Due 2/15/2053			18,000			16,133
4.125%, Due 8/15/2053			24,000			23,561
U.S. Treasury Notes,
2.750%, Due 7/31/2027			20,000			19,209
3.875%, Due 12/31/2027			28,000			27,933
1.000%, Due 7/31/2028			125,000			110,127
2.375%, Due 3/31/2029			190,000			176,544
3.500%, Due 4/30/2030			162,000			158,178
2.875%, Due 5/15/2032			65,000			60,051
4.500%, Due 11/15/2033			196,000			204,422
Total U.S. Treasury Obligations (Cost $1,608,560)						1,556,450
MUNICIPAL OBLIGATIONS - 4.25%
California Health Facilities Financing Authority, 4.190%, Due 6/1/2037			10,000			9,253
California State University, 5.183%, Due 11/1/2053, Series B			10,000			10,013
City of New York, 5.828%, Due 10/1/2053, Series B-1			25,000			28,202
Commonwealth of Massachusetts, 4.110%, Due 7/15/2031, Series B			3,297			3,259
County of Riverside, 3.818%, Due 2/15/2038			15,000			13,830
JobsOhio Beverage System, 2.833%, Due 1/1/2038, Series A			15,000			12,339
Los Angeles Department of Water & Power, 5.716%, Due 7/1/2039			10,000			10,586
Louisiana Local Government Environmental Facilities & Community Development Authority,
4.475%, Due 8/1/2039, 2022 ELL A4			25,000			23,888
4.145%, Due 2/1/2033, Series A			25,000			24,477
Massachusetts Water Resources Authority, 2.823%, Due 8/1/2041, Series C			5,000			3,957
New York City Transitional Finance Authority Future Tax Secured Revenue,
5.767%, Due 8/1/2036			5,000			5,252
5.508%, Due 8/1/2037			5,000			5,202
New York State Dormitory Authority, 5.600%, Due 3/15/2040, Series D			5,000			5,198
New York State Urban Development Corp., 3.900%, Due 3/15/2033, Series B			5,000			4,752
Oklahoma Development Finance Authority, 4.135%, Due 12/1/2033, Series A-1			9,320			9,098
Oregon Education Districts, 2.895%, Due 6/30/2040, Series A			10,000			7,753
South Carolina Student Loan Corp., 6.646% - 6.673%, Due 10/27/2036B			20,400			20,309
State Board of Administration Finance Corp., 2.154%, Due 7/1/2030, Series A			5,000			4,272
State of California,
7.500%, Due 4/1/2034			10,000			12,190
4.600%, Due 4/1/2038			5,000			4,813
State of Texas, 5.517%, Due 4/1/2039			20,000			21,388
Texas Transportation Commission,
2.562%, Due 4/1/2042			15,000			11,405
2.472%, Due 10/1/2044			5,000			3,526
University of Virginia, 6.200%, Due 9/1/2039			5,000			5,721
Total Municipal Obligations (Cost $257,463)						260,683
TOTAL INVESTMENTS - 99.38% (Cost $6,259,531)						6,099,031
OTHER ASSETS, NET OF LIABILITIES - 0.62%						37,963
TOTAL NET ASSETS - 100.00%					$	6,136,994
Percentages are stated as a percent of net assets.

^A Security exempt from registration under the Securities Act of 1933. These securities may be resold to qualified institutional buyers pursuant to Rule 144A. At the period end, the value of these securities amounted to $1,478,903 or 24.10% of net assets. The Fund has no right to demand registration of these securities.

See accompanying notes

32

American Beacon NIS Core Plus Bond Fund^SM

Schedule of Investments

January 31, 2024

^B Variable, floating, or adjustable rate securities with an interest rate that changes periodically. Rates are periodically reset with rates that are based on a predetermined benchmark such as a widely followed interest rate such as T-bills, SOFR, LIBOR or PRIME plus a fixed spread. The interest rate disclosed reflects the rate in effect on January 31, 2024.

^C Perpetual maturity. The date shown, if any, is the next call date.

^D Step Up/Down - A zero coupon bond that converts to a fixed rate or variable interest rate at a designated future date. The rate disclosed represents the coupon rate at January 31, 2024. The maturity date disclosed represents the final maturity date.

^E Coupon rate may change based on changes of the underlying collateral or prepayments of principal. The coupon rate shown represents the rate at period end.

CMT - Constant Maturity Treasury.

DAC - Designated Activity Company.

LIBOR - London Interbank Offered Rate.

LLC - Limited Liability Company.

LP - Limited Partnership.

PLC - Public Limited Company.

PRIME - A rate, charged by banks, based on the U.S. Federal Funds rate.

SOFR - Secured Overnight Financing Rate.

The Fund’s investments are summarized by level based on the inputs used to determine their values. As of January 31, 2024, the investments were classified as described below:

NIS Core Plus Bond Fund	Level 1		Level 2		Level 3		Total
Assets
Corporate Obligations	$	-	$	1,674,644	$	-	$	1,674,644
Foreign Corporate Obligations		-		169,327		-		169,327
Asset-Backed Obligations		-		831,209		-		831,209
Collateralized Mortgage Obligations		-		504,544		-		504,544
Commercial Mortgage-Backed Obligations		-		436,475		-		436,475
U.S. Agency Mortgage-Backed Obligations		-		665,699		-		665,699
U.S. Treasury Obligations		-		1,556,450		-		1,556,450
Municipal Obligations		-		260,683		-		260,683
Total Investments in Securities - Assets	$	-	$	6,099,031	$	-	$	6,099,031

U.S. GAAP requires transfers between all levels to/from level 3 be disclosed. During the year ended January 31, 2024, there were no transfers into or out of Level 3.

See accompanying notes

33

American Beacon Funds^SM

Statements of Assets and Liabilities

January 31, 2024

	Developing World Income Fund			NIS Core Plus Bond Fund
Assets:
Investments in unaffiliated securities, at fair value†	$	447,752,849		$	6,099,031
Investments in affiliated securities, at fair value‡		20,801,455			–
Foreign currency, at fair value^ *		2,702,535			–
Cash		562,554			15,820
Cash collateral held at custodian for the benefit of the broker		310,000			–
Dividends and interest receivable		14,329,994			49,330
Receivable for investments sold		1,630,865			72,591
Receivable for fund shares sold		1,559,019			1,652
Receivable for tax reclaims		14,707			–
Receivable for expense reimbursement (Note 2)		–			19,697
Unrealized appreciation from forward foreign currency contracts		526,740			–
Prepaid expenses		67,862			24,986
Total assets		490,258,580			6,283,107
Liabilities:
Payable for investments purchased		221,823			47,472
Payable for fund shares redeemed		608,648			–
Dividends payable		–			14,919
Management and sub-advisory fees payable (Note 2)		381,440			2,835
Service fees payable (Note 2)		19,310			130
Transfer agent fees payable (Note 2)		38,271			1,046
Custody and fund accounting fees payable		168,398			11,255
Professional fees payable		108,213			67,408
Trustee fees payable (Note 2)		957			17
Payable for prospectus and shareholder reports		23,626			–
Unrealized depreciation from forward foreign currency contracts		161,075			–
Other liabilities		40,262			1,031
Total liabilities		1,772,023			146,113
Commitments and contingent liabilities (Note 2)
Net assets	$	488,486,557		$	6,136,994
Analysis of net assets:
Paid-in-capital	$	608,407,727		$	7,005,826
Total distributable earnings (deficits)A		(119,921,170	)		(868,832	)
Net assets	$	488,486,557		$	6,136,994
Shares outstanding at no par value (unlimited shares authorized):
R5 Class		7,549,242			N/A
Y Class		56,184,394			10,000
Investor Class		5,074,468			N/A
A Class		459,283			13,075
C Class		1,251,117			14,697
R6 Class		N/A			678,953
Net assets:
R5 Class	$	52,304,497		$	N/A
Y Class	$	389,293,148		$	85,621
Investor Class	$	35,099,499		$	N/A
A Class	$	3,179,862		$	111,937
C Class	$	8,609,551		$	125,830
R6 Class	$	N/A		$	5,813,606
Net asset value, offering and redemption price per share:
R5 Class	$	6.93		$	N/A
Y Class	$	6.93		$	8.56
Investor Class	$	6.92		$	N/A
A Class	$	6.92		$	8.56
A Class (offering price)	$	7.27		$	8.89
C Class	$	6.88		$	8.56
R6 Class	$	N/A		$	8.56
† Cost of investments in unaffiliated securities	$	495,278,481		$	6,259,531
‡ Cost of investments in affiliated securities	$	20,801,455		$	–
^ Cost of foreign currency	$	2,979,377		$	–

^*  As of January 31, 2024, foreign currency denominated in Ukrainian Hryvnia has a value of $249,150.

^A  The Fund’s investments in affiliated securities did not have unrealized appreciation (depreciation) at year end.

See accompanying notes

34

American Beacon Funds^SM

Statements of Operations

For the year ended January 31, 2024

	Developing World Income Fund			NIS Core Plus Bond Fund
Investment income:
Dividend income from affiliated securities (Note 2)	$	1,391,198		$	–
Interest income (net of foreign taxes)†		48,346,650			288,809
Other income		923			–
Total investment income		49,738,771			288,809
Expenses:
Management and sub-advisory fees (Note 2)		3,731,609			36,467
Transfer agent fees:
R5 Class (Note 2)		19,434			–
Y Class (Note 2)		356,402			6
Investor Class		3,756			–
A Class		787			5
C Class		727			5
R6 Class		–			253
Custody and fund accounting fees		323,076			30,714
Professional fees		269,781			64,374
Registration fees and expenses		98,958			61,105
Service fees (Note 2):
Investor Class		122,075			–
A Class		3,241			20
C Class		8,893			14
Distribution fees (Note 2):
A Class		7,027			273
C Class		80,590			1,227
Prospectus and shareholder report expenses		68,078			8,558
Trustee fees (Note 2)		43,134			663
Loan expense (Note 9)		2,311			35
Other expenses		85,658			8,730
Total expenses		5,225,537			212,449
Net fees waived and expenses (reimbursed) / recouped (Note 2)		–			(182,123	)
Net expenses		5,225,537			30,326
Net investment income		44,513,234			258,483
Realized and unrealized gain (loss) from investments:
Net realized gain (loss) from:
Investments in unaffiliated securities‡ A		(11,459,660	)		(215,544	)
Foreign currency transactions		(803,128	)		–
Forward foreign currency contracts		547,302			–
Change in net unrealized appreciation (depreciation) of:
Investments in unaffiliated securitiesB		12,418,045			191,826
Foreign currency transactions		(115,862	)		–
Forward foreign currency contracts		525,554			–
Net gain (loss) from investments		1,112,251			(23,718	)
Net increase in net assets resulting from operations	$	45,625,485		$	234,765
† Foreign taxes	$	591,389		$	–
‡ Foreign capital gains tax	$	2,338		$	–
A The Fund did not recognize net realized gains (losses) from the sale of investments in affiliated securities.
B The Fund’s investments in affiliated securities did not have a change in unrealized appreciation (depreciation) at year end.

See accompanying notes

35

American Beacon Funds^SM

Statements of Changes in Net Assets

	Developing World Income Fund						NIS Core Plus Bond Fund
	Year Ended January 31, 2024			Year Ended January 31, 2023			Year Ended January 31, 2024			Year Ended January 31, 2023
Increase (decrease) in net assets:
Operations:
Net investment income	$	44,513,234		$	35,710,196		$	258,483		$	169,556
Net realized (loss) from investments in unaffiliated securities, foreign currency transactions, and forward foreign currency contracts		(11,715,486	)		(38,508,403	)		(215,544	)		(419,775	)
Change in net unrealized appreciation (depreciation) of investments in unaffiliated securities, foreign currency transactions, and forward foreign currency contracts		12,827,737			(38,409,173	)		191,826			(218,233	)
Net increase (decrease) in net assets resulting from operations		45,625,485			(41,207,380	)		234,765			(468,452	)
Distributions to shareholders:
Total retained earnings:
R5 Class		(4,421,167	)		(2,892,344	)		–			–
Y Class		(34,118,594	)		(20,053,613	)		(3,317	)		(2,632	)
Investor Class		(3,333,924	)		(2,547,769	)		–			–
A Class		(265,625	)		(201,778	)		(4,043	)		(2,596	)
C Class		(711,717	)		(452,109	)		(3,623	)		(1,845	)
R6 Class		–			–			(255,755	)		(173,984	)
Tax return of capital:
R5 Class		–			(1,139,483	)		–			–
Y Class		–			(7,254,095	)		–			–
Investor Class		–			(847,299	)		–			–
A Class		–			(59,833	)		–			–
C Class		–			(168,709	)		–			–
Net distributions to shareholders		(42,851,027	)		(35,617,032	)		(266,738	)		(181,057	)
Capital share transactions (Note 10):
Proceeds from sales of shares		230,978,924			188,251,250			651,742			1,384,224
Reinvestment of dividends and distributions		41,040,959			33,890,452			97,984			46,426
Cost of shares redeemed		(184,569,625	)		(259,947,586	)		(1,058,145	)		(240,839	)
Redemption fees		27,920			189,537			–			–
Net increase (decrease) in net assets from capital share transactions		87,478,178			(37,616,347	)		(308,419	)		1,189,811
Net increase (decrease) in net assets		90,252,636			(114,440,759	)		(340,392	)		540,302
Net assets:
Beginning of year		398,233,921			512,674,680			6,477,386			5,937,084
End of year	$	488,486,557		$	398,233,921		$	6,136,994		$	6,477,386

See accompanying notes

36

American Beacon Funds^SM

Notes to Financial Statements

January 31, 2024

1. Organization and Significant Accounting Policies

American Beacon Funds (the “Trust”) is organized as a Massachusetts business trust. The Funds, each a series within the Trust, are registered under the Investment Company Act of 1940, as amended (the “Act”), as diversified, open-end management investment companies. As of January 31, 2024, the Trust consists of twenty-four active series, two of which are presented in this filing: American Beacon Developing World Income Fund and American Beacon NIS Core Plus Bond Fund (collectively, the “Funds” and each individually a “Fund”). The remaining twenty-two active series are reported in separate filings.

American Beacon Advisors, Inc. (the “Manager”) is a Delaware corporation and a wholly-owned subsidiary of Resolute Investment Managers, Inc. (“RIM”) organized in 1986 to provide business management, advisory, administrative, and asset management consulting services to the Trust and other investors. The Manager is registered as an investment advisor under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). The Manager is registered as an investment advisor under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). The Manager is an indirect wholly-owned subsidiary of Resolute Topco, Inc. (“Topco”), which is owned primarily by various institutional investment funds that are managed by financial institutions and other investment advisory firms. No owner of Topco owns 25% or more of the outstanding equity or voting interests of Topco.

Effective December 29, 2023, the Manager underwent a change of control, which resulted in the termination of the Funds’ previous management and investment advisory agreements. The Board approved a new Management Agreement with the Manager and a new Investment Advisory Agreement among the Manager, the sub-advisor and the Trust, on behalf of the Funds, that were effective on December 29, 2023. The new Management Agreement required approval by shareholders of the Funds, and a shareholder meeting was held for each Fund. Please see the sections titled Disclosure Regarding the Approval of New Management and Investment Advisory Agreements and Results of Shareholder Meeting for more information.

Recently Adopted Accounting Pronouncements

In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2020-04, Reference Rate Reform (Topic 848); Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides optional guidance for a limited period of time to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform. The guidance is applicable to contracts referencing London Inter-bank Offered Rate (“LIBOR”) or another reference rate that is expected to be discontinued due to reference rate reform. The ASU is effective as of March 12, 2020 and generally can be applied through December 31, 2022. In December 2022, the FASB issued ASU No. 2022-06 Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 which updates and clarifies ASU No. 2020-04. The amendments in this ASU defer the sunset date of Topic 848 from December 31, 2022, to December 31, 2024. Management expects these ASUs will not have a material impact on the Funds’ financial statements.

In June 2022, the FASB issued ASU No. 2022-03, Fair Value Measurement (Topic 820); Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions, which provides clarifying guidance that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. Management has concluded that the ASU will not have a material impact on the Funds’ financial statements.

37

American Beacon Funds^SM

Notes to Financial Statements

January 31, 2024

Class Disclosure

Each Fund has multiple classes of shares designed to meet the needs of different groups of investors; however, not all of the Funds offer all classes. The following table sets forth the differences amongst the classes:

Class	Eligible Investors	Minimum Initial Investments
R5 Class	Large institutional investors - sold directly or through intermediary channels.	$	250,000
Y Class	Large institutional retirement plan investors - sold directly or through intermediary channels.	$	100,000
Investor Class	All investors using intermediary organizations such as broker-dealers or retirement plan sponsors - sold directly through intermediary channels.	$	2,500
A Class	All investors who invest through intermediary organizations, such as broker-dealers or third party administrator. Retail investors who invest directly through a financial intermediary such as a broker, bank, or registered investment advisor which may include a front-end sales charge and a contingent deferred sales charge (“CDSC”).	$	2,500
C Class	Retail investors who invest directly through a financial intermediary such as a broker or through employee directed benefit plans with applicable sales charges which may include CDSC.	$	1,000
R6 Class	Large institutional retirement plan investors - sold through retirement plan sponsors.		None

Each class offered by the Trust has equal rights as to assets and voting privileges. Income and non-class specific expenses are allocated daily to each class based on the relative net assets. Realized and unrealized capital gains and losses of each class are allocated daily based on the relative net assets of each class of the respective Fund. Class specific expenses, where applicable, currently include service, distribution, transfer agent fees, and sub-transfer agent fees that vary amongst the classes as described more fully in Note 2.

Significant Accounting Policies

The following is a summary of significant accounting policies, consistently followed by the Funds in preparation of the financial statements. The Funds are considered investment companies and accordingly, follow the investment company accounting and reporting guidance of the FASB Accounting Standards Codification Topic 946, Financial Services – Investment Companies, a part of Generally Accepted Accounting Principles (“U.S. GAAP”).

Security Transactions and Investment Income

Security transactions are recorded as of the trade date for financial reporting purposes. Securities purchased or sold on a when-issued or delayed-delivery basis may be settled beyond a standard settlement period for the security after the trade date.

Dividend income, net of foreign taxes, is recorded on the ex-dividend date, except certain dividends from foreign securities which are recorded as soon as the information is available to the Funds. Interest income, net of foreign taxes, is earned from settlement date, recorded on the accrual basis, and adjusted, if necessary, for accretion of discounts and amortization of premiums. Realized gains (losses) from securities sold are determined based on specific lot identification.

Currency Translation

All assets and liabilities initially expressed in foreign currency values are converted into U.S. dollar values at the mean of the bid and ask prices of such currencies against U.S. dollars as last quoted by a recognized dealer. Income, expenses, and purchases and sales of investments are translated into U.S. dollars at the rate of the exchange prevailing on the respective dates of such transactions. Foreign governments and their agencies may

38

American Beacon Funds^SM

Notes to Financial Statements

January 31, 2024

enact policies that delay or place limits on repatriation of local currency to U.S. dollars. Market quoted rates for immediate currency settlement may have access or transaction volume restrictions that are insufficient to convert a significant portion of a fund’s local currency denominated assets and liabilities to U.S. dollars. On February 24, 2022, monetary policies were enacted by the National Bank of Ukraine (the NBU”), limiting its local currency’s repatriation to ensure the steady functioning of the country’s financial system during the martial law legal regime. These policies significantly impact the ability of a Fund to convert local denominated assets and liabilities amounts to U.S. dollars using quoted immediate currency settlement rates. The effect of changes in foreign currency exchange rates on investments is separately identified from the fluctuations arising from changes in market values of securities held and is reported with all other foreign currency gains and losses on the Funds’ Statements of Operations.

Distributions to Shareholders

The Funds distribute most or all of their net earnings and realized gains, if any, each taxable year in the form of dividends from net investment income on a monthly basis and distributions of realized net capital gains and net gains or losses from foreign currency transactions on an annual basis. The Funds do not have a fixed dividend rate and do not guarantee that they will pay any distributions in any particular period. Dividends to shareholders are determined in accordance with federal income tax regulations, which may differ in amount and character from net investment income and realized gains recognized for purposes of U.S. GAAP. To the extent necessary to fully distribute capital gains, the Funds may designate earnings and profits distributed to shareholders on the redemption of shares.

Allocation of Income, Trust Expenses, Gains, and Losses

Investment income and realized and unrealized gains and losses from investments of the Funds are allocated daily to each class of shares based upon the relative proportion of net assets of each class to the total net assets of the Funds. Expenses directly charged or attributable to a Fund will be paid from the assets of a Fund. Generally, expenses of the Trust will be allocated among and charged to the assets of the Funds on a basis that the Trust’s Board of Trustees (the “Board”) deems fair and equitable, which may be based on the relative net assets of the Funds or nature of the services performed and relative applicability to the Funds.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimated.

Redemption Fees

All Classes of the Developing World Income Fund impose a 2% redemption fee on shares held for less than 90 days. The fee is deducted from the redemption proceeds and is intended to offset the trading costs, market impact, and other costs associated with short-term trading activity in the Fund. The “first-in, first-out” method is used to determine the holding period. The fee is allocated to all classes of this Fund pro-rata based on the net assets. Effective June 1, 2023, the 2% redemption fees were terminated and remooved from the Fund.

Other

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In the normal course of business, the Trust enters into contracts that provide indemnification to the other party or parties against potential costs or liabilities. The Trust’s maximum exposure under these arrangements is dependent on claims that may be made in the future and, therefore, cannot be estimated. The Trust has had no prior claims or losses pursuant to any such agreement.

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Notes to Financial Statements

January 31, 2024

2. Transactions with Affiliates

Management and Investment Sub-Advisory Agreements

The Funds and the Manager are parties to a Management Agreement that obligates the Manager to provide the Funds with investment advisory and administrative services. As compensation for performing the duties under the Management Agreement, the Manager will receive an annualized management fee based on a percentage of each Fund’s average daily net assets that is calculated and accrued daily according to the following schedule:

First $5 billion	0.35	%
Next $5 billion	0.325	%
Next $10 billion	0.30	%
Over $20 billion	0.275	%

The Trust, on behalf of the Funds, and the Manager have entered into Investment Advisory Agreements with abrdn Investments Limited and Global Evolution USA, LLC for the American Beacon Developing World Income Fund and with National Investment Services of America, LLC for the American Beacon NIS Core Plus Bond Fund. Pursuant to the Investment Advisory Agreements, the Funds have agreed to pay an annualized sub-advisory fee that is calculated and accrued daily based on each Fund’s average daily net assets according to the following schedules:

abrdn Investments Limited

All Assets 0.50 % 

Global Evolution USA, LLC

All Assets 0.50 % 

National Investment Services of America, LLC

First $1.5 billion	0.20	%
Over $1.5 billion	0.18	%

The Management and Sub-Advisory Fees paid by the Funds for the year ended January 31, 2024 were as follows:

Developing World Income Fund

	Effective Fee Rate			Amount of Fees Paid
Management Fees		0.35	%	$	1,544,867
Sub-Advisory Fees		0.50	%		2,186,742
Total		0.85	%	$	3,731,609

NIS Core Plus Bond Fund

	Effective Fee Rate			Amount of Fees Paid
Management Fees		0.35	%	$	23,206
Sub-Advisory Fees		0.20	%		13,261
Total		0.55	%	$	36,467

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American Beacon Funds^SM

Notes to Financial Statements

January 31, 2024

Distribution Plans

Separate Distribution Plans (the “Distribution Plans”) have been adopted pursuant to Rule 12b-1 under the Act for the A and C Classes of the Funds. Under the Distribution Plans, as compensation for distribution and shareholder servicing assistance, the Manager receives an annual fee of 0.25% of the average daily net assets of the A Class and 1.00% of the average daily net assets of the C Class. The fee will be payable without regard to whether the amount of the fee is more or less than the actual expenses incurred in a particular month by the Manager for distribution assistance.

Service Plans

The Manager and the Trust entered into Service Plans that obligate the Manager to oversee additional shareholder servicing of the Investor, A, and C Classes of the Funds. As compensation for performing the duties required under the Service Plans, the Manager receives an annualized fee up to 0.25% of the average daily net assets of the A and C Classes and up to 0.375% of the average daily net assets of the Investor Class of the Funds.

Sub-Transfer Agent Fees

The Manager has entered into agreements, which include servicing agreements, with financial intermediaries that provide recordkeeping, processing, shareholder communications and other services to customers of the intermediaries that hold positions in the R5 and Y Classes of the Funds and has agreed to compensate the intermediaries for providing these services. Intermediaries transact with the Funds primarily through the use of omnibus accounts on behalf of their customers who hold positions in the Funds. Certain services would have been provided by the Funds’ transfer agent and other service providers if the shareholders’ accounts were maintained directly by the Funds’ transfer agent. Accordingly, the Funds, pursuant to Board approval, have agreed to reimburse the Manager for certain non-distribution shareholder services provided by financial intermediaries for the R5 and Y Classes. The reimbursement amounts (sub-transfer agent fees) paid to the Manager are subject to a fee limit of up to 0.10% of an intermediary’s average net assets in the R5 and Y Classes on an annual basis. During the year ended January 31, 2024, the sub-transfer agent fees, as reflected in “Transfer agent fees” on the Statements of Operations, were as follows:

Fund	Sub-Transfer Agent Fees
Developing World Income	$	342,579
NIS Core Plus Bond		–

As of January 31, 2024, the Funds owed the Manager the following reimbursement of sub-transfer agent fees, as reflected in “Transfer agent fees payable” on the Statements of Assets and Liabilities:

Fund	Reimbursement Sub-Transfer Agent Fees
Developing World Income	$	31,820
NIS Core Plus Bond		–

Investments in Affiliated Funds

The Funds may invest in the American Beacon U.S. Government Money Market Select Fund (the “USG Select Fund”). Cash collateral received by the Funds in connection with securities lending may also be invested in the USG Select Fund. The Funds listed below held the following shares with a January 31, 2024 fair value and dividend income earned from the investment in the USG Select Fund.

Affiliated Security	Type of Transaction	Fund	January 31, 2024 Shares/Principal		Change in Unrealized Gain (Loss)		Realized Gain (Loss)		Dividend Income		January 31, 2024 Fair Value
U.S. Government Money Market Select	Direct	Developing World Income	$	20,801,455	$	-	$	-	$	1,391,198	$	20,801,455

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American Beacon Funds^SM

Notes to Financial Statements

January 31, 2024

The Funds and the USG Select Fund have the same investment advisor and therefore, are considered to be affiliated. The Manager serves as investment advisor to the USG Select Fund and receives management fees and administrative fees totaling 0.10% of the average daily net assets of the USG Select Fund. During the year ended January 31, 2024, the Manager earned fees on the Funds’ direct investments in the USG Select Fund as shown below:

Fund	Direct Investments in USG Select Fund
Developing World Income	$	28,061

Interfund Credit Facility

Pursuant to an exemptive order issued by the U.S. Securities and Exchange Commission (“SEC”), the Funds, along with other registered investment companies having management contracts with the Manager, may participate in a credit facility whereby each fund, under certain conditions, is permitted to lend money directly to and borrow directly from other participating funds for temporary purposes. The interfund credit facility is advantageous to the funds because it provides added liquidity and eliminates the need to maintain higher cash balances to meet redemptions. This situation could arise when shareholder redemptions exceed anticipated volumes and certain funds have insufficient cash on hand to satisfy such redemptions or when sales of securities do not settle as expected, resulting in a cash shortfall for a fund. When a fund liquidates portfolio securities to meet redemption requests, they often do not receive payment in settlement for up to two days (or longer for certain foreign transactions). Redemption requests normally are satisfied on the next business day. The credit facility provides a source of immediate, short-term liquidity pending settlement of the sale of portfolio securities. The credit facility is administered by a credit facility team consisting of professionals from the Manager’s asset management, compliance, and accounting areas who report the activities of the credit facility to the Board. During the year ended January 31, 2024, the Funds did not utilize the credit facility.

Expense Reimbursement Plan

The Manager contractually agreed to reduce fees and/or reimburse expenses for the classes of the Funds, through May 31, 2024, to the extent that total operating expenses (excluding taxes, interest, brokerage commissions, acquired fund fees and expenses, securities lending fees, expenses associated with securities sold short, litigation, and other extraordinary expenses) exceed the Funds’ expense cap. During the year ended January 31, 2024, the Manager waived and/or reimbursed expenses as follows:

		Expense Cap										Expiration of Reimbursed Expenses
Fund	Class	2/1/2023 – 5/31/2023			6/1/2023 – 1/31/2024			Reimbursed Expenses		(Recouped) Expenses
NIS Core Plus Bond	Y		0.53	%		0.53	%	$	2,232	$	–		2026-2027
NIS Core Plus Bond	A		0.78	%		0.78	%		2,921		–		2026-2027
NIS Core Plus Bond	C		1.53	%		1.53	%		3,273		–		2026-2027
NIS Core Plus Bond	R6		0.43	%		0.43	%		173,697		–		2026-2027

Of the above amounts, $19,697 was disclosed as a Receivable for expense reimbursement on the Statements of Assets and Liabilities at January 31, 2024 for NIS Core Plus Bond Fund.

The Funds have adopted an Expense Reimbursement Plan whereby the Manager may seek repayment of contractual or voluntary fee reductions and expense reimbursements. Under the policy, the Manager can be reimbursed by the Funds for any contractual or voluntary fee reductions or expense reimbursements if reimbursement to the Manager (a) occurs within three years from the date of the Manager’s waiver/reimbursement and (b) does not cause the Funds’ annual operating expenses to exceed the lesser of the contractual percentage limit in effect at the time of the waiver/reimbursement or time of recoupment. The reimbursed expenses listed above will expire in 2026 and 2027. The Funds did not record a liability for potential contingent reimbursements

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American Beacon Funds^SM

Notes to Financial Statements

January 31, 2024

due to the current assessment that reimbursements are uncertain. The carryover of excess expenses potentially reimbursable to the Manager, but not recorded as a liability are as follows:

Fund	Recouped Expenses		Excess Expense Carryover		Expired Expense Carryover		Expiration of Reimbursed Expenses
NIS Core Plus Bond	$	-	$	-	$	211,375	$	2023-2024
NIS Core Plus Bond		-		271,174		-		2024-2025
NIS Core Plus Bond		-		174,965		-		2025-2026

Sales Commissions

The Funds’ Distributor, Resolute Investment Distributors, Inc. (“RID” or “Distributor”), may receive a portion of A Class sales charges from broker dealers which may be used to offset distribution related expenses. During the year ended January 31, 2024, RID collected $3,879 for Developing World Income Fund from the sale of A Class Shares. There were no sales charges collected for A Class Shares of NIS Core Plus Bond Fund.

A CDSC of 0.50% will be deducted with respect to A Class Shares on certain purchases of $1,000,000 or more that are redeemed in whole or part within 18 months of purchase, unless waived as discussed in the Funds’ Prospectus. Any applicable CDSC will be 0.50% of the lesser of the original purchase price or the value of the redemption of the A Class Shares redeemed. During the year ended January 31, 2024, there were no CDSC fees collected for the A Class Shares of the Funds.

A CDSC of 1.00% will be deducted with respect to C Class Shares redeemed within 12 months of purchase, unless waived as discussed in the Funds’ Prospectus. Any applicable CDSC will be 1.00% of the lesser of the original purchase price or the value of the redemption of the C Class Shares redeemed. During the year ended January 31, 2024, CDSC fees of $268 collected for the C Class Shares of Developing World Income Fund. There were no CDSC fees collected for the C Class Shares of NIS Core Plus Bond Fund.

Concentration of Ownership

From time to time, the Funds may have a concentration of one or more accounts constituting a significant percentage of shares outstanding. Investment activities by holders of accounts that represent a significant ownership of more than 5% of the Funds’ outstanding shares could have a material impact on the Funds. As of January 31, 2024, one shareholder has been identified as representing an affiliated significant ownership of approximately 70% for the NIS Core Plus Bond Fund.

Trustee Fees and Expenses

As compensation for their service to the American Beacon Funds Complex, including the Trust (collectively, the “Trusts”), each Trustee is compensated from the Trusts as follows: (1) an annual retainer of $140,000; (2) meeting attendance fee (for attendance in-person or via teleconference) of (a) $12,000 for in person attendance, or $5,000 for telephonic attendance, by Board members for each regularly scheduled or special Board meeting, (b) $2,500 for attendance by Committee members at meetings of the Audit and Compliance Committee and the Investment Committee, (c) $1,000 for attendance by Committee members at meetings of the Nominating and Governance Committee; and (d) $2,500 for attendance by Board members for each special telephonic Board meeting; and (3) reimbursement of reasonable expenses incurred in attending Board meetings, Committee meetings, and relevant educational seminars. For this purpose, the Board considers attendance at regular meetings held by video conference to constitute in-person attendance at a Board meeting. The Trustees also may be compensated for attendance at special Board and/or Committee meetings from time to time. For her service as Board Chair, Ms. Cline receives an additional annual retainer of $50,000. Although she attends several committee meetings at each quarterly Board meeting, she receives only a single $2,500 fee each quarter for her attendance at the Audit and Compliance Committee and Investment Committee meetings. The chairpersons of the Audit and

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Notes to Financial Statements

January 31, 2024

Compliance Committee and the Investment Committee each receive an additional annual retainer of $25,000 and the Chair of the Nominating and Governance Committee receives an additional annual retainer of $10,000.

3. Security Valuation and Fair Value Measurements

The price of each Fund’s shares is based on its net asset value (“NAV”) per share. Each Fund’s NAV is computed by adding total assets, subtracting all the Fund’s liabilities, and dividing the result by the total number of shares outstanding.

The NAV of each class of a Fund’s shares is determined based on a pro rata allocation of a Fund’s investment income, expenses and total capital gains and losses. A Fund’s NAV per share is determined each business day as of the regular close of trading on the New York Stock Exchange (“NYSE” or “Exchange”), which is typically 4:00 p.m. Eastern Time (“ET”). However, if trading on the NYSE closes at a time other than 4:00 p.m. ET, a Fund’s NAV per share typically would still be determined as of the regular close of trading on the NYSE. The Funds do not price their shares on days that the NYSE is closed. Foreign exchanges may permit trading in foreign securities on days when a Fund is not open for business, which may result in the value of a Fund’s portfolio investments being affected at a time when you are unable to buy or sell shares.

Equity securities, including shares of closed-end funds and exchange-traded funds (“ETFs”), are valued at the last sale price or official closing price taken from the primary exchange in which each security trades. Investments in other mutual funds are valued at the closing NAV per share on the day of valuation. Debt securities are valued at bid quotes from broker/dealers or evaluated bid prices from pricing services, who may consider a number of inputs and factors, such as prices of comparable securities, yield curves, spreads, credit ratings, coupon rates, maturity, default rates, and underlying collateral. Futures are valued based on their daily settlement prices. Exchange-traded and over-the-counter (“OTC”) options are valued at the last sale price. Options with no last sale for the day are priced at mid quote. Swaps are valued at evaluated mid prices from pricing services.

The valuation of securities traded on foreign markets and certain fixed-income securities will generally be based on prices determined as of the earlier closing time of the markets on which they primarily trade unless a significant event has occurred. When a Fund holds securities or other assets that are denominated in a foreign currency, a Fund will normally use the currency exchange rates as of 4:00 p.m. ET.

Rule 2a-5 under the Investment Company Act (the “Valuation Rule”) establishes requirements for determining fair value in good faith for purposes of the Investment Company Act, including related oversight and reporting requirements. The Valuation Rule also defines when market quotations are “readily available,” which is the threshold for determining whether a Fund must fair value a security. Among other things, the Valuation Rule permits the Board to designate the Manager as Valuation Designee to perform the Fund’s fair value determinations subject to board oversight and certain reporting and other requirements intended to ensure that the Board receives the information it needs to oversee the Manager’s fair value determinations.

Securities may be valued at fair value, as determined in good faith and pursuant to the Manager’s procedures, under certain limited circumstances. For example, fair value pricing will be used for fixed-income securities and when market quotations are not readily available or reliable, as determined by the Manager, such as when (i) trading for a security is restricted or stopped; (ii) a security’s trading market is closed (other than customary closings); or (iii) a security has been de-listed from a national exchange. A security with limited market liquidity may require fair value pricing if the Manager determines that the available price does not reflect the security’s true market value. In addition, if a significant event that the Manager determines to affect the value of one or more securities held by a Fund occurs after the close of a related exchange but before the determination of a Fund’s NAV, fair value pricing may be used on the affected security or securities. Securities of small-capitalization companies are also more likely to require a fair value determination using these procedures because they are more thinly traded and less liquid than the securities of larger-capitalization companies. The Funds may fair value securities as a result of significant events occurring after the close of the foreign markets in which a Fund invests as described below. In addition, the Funds may invest in illiquid securities requiring these procedures.

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Notes to Financial Statements

January 31, 2024

A Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before a Fund’s pricing time of 4:00 p.m. ET. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. If the Manager determines that the last quoted prices of non-U.S. securities will, in its judgment, materially affect the value of some or all a Fund’s portfolio securities, the Manager can adjust the previous closing prices to reflect what it believes to be the fair value of the securities as of the close of the Exchange. In deciding whether it is necessary to adjust closing prices to reflect fair value, the Manager reviews a variety of factors, including developments in foreign markets, the performance of U.S. securities markets, and the performance of instruments trading in U.S. markets that represent foreign securities and baskets of foreign securities. These securities are fair valued using a pricing service, using methods approved by the Manager, that considers the correlation of the trading patterns of the foreign security to intraday trading in the U.S. markets, based on indices of domestic securities and other appropriate indicators such as prices of relevant American Depositary Receipts (“ADRs”) and futures contracts. The Manager’s Valuation Committee may also fair value securities in other situations, such as when a particular foreign market is closed but a Fund is open. A Fund uses outside pricing services to provide closing prices and information to evaluate and/or adjust those prices. As a means of evaluating its security valuation process, the Valuation Committee routinely compares closing prices, the next day’s opening prices in the same markets and adjusted prices.

Attempts to determine the fair value of securities introduce an element of subjectivity to the pricing of securities. As a result, the price of a security determined through fair valuation techniques may differ from the price quoted or published by other sources and may not accurately reflect the market value of the security when trading resumes. If a reliable market quotation becomes available for a security formerly valued through fair valuation techniques, the Manager compares the new market quotation to the fair value price to evaluate the effectiveness of a Fund’s fair valuation procedures. If any significant discrepancies are found, the Manager may adjust Manager’s fair valuation procedures for a Fund.

Valuation Inputs

Various inputs may be used to determine the fair value of the Funds’ investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

Level 1	-	Quoted prices in active markets for identical securities.
Level 2	-	Prices determined using other significant observable inputs. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk, and others.
Level 3	-	Prices determined using other significant unobservable inputs. Unobservable inputs reflect a Fund’s own assumptions about the factors market participants would use in pricing an investment.

Level 1 and Level 2 trading assets and trading liabilities, at fair value

Fixed-income securities including corporate, convertible and municipal bonds and notes, U.S. government agencies, U.S. Treasury obligations, sovereign issues, bank loans, convertible preferred securities, and non-U.S. bonds are normally valued by pricing service providers that use broker dealer quotations, reported trades or valuation estimates from their internal pricing models. The service providers’ internal models use inputs that are observable such as issuer details, interest rates, yield curves, prepayment speeds, credit risks/spreads, default rates, and quoted prices for similar assets. Securities that use similar valuation techniques and inputs as described above are categorized as Level 2 of the fair value hierarchy. Fixed-income securities purchased on a delayed-delivery basis are marked-to-market daily until settlement at the forward settlement date and are categorized as Level 2 of the fair value hierarchy.

Common stocks, ETFs and financial derivative instruments, such as futures contracts that are traded on a national securities exchange, are stated at the last reported sale or settlement price on the day of valuation. To

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American Beacon Funds^SM

Notes to Financial Statements

January 31, 2024

the extent these securities are actively traded and valuation adjustments are not applied, they are categorized as Level 1 of the fair value hierarchy. Preferred securities and other equities traded on inactive markets or valued by reference to similar instruments are generally categorized as Level 2 of the fair value hierarchy.

Mortgage-related and asset-backed securities (“ABS”) are usually issued as separate tranches, or classes, of securities within each deal. These securities are also normally valued by pricing service providers that use broker-dealer quotations or valuation estimates from their internal pricing models. The pricing models for these securities usually consider tranche-level attributes, current market data, estimated cash flows, and market-based yield spreads for each tranche, and incorporates deal collateral performance, as available. Mortgage-related and ABS that use similar valuation techniques and inputs as described above are categorized as Level 2 of the fair value hierarchy.

With respect to a Fund’s investments that do not have readily available market quotations, the Board has designated the Adviser as its valuation designee to perform fair valuations pursuant to Rule 2a-5 under the Act (the “Valuation Designee”). If market prices are not readily available or are deemed unreliable, the Valuation Designee will use the fair value of the security or other instrument as determined in good faith under policies and procedures established by and under the supervision of the Board (“Valuation Procedures”). Market prices are considered not readily available where there is an absence of current or reliable market-based data (e.g., trade information or broker quotes), including where events occur after the close of the relevant market, but prior to the NYSE Close, that materially affect the values of a Fund’s portfolio holdings or assets. In addition, market prices are considered not readily available when, due to extraordinary circumstances, the exchanges or markets on which the securities or other instruments trade do not open for trading for the entire day and no other market prices are available. Fair value pricing is subjective in nature and the use of fair value pricing by the Valuation Designee may cause the NAV of a Fund’s shares to differ significantly from the NAV that would have been calculated using market prices at the close of the exchange on which a portfolio holding is primarily traded. There can be no assurance that a Fund could obtain the fair value assigned to an investment if a Fund were to sell the investment at approximately the time at which a Fund determines its NAV.

Investments in registered open-end investment management companies will be valued based upon the NAVs of such investments and are categorized as Level 1 of the fair value hierarchy.

OTC financial derivative instruments, such as foreign currency contracts and structured notes, derive their value from underlying asset prices, indices, reference rates, and other inputs or a combination of these factors. These contracts are normally valued on the basis of broker dealer quotations or pricing service providers. Depending on the product and the terms of the transaction, the fair value of the financial derivative contracts can be estimated by a pricing service provider using a series of techniques, including simulation pricing models. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, curves, dividends, and exchange rates. Financial derivatives that use similar valuation techniques and inputs as described above are categorized as Level 2 of the fair value hierarchy.

Level 3 trading assets and trading liabilities, at fair value

The valuation techniques and significant inputs used in determining the fair values of financial instruments classified as Level 3 of the fair value hierarchy are as follows.

Securities and other assets for which market quotes are not readily available are valued at fair value as determined in good faith by the Manager or persons acting under their oversight and may be categorized as Level 3 of the fair value hierarchy.

Market quotes are considered not readily available in circumstances where there is an absence of current or reliable market-based data (e.g., trade information or broker quotes), including where events occur after the close of the relevant market, but prior to the Exchange close, that materially affect the values of a Fund’s securities or

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American Beacon Funds^SM

Notes to Financial Statements

January 31, 2024

assets. In addition, market quotes are considered not readily available when, due to extraordinary circumstances, the exchanges or markets on which the securities trade, do not open for trading for the entire day and no other market prices are available. The Board has designated the Manager as responsible for monitoring significant events that may materially affect the fair values of a Fund’s securities or assets and for determining whether the value of the applicable securities or assets should be re-evaluated in light of such significant events.

The Manager has selected methods for valuing securities and other assets in circumstances where market quotes are not readily available, and oversees the application of those valuation methods. In the event that the security or asset cannot be valued, pursuant to one of the valuation methods selected by the Manager, the fair value of the security or asset will be determined in good faith by the Valuation Committee.

When a Fund uses fair valuation methods that use significant unobservable inputs to determine its NAV, the securities priced using this methodology are categorized as Level 3 of the fair value hierarchy. These methods may require subjective determinations about the value of a security. While the Trust’s policy is intended to result in a calculation of a Fund’s NAV that fairly reflects security values as of the time of pricing, the Trust cannot guarantee that values determined by the Manager or persons acting under their oversight would accurately reflect the price that a Fund could obtain for a security if it were to dispose of that security as of the time of pricing (for instance, in a forced or distressed sale). The prices used by a Fund may differ from the value that would be realized if the securities were sold.

4. Securities and Other Investments

Asset-Backed Securities (“ABS”)

ABS are securities issued by trusts and special purpose entities that are backed by pools of assets, such as automobile and credit-card receivables, home equity loans, and student loans, which pass through the payments on the underlying obligations to the security holders (less servicing fees paid to the originator or fees for any credit enhancement). Typically, loans or accounts receivable paper are transferred from the originator to a specially created trust, which repackages the trust’s interests as securities with a minimum denomination and a specific term. The securities are then privately placed or publicly offered. Examples include certificates for automobile receivables or credit card receivables. The NIS Core Plus Bond Fund is permitted to invest in ABS, subject to the Fund’s rating and quality requirements.

The value of an ABS is affected by, among other things, changes in the market’s perception of the asset backing the security, the creditworthiness of the servicing agent for the loan pool, the originator of the loans and the financial institution providing any credit enhancement. Payments of principal and interest passed through to holders of ABS are frequently supported by some form of credit enhancement, such as a letter of credit, surety bond, limited guarantee by another entity or by having a priority to certain of the borrower’s other assets. The degree of credit enhancement varies, and generally applies to only a portion of the ABS’s par value. Value is also affected if any credit enhancement has been exhausted.

Commercial Mortgage-Backed Securities (“CMBS”)

CMBS include securities that reflect an interest in, and are secured by, mortgage loans on commercial real estate property. CMBS are generally multi-class or passthrough securities backed by a mortgage loan or a pool of mortgage loans secured by commercial property, such as industrial and warehouse properties, office buildings, retail space and shopping malls, multifamily properties and cooperative apartments. CMBS may be structured with multiple tranches, with subordinate tranches incurring greater risk of loss in exchange for a greater yield. The commercial mortgage loans that underlie CMBS often are structured so that a substantial portion of the loan principal, rather than being amortized over the loan term, is instead payable at maturity (as a “balloon payment”). Repayment of a significant portion of loan principal thus often depends upon the future availability of real estate financing (to refinance the loan) and/or upon the value and sale ability of the real estate at the relevant time. If

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American Beacon Funds^SM

Notes to Financial Statements

January 31, 2024

borrowers are not able or willing to refinance or dispose of the encumbered property to pay the principal and interest owed on such mortgage loans, payments on the related CMBS (particularly subordinated classes of CMBS) will likely be adversely affected. The ultimate extent of the loss, if any, may only be determined after a negotiated discounted settlement, restructuring or sale of the mortgage note, or the foreclosure of the mortgage encumbering the property and subsequent liquidation of the property, which can be costly and delayed by litigation and/or bankruptcy. The NIS Core Plus Bond Fund is permitted to invest in CMBS, subject to the Fund’s rating and quality requirements.

Collateralized Mortgage Obligations (“CMO”)

CMOs and interests in real estate mortgage investment conduits are debt securities collateralized by mortgages or mortgage pass-through securities. CMOs divide the cash flow generated from the underlying mortgages or mortgage passthrough securities into different groups referred to as “tranches,” which are then retired sequentially over time in order of priority. The principal governmental issuers of such securities are the Federal National Mortgage Association (“FNMA”), a government-sponsored corporation owned entirely by private stockholders, and the Federal Home Loan Mortgage Corp (“FHLMC”), a corporate instrumentality of the United States created pursuant to an act of Congress that is owned entirely by the Federal Home Loan Banks. The issuers of CMOs are structured as trusts or corporations established for the purpose of issuing such CMOs and often have no assets other than those underlying the securities and any credit support provided. A Real Estate Mortgage Investment Conduit (“REMIC”), is a mortgage securities vehicle that holds residential or commercial mortgages and issues securities representing interests in those mortgages. A REMIC may be formed as a corporation, partnership, or segregated pool of assets. A REMIC itself is generally exempt from federal income tax, but the income from its mortgages is taxable to its investors. For investment purposes, interests in REMIC securities are virtually indistinguishable from CMOs. The NIS Core Plus Bond Fund is permitted to invest in CMOs, subject to the Fund’s rating and quality requirements.

Credit-Linked Notes

The Developing World Income Fund may invest a significant portion of its assets in credit-linked notes (“CLNs”). CLNs are derivative debt obligations that are issued by limited purpose entities, such as Special Purpose Vehicles (“SPVs”), or by financial firms, such as banks, securities firms or their affiliates. They are structured so that their performance is linked to that of an underlying bond or other debt obligation (a “reference asset”), normally by means of an embedded or underlying credit default swap. The reference assets for the CLNs in which the Fund may invest will be limited to sovereign or quasi-sovereign debt instruments or other investments in which the Fund’s investment policies permit it to invest directly. The Fund may invest in CLNs when the Fund’s Sub-Advisor believes that doing so is more efficient than investing in the reference assets directly or when such direct investment by the Fund is not feasible due to legal or other restrictions.

Under the terms of a CLN, the Fund will receive a fixed or variable rate of interest on the outstanding principal amount of the CLN, which in turn will be subject to reduction (potentially down to zero) if a “credit event” occurs with respect to the underlying reference asset or its issuer. Such credit events will include payment defaults on the reference asset, and normally will also include events that do not involve an actual default, such as actual or potential insolvencies, repudiations of indebtedness, moratoria on payments, reference asset restructurings, limits on the convertibility or repatriation of currencies, and the imposition of ownership restrictions. If a credit event occurs, payments on the CLN would terminate, and the Fund normally would receive delivery of the underlying reference asset (or, in some cases, a comparable “deliverable” asset) in lieu of the repayment of principal. In some cases, however, including but not limited to instances where there has been a market disruption or in which it is or has become illegal, impossible or impracticable for the Fund to purchase, hold or receive the reference assets, the Fund may receive a cash settlement based on the value of the reference asset or a comparable instrument, less fees charged and certain expenses incurred by the CLN issuer.

CLNs are debt obligations of the CLN issuers, and the Fund would have no ownership or other property interest in the reference assets (other than following a credit event that results in the reference assets being delivered to the Fund) or any direct recourse to the issuers of those reference assets.

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January 31, 2024

Fixed-Income Investments

The Funds may hold debt, including government and corporate debt, and other fixed-income securities. Typically, the values of fixed-income securities change inversely with prevailing interest rates. Therefore, a fundamental risk of fixed-income securities is interest rate risk, which is the risk that their value will generally decline as prevailing interest rates rise, which may cause the Funds’ NAV to likewise decrease, and vice versa. How specific fixed-income securities may react to changes in interest rates will depend on the specific characteristics of each security. For example, while securities with longer maturities tend to produce higher yields, they also tend to be more sensitive to changes in prevailing interest rates and are, therefore, more volatile than shorter-term securities and are subject to greater market fluctuations as a result of changes in interest rates. Fixed-income securities are also subject to credit risk, which is the risk that the credit strength of an issuer of a fixed-income security will weaken and/or that the issuer will be unable to make timely principal and interest payments and that the security may go into default. In addition, there is prepayment risk, which is the risk that during periods of falling interest rates, certain fixed-income securities with higher interest rates, such as mortgage-backed securities (“MBS”) and ABS, may be prepaid by their issuers thereby reducing the amount of interest payments. This may result in a Fund having to reinvest its proceeds in lower yielding securities. Securities underlying MBS and ABS, which may include subprime mortgages, also may be subject to a higher degree of credit risk, valuation risk, and liquidity risk.

Foreign Debt Securities

The Funds may invest in foreign fixed and floating rate income securities (including developing market securities) all or a portion of which may be non-U.S. dollar denominated and which include: (a) debt obligations issued or guaranteed by foreign national, provincial, state, municipal or other governments with taxing authority or by their agencies or instrumentalities, including Brady Bonds; (b) debt obligations of supranational entities; (c) debt obligations of the U.S. Government issued in non-dollar securities; (d) debt obligations and other fixed-income securities of foreign corporate issuers (both dollar and non-dollar denominated); and (e) U.S. corporate issuers (both Eurodollar and non-dollar denominated). There is no minimum rating criteria for the Funds’ investments in such securities. The cost of servicing foreign debt will generally be adversely affected by rising international interest rates, because many external debt obligations bear interest at rates which are adjusted based upon international interest rates. The Fund’s foreign debt securities may be held outside of the United States in the primary market for the securities in the custody of certain eligible foreign banks and trust companies, as permitted under the Investment Company Act. Investing in the securities of foreign issuers involves special considerations that are not typically associated with investing in the securities of U.S. issuers and the risks similar to those of foreign securities, such as the fact that foreign markets can be extremely volatile, foreign debt securities may be less liquid than securities of U.S. issuers, and transaction fees, custodial costs, currency conversion costs and other fees are generally higher for foreign debt securities. In addition, developing markets are markets that have risks that are different and higher than those in more developed markets.

Foreign Securities

The Funds may invest in U.S. dollar-denominated and non-U.S. dollar denominated equity and debt securities of foreign issuers and foreign branches of U.S. banks, including negotiable certificates of deposit (“CDs”), bankers’ acceptances, and commercial paper. Foreign issuers are issuers organized and doing business principally outside the United States and include corporations, banks, non-U.S. governments, and quasi-governmental organizations. While investments in foreign securities may be intended to reduce risk by providing further diversification, such investments involve sovereign and other risks, in addition to the credit and market risks normally associated with domestic securities. These additional risks include the possibility of adverse political and economic developments (including political or social instability, nationalization, expropriation, or confiscatory taxation); the potentially adverse effects of unavailability of public information regarding issuers, different governmental supervision and regulation of financial markets, reduced liquidity of certain financial markets, and the lack of uniform accounting, auditing, and financial reporting standards or the application of standards that are

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Notes to Financial Statements

January 31, 2024

different or less stringent than those applied in the United States; different laws and customs governing securities tracking; and possibly limited access to the courts to enforce the Funds’ rights as an investor. The prices of such securities may be more volatile than those of domestic securities. Equity securities may trade at price/earnings multiples higher than comparable U.S. securities, and such levels may not be sustainable. The economies of many of the countries in which the Fund may invest are not as developed as the U.S. economy, and individual foreign economies can differ favorably or unfavorably from the U.S. economy in such respects as growth of gross national product, rate of inflation, capital reinvestment, resource self-sufficiency, and balance of payments position. Certain such economies may rely heavily on particular industries or foreign capital and are more vulnerable to diplomatic developments, the imposition of economic sanctions against a particular country or countries, changes in international trading patterns, trade barriers, and other protectionist or retaliatory measures.

Developing Market Investments

The Fund may invest a significant portion of its assets in debt securities associated with a particular geographic region or country,including developing markets. Developing countries include all countries in the world except the countries that are classified by MSCI Inc. as “developedmarkets.” Developing countries typically have lower incomes, less integrated financial markets, smaller economies, and less mature political systemscompared to developed countries. Developing countries are commonly located in Africa, the Asia-Pacific region, Central or Eastern Europe, the Middle East,Central America or the Caribbean, and South America. Frontier market countries have smaller, newer and/or less developed economies; less developed, less liquid and/ or lower-capitalization capital markets; andless developed political and legal systems than those of other developing markets. These countries typically are located in the Asia-Pacific region, Central and Eastern Europe and the former Soviet Union, the Middle East, Central and South America, and Africa.

Illiquid and Restricted Securities

Generally, an illiquid asset is an asset that the Funds reasonably expect cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment, as determined pursuant to Rule 22e-4 under the Act or as otherwise permitted or required by SEC rules and interpretations. Historically, illiquid securities have included securities that have not been registered under the Securities Act, securities that are otherwise not readily marketable, and repurchase agreements having a remaining maturity of longer than seven calendar days. Securities that have not been registered under the Securities Act are referred to as private placements or restricted securities and are purchased directly from the issuer or in the secondary market. Such securities include those sold in private placement offerings made in reliance on the “private placement” exemption from registration afforded by Section 4(a)(2) of the Securities Act, and resold to qualified institutional buyers pursuant to Rule144A under the Securities Act (“Section 4(a)(2) securities”). Such securities are restricted as to disposition under the federal securities laws, and generally are sold to institutional investors, such as the Fund, that agree they are purchasing the securities for investment and not with an intention to distribute to the public. These securities may be sold only in a privately negotiated transaction or pursuant to an exemption from registration.

A large institutional market exists for certain securities that are not registered under the Securities Act, including repurchase agreements, commercial paper, foreign securities, municipal securities and corporate bonds and notes. Section 4(a)(2) securities normally are resold to other institutional investors through or with the assistance of the issuer or dealers that make a market in the Section 4(a)(2) securities, thus providing liquidity. Institutional investors depend on an efficient institutional market in which the unregistered security can be readily resold or on an issuer’s ability to honor a demand for repayment. Rule 144A under the Securities Act is designed to facilitate efficient trading among institutional investors by permitting the sale of certain unregistered securities to qualified institutional buyers. To the extent privately placed securities held by the Fund qualify under Rule 144A and an institutional market develops for those securities, the Fund likely will be able to dispose of the securities without registering them under the Securities Act. To the extent that institutional buyers are uninterested in purchasing restricted securities, the Fund’s investment in such securities could have the effect of reducing the

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American Beacon Funds^SM

Notes to Financial Statements

January 31, 2024

Fund’s liquidity. A determination could be made that certain securities qualified for trading under Rule144A are liquid. In addition to Rule 144A, Regulation S under the Securities Act permits the sale abroad of securities that are not registered for sale in the United States and includes a provision for U.S. investors, such as the Fund, to purchase such unregistered securities if certain conditions are met.

Limitations on resale may have an adverse effect on the marketability of portfolio securities, and a Fund might be unable to dispose of restricted or other illiquid securities promptly or at reasonable prices and might thereby experience difficulty satisfying redemptions within seven calendar days. In addition, a Fund may get only limited information about an issuer, so it may be less able to predict a loss. A Fund also might have to register such restricted securities in order to dispose of them resulting in additional expense and delay. Adverse market conditions could impede such a public offering of securities. The illiquidity of the market, as well as the lack of publicly available information regarding these securities, also may make it difficult to determine a fair value for certain securities for purposes of computing the Fund’s NAV.

The Manager and the sub-advisor will carefully monitor a Fund’s investments in Section 4(a)(2) securities offered and sold under Rule 144A, focusing on such important factors, among others, as valuation, liquidity, and availability of information. Investments in Section 4(a)(2) securities could have the effect of reducing a Fund’s liquidity to the extent that qualified institutional buyers no longer wish to purchase these restricted securities.

Restricted securities outstanding during the year ended January 31, 2024 are disclosed in the Notes to the Schedules of Investments.

Inflation-Indexed Linked Securities

The Funds may invest in inflation-indexed bonds. Inflation-indexed bonds are fixed-income securities whose principal value is periodically adjusted based on the rate of inflation. The interest rate on these bonds is generally fixed at issuance at a rate lower than typical bonds. Over the life of an inflation-indexed bond, however, interest will be paid based on principal value, which is adjusted for inflation. Any increase or decrease in the principal amount of an inflation-indexed bond will be included as interest income on the Statements of Operations, even though investors do not receive their principal until maturity.

Municipal Securities

Municipal securities may include general obligation bonds, municipal lease obligations, resource recovery obligations, and revenue obligations. The NIS Core Plus Bond Fund may invest in municipal securities the interest on which is excludable from gross income for federal income tax purposes (“tax-exempt”), as well as municipal securities the interest on which is taxable. Municipal securities are subject to credit risk where a municipal issuer of a security might not make interest or principal payments on a security as they become due. Municipal securities are also subject to interest rate risk. A downgrade in the issuer’s or security’s credit rating can reduce the market value of the security. A number of municipalities may face severe financial hardship making the possibility of their defaulting on obligations, and/or declaring bankruptcy where allowable, a risk to the value of municipal securities held by the Fund. General obligation bonds are secured by the pledge of the issuer’s full faith, credit, and usually, taxing power. The taxing power may be an unlimited ad valorem tax or a limited tax, usually on real estate and personal property. Most states do not tax real estate, but leave that power to local units of government. Municipal lease obligations are issued by state and local governments and authorities to acquire land and a wide variety of equipment and facilities. These obligations typically are not fully backed by the municipality’s credit and thus interest thereon may become taxable if the lease is assigned. If funds are not appropriated for the following year’s lease payments, a lease may terminate with the possibility of default on the lease obligation. Resource recovery obligations are a type of municipal revenue obligation issued to build facilities such as solid waste incinerators or waste-to-energy plants. Usually, a private corporation will be involved and the revenue cash flow will be supported by fees or units paid by municipalities for use of the facilities. The viability of a resource recovery project, environmental protection regulations and project operator tax incentives may affect the value and credit quality of

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Notes to Financial Statements

January 31, 2024

these obligations. Revenue obligations are backed by the revenue cash flow of a project or facility. The interest on such obligations is payable only from the revenues derived from a particular project, facility, specific excise tax or other revenue source. Revenue obligations are not a debt or liability of the local or state government and do not obligate that government to levy or pledge any form of taxation or to make any appropriation for payment.

Other Investment Company Securities and Other Exchange-Traded Products

The Funds at times may invest in shares of other investment companies. The Funds may invest in securities of an investment company advised by the Manager with respect to which the Manager also receives a management fee. Investments in the securities of other investment companies may involve duplication of advisory fees and certain other expenses. By investing in another investment company, the Funds become a shareholder of that investment company. As a result, the Funds’ shareholders indirectly will bear the Funds’ proportionate share of the fees and expenses paid by shareholders of the other investment company, in addition to the fees and expenses the Funds’ shareholders directly bear in connection with the Funds’ own operations. These other fees and expenses are reflected as Acquired Fund Fees and Expenses and are included in the Fees and Expenses Table for the Funds in their Prospectus, if applicable. Investments in other investment companies may involve the payment of substantial premiums above the value of such issuer’s portfolio securities.

The Funds can invest free cash balances in registered open-end investment companies regulated as government money market funds under the Act, to provide liquidity or for defensive purposes. The Funds could invest in government money market funds rather than purchasing individual short-term investments. If the Funds invest in government money market funds, shareholders will bear their proportionate share of the expenses, including for example, advisory and administrative fees, of the money market funds in which the Funds invest, including advisory fees charged by the Manager to any applicable money market funds advised by the Manager.

Although a money market fund is designed to be a relatively low risk investment, it is not free of risk. Despite the short maturities and high credit quality of a money market fund’s investments, increases in interest rates and deteriorations in the credit quality of the instruments the money market fund has purchased may reduce the money market fund’s yield and can cause the price of a money market security to decrease. In addition, a money market fund is subject to the risk that the value of an investment may be eroded over time by inflation.

Real Estate Related Investments

A Fund may gain exposure to the real estate sector by investing in real estate-linked derivatives, REITs, and common, preferred and convertible securities of issuers in real estate-related industries. Adverse economic, business or political developments affecting real estate could have a major effect on the value of a Fund’s investments. Investing in securities issued by real estate and real estate-related companies may subject the Fund to risks associated with the direct ownership of real estate. Changes in interest rates, debt leverage ratios, debt maturity schedules, and the availability of credit to real estate companies may also affect the value of the Funds investment in real estate securities. Real estate securities are dependent upon specialized management skills at the operating company level, have limited diversification and are, therefore, subject to risks inherent in operating and financing a limited number of properties. Real estate securities are also subject to heavy cash flow dependency and defaults by borrowers. The real estate industry tends to be cyclical. Such cycles may adversely affect the value of a Fund’s portfolio. A Fund will indirectly bear a proportionate share of a REIT’s ongoing operating fees and expense. In addition, a REIT is subject to the possibility of failing to (a) qualify for tax-free “pass-through” of distributed net income and net realized gains under the Internal Revenue Code and (b) maintain exemption eligibility from Investment Company Act registration requirements.

Sovereign and Quasi-Sovereign Government and Supranational Debt

The Funds can invest in debt securities issued or guaranteed by foreign governments and their political subdivisions or agencies which involve special risks. Sovereign debt differs from debt obligations issued by private

52

American Beacon Funds^SM

Notes to Financial Statements

January 31, 2024

entities in that, generally, remedies for defaults must be pursued in the courts of the defaulting party. Sovereign debt securities may include: debt securities issued or guaranteed by governments, governmental agencies or instrumentalities and political subdivisions located in emerging market countries; debt securities issued by government owned, controlled or sponsored entities located in emerging market countries; interests in entities organized and operated for the purpose of restructuring the investment characteristics of instruments issued by government owned, controlled or sponsored entities located in emerging market countries; interests in entities organized and operated for the purpose of restructuring the investment characteristics of instruments issued by any of the above issuers; participations in loans between emerging market governments and financial institutions; and Brady Bonds, which are debt securities issued under the framework of the Brady Plan as a means for debtor nations to restructure their outstanding external indebtedness.

Supranational entities may also issue debt securities. Supranational organizations are entities designated or supported by a government or governmental group to promote economic development. Included among these organizations are the Asian Development Bank, the European Investment Bank, the Inter-American Development Bank, the International Monetary Fund, the United Nations, the World Bank and the European Bank for Reconstruction and Development. Supranational organizations have no taxing authority and are dependent on their members for payments of interest and principal to the extent their assets are insufficient. Further, the lending activities of such entities are limited to a percentage of their total capital, reserves and net income.

Variable or Floating Rate Obligations

The interest rates payable on certain fixed-income securities in which the Funds may invest are not fixed and may fluctuate based upon changes in market rates. A variable rate obligation has an interest rate which is adjusted at predesignated periods in response to changes in the market rate of interest on which the interest rate is based. Variable and floating rate obligations are less effective than fixed rate instruments at locking in a particular yield. Nevertheless, such obligations may fluctuate in value in response to interest rate changes if there is a delay between changes in market interest rates and the interest reset date for the obligation, or for other reasons.

The Funds may invest in floating rate debt instruments (“floaters”) and engage in credit spread trades. The interest rate on a floater is a variable rate which is tied to another interest rate, such as a money-market index or U.S. Treasury bill rate. The interest rate on a floater resets periodically, typically every six months. While, because of the interest rate reset feature, floaters provide the Funds with a certain degree of protection against rises in interest rates, the Funds will participate in any declines in interest rates as well. A credit spread trade is an investment position relating to a difference in the prices or interest rates of two securities or currencies, where the value of the investment position is determined by movements in the difference between the prices or interest rates, as the case may be, of the respective securities or currencies.

U.S. Agency Obligations - Federal National Mortgage Association (“FNMA”)

FNMA Guaranteed Mortgage Pass-Through Certificates or Fannie Maes represent an undivided interest in a pool of conventional mortgage loans secured by first mortgages or deeds of trust, on one family or two to four family, residential properties. The FNMA is obligated to distribute scheduled monthly installments of principal and interest on the mortgages in the pool, whether or not received, plus full principal of any foreclosed or otherwise liquidated mortgages. The obligation of the FNMA under its guarantee is solely its obligation and is not backed by, nor entitled to, the full faith and credit of the United States.

U.S. Government Securities.

U.S. Government securities may include U.S. Treasury securities and securities backed by the full faith and credit of the United States, and securities issued by other U.S. government agencies and instrumentalities which have been established or sponsored by the U.S. government and that issue obligations which may not be backed by

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January 31, 2024

the full faith and credit of the U.S. government. U.S. Treasury obligations include Treasury Bills, Treasury Notes, and Treasury Bonds. Treasury Bills have initial maturities of one year or less; Treasury Notes have initial maturities of one to ten years; and Treasury Bonds generally have initial maturities of greater than ten years.

5. Financial Derivative Instruments

The Funds may utilize derivative instruments to enhance return, hedge risk, gain efficient exposure to an asset class or to manage liquidity. When considering the Funds’ use of derivatives, it is important to note that the Funds do not use derivatives for the purpose of creating financial leverage.

Forward Foreign Currency Contracts

The Funds may have exposure to foreign currencies for investment or hedging purposes by purchasing or selling forward currency exchange contracts in non-U.S. currencies and by purchasing securities denominated in non-U.S. currencies. Foreign currencies may decline in value relative to the U.S. dollar and affect a Fund’s investments in securities that trade in, and receive revenues in, or in derivatives that provide exposure to, foreign (non-U.S.) currencies. Not all forward contracts require a counterparty to post collateral, which may expose a Fund to greater losses in the event of a default by a counterparty. Forward contracts are two-party contracts pursuant to which one party agrees to pay the counterparty a fixed price for an agreed upon amount of securities, or the cash value of the securities or the securities index, at an agreed upon future date. A forward currency contract is an obligation to buy or sell a specific currency at a future date, which may be any fixed number of days from the date of the contract agreed upon by the parties, at a price set at the time of the contract. Non-Deliverable Forward (“NDF”) currency contract is a forward contract where there is no physical settlement of the two currencies at maturity. Rather, on the contract settlement date, a net cash settlement will be made by one party to the other based on the difference between the contracted forward rate and the prevailing spot rate, on an agreed notional amount.

During the year ended January 31, 2024, the Developing World Income Fund entered into forward foreign currency contracts primarily for taking exposure to foreign currencies or return enhancement and hedging foreign currency fluctuations.

The Developing World Income Fund’s forward foreign currency contract notional dollar values outstanding fluctuate throughout the operating year as required to meet strategic requirements. The following table illustrates the average quarterly volume of forward foreign currency contracts. For the purpose of this disclosure, volume is measured by the amounts bought and sold in USD at each quarter end.

Average Forward Foreign Currency Notional Amounts Outstanding Year Ended January 31, 2024
Fund	Purchased Contracts		Sold Contracts
Developing World Income	$	1,486,027	$	46,668,851

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Notes to Financial Statements

January 31, 2024

The following is a summary of the fair valuations of the Developing World Income Fund’s derivative instruments categorized by risk exposure⁽¹⁾:

Fair values of financial instruments on the Statements of Assets and Liabilities as of January 31, 2024:

Derivatives not accounted for as hedging instruments

Assets:

Credit contracts

Foreign exchange contracts

Commodity contracts

Interest rate contracts

Equity contracts

Total

Unrealized appreciation of forward foreign currency contracts

$

–

$

526,740

$

–

$

–

$

–

$

526,740

Liabilities:

Credit contracts

Foreign exchange contracts

Commodity contracts

Interest rate contracts

Equity contracts

Total

Unrealized depreciation of forward foreign currency contracts

$

–

$

(161,075

)

$

–

$

–

$

–

$

(161,075

)

The effect of financial derivative instruments on the Statements of Operations as of January 31, 2024:

Derivatives not accounted for as hedging instruments

Realized gain (loss) from derivatives recognized as a result of operations

Credit contracts

Foreign exchange contracts

Commodity contracts

Interest rate contracts

Equity contracts

Total

Forward foreign currency contracts

$

–

$

547,302

$

–

$

–

$

–

$

547,302

Net change in unrealized appreciation (depreciation) of derivatives recognized as a result from operations:

Credit contracts

Foreign exchange contracts

Commodity contracts

Interest rate contracts

Equity contracts

Total

Forward foreign currency contracts

$

–

$

525,554

$

–

$

–

$

–

$

525,554

¹⁾ See Note 3 in the Notes to Financial Statements for additional information.

Offsetting Assets and Liabilities

The Funds are parties to enforceable master netting agreements between brokers and counterparties which provide for the right to offset under certain circumstances. The Funds employ multiple money managers and counterparties and have elected not to offset qualifying financial and derivative instruments on the Statements of Assets and Liabilities, as such all financial and derivative instruments are presented on a gross basis. The impacts of netting arrangements that provide the right to offset are detailed below, if applicable. The net amount represents the net receivable or payable that would be due from or to the counterparty in the event of default. Exposure from borrowings and other financing agreements such as repurchase agreements can only be netted across transactions governed by the same Master Agreement with the same legal entity. All amounts reported below represent the balance as of the report date, January 31, 2024.

Developing World Income Fund

Offsetting of Financial and Derivative Assets as of January 31, 2024:
	Assets		Liabilities
Forward Foreign Currency Contracts	$	526,740	$	161,075
Total derivative assets and liabilities in the Statement of Assets and Liabilities	$	526,740	$	161,075
Derivatives not subject to a Master Netting Agreement or similar agreement (“MNA”)	$	-	$	-
Total derivative assets and liabilities subject to an MNA	$	526,740	$	161,075

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Notes to Financial Statements

January 31, 2024

Financial Assets, Derivatives, and Collateral Received/(Pledged) by Counterparty as of January 31, 2024:
	Gross Amounts of Assets Presented in the Statements of Assets and Liabilities		Derivatives Available for Offset		Gross Amounts Not Offset in the Statements of Assets and Liabilities
Counterparty					Non-Cash  Collateral Pledged(1)		Cash Collateral Pledged(1)		Net Amount
Citibank, N.A.	$	39,915	$	-	$	-	$	-	$	39,915
Deutsche Bank AG		229,703		-		-		-		229,703
State Street Bank & Trust Co.		257,122		-		-		-		257,122
Total	$	526,740	$	-	$	-	$	-	$	526,740
	Gross Amounts of Liabilities Presented in the Statements of Assets and Liabilities		Derivatives Available for Offset		Gross Amounts Not Offset in the Statements of Assets and Liabilities
Counterparty					Non-Cash  Collateral Received(1)		Cash Collateral Received(1)		Net Amount
Barclays Bank PLC	$	158,643	$	-	$	-	$	-	$	158,643
HSBC Bank PLC		564		-		-		-		564
UBS AG		1,868		-		-		-		1,868
Total	$	161,075	$	-	$	-	$	-	$	161,075

⁽¹⁾ The actual collateral received/pledged may be more than the amount reported due to overcollateralization.

6. Principal Risks

Investing in the Funds may involve certain risks including, but not limited to, those described below.

Asset-Backed and Mortgage Related Securities Risk

Investments in asset-backed and mortgage related securities are subject to market risks for fixed-income securities which include, but are not limited to, credit risk, interest rate risk, prepayment risk and extension risk. A decline in the credit quality of the issuers of asset-backed and mortgage related securities or instability in the markets for such securities may affect the value and liquidity of such securities, which could result in losses to the Fund. A Collateralized Mortgage Obligation (“CMO”) is a hybrid between a mortgage-backed bond and a mortgage pass-through security. Similar to a bond, interest and prepaid principal on CMOs is paid, in most cases, semiannually. CMOs may be collateralized by whole mortgage loans, but are more typically collateralized by portfolios of mortgage pass-through securities guaranteed by government agencies, and their income streams. CMOs may offer a higher yield than U.S. government securities, but they may also be subject to greater price fluctuation and credit risk. Commercial mortgage-backed securities (“CMBS”) include securities that reflect an interest in, and are secured by, mortgage loans on commercial real property. CMBS are subject to the risks generally associated with mortgage-backed securities. CMBS may not be backed by the full faith and credit of the U.S. Government and are subject to risk of default on the underlying mortgages. CMBS also are subject to many of the risks of investing in the real estate securing the underlying mortgage loans. These risks reflect the effects of local and other economic conditions on real estate markets, the ability of tenants to make loan payments, and the ability of a property to attract and retain tenants.

Counterparty Risk

The Funds are subject to the risk that a party or participant to a transaction, such as a broker or derivative counterparty, will be unwilling or unable to satisfy its obligation to make timely principal, interest or settlement payments or to otherwise honor its obligations to the Funds. As a result, a Fund may obtain no recovery of its investment or may only obtain a limited recovery, and any recovery may be delayed. Not all derivative transactions require a counterparty to post collateral, which may expose a Fund to greater losses in the event of a default by a counterparty.

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January 31, 2024

Credit Risk

The Funds are subject to the risk that the issuer or guarantor of an obligation, or the counterparty to a transaction, including a derivatives contract or a loan, may fail, or become less able, to make timely payments of interest or principal or otherwise honor its obligations or default completely. The strategies utilized by the sub-advisor require accurate and detailed credit analysis of issuers and there can be no assurance that its analysis will be accurate or complete. The Funds may be subject to substantial losses in the event of credit deterioration or bankruptcy of one or more issuers in its portfolio. Financial strength and solvency of an issuer are the primary factors influencing credit risk. In addition, inadequacy of collateral or credit enhancement for a debt instrument may affect its credit risk. Credit risk may change over the life of an instrument and debt obligations which are rated by rating agencies may be subject to downgrade. The credit ratings of debt instruments and investments represent the rating agencies’ opinions regarding their credit quality and are not a guarantee of future credit performance of such securities. Rating agencies attempt to evaluate the safety of the timely payment of principal and interest (or dividends) and do not evaluate the risks of fluctuations in market value. The ratings assigned to securities by rating agencies do not purport to fully reflect the true risks of an investment. Further, in recent years many highly-rated structured securities have been subject to substantial losses as the economic assumptions on which their ratings were based proved to be materially inaccurate. A decline in the credit rating of an individual security held by a Fund may have an adverse impact on its price and may make it difficult for a Fund to sell it. Ratings represent a rating agency’s opinion regarding the quality of the security and are not a guarantee of quality. Rating agencies might not always change their credit rating on an issuer or security in a timely manner to reflect events that could affect the issuer’s ability to make timely payments on its obligations. Credit risk is typically greater for securities with ratings that are below investment grade (commonly referred to as “junk bonds”). Since a Fund can invest significantly in high yield investments that are considered speculative in nature, this risk maybe substantial. Changes in the actual or perceived creditworthiness of an issuer, or a downgrade or default affecting any of a Fund’s securities, could affect a Fund’s performance.

Currency Risk

The Funds may have exposure to foreign currencies by using various instruments described below. Foreign currencies may fluctuate significantly over short periods of time, may be affected unpredictably by intervention, or the failure to intervene, of the U.S. or foreign governments or central banks, and may be affected by currency controls or political developments in the U.S. or abroad. Foreign currencies may also decline in value relative to the U.S. dollar and other currencies and thereby affect the Funds’ investments in non-U.S. currencies or in securities that trade in, and receive revenues in, or in derivatives that provide exposure to, non U.S. currencies.

Custody Risk

The Funds may invest in markets that are less developed than those in the U.S., which may expose the Funds to risks in the process of clearing and settling trades and the holding of securities by foreign banks, agents and depositories. Investments in frontier and emerging markets may be subject to greater custody risks than investments in more developed markets.

Derivatives Risk

Derivatives may involve significant risk. The use of derivative instruments may expose a Fund to additional risks that it would not be subject to if it invested directly in the securities or other instruments underlying those securities. Derivatives can be highly complex and their use within a management strategy can require specialized skills. There can be no assurance that any strategy used will succeed. If a sub-advisor incorrectly forecasts stock market values, or the direction of interest rates or currency exchange rates in utilizing a specific derivatives strategy for a Fund, a Fund could lose money. In addition, leverage embedded in a derivative instrument can expose a Fund to greater risk and increase its costs. Gains or losses in the value of a derivative instrument may be magnified and be much greater than the derivative’s original cost (generally the initial margin deposit). There may

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also be material and prolonged deviations between the theoretical value and realizable value of a derivative. Some derivatives have the potential for unlimited loss, regardless of the size of a Fund’s initial investment, for example, where a Fund may be called upon to deliver a security it does not own. As a result, a Fund could lose more than the amount it invests. Derivatives may at times be illiquid and may be more volatile than other types of investments. A Fund may not be able to close out or sell a derivative position at a particular time or at an anticipated price. Certain derivatives may also be difficult to value, and valuation may be more difficult in times of market turmoil.

A Fund may buy or sell derivatives not traded on organized exchanges. A Fund may also enter into transactions that are not cleared through clearing organizations. These types of transactions may be subject to heightened liquidity and valuation risk. Derivative investments can increase portfolio turnover and transaction costs. Derivatives also are subject to counterparty risk and credit risk. As a result, a Fund may not recover its investment or may only obtain a limited recovery, and any recovery may be delayed. Not all derivative transactions require a counterparty to post collateral, which may expose a Fund to greater losses in the event of a default by a counterparty. Certain derivatives require a Fund to post margin to secure its future obligation; if a Fund has insufficient cash, it may have to sell investments from its portfolio to meet daily variation margin requirements at a time when it maybe disadvantageous to do so. A Fund’s use of derivatives also may create financial leverage, which may result in losses that exceed the amount originally invested and accelerate the rate of losses. Suitable derivatives may not be available in all circumstances, and there can be no assurance that a Fund will use derivatives to reduce exposure to other risks when that might have been beneficial. Because the markets for certain derivative instruments (including markets located in foreign countries) are relatively new and still developing, suitable derivatives transactions may not be available in all circumstances for risk management or other purposes. Upon the expiration of a particular contract, a sub-advisor may wish to retain a Fund’s position in the derivative instrument by entering into a similar contract, but may be unable to do so if the counterparty to the original contract is unwilling to enter into the new contract and no other suitable counterparty can be found.

Although a Fund may attempt to hedge against certain risks, the hedging instruments may not perform as expected and could produce losses. Hedging instruments may also reduce or eliminate gains that may otherwise have been available had a Fund not used the hedging instruments. A Fund may not hedge certain risks in particular situations, even if suitable instruments are available.

A Fund’s ability to use derivatives may also be limited by certain regulatory and tax considerations. Ongoing changes to the regulation of the derivatives markets and potential changes in the regulation of funds using derivative instruments could limit a Fund’s ability to pursue its investment strategies. The extent and impact of the regulation is not yet fully known and may not be for some time. New regulation may make derivatives more costly, may limit their availability, may disrupt markets, or may otherwise adversely affect their value or performance. In addition to other changes, these rules provide for central clearing of derivatives that in the past were traded exclusively over-the counter and may increase costs and margin requirements, but are expected to reduce certain counterparty risks.

Developing Markets Risk

When investing in developing markets, the risks of investing in foreign securities are heightened. Developing markets are generally smaller, less developed, less liquid and more volatile than the securities markets of the U.S. and other developed markets. There are also risks of: greater political and economic uncertainties; an economy’s dependence on revenues from particular commodities or on international aid or development assistance; currency transfer restrictions; the imposition of economic sanctions or other government restrictions; a limited number of potential buyers for such securities, resulting in increased volatility and limited liquidity for developing market securities; trading suspensions and other restrictions on investment; delays and disruptions in securities settlement procedures; greater sensitivity to interest rate changes; currency exchange rate volatility and currency inflation or deflation; and significant limitations on investor rights and recourse. The economies and political environments of developing market countries tend to be more unstable than those of developed countries, resulting in more volatile

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rates of return than the developed markets and substantially greater risk to investors. The governments of developing market countries may also be more unstable and more likely to impose capital controls, nationalize a company or industry, place restrictions on foreign ownership and on withdrawing sale proceeds of securities from the country, intervene in the financial markets, and/or impose burdensome taxes that could adversely affect security prices. In addition, there may be less publicly available or less reliable information about issuers in developing markets than would be available about issuers in developed markets, which can impede a sub-advisor’s ability to accurately evaluate foreign securities. Such issuers may not be subject to accounting, auditing and financial reporting standards and requirements comparable to those to which U.S. companies are subject. Developing markets may possess less developed regulatory or legal structures governing private and foreign investment, and also may be more vulnerable to market manipulation, corruption and fraud. These matters have the potential to impact the Fund’s investment objectives and performance.

The risks of investing in developing market countries are magnified in developing market countries, which generally have smaller economies and less developed capital markets and legal, regulatory and political systems than other developing market countries. The magnification of risks is generally the result of: (1) the potential for extreme price volatility and illiquidity in developing markets; (2) government ownership or control of parts of the private sector or other protectionist measures, including managed adjustments in relative currency values, trade barriers, and exchange controls; (3) large currency fluctuations; (4) fewer companies and investment opportunities; or (5) inadequate investor protections and regulatory enforcement, and the relatively new and unsettled securities laws in many developing countries. Investments that the Fund holds may be exposed to these risks, which could have a negative impact on their value.

Environmental, Social, and/or Governance Investing Risk

The Developing World Income Fund’s incorporation of environmental, social and/or governance (“ESG”) considerations, including criteria as determined by the sub-advisor, in its investment strategy may cause it to make different investments than funds that have a similar investment style but do not incorporate such considerations in their strategy. As with the use of any investment considerations involved in investment decisions, there is no guarantee that the ESG investment considerations used by a Fund will result in the selection of issuers that will outperform other issuers or help reduce risk in a Fund. A Fund’s ESG investment considerations may also affect a Fund’s exposure to certain sectors or types of investments, which may impact a Fund’s relative investment performance depending on the performance of issuers in those sectors relative to issuers in the broader market. A Fund may not be able to take advantage of certain investment opportunities due to these considerations, which may adversely affect investment performance. A Fund may underperform funds that do not incorporate these considerations. A Fund’s sub-advisor is dependent on available information to assist in the use of ESG investment considerations, and, because there are few generally accepted standards to use in such considerations, the information and considerations used for a Fund may differ from the information and considerations used for other funds. The limited availability of such information, as well as errors in or omissions from such information could result in incorrect evaluations of potential investments. There is no guarantee that a Fund’s efforts to select investments that meet a Fund’s ESG investing considerations will be successful.

Foreign Investing Risk

Non-U.S. investments carry potential risks not associated with U.S. investments. Such risks include, but are not limited to: (1) currency exchange rate fluctuations, (2) political and financial instability, (3) less liquidity, (4) lack of uniform accounting, auditing and financial reporting standards, (5) increased price volatility, (6) less government regulation and supervision of foreign stock exchanges, brokers and listed companies, and (7) delays in transaction settlement in some foreign markets. To the extent the Funds invest a significant portion of its assets in securities of a single country or region, it is more likely to be affected by events or conditions of that country or region. In addition, the economies and political environments of emerging market countries tend to be more unstable than those of developed countries, resulting in more volatile rates of return than the developed markets and substantially greater risk to investors. There may be very limited oversight of certain foreign banks or

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securities depositories that hold foreign securities and currency and the laws of certain countries may limit the ability to recover such assets if a foreign bank or depository or their agents goes bankrupt. When investing in developing markets, the risks of investing in foreign securities are heightened.

Interest Rate Risk

Investments in fixed-income securities or derivatives that are influenced by interest rates are subject to interest rate risk. The value of the Funds’ fixed-income investments typically will fall when interest rates rise. The Funds may be particularly sensitive to changes in interest rates if it invests in debt securities with intermediate and long terms to maturity. Debt securities with longer durations tend to be more sensitive to changes in interest rates, usually making them more volatile than debt securities with shorter durations. For example, if a bond has a duration of four years, a 1% increase in interest rates could be expected to result in a 4% decrease in the value of the bond. Yields of debt securities will fluctuate over time. As of the date of this Prospectus, interest rates are historically low. During periods of very low or negative interest rates, the Funds may be unable to maintain positive returns. Certain European countries and Japan have recently experienced negative interest rates on deposits and debt securities have traded at negative yields. Negative interest rates may become more prevalent among non-U.S. issuers, and potentially within the United States. Changing interest rates, including rates that fall below zero, may have unpredictable effects on markets, may result in heightened market volatility and may detract from Fund performance to the extent the Funds are exposed to such interest rates. To the extent the Funds hold an investment with a negative interest rate to maturity, the Funds would generate a negative return on that investment. Conversely, in the future, interest rates may rise significantly and/or rapidly, potentially resulting in substantial losses to the Funds.

Leverage Risk

The Funds’ use of futures, forward foreign currency contracts, swaps and other derivative instruments will have the economic effect of financial leverage. Financial leverage magnifies the exposure to the swings in prices of an asset or class of assets underlying a derivative instrument and results in increased volatility, which means that the Funds will have the potential for greater losses than if the Funds do not use the derivative instruments that have a leveraging effect. Leverage may result in losses that exceed the amount originally invested and may accelerate the rate of losses. Leverage tends to magnify, sometimes significantly, the effect of an increase or decrease in the Funds’ exposure to an asset or class of assets and may cause the Funds’ NAV to be volatile.

LIBOR Risk

Certain of the instruments identified in a Fund’s principal investment strategies have coupon rates or may provide exposure to underlying investments with coupon rates, that are based on the ICE LIBOR (“LIBOR”), the Secured Overnight Financing Rate (“SOFR”), Euro Interbank Offered Rate and other similar types of reference rates (each, a “Reference Rate”). These Reference Rates are generally intended to represent the rate at which contributing banks may obtain short-term borrowings within certain financial markets.

Most maturities and currencies of LIBOR were phased out at the end of 2021, with the remaining ones phased out on June 30, 2023. These events and any additional regulatory or market changes may have an adverse impact on a Fund or its investments, including increased volatility or illiquidity in markets for instruments that rely on LIBOR. SOFR has been selected by a committee established by the Board of Governors of the Federal Reserve System and the Federal Reserve Bank of New York to replace LIBOR as a Reference Rate in the United States and U.S. law requires that contracts without a practicable LIBOR alternative default to SOFR plus a set spread beginning in mid-2023. Other countries have undertaken similar initiatives to identify replacement Reference Rates for LIBOR in their respective markets. However, there are obstacles to converting certain existing investments and transactions to a new Reference Rate, as well as risks associated with using a new Reference Rate with respect to new investments and transactions. The transition process, or the failure of an industry to transition, could lead to increased volatility and illiquidity in markets for instruments that relied on LIBOR to determine interest rates and a reduction in the values of some LIBOR-based investments, all of which would impact a Fund. At this time, it is not

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possible to completely identify or predict the effect of any transition, establishment of alternative Reference Rates or other reforms to Reference Rates that may be enacted in the UK or elsewhere. In addition, any substitute Reference Rate and any pricing adjustments imposed by a regulator or by counterparties or otherwise may adversely affect a Fund’s performance and/or NAV.

Liquidity Risk

The Funds are susceptible to the risk that certain investments held by the Funds may have limited marketability, be subject to restrictions on sale, be difficult or impossible to purchase or sell at favorable times or prices or become less liquid in response to market developments or adverse credit events that may affect issuers or guarantors of a security. An inability to sell a portfolio position can adversely affect the Funds’ value or prevent the Funds from being able to take advantage of other investment opportunities. Market prices for such instruments may be volatile. During periods of substantial market volatility, an investment or even an entire market segment may become illiquid, sometimes abruptly, which can adversely affect the Funds’ ability to limit losses. The Funds could lose money if it is unable to dispose of an investment at a time that is most beneficial to the Funds. The Funds may be required to dispose of investments at unfavorable times or prices to satisfy obligations, which may result in losses or may be costly to the Funds. For example, liquidity risk may be magnified in rising interest rate environments in the event of higher-than-normal redemption rates. Unexpected redemptions may force the Funds to sell certain investments at unfavorable prices to meet redemption requests or other cash needs. Judgment plays a greater role in pricing illiquid investments than in investments with more active markets.

Market Risk

The Funds are subject to the risk that the securities markets will move down, sometimes rapidly and unpredictably, based on overall economic conditions and other factors, which may negatively affect a Fund’s performance. Equity securities generally have greater price volatility than fixed-income securities, although under certain market conditions fixed-income securities may have comparable or greater price volatility. During a general downturn in the securities markets, multiple assets may decline in value simultaneously. In some cases, traditional market participants have been less willing to make a market in some types of debt instruments, which has affected the liquidity of those instruments. During times of market turmoil, investors tend to look to the safety of securities issued or backed by the U.S. Treasury, causing the prices of these securities to rise and the yields to decline. Reduced liquidity in fixed-income and credit markets may negatively affect many issuers worldwide. Prices in many financial markets have increased significantly over the last decade, but there have also been periods of adverse market and financial developments and cyclical change during that timeframe, which have resulted in unusually high levels of volatility in domestic and foreign financial markets that has caused losses for investors and may occur again in the future, particularly if markets enter a period of uncertainty or economic weakness. The value of a security may decline due to adverse issuer-specific conditions, general market conditions unrelated to a particular issuer, or factors that affect a particular industry or industries. Changes in the financial condition of a single issuer or market segment also can impact the market as a whole.

Geopolitical and other events, including war, terrorism, economic uncertainty, trade disputes, pandemics, public health crises, natural disasters and related events have led, and in the future may continue to lead, to instability in world economies and markets generally and reduced liquidity in equity, credit and fixed-income markets, which may disrupt economies and markets and adversely affect the value of your investment. Changes in value may be temporary or may last for extended periods.

Policy changes by the U.S. government and/or Federal Reserve and political events within the U.S. and abroad, including the U.S. presidential election, the U.S. government’s inability at times to agree on a long-term budget and deficit reduction plan, the threat of a federal government shutdown and threats not to increase the federal government’s debt limit, may affect investor and consumer confidence and may adversely impact financial markets and the broader economy, perhaps suddenly and to a significant degree.

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Markets and market participants are increasingly reliant upon both publicly available and proprietary information data systems. Data imprecision, software or other technology malfunctions, programming inaccuracies, unauthorized use or access, and similar circumstances may impair the performance of these systems and may have an adverse impact upon a single issuer, a group of issuers, or the market at large. The financial markets generally move in cycles, with periods of rising prices followed by periods of declining prices. The value of your investment may reflect these fluctuations.

Market Timing Risk

The Developing World Income Fund is subject to the risk of market timing activities due to the nature of its investments, which requires the Fund in certain instances to fair value certain of its investments. Frequent trading by Fund shareholders poses risks to other shareholders in the Fund, including (i) the dilution of the Fund’s NAV, (ii) an increase in the Fund’s expenses, and (iii) interference with the portfolio manager’s ability to execute efficient investment strategies. Because of specific securities in which the Fund may invest, it could be subject to the risk of market timing activities by shareholders. Some examples of these types of securities are high-yield and foreign securities. The limited trading activity of some high-yield securities may result in market prices that do not reflect the true market value of these securities. The Fund generally prices foreign securities using their closing prices from the foreign markets in which they trade, typically prior to the Fund’s calculation of its NAV. These prices may be affected by events that occur after the close of a foreign market but before the Fund price its shares. In such instances, the Fund may fair value high yield and foreign securities. However, some investors may engage in frequent short-term trading in the Fund to take advantage of any price differentials that may be reflected in the NAV of the Fund’s shares. While the Manager monitors trading in the Fund, there is no guarantee that it can detect all market timing activities.

Municipal Securities Risk

The municipal securities market could be significantly affected by adverse political and legislative changes, as well as uncertainties related to taxation or the rights of municipal security holders. Changes in the financial health of a municipality may make it difficult for it to pay interest and principal when due. In addition, changes in the financial condition of one or more individual municipal issuers or insurers of municipal issuers can affect the overall municipal securities market. Changes in market conditions may directly impact the liquidity and valuation of municipal securities, which may, in turn, adversely affect the yield and value of the Fund’s municipal securities investments. Declines in real estate prices and general business activity may reduce the tax revenues of state and local governments. In recent periods an increasing number of municipal issuers have defaulted on obligations, been downgraded, or commenced insolvency proceedings. Financial difficulties of municipal issuers may continue or get worse. Because many municipal securities are issued to finance similar types of projects, especially those related to education, health care, housing, transportation, and utilities, conditions in those sectors can affect the overall municipal securities market.

Other Investment Companies Risk

To the extent that the Funds invest in shares of other registered investment companies, a Fund will indirectly bear the fees and expenses, including, for example, advisory and administrative fees, charged by those investment companies in addition to a Fund’s direct fees and expenses. If the Funds invest in other investment companies, a Fund may receive distributions of taxable gains from portfolio transactions by that investment company and may recognize taxable gains from transactions in shares of that investment company, which could be taxable to a Fund’s shareholders when distributed to them. The Funds must rely on the investment company in which it invests to achieve its investment objective. If the investment company fails to achieve its investment objective, the value of a Fund’s investment may decline, adversely affecting a Fund’s performance. To the extent the Funds invest in other investment companies that invest in equity securities, fixed-income securities and/or foreign securities, or that track an index, a Fund is subject to the risks associated with the underlying investments held by the investment company or the index fluctuations to which the investment company is subject.

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Prepayment and Extension Risk

When interest rates fall, borrowers will generally repay the loans that underlie certain debt securities, especially mortgage-related and other types of ABS, more quickly than expected, causing the issuer of the security to repay the principal prior to the security’s expected maturity date. A Fund may need to reinvest the proceeds at a lower interest rate, reducing its income. Securities subject to prepayment risk generally offer less potential for gains when prevailing interest rates fall. If a Fund buys those securities at a premium, accelerated prepayments on those securities could cause a Fund to lose a portion of its principal investment. The impact of prepayments on the price of a security may be difficult to predict and may increase the security’s price volatility. Variable and floating rate securities may be less sensitive to prepayment risk. Extension risk is the risk that a decrease in prepayments may, as a result of higher interest rates or other factors, result in the extension of a security’s effective maturity, heighten interest rate risk and increase the potential for a decline in its price.

Recent Market Events Risk

Both U.S. and international markets have experienced significant volatility in recent months and years. As a result of such volatility, investment returns may fluctuate significantly. Moreover, the risks discussed herein associated with an investment in a Fund may be increased.

Although interest rates were unusually low in recent years in the U.S. and abroad, in 2022, the Federal Reserve and certain foreign central banks began to raise interest rates as part of their efforts to address rising inflation. It is difficult to accurately predict the pace at which interest rates may continue to increase, the timing, frequency or magnitude of any such increases, or when such increases might stop. Additionally, various economic and political factors could cause the Federal Reserve or another foreign central bank to change their approach in the future and such actions may result in an economic slowdown in the U.S. and abroad. Unexpected increases in interest rates could lead to market volatility or reduce liquidity in certain sectors of the market. Deteriorating economic fundamentals may, in turn, increase the risk of default or insolvency of particular issuers, negatively impact market value, cause credit spreads to widen, and reduce bank balance sheets. Any of these could cause an increase in market volatility, reduce liquidity across various markets or decrease confidence in the markets. Additionally, high public debt in the U.S. and other countries creates ongoing systemic and market risks and policymaking uncertainty.

In March 2023, the shutdown of certain financial institutions in the U.S. and questions regarding the viability of other financial institutions raised economic concerns over disruption in the U.S. and global banking systems. There can be no certainty that the actions taken by the U.S. or foreign governments will be effective in mitigating the effects of financial institution failures on the economy and restoring public confidence in the U.S. and global banking systems.

Some countries, including the U.S., have in recent years adopted more protectionist trade policies. Slowing global economic growth; risks associated with a trade agreement between the United Kingdom and the European Union; the risks associated with ongoing trade negotiations with China; and the possibility of changes to some international trade agreements; political or economic dysfunction within some nations, including major producers of oil; and dramatic changes in commodity and currency prices could have adverse effects that cannot be foreseen at the present time.

Tensions, war, or open conflict between nations, such as between Russia and Ukraine, in the Middle East or in eastern Asia could affect the economies of many nations, including the United States. The duration of ongoing hostilities in the Middle East and between Russia and Ukraine, and any sanctions and related events cannot be predicted. Those events present material uncertainty and risk with respect to markets globally and the performance of a Fund and its investments or operations could be negatively impacted.

Economists and others have expressed increasing concern about the potential effects of global climate change on property and security values. Certain issuers, industries and regions may be adversely affected by the

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impacts of climate change, including on the demand for and the development of goods and services and related production costs, and the impacts of legislation, regulation and international accords related to climate change, as well as any indirect consequences of regulation or business trends driven by climate change.

Redemption Risk

The Funds may experience periods of heavy redemptions that could cause the Funds to sell assets at inopportune times or at a loss or depressed value. Redemption risk is greater to the extent that one or more investors or intermediaries control a large percentage of investments in the Funds, have short investment horizons, or have unpredictable cash flow needs. A general rise in interest rates has the potential to cause investors to move out of fixed-income securities on a large scale, which may increase redemptions from mutual funds that hold large amounts of fixed-income securities. This, coupled with a reduction in the ability or willingness of dealers and other institutional investors to buy or hold fixed-income securities, may result in decreased liquidity and increased volatility in the fixed-income markets, and heightened redemption risk. Heavy redemptions, whether by a few large investors or many smaller investors, could hurt the Funds’ performance. This risk is heightened if the Fund invests in market securities, which are generally less liquid than the securities of U.S. and other developed markets. The sale of assets to meet redemption requests may create net capital gains or losses, which could cause the Funds to have to distribute substantial capital gains.

Sovereign and Quasi Sovereign Debt Risk

An investment in sovereign and quasi-sovereign debt obligations involves special risks not present in corporate debt obligations. Sovereign and quasi-sovereign debt securities. These investments are issued or guaranteed by a sovereign government or entity affiliated with or backed by a sovereign government. The issuer of the sovereign or quasi-sovereign debt that controls the repayment of the debt may be unable or unwilling to repay principal or interest when due, and the Funds may have limited recourse in the event of a default. In addition, these investments are subject to risk of payment delays or defaults due to (1) country cash flow problems, (2) insufficient foreign currency reserves, (3) political considerations, (4) large debt positions relative to the country’s economy, (5) policies toward foreign lenders or investors, (6) the failure to implement economic reforms required by the International Monetary Fund or other multilateral agencies, or (7) an inability or unwillingness to repay debts. It may be particularly difficult to enforce the rights of debt holders in frontier and emerging markets. A governmental entity that defaults on an obligation may request additional time in which to pay or receive further loans or may seek to restructure its obligations to reduce interest rates or outstanding principal. There is no legal process for collecting sovereign and quasi-sovereign debt that a government does not pay nor are there bankruptcy proceedings through which all or part of the sovereign debt that a governmental entity has not repaid may be collected. Sovereign and quasi-sovereign debt risk is increased for emerging and frontier markets issuers, which are among the largest debtors to commercial banks and foreign governments. At times, certain emerging market countries have declared moratoria on the payment of principal and interest on external debt. Certain emerging market countries have experienced difficulty in servicing their sovereign debt on a timely basis, which has led to defaults and the restructuring of certain indebtedness.

U.S. Government Securities and Government-Sponsored Enterprises Risk

A security backed by the U.S. Treasury or the full faith and credit of the United States is guaranteed only as to the timely payment of interest and principal when held to maturity. The market prices for such securities are not guaranteed and will fluctuate. Additionally, circumstances could arise that would prevent the payment of interest or principal. This could result in losses to the Fund. Investments in government-sponsored enterprises are debt obligations issued by agencies and instrumentalities of the U.S. Government. These obligations vary in the level of support they receive from the U.S. Government. They may be: (i) supported by the full faith and credit of the U.S. Treasury, such as those of the Government National Mortgage Association (‘‘Ginnie Mae’’); (ii) supported by the right of the issuer to borrow from the U.S. Treasury, such as those of the Federal Home Loan Bank and the Federal Farm Credit Banks; (iii) supported by the discretionary authority of the U.S. Government to purchase the agency obligations, such as those of Fannie Mae and Freddie Mac or (iv) supported only by the credit of the issuer, such as those of the Federal Farm Credit Bureau. The U.S. Government may choose not to provide financial support

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to U.S. Government-sponsored agencies or instrumentalities if it is not legally obligated to do so, in which case, if the issuer defaulted, to the extent the Funds hold securities of such issuers, it might not be able to recover its investment from the U.S. Government. U.S. government securities and securities of government-sponsored entities are also subject to credit risk, interest rate risk and market risk. The rising U.S. national debt may lead to adverse impacts on the value of U.S. government securities due to potentially higher costs for the U.S. government to obtain new financing.

U.S. Treasury Obligations Risk

The value of U.S. Treasury obligations may vary due to changes in interest rates. In addition, changes to the financial condition or credit rating of the U.S. government may cause the value of the Fund’s investments in obligations issued by the U.S. Treasury to decline. Certain political events in the U.S., such as a prolonged government shut down, may also cause investors to lose confidence in the U.S. government and may cause the value of U.S. Treasury obligations to decline.

Valuation Risk

This is the risk that a Fund has valued a security at a price different from the price at which it can be sold. This risk may be especially pronounced for investments, such as derivatives, which may be illiquid or which may become illiquid and for securities that trade in relatively thin markets and/or markets that experience extreme volatility. A Fund’s ability to value its investments in an accurate and timely manner may be impacted by technological issues and/or errors by third party service providers, such as pricing services or accounting agents. If market conditions make it difficult to value certain investments, SEC rules an applicable accounting protocols may require a Fund may value these investments using more subjective methods, such as fair-value methodologies. Investors who purchase or redeem Fund shares on days when a Fund is holding fair-valued securities may receive fewer or more shares, or lower or higher redemption proceeds, than they would have received if a Fund had not fair-valued the securities or had used a different valuation methodology. The value of foreign securities, certain fixed-income securities and currencies, as applicable, may be materially affected by events after the close of the markets on which they are traded, but before a Fund determines its NAV.

Variable and Floating Rate Securities Risk

The coupons on certain fixed-income securities in which a Fund may invest are not fixed and may fluctuate based upon changes in market rates. The coupon on a floating rate security is generally based on an interest rate such as a money-market index, Secured Overnight Financing Rate (“SOFR”), LIBOR or a Treasury bill rate. Such securities are subject to interest rate risk and may fluctuate in value in response to interest rate changes if there is a delay between changes in market interest rates and the interest reset date for the obligation, or for other reasons. As short-term interest rates decline, the coupons on variable and floating rate securities typically decrease. Alternatively, during periods of rising interest rates, changes in the coupons of variable and floating rate securities may lag behind changes in market rates or may have limits on the maximum increases in the coupon rates. The value of variable and floating rate securities may decline if their coupons do not rise as much, or as quickly, as interest rates in general. Conversely, variable and floating rate securities will not generally increase in value if interest rates decline. Variable and floating rate securities are less effective at locking in a particular yield and are subject to credit risk. Certain types of floating rate instruments may also be subject to greater liquidity risk than other debt securities.

7. Federal Income and Excise Taxes

It is the policy of each Fund to qualify as a regulated investment company (“RIC”), by complying with all applicable provisions of Subchapter M of the Internal Revenue Code, as amended, and to make distributions of taxable income sufficient to relieve it from substantially all federal income and excise taxes. For federal income tax purposes, each Fund is treated as a single entity for the purpose of determining such qualification.

65

American Beacon Funds^SM

Notes to Financial Statements

January 31, 2024

The Funds do not have any unrecorded tax liabilities in the accompanying financial statements. Each of the tax years in the four year period ended January 31, 2024 remain subject to examination by the Internal Revenue Service. If applicable, the Funds recognize interest accrued related to unrecognized tax benefits in interest expense and penalties in “Other expenses” on the Statements of Operations.

The Funds may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on returns of income earned or gains realized or repatriated. Taxes are accrued and applied to net investment income, net realized capital gains and net unrealized appreciation (depreciation), as applicable, as the income is earned or capital gains are recorded.

Dividends are categorized in accordance with income tax regulations which may treat certain transactions differently than U.S. GAAP. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements.

The tax character of distributions paid were as follows:

	Developing World Income Fund				NIS Core Plus Bond Fund
	Year Ended January 31, 2024		Year Ended January 31, 2023		Year Ended January 31, 2024		Year Ended January 31, 2023
Distributions paid from:
Ordinary income*
R5 Class	$	4,421,167	$	2,892,344	$	-	$	-
Y Class		34,118,594		20,053,613		3,317		2,632
Investor Class		3,333,924		2,547,769		-		-
A Class		265,625		201,778		4,043		2,596
C Class		711,717		452,109		3,623		1,845
R6 Class		-		-		255,755		173,984
Long-term capital gains
R5 Class		-		1,139,483		-		-
Y Class		-		7,254,095		-		-
A Class		-		847,299		-		-
C Class		-		59,833		-		-
R6 Class		-		168,709		-		-
Total distributions paid	$	42,851,027	$	35,617,032	$	266,738	$	181,057

*For tax purposes, short-term capital gains are considered ordinary income distributions.

As of January 31, 2024, the components of distributable earnings (deficits) on a tax basis were as follows:

Fund	Tax Cost		Unrealized Appreciation		Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
Developing World Income	$	523,736,293	$	16,641,825	$	(72,471,671	)	$	(55,829,846	)
NIS Core Plus Bond		6,281,587		79,577		(262,133	)		(182,556	)

Fund	Net Unrealized Appreciation (Depreciation)			Undistributed Ordinary Income		Undistributed Long-Term Capital Gains		Accumulated Capital and Other (Losses)			Other Temporary Differences			Distributable Earnings
Developing World Income	$	(55,829,846	)	$	-	$	-	$	(64,091,324	)	$	-		$	(119,921,170	)
NIS Core Plus Bond		(182,556	)		17,034		-		(688,391	)		(14,919	)		(868,832	)

Financial reporting records are adjusted for permanent book/tax differences to reflect tax character. Financial records are not adjusted for temporary differences. The temporary differences between financial reporting and tax-basis reporting of unrealized appreciation (depreciation) are attributable primarily to the tax deferral of losses from wash sales, the tax deferral of late year losses, unused capital losses, premium amortization accruals, the tax deferral of losses from straddles, dividends payable, interest income recognized for tax purposes on defaulted bonds, and the realization for tax purposes of unrealized gains (losses) on certain derivative instruments

66

American Beacon Funds^SM

Notes to Financial Statements

January 31, 2024

Due to inherent differences in the recognition of income, expenses, and realized gains (losses) under U.S. GAAP and federal income tax regulations, permanent differences between book and tax reporting have been identified and appropriately reclassified on the Statements of Assets and Liabilities.

There were no permanent differences in the Funds as of January 31, 2024.

For federal income tax purposes, the Funds measure their capital loss carryforwards annually at January 31, their fiscal year end. Capital loss carryforwards retain their character as short-term and/or long-term and may be carried forward and applied against future capital gains with no expiration date.

As of January 31, 2024, the Funds had the following capital loss carryforwards:

Fund	Short-Term Capital Loss Carryforwards		Long-Term Capital Loss Carryforwards
Developing World Income	$	15,270,727	$	47,731,775
NIS Core Plus Bond		283,498		404,893

The Developing World Income Fund utilized $1,344,624 short-term capital loss carryforwards.

For NIS Core Plus Bond Fund, the ability to utilize capital loss carryforwards in the future could be limited under the Internal Revenue Code and related regulations based on the results of future transactions.

The Funds are permitted for tax purposes to defer into the next fiscal year qualified late year losses. Qualified late year capital losses are any capital losses incurred after October 31 through the Funds’ fiscal year end, January 31, 2023. Qualified late year ordinary losses are specified losses generally incurred after October 31 and ordinary losses incurred after December 31 through the end of the Funds’ fiscal year, January 31, 2024. For the year ended January 31, 2024, Developing World Income Fund deferred $1,088,822 in ordinary loss to February 1, 2024.

8. Investment Transactions

The aggregate cost of purchases and proceeds from sales and maturities of investments, other than short-term obligations, for the year ended January 31, 2024 were as follows:

Fund	Purchases (non-U.S. Government Securities)		Purchases of U.S. Government Securities		Sales (non-U.S. Government Securities)		Sales of U.S. Government Securities
Developing World Income	$	176,565,805	$	-	$	99,641,319	$	-
NIS Core Plus Bond		3,222,112		5,358,484		3,167,872		5,387,995

A summary of the Funds’ transactions in the USG Select Fund for the year ended January 31, 2024 were as follows:

Fund	Type of Transaction		January 31, 2023 Shares/Fair Value		Purchases		Sales		January 31, 2024 Shares/Fair Value
Developing World Income		Direct	$	24,495,667	$	246,183,106	$	249,877,318	$	20,801,455

9. Borrowing Arrangements

Effective November 10, 2023 (the “Effective Date”), the Funds, along with certain other funds managed by the Manager (“Participating Funds”), renewed a committed revolving line of credit (the “Committed Line”) agreement with State Street Bank and Trust Company (the “Bank”) to be used to facilitate portfolio liquidity. The

67

American Beacon Funds^SM

Notes to Financial Statements

January 31, 2024

maximum borrowing amount under the Committed Line is $100 million with interest at a rate equal to the higher of (a) Overnight Bank Funding Rate (“OBFR”) daily fluctuating rate per annum equal to 1.25% plus the sum of 0.10% or (b) the Federal Funds daily fluctuating rate per annum on amounts borrowed. Each of the Participating Funds paid a proportional amount of a quarterly commitment fee at a rate of 0.25% per annum on the unused portion of the Committed Line amount. The Committed Line expires November 8, 2024, unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement. Prior to the Effective Date, the maximum borrowing amount under the Committed Line was $100 million with an expiration date November 9, 2023.

On the Effective Date, the Funds, along with certain other Participating Funds managed by the Manager, also renewed an uncommitted discretionary demand revolving line of credit (the “Uncommitted Line”) agreement with the Bank to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Uncommitted Line is $100 million with interest at a rate equal to the higher of (a) OBFR daily fluctuating rate per annum equal to 1.25% plus the sum of 0.10% or (b) the Federal Funds daily fluctuating rate per annum on amounts borrowed on each outstanding loan. Each of the Participating Funds paid a proportional amount of a closing fee of $35,000 on the Effective Date. The Uncommitted Line expires November 8, 2024, unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement. Prior to the Effective Date, the maximum borrowing amount under the Uncommitted Line was $100 million with an expiration date November 9, 2023.

The Participating Funds paid administration, legal and arrangement fees, which are recognized as a component of “Loan expense” on the Statements of Operations, along with commitment fees, that have been allocated among the Participating Funds based on average daily net assets.

During the year ended January 31, 2024, the Funds did not utilize these facilities.

10. Capital Share Transactions

The tables below summarize the activity in capital shares for each Class of the Funds:

	R5 Class
	Year Ended January 31,
	2024						2023
Developing World Income Fund	Shares			Amount			Shares			Amount
Shares sold		2,091,954		$	14,181,508			4,715,478		$	33,404,625
Reinvestment of dividends		462,178			3,111,519			386,382			2,681,033
Shares redeemed		(1,690,584	)		(11,280,664	)		(4,285,243	)		(29,595,131	)
Redemption fees		-			2,873			-			21,436
Net increase in shares outstanding		863,548		$	6,015,236			816,617		$	6,511,963
	Y Class
	Year Ended January 31,
	2024						2023
Developing World Income Fund	Shares			Amount			Shares			Amount
Shares sold		28,671,288		$	193,270,124			19,169,843		$	135,775,314
Reinvestment of dividends		5,016,073			33,750,906			3,864,397			27,039,052
Shares redeemed		(21,663,089	)		(146,238,556	)		(27,553,889	)		(196,186,049	)
Redemption fees		-			21,954			-			143,583
Net increase (decrease) in shares outstanding		12,024,272		$	80,804,428			(4,519,649	)	$	(33,228,100	)
	Investor Class
	Year Ended January 31,
	2024						2023
Developing World Income Fund	Shares			Amount			Shares			Amount
Shares sold		3,181,244		$	21,519,206			2,450,057		$	17,680,039
Reinvestment of dividends		480,391			3,228,968			470,820			3,300,451
Shares redeemed		(3,761,879	)		(25,380,885	)		(4,108,014	)		(28,942,362	)
Redemption fees		-			2,380			-			19,286
Net (decrease) in shares outstanding		(100,244	)	$	(630,331	)		(1,187,137	)	$	(7,942,586	)

68

American Beacon Funds^SM

Notes to Financial Statements

January 31, 2024

	A Class
	Year Ended January 31,
	2024						2023
Developing World Income Fund	Shares			Amount			Shares			Amount
Shares sold		130,513		$	881,321			90,753		$	625,456
Reinvestment of dividends		36,459			245,336			35,907			255,424
Shares redeemed		(79,806	)		(540,366	)		(472,640	)		(3,447,449	)
Redemption fees		-			177			-			1,458
Net increase (decrease) in shares outstanding		87,166		$	586,468			(345,980	)	$	(2,565,111	)
	C Class
	Year Ended January 31,
	2024						2023
Developing World Income Fund	Shares			Amount			Shares			Amount
Shares sold		169,488		$	1,126,765			110,667		$	765,816
Reinvestment of dividends		105,254			704,230			88,347			614,492
Shares redeemed		(168,995	)		(1,129,154	)		(258,407	)		(1,776,595	)
Redemption fees		-			536			-			3,774
Net increase (decrease) in shares outstanding		105,747		$	702,377			(59,393	)	$	(392,513	)
	Y Class
	Year Ended January 31,
	2024						2023
NIS Core Plus Bond Fund	Shares			Amount			Shares			Amount
Shares sold		-		$	-			-		$	-
Reinvestment of dividends		-			-			-			-
Shares redeemed		-			-			-			-
Redemption fees		-			-			-			-
Net increase in shares outstanding		-		$	-			-		$	-
	A Class
	Year Ended January 31,
	2024						2023
NIS Core Plus Bond Fund	Shares			Amount			Shares			Amount
Shares sold		-		$	-			2,942		$	23,948
Reinvestment of dividends		111			936			22			183
Shares redeemed		-			-			-			-
Redemption fees		-			-			-			-
Net increase in shares outstanding		111		$	936			2,964		$	24,131
	C Class
	Year Ended January 31,
	2024						2023
NIS Core Plus Bond Fund	Shares			Amount			Shares			Amount
Shares sold		-		$	-			4,551		$	38,182
Reinvestment of dividends		136			1,145			10			87
Shares redeemed		-			-			-			-
Redemption fees		-			-			-			-
Net increase in shares outstanding		136		$	1,145			4,561		$	38,269
	R6 Class
	Year Ended January 31,
	2024						2023
NIS Core Plus Bond Fund	Shares			Amount			Shares			Amount
Shares sold		76,467		$	651,742			153,707		$	1,322,094
Reinvestment of dividends		11,419			95,903			5,345			46,156
Shares redeemed		(123,071	)		(1,058,145	)		(27,839	)		(240,839	)
Redemption fees		-			-			-			-
Net increase (decrease) in shares outstanding		(35,185	)	$	(310,500	)		131,213		$	1,127,411

11. Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Funds’ financial statements through this date.

69

American Beacon Developing World Income Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	R5 ClassA
	Year Ended January 31,
	2024			2023			2022			2021			2020
Net asset value, beginning of period	$	6.92		$	8.16		$	8.34		$	8.83		$	8.68
Income (loss) from investment operations:
Net investment income		0.68			0.61			0.68			0.57			0.76
Net gains (losses) on investments (both realized and unrealized)		0.00	C		(1.24	)		(0.20	)		(0.45	)		0.15
Total income (loss) from investment operations		0.68			(0.63	)		0.48			0.12			0.91
Less distributions:
Dividends from net investment income		(0.67	)		(0.44	)		(0.66	)		(0.27	)		(0.74	)
Distributions from net realized gains		-			-			-			-			-
Tax return of capitalB		-			(0.17	)		-			(0.34	)		(0.02	)
Total distributions		(0.67	)		(0.61	)		(0.66	)		(0.61	)		(0.76	)
Redemption fees added to beneficial interestsC		-			-			-			-			-
Net asset value, end of period	$	6.93		$	6.92		$	8.16		$	8.34		$	8.83
Total returnD		10.52	%		(7.50	)%		5.80	%		1.90	%		11.00	%
Ratios and supplemental data:
Net assets, end of period	$	52,304,497		$	46,282,796		$	47,897,191		$	67,157,974		$	71,344,608
Ratios to average net assets:
Expenses, before reimbursements and/or recoupments		1.09	%		1.12	%		1.06	%		1.09	%		1.11	%
Expenses, net of reimbursements and/or recoupments		1.09	%		1.12	%		1.06	%		1.09	%		1.16	%E
Net investment income, before expense reimbursements and/or recoupments		10.14	%		8.81	%		7.79	%		7.09	%		8.92	%
Net investment income, net of reimbursements and/or recoupments		10.14	%		8.81	%		7.79	%		7.09	%		8.87	%
Portfolio turnover rate		26	%		42	%		39	%		54	%		39	%

^A  Prior to February 28, 2020, the R5 Class was known as Institutional Class.

^B  Tax return of capital is calculated based on shares outstanding at the time of distribution.

^C  Amount represents less than $0.01 per share.

^D  Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

^E  Includes non-operating expenses consisting of loan interest expenses. The expenses, net of reimbursements or recoupments ratio excluding non-operating expenses is 1.15% for the year ended 2020.

See accompanying notes

70

American Beacon Developing World Income Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Y Class
	Year Ended January 31,
	2024			2023			2022			2021			2020
Net asset value, beginning of period	$	6.92		$	8.16		$	8.35		$	8.84		$	8.68
Income (loss) from investment operations:
Net investment income		0.67			0.61			0.65			0.58			0.77
Net gains (losses) on investments (both realized and unrealized)		(0.00	)B		(1.25	)		(0.19	)		(0.46	)		0.14
Total income (loss) from investment operations		0.67			(0.64	)		0.46			0.12			0.91
Less distributions:
Dividends from net investment income		(0.66	)		(0.43	)		(0.65	)		(0.27	)		(0.73	)
Distributions from net realized gains		-			-			-			-			-
Tax return of capitalA		-			(0.17	)		-			(0.34	)		(0.02	)
Total distributions		(0.66	)		(0.60	)		(0.65	)		(0.61	)		(0.75	)
Redemption fees added to beneficial interestsB		-			-			-			-			-
Net asset value, end of period	$	6.93		$	6.92		$	8.16		$	8.35		$	8.84
Total returnC		10.46	%		(7.55	)%		5.61	%		1.85	%		11.08	%
Ratios and supplemental data:
Net assets, end of period	$	389,293,148		$	305,728,868		$	397,300,935		$	310,325,331		$	303,866,061
Ratios to average net assets:
Expenses, before reimbursements and/or recoupments		1.15	%		1.17	%		1.13	%		1.14	%		1.19	%
Expenses, net of reimbursements and/or recoupments		1.15	%		1.17	%		1.13	%		1.14	%		1.22	%D
Net investment income, before expense reimbursements and/or recoupments		10.13	%		8.74	%		7.86	%		7.13	%		9.11	%
Net investment income, net of reimbursements and/or recoupments		10.13	%		8.74	%		7.86	%		7.13	%		9.08	%
Portfolio turnover rate		26	%		42	%		39	%		54	%		39	%

^A  Tax return of capital is calculated based on shares outstanding at the time of distribution.

^B  Amount represents less than $0.01 per share.

^C  Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

^D  Includes non-operating expenses consisting of loan interest expenses. The expenses, net of reimbursements or recoupments ratio excluding non-operating expenses is 1.21% for the year ended 2020.

See accompanying notes

71

American Beacon Developing World Income Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Investor Class
	Year Ended January 31,
	2024			2023			2022			2021			2020
Net asset value, beginning of period	$	6.91		$	8.15		$	8.33		$	8.82		$	8.67
Income (loss) from investment operations:
Net investment income		0.65			0.60			0.62			0.57			0.73
Net gains (losses) on investments (both realized and unrealized)		(0.00	)B		(1.25	)		(0.17	)		(0.47	)		0.15
Total income (loss) from investment operations		0.65			(0.65	)		0.45			0.10			0.88
Less distributions:
Dividends from net investment income		(0.64	)		(0.43	)		(0.63	)		(0.27	)		(0.71	)
Distributions from net realized gains		-			-			-			-			-
Tax return of capitalA		-			(0.16	)		-			(0.32	)		(0.02	)
Total distributions		(0.64	)		(0.59	)		(0.63	)		(0.59	)		(0.73	)
Redemption fees added to beneficial interestsB		-			-			-			-			-
Net asset value, end of period	$	6.92		$	6.91		$	8.15		$	8.33		$	8.82
Total returnC		10.19	%		(7.81	)%		5.47	%		1.56	%		10.71	%
Ratios and supplemental data:
Net assets, end of period	$	35,099,499		$	35,767,335		$	51,845,178		$	49,433,819		$	73,505,036
Ratios to average net assets:
Expenses, before reimbursements and/or recoupments		1.41	%		1.44	%		1.38	%		1.42	%		1.47	%
Expenses, net of reimbursements and/or recoupments		1.41	%		1.44	%		1.38	%		1.42	%		1.45	%D
Net investment income, before expense reimbursements and/or recoupments		9.77	%		8.38	%		7.50	%		6.77	%		8.77	%
Net investment income, net of reimbursements and/or recoupments		9.77	%		8.38	%		7.50	%		6.77	%		8.79	%
Portfolio turnover rate		26	%		42	%		39	%		54	%		39	%

^A  Tax return of capital is calculated based on shares outstanding at the time of distribution.

^B  Amount represents less than $0.01 per share.

^C  Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

^D  Includes non-operating expenses consisting of loan interest expenses. The expenses, net of reimbursements or recoupments ratio excluding non-operating expenses is 1.44% for the year ended 2020.

See accompanying notes

72

American Beacon Developing World Income Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	A Class
	Year Ended January 31,
	2024			2023			2022			2021			2020
Net asset value, beginning of period	$	6.92		$	8.15		$	8.34		$	8.83		$	8.65
Income (loss) from investment operations:
Net investment income		0.63			0.66			0.61			0.54			0.72
Net gains (losses) on investments (both realized and unrealized)		0.01			(1.30	)		(0.17	)		(0.45	)		0.18
Total income (loss) from investment operations		0.64			(0.64	)		0.44			0.09			0.90
Less distributions:
Dividends from net investment income		(0.64	)		(0.43	)		(0.63	)		(0.25	)		(0.70	)
Distributions from net realized gains		-			-			-			-			-
Tax return of capitalA		-			(0.16	)		-			(0.33	)		(0.02	)
Total distributions		(0.64	)		(0.59	)		(0.63	)		(0.58	)		(0.72	)
Redemption fees added to beneficial interestsB		-			-			-			-			-
Net asset value, end of period	$	6.92		$	6.92		$	8.15		$	8.34		$	8.83
Total returnC		9.98	%		(7.67	)%		5.32	%		1.50	%		10.89	%
Ratios and supplemental data:
Net assets, end of period	$	3,179,862		$	2,574,241		$	5,855,674		$	4,657,416		$	4,275,426
Ratios to average net assets:
Expenses, before reimbursements and/or recoupments		1.44	%		1.41	%		1.36	%		1.55	%		1.49	%
Expenses, net of reimbursements and/or recoupments		1.44	%		1.41	%		1.36	%		1.55	%		1.41	%D
Net investment income, before expense reimbursements and/or recoupments		9.79	%		8.28	%		7.62	%		6.65	%		8.53	%
Net investment income, net of reimbursements and/or recoupments		9.79	%		8.28	%		7.62	%		6.65	%		8.61	%
Portfolio turnover rate		26	%		42	%		39	%		54	%		39	%

^A  Tax return of capital is calculated based on shares outstanding at the time of distribution.

^B  Amount represents less than $0.01 per share.

^C  Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

^D  Includes non-operating expenses consisting of loan interest expenses. The expenses, net of reimbursements or recoupments ratio excluding non-operating expenses is 1.40% for the year ended 2020.

See accompanying notes

73

American Beacon Developing World Income Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	C Class
	Year Ended January 31,
	2024			2023			2022			2021			2020
Net asset value, beginning of period	$	6.88		$	8.11		$	8.30		$	8.79		$	8.64
Income (loss) from investment operations:
Net investment income		0.60			0.54			0.56			0.49			0.68
Net gains (losses) on investments (both realized and unrealized)		(0.01	)		(1.24	)		(0.18	)		(0.45	)		0.14
Total income (loss) from investment operations		0.59			(0.70	)		0.38			0.04			0.82
Less distributions:
Dividends from net investment income		(0.59	)		(0.38	)		(0.57	)		(0.24	)		(0.65	)
Distributions from net realized gains		-			-			-			-			-
Tax return of capitalA		-			(0.15	)		-			(0.29	)		(0.02	)
Total distributions		(0.59	)		(0.53	)		(0.57	)		(0.53	)		(0.67	)
Redemption fees added to beneficial interestsB		-			-			-			-			-
Net asset value, end of period	$	6.88		$	6.88		$	8.11		$	8.30		$	8.79
Total returnC		9.26	%		(8.41	)%		4.58	%		0.83	%		9.94	%
Ratios and supplemental data:
Net assets, end of period	$	8,609,551		$	7,880,681		$	9,775,702		$	10,651,100		$	12,599,753
Ratios to average net assets:
Expenses, before reimbursements and/or recoupments		2.17	%		2.18	%		2.12	%		2.14	%		2.18	%
Expenses, net of reimbursements and/or recoupments		2.17	%		2.18	%		2.12	%		2.14	%		2.19	%D
Net investment income, before expense reimbursements and/or recoupments		9.07	%		7.69	%		6.75	%		6.09	%		7.96	%
Net investment income, net of reimbursements and/or recoupments		9.07	%		7.69	%		6.75	%		6.09	%		7.95	%
Portfolio turnover rate		26	%		42	%		39	%		54	%		39	%

^A  Tax return of capital is calculated based on shares outstanding at the time of distribution.

^B  Amount represents less than $0.01 per share.

^C  Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

^D  Includes non-operating expenses consisting of loan interest expenses. The expenses, net of reimbursements or recoupments ratio excluding non-operating expenses is 2.17% for the year ended 2020.

See accompanying notes

74

American Beacon NIS Core Plus Bond Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Y Class
	Year Ended January 31,									September 10, 2020A to January 31, 2021
	2024			2023			2022
Net asset value, beginning of period	$	8.62		$	9.69		$	10.04		$	10.00
Income (loss) from investment operations:
Net investment income		0.32			0.25			0.18			0.06
Net gains (losses) on investments (both realized and unrealized)		(0.05	)		(1.06	)		(0.32	)		0.05
Total income (loss) from investment operations		0.27			(0.81	)		(0.14	)		0.11
Less distributions:
Dividends from net investment income		(0.33	)		(0.26	)		(0.21	)		(0.06	)
Distributions from net realized gains		-			-			-			(0.01	)
Total distributions		(0.33	)		(0.26	)		(0.21	)		(0.07	)
Net asset value, end of period	$	8.56		$	8.62		$	9.69		$	10.04
Total returnB		3.29	%		(8.31	)%		(1.43	)%		1.12	%C
Ratios and supplemental data:
Net assets, end of period	$	85,621		$	86,168		$	96,859		$	100,422
Ratios to average net assets:
Expenses, before reimbursements and/or recoupments		3.19	%		3.42	%		6.02	%E		15.81	%DE
Expenses, net of reimbursements and/or recoupments		0.53	%		0.53	%		0.53	%		0.53	%D
Net investment income (loss), before expense reimbursements and/or recoupments		1.17	%		(0.08	)%		(3.68	)%E		(13.85	)%DE
Net investment income, net of reimbursements and/or recoupments		3.83	%		2.81	%		1.81	%		1.43	%D
Portfolio turnover rate		132	%		114	%		127	%		103	%C

^A  Commencement of operations.

^B  Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

^C  Not annualized.

^D  Annualized.

^E  Includes non-recurring organization and offering costs.

See accompanying notes

75

American Beacon NIS Core Plus Bond Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	A Class
	Year Ended January 31,									September 10, 2020A to January 31, 2021
	2024			2023			2022
Net asset value, beginning of period	$	8.62		$	9.69		$	10.04		$	10.00
Income (loss) from investment operations:
Net investment income		0.30			0.24			0.15			0.05
Net gains (losses) on investments (both realized and unrealized)		(0.05	)		(1.07	)		(0.32	)		0.05
Total income (loss) from investment operations		0.25			(0.83	)		(0.17	)		0.10
Less distributions:
Dividends from net investment income		(0.31	)		(0.24	)		(0.18	)		(0.05	)
Distributions from net realized gains		-			-			-			(0.01	)
Total distributions		(0.31	)		(0.24	)		(0.18	)		(0.06	)
Net asset value, end of period	$	8.56		$	8.62		$	9.69		$	10.04
Total returnB		3.04	%		(8.54	)%		(1.68	)%		1.02	%C
Ratios and supplemental data:
Net assets, end of period	$	111,937		$	111,692		$	96,859		$	100,424
Ratios to average net assets:
Expenses, before reimbursements and/or recoupments		3.45	%		3.69	%		6.29	%E		16.22	%D E
Expenses, net of reimbursements and/or recoupments		0.78	%		0.78	%		0.78	%		0.78	%D
Net investment income (loss), before expense reimbursements and/or recoupments		0.91	%		(0.32	)%		(3.95	)%E		(14.26	)%D E
Net investment income, net of reimbursements and/or recoupments		3.58	%		2.59	%		1.56	%		1.18	%D
Portfolio turnover rate		132	%		114	%		127	%		103	%C

^A  Commencement of operations.

^B  Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

^C  Not annualized.

^D  Annualized.

^E  Includes non-recurring organization and offering costs.

See accompanying notes

76

American Beacon NIS Core Plus Bond Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	C Class
	Year Ended January 31,									September 10, 2020A to January 31, 2021
	2024			2023			2022
Net asset value, beginning of period	$	8.62		$	9.69		$	10.04		$	10.00
Income (loss) from investment operations:
Net investment income		0.24			0.18			0.08			0.02
Net gains (losses) on investments (both realized and unrealized)		(0.05	)		(1.07	)		(0.32	)		0.05
Total income (loss) from investment operations		0.19			(0.89	)		(0.24	)		0.07
Less distributions:
Dividends from net investment income		(0.25	)		(0.18	)		(0.11	)		(0.02	)
Distributions from net realized gains		-			-			-			(0.01	)
Total distributions		(0.25	)		(0.18	)		(0.11	)		(0.03	)
Net asset value, end of period	$	8.56		$	8.62		$	9.69		$	10.04
Total returnB		2.27	%		(9.22	)%		(2.41	)%		0.72	%C
Ratios and supplemental data:
Net assets, end of period	$	125,830		$	125,459		$	96,860		$	100,424
Ratios to average net assets:
Expenses, before reimbursements and/or recoupments		4.20	%		4.46	%		7.05	%E		16.93	%D E
Expenses, net of reimbursements and/or recoupments		1.53	%		1.53	%		1.53	%		1.53	%D
Net investment income (loss), before expense reimbursements and/or recoupments		0.16	%		(1.10	)%		(4.71	)%E		(14.97	)%D E
Net investment income, net of reimbursements and/or recoupments		2.83	%		1.83	%		0.81	%		0.43	%D
Portfolio turnover rate		132	%		114	%		127	%		103	%C

^A  Commencement of operations.

^B  Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

^C  Not annualized.

^D  Annualized.

^E  Includes non-recurring organization and offering costs.

See accompanying notes

77

American Beacon NIS Core Plus Bond Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	R6 Class
	Year Ended January 31,									September 10, 2020A to January 31, 2021
	2024			2023			2022
Net asset value, beginning of period	$	8.62		$	9.69		$	10.04		$	10.00
Income (loss) from investment operations:
Net investment income		0.33			0.26			0.19			0.06
Net gains (losses) on investments (both realized and unrealized)		(0.05	)		(1.06	)		(0.32	)		0.06
Total income (loss) from investment operations		0.28			(0.80	)		(0.13	)		0.12
Less distributions:
Dividends from net investment income		(0.34	)		(0.27	)		(0.22	)		(0.07	)
Distributions from net realized gains		-			-			-			(0.01	)
Total distributions		(0.34	)		(0.27	)		(0.22	)		(0.08	)
Net asset value, end of period	$	8.56		$	8.62		$	9.69		$	10.04
Total returnB		3.40	%		(8.22	)%		(1.33	)%		1.16	%C
Ratios and supplemental data:
Net assets, end of period	$	5,813,606		$	6,154,067		$	5,646,506		$	5,319,574
Ratios to average net assets:
Expenses, before reimbursements and/or recoupments		3.18	%		3.43	%		5.10	%E		10.98	%D E
Expenses, net of reimbursements and/or recoupments		0.43	%		0.43	%		0.43	%		0.43	%D
Net investment income (loss), before expense reimbursements and/or recoupments		1.18	%		(0.07	)%		(2.76	)%E		(9.01	)%D E
Net investment income, net of reimbursements and/or recoupments		3.93	%		2.93	%		1.91	%		1.54	%D
Portfolio turnover rate		132	%		114	%		127	%		103	%C

^A  Commencement of operations.

^B  Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

^C  Not annualized.

^D  Annualized.

^E  Includes non-recurring organization and offering costs.

See accompanying notes

78

American Beacon Funds^SM

Federal Tax Information

January 31, 2024 (Unaudited)

Certain tax information regarding the Funds is required to be provided to shareholders based upon the Funds’ income and distributions for the taxable year ended January 31, 2024. The information and distributions reported herein may differ from information and distributions taxable to the shareholders for the calendar year ended December 31, 2024.

The Funds designated the following items with regard to distributions paid during the fiscal year ended January 31, 2024. All designations are based on financial information available as of this annual report and, accordingly, are subject to change. For each item, it is the intention of the Funds to designate the maximum amount permitted under the Internal Revenue Code of 1986, as amended, and the regulations there under.

Corporate Dividends-Received Deduction:

Developing World Income	0.00	%
NIS Core Plus Bond	0.00	%

Qualified Dividend Income:

Developing World Income	0.00	%
NIS Core Plus Bond	0.00	%

Long-Term Capital Gain Distributions:

Developing World Income	$	0
NIS Core Plus Bond		0

Short-Term Capital Gain Distributions:

Developing World Income	$	0
NIS Core Plus Bond		0

Return of Capital Distributions:

Developing World Income	$	0
NIS Core Plus Bond		0

Shareholders will receive notification in January 2025 of the applicable tax information necessary to prepare their 2024 income tax returns.

79

Disclosure Regarding the Approval of Investment Advisory Agreement (Unaudited)

At its November 13, 2023 meeting, the Board of Trustees (the “Board”) of American Beacon Funds (the “Trust”) considered the approval of a new investment advisory agreement (the “New Agreement”) among American Beacon Advisors, Inc. (“Manager”), Global Evolution USA, LLC (“Global Evolution”), and the Trust, on behalf of the American Beacon Developing World Income Fund (the “Fund”). The Board was advised that Global Evolution was expected to undergo a change of control during the first quarter of 2024, and that the change in control would result in an assignment and the automatic termination of the existing investment advisory agreement among the Manager, Global Evolution and the Trust, on behalf of the Fund (the “Existing Agreement”).

Prior to the November 13, 2023 meeting, information was provided to the Board by Global Evolution and the Manager regarding the change of control and the New Agreement. In connection with its consideration of the New Agreement, the Board considered that the New Agreement would contain the same substantive terms and conditions as the Existing Agreement and that the services provided by Global Evolution to the Fund and the fee rates paid by the Fund to Global Evolution were not expected to change. The Board also considered that the individuals who currently provide portfolio management services to the Fund were expected to remain the same after the change of control. Therefore, the Board considered certain information provided in connection with its recent prior review of the Existing Agreement in determining whether to approve the New Agreement.

Based on the foregoing considerations, the Board, including a majority of Trustees who are not “interested persons” of the Funds, the Manager or Global Evolution, as that term is defined in the Investment Company Act of 1940, as amended, concluded that the approval of the New Agreement was in the best interests of the Fund and approved the New Agreement.

80

American Beacon Funds^SM

Results of Shareholder Meeting (Unaudited)

A special meeting of shareholders of each of the portfolios of the American Beacon Funds (the “Trust”) was held on October 27, 2023 to consider and vote on Proposal 1- Approval of New Management Agreement between American Beacon Advisors, Inc. (“American Beacon”) and the Trust and Proposal 2 – Approval of a New Investment Advisory Agreement between American Beacon and the American Beacon NIS Core Plus Bond Fund (the “Fund”), a portfolio in the Trust. At the meeting on October 27, 2023, a quorum was achieved for the American Beacon NIS Core Plus Bond Fund (the “NIS Bond Fund”), and the shareholders of the NIS Bond Fund approved a new Management Agreement and a new Investment Advisory Agreement between American Beacon and the Trust, with respect to the NIS Bond Fund, that became effective on the same date as a result of the change in control of American Beacon on December 29, 2023. Approval of each of these proposals required a majority of the outstanding voting securities of the NIS Bond Fund. At the same meeting on October 27, 2023, the American Beacon Developing World Income Fund (the “Developing World Fund”), a quorum was not present and therefore not enough votes in favor of the proposal. The meeting was adjourned to November 17, 2023. At the meeting on November 17, 2023, a quorum was achieved for the Developing World Fund and the shareholders of the Developing World Fund approved a new Management Agreement between American Beacon and the Trust, with respect to the Developing World Fund, that became effective on the same date as a result of the change in control of American Beacon on December 29, 2023. Approval of each of these proposals required a majority of the outstanding voting securities of the Developing World Fund.

The following are the results of the shareholder votes for the proposals:

Fund	For		Against		Abstain		Non-Voting
American Beacon NIS Core Plus Bond Fund – Proposal 1		500,000.00		–		–		-
American Beacon NIS Core Plus Bond Fund – Proposal 2		500,000.00		–		–		-
American Beacon Developing World Income Fund		31,545,059.85		344,232.62		2,474,733.41		31,299,940.34

81

Trustees and Officers of the American Beacon Funds^SM (Unaudited)

The Trustees and officers of the American Beacon Funds (the “Trust”) are listed below, together with their principal occupations during the past five years. The address of each person listed below is 220 East Las Colinas Boulevard, Suite 1200, Irving, Texas 75039. Each Trustee oversees twenty-eight funds in the fund complex that includes the Trust, the American Beacon Select Funds, and the American Beacon Institutional Funds Trust. The Trust’s Statement of Additional Information contains additional information about the Trustees and is available without charge by calling 1-800-658-5811.

Name, Age	Position, Term of Office and Length of Time Served with the Trust	Principal Occupation(s) During Past 5 Years and Current Directorships
INTERESTED TRUSTEES	Term
	Lifetime of Trust until removal, resignation or retirement*
Eugene J. Duffy (1954)**	Trustee since 2008	Managing Director, Global Investment Management Distribution, Mesirow Financial Administrative Corporation (2016-Present); Managing Director, Institutional Services, Intercontinental Real Estate Corporation (2014-2016); Trustee, American Beacon Select Funds (2008-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018–2021); Trustee, American Beacon Apollo Total Return Fund (2018–2021).
NON-INTERESTED TRUSTEES	Term
	Lifetime of Trust until removal, resignation or retirement*
Gilbert G. Alvarado (1969)	Trustee since 2015	Chief Financial Officer (2022-Present), The Conrad Prebys Foundation; President, SJVIIF, LLC, Impact Investment Fund (2018-2022); Director, Kura MD, Inc. (local telehealth organization) (2015-2017); Senior Vice President & CFO, Sierra Health Foundation (health conversion private foundation) (2006-2022); Senior Vice President & CFO, Sierra Health Foundation: Center for Health Program Management (California public benefit corporation) (2012-2022); Director, Sacramento Regional Technology Alliance (2011-2016); Director, Valley Healthcare Staffing (2017–2018); Trustee, American Beacon Select Funds (2015-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018–2021); Trustee, American Beacon Apollo Total Return Fund (2018–2021).
Joseph B. Armes (1962)	Trustee since 2015	Director, Switchback Energy Acquisition (2019-2021); Chairman & CEO, CSW Industrials f/k/a Capital Southwest Corporation (investment company) (2015-Present); Chairman of the Board of Capital Southwest Corporation, predecessor to CSW Industrials, Inc. (2014-2017) (investment company); President & CEO, JBA Investment Partners (family investment vehicle) (2010-Present); Director and Chair of Audit Committee, RSP Permian (oil and gas producer) (2013-2018); Trustee, American Beacon Select Funds (2015-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018–2021); Trustee, American Beacon Apollo Total Return Fund (2018–2021).
Gerard J. Arpey (1958)	Trustee since 2012	Partner, Emerald Creek Group (private equity firm) (2011-Present); Director, S.C. Johnson & Son, Inc. (privately held company) (2008-present); Director, The Home Depot, Inc. (2015-Present); Trustee, American Beacon Select Funds (2012-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018–2021); Trustee, American Beacon Apollo Total Return Fund (2018–2021).

82

Trustees and Officers of the American Beacon Funds^SM (Unaudited)

Name, Age	Position, Term of Office and Length of Time Served with the Trust	Principal Occupation(s) During Past 5 Years and Current Directorships
	Lifetime of Trust until removal, resignation or retirement*
Brenda A. Cline (1960)	Trustee since 2004 Chair since 2019 Vice Chair 2018	Chief Financial Officer, Treasurer and Secretary, Kimbell Art Foundation (1993-Present); Director, Tyler Technologies, Inc. (public sector software solutions company) (2014-Present); Director, Range Resources Corporation (oil and natural gas company) (2015-Present); Trustee, Cushing Closed-End and Open-End Funds (2017-2021); Chair, (2019-Present), Vice Chair (2018), Trustee (2004-Present), American Beacon Select Funds; Chair (2019-Present), Vice Chair (2018), Trustee (2017-Present), American Beacon Institutional Funds Trust; Chair (2019-2021), Vice Chair (2018), Trustee (2018-2021), American Beacon Sound Point Enhanced Income Fund (2018–2021); Chair (2019-2021), Vice Chair (2018), Trustee (2018-2021), American Beacon Apollo Total Return Fund (2018–2021).
Claudia A. Holz (1957)	Trustee since 2018	Independent Director, Blue Owl Capital, Inc. (2021-Present); Partner, KPMG LLP (1990–2017); Trustee, American Beacon Select Funds (2018-Present); Trustee, American Beacon Institutional Funds Trust (2018-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018–2021); Trustee, American Beacon Apollo Total Return Fund (2018–2021).
Douglas A. Lindgren (1961)	Trustee since 2018	Director, JLL Income Property Trust (2022-Present); CEO North America, Carne Global Financial Services (2016-2017); Consultant, Carne Financial Services (2017-2019); Managing Director, IPS Investment Management and Global Head, Content Management, UBS Wealth Management (2010-2016); Trustee, American Beacon Select Funds (2018-Present); Trustee, American Beacon Institutional Funds Trust (2018-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018–2021); Trustee, American Beacon Apollo Total Return Fund (2018–2021).
Barbara J. McKenna, CFA (1963)	Trustee since 2012	President/Managing Principal, Longfellow Investment Management Company (2005-Present, President since 2009); Member, External Diversity Council of the Federal Reserve Bank of Boston (2021-Present); Member, Federal Reserve Bank of Boston CEO Roundtable (2021-Present); Board Advisor, United States Tennis Association (2021-Present); Trustee, American Beacon Select Funds (2012-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018–2021); Trustee, American Beacon Apollo Total Return Fund (2018–2021).

83

Trustees and Officers of the American Beacon Funds^SM (Unaudited)

Name, Age	Position, Term of Office and Length of Time Served with the Trust	Principal Occupation(s) During Past 5 Years and Current Directorships
OFFICERS	Term
	One Year
Jeffrey K. Ringdahl (1975)	President since 2022 Vice President (2010-2022)	Director (2015-Present), President (2018-Present), Chief Executive Officer (2022-Present), Chief Operating Officer (2010-2022), Senior Vice President (2013-2018), American Beacon Advisors, Inc.; Director (2015-Present), President (2018-Present), Resolute Investment Holdings, LLC; Director (2015-Present), President (2018-Present), Resolute Topco, Inc.; Director (2015-Present), President (2018-Present), Resolute Acquisition, Inc.; Director (2015-Present), President (2018-Present), Chief Executive Officer (2022-Present); Chief Operating Officer (2018-2022), Resolute Investment Managers, Inc.; Director (2017-Present), President & Chief Executive Officer (2022-Present), Executive Vice President (2017-2022), Resolute Investment Distributors, Inc.; Director (2017-Present), President (2018-Present), Chief Executive Officer (2022-Present), Chief Operating Officer (2018-2022), Resolute Investment Services, Inc.; President (2022-Present), Senior Vice President (2017-2022), Manager (2015-Present), American Private Equity Management, L.L.C.; Trustee, American Beacon NextShares Trust (2015-2020); Director, Executive Vice President & Chief Operating Officer, Alpha Quant Advisors, LLC (2016-2020); Director, Shapiro Capital Management, LLC (2017-Present); Director and Executive Vice President, Continuous Capital, LLC (2018-2022); Director, RSW Investments Holdings LLC (2019-Present); Manager, SSI Investment Management, LLC (2019-Present); Director, National Investment Services of America, LLC (2019-Present); Director (2014-Present), President (2022-Present), Vice President (2014-2022), American Beacon Cayman Managed Futures Strategy Fund, Ltd.; Director (2018-Present), President (2022-Present), (Vice President (2018-2022), American Beacon Cayman TargetRisk Company, Ltd.; President (2022-Present); Vice President (2010-2022), Director and President, American Beacon Cayman Multi-Alternatives Company, Ltd.; (2023-Present); Director and President, American Beacon Cayman Trend Company, Ltd. (2023-Present); American Beacon Select Funds; President (2022-Present), Vice President (2017-2022), American Beacon Institutional Funds Trust; Vice President, American Beacon Sound Point Enhanced Income Fund (2018-2021); Vice President, American Beacon Apollo Total Return Fund (2018-2021).
Rosemary K. Behan (1959)	VP, Secretary and Chief Legal Officer since 2006	Senior Vice President (2021-Present), Vice President (2006-2021), Secretary and General Counsel (2006-Present), American Beacon Advisors, Inc.; Secretary, Resolute Investment Holdings, LLC (2015-Present); Secretary, Resolute Topco, Inc. (2015-Present); Secretary, Resolute Acquisition, Inc. (2015–Present); Senior Vice President (2021-Present), Vice President (2015-2021), Secretary and General Counsel (2015-Present), Resolute Investment Managers, Inc.; Secretary, Resolute Investment Distributors, Inc. (2017-Present); Senior Vice President (2021-Present), Vice President (2017-2021), Secretary and General Counsel (2017-Present), Resolute Investment Services, Inc.; Secretary, American Private Equity Management, L.L.C. (2008-Present); Secretary and General Counsel, Alpha Quant Advisors, LLC (2016-2020); Vice President and Secretary, Continuous Capital, LLC (2018-2022); Secretary, Green Harvest Asset Management (2019-2021); Secretary, American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2014-Present); Secretary, American Beacon Cayman TargetRisk Company, Ltd. (2018-Present); Secretary, American Beacon Cayman Multi-Alternatives Company, Ltd. (2023-Present); Secretary, American Beacon Cayman Trend Company, Ltd. (2023-Present); Chief Legal Officer, Vice President and Secretary, American Beacon Select Funds (2006-Present); Chief Legal Officer, Vice President and Secretary, American Beacon Institutional Funds Trust (2017-Present); Chief Legal Officer, Vice President and Secretary, American Beacon Sound Point Enhanced Income Fund (2018-2021); Chief Legal Officer, Vice President and Secretary, American Beacon Apollo Total Return Fund (2018-2021).

84

Trustees and Officers of the American Beacon Funds^SM (Unaudited)

Name, Age	Position, Term of Office and Length of Time Served with the Trust	Principal Occupation(s) During Past 5 Years and Current Directorships
Gregory J. Stumm (1981)	VP since 2022	Senior Vice President, American Beacon Advisors, Inc. (2022-Present); Senior Vice President, Resolute Investment Managers, Inc. (2022-Present); Director and Senior Vice President, Resolute Investment Distributors, Inc. (2022-Present); Senior Vice President, Resolute Investment Services, Inc. (2022-Present); Vice President, American Beacon Select Funds (2022-Present); Vice President, American Beacon Institutional Funds Trust (2022-Present).
Paul B. Cavazos (1969)	VP since 2016	Chief Investment Officer and Senior Vice President, American Beacon Advisors, Inc. (2016-Present); American Private Equity Management, L.L.C. (2017–Present); Vice President, American Beacon Select Funds (2016-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President, American Beacon Sound Point Enhanced Income Fund (2018-2021); Vice President, American Beacon Apollo Total Return Fund (2018-2021).
Erica Duncan (1970)	VP since 2011	Vice President, American Beacon Advisors, Inc. (2011-Present); Vice President, Resolute Investment Managers (2018-Present); Vice President, Resolute Investment Services, Inc. (2018-Present); Vice President, American Beacon Select Funds (2011-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President, American Beacon Sound Point Enhanced Income Fund (2018-2021); Vice President, American Beacon Apollo Total Return Fund (2018-2021).
Melinda G. Heika (1961)	VP since 2021	Senior Vice President (2021-Present), Treasurer and CFO (2010-Present), American Beacon Advisors, Inc.; Treasurer, Resolute Topco, Inc. (2015-Present); Treasurer, Resolute Investment Holdings, LLC. (2015-Present); Treasurer, Resolute Acquisition, Inc. (2015-Present); Senior Vice President (2021-Present), Treasurer and CFO (2017-Present), Resolute Investment Managers, Inc.; Senior Vice President (2021-Present); Treasurer and CFO (2017-Present), Resolute Investment Services, Inc.; Treasurer, American Private Equity Management, L.L.C. (2012-Present); Treasurer and CFO, Alpha Quant Advisors, LLC (2016-2020); Treasurer and CFO, Continuous Capital, LLC (2018-2022); Director (2014-Present), Vice President (2022-Present) and Treasurer (2014-2022), American Beacon Cayman Managed Futures Strategy Fund, Ltd.; Director and Vice President (2022-Present), and Treasurer(2018-2022), American Beacon Cayman TargetRisk Company, Ltd. (2018-Present); Director and Vice President, American Beacon Cayman Multi-Alternatives Company, Ltd. (2023-Present); Director and Vice President, American Beacon Cayman Trend Company, Ltd. (2023-Present) Principal Accounting Officer and Treasurer (2010-2021); American Beacon Funds; Vice President (2021-Present), Principal Accounting Officer (2017-2021) and Treasurer (2010-2021), American Beacon Select Funds; Vice President (2021–Present), Principal Accounting Officer and Treasurer (2017-2021), American Beacon Institutional Funds Trust; Vice President (2021), Principal Accounting Officer and Treasurer (2018-2021), American Beacon Sound Point Enhanced Income Fund; Vice President (2021), Principal Accounting Officer and Treasurer, American Beacon Apollo Total Return Fund (2018-2021).

85

Trustees and Officers of the American Beacon Funds^SM (Unaudited)

Name, Age	Position, Term of Office and Length of Time Served with the Trust	Principal Occupation(s) During Past 5 Years and Current Directorships
Terri L. McKinney (1963)	VP since 2010	Senior Vice President (2021-Present), Vice President (2009-2021), American Beacon Advisors, Inc.; Senior Vice President (2021–Present); Vice President (2017-2021), Resolute Investment Managers, Inc.; Senior Vice President (2021-Present), Vice President (2018-2021), Resolute Investment Services, Inc; Vice President, Alpha Quant Advisors, LLC (2016-2020); Vice President, Continuous Capital, LLC (2018-2022); Vice President, American Beacon Select Funds (2010-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President, American Beacon Sound Point Enhanced Income Fund (2018-2021); Vice President, American Beacon Apollo Total Return Fund (2018-2021).
Samuel J. Silver (1963)	VP since 2011	Vice President (2011-Present), Chief Fixed Income Officer (2016-Present), American Beacon Advisors, Inc.; Vice President, American Beacon Select Funds (2011-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President, American Beacon Sound Point Enhanced Income Fund (2018-2021); Vice President, American Beacon Apollo Total Return Fund (2018-2021).
Christina E. Sears (1971)	Chief Compliance Officer since 2004	Chief Compliance Officer (2004-Present), Vice President (2019-Present); American Beacon Advisors, Inc.; Vice President, Resolute Investment Managers, Inc. (2017-Present); Vice President, Resolute Investment Distributors (2017-Present); Vice President, Resolute Investment Services, Inc. (2019-Present); Chief Compliance Officer, American Private Equity Management, L.L.C. (2012-Present); Chief Compliance Officer, Green Harvest Asset Management, LLC (2019-2021); Chief Compliance Officer, RSW Investments Holdings, LLC (2019-Present); Vice President (2016-2020), Alpha Quant Advisors, LLC; Vice President (2018-2022), Continuous Capital, LLC; Assistant Secretary, American Beacon Funds (1999-Present); Chief Compliance Officer (2004-Present) and Assistant Secretary (1999-Present), American Beacon Select Funds; Chief Compliance Officer and Assistant Secretary, American Beacon Institutional Funds Trust (2017-Present); Chief Compliance Officer and Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-2021); Chief Compliance Officer and Assistant Secretary, American Beacon Apollo Total Return Fund (2018-2021).
Sonia L. Bates (1956)	Principal Accounting Officer and Treasurer since 2021	Vice President, Fund and Tax Reporting (2023-Present), Director, Fund and Tax Reporting (2011-2023), Resolute Investment Services, Inc.; Assistant Treasurer, American Private Equity Management, L.L.C. (2012-Present); Treasurer, American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2022-Present); Treasurer (2022-Present), Assistant Treasurer (2018-2022), American Beacon Cayman TargetRisk Company, Ltd.; Treasurer, American Beacon Cayman Multi-Alternatives Company, Ltd. (2023-Present); Treasurer, American Beacon Cayman Trend Company, Ltd. (2023-Present); Assistant Treasurer, American Beacon Funds (2011-2021); Principal Accounting Officer and Treasurer (2021-Present), Assistant Treasurer (2011-2021), American Beacon Select Funds; Principal Accounting Officer and Treasurer (2021-Present), Assistant Treasurer (2017-2021), American Beacon Institutional Funds Trust; Principal Accounting Officer and Treasurer (2021), Assistant Treasurer (2018-2021), American Beacon Sound Point Enhanced Income Fund; Principal Accounting Officer and Treasurer (2021), Assistant Treasurer (2018-2021), American Beacon Apollo Total Return Fund.

86

Trustees and Officers of the American Beacon Funds^SM (Unaudited)

Name, Age	Position, Term of Office and Length of Time Served with the Trust	Principal Occupation(s) During Past 5 Years and Current Directorships
Shelley L. Dyson (1969)	Assistant Treasurer since 2021	Fund Tax Manager (2020-Present), Manager, Tax (2014-2020), Resolute Investment Services, Inc.; Assistant Treasurer American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2022-Present); Assistant Treasurer, American Beacon Cayman TargetRisk Company, Ltd. (2022-Present); Assistant Treasurer, American Beacon Cayman Multi-Alternatives Company, Ltd. (2023-Present); Assistant Treasurer, American Beacon Cayman Trend Company, Ltd. (2023-Present); Assistant Treasurer, American Beacon Select Funds (2021-Present); Assistant Treasurer, American Beacon Institutional Funds Trust (2021-Present); Assistant Treasurer, American Beacon Sound Point Enhanced Income Fund (2021); Assistant Treasurer, American Beacon Apollo Total Return Fund (2021).
Shelley D. Abrahams (1974)	Assistant Secretary since 2008	Corporate Governance Manager (2023-Present), Senior Corporate Governance & Regulatory Specialist (2020-2023), Corporate Governance & Regulatory Specialist (2017-2020), Resolute Investment Services, Inc.; Assistant Secretary, American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2022-Present); Assistant Secretary, American Beacon Cayman TargetRisk Company, Ltd. (2022-Present); Assistant Secretary, American Beacon Cayman Multi-Alternatives Company, Ltd. (2023-Present); Assistant Secretary, American Beacon Cayman Trend Company, Ltd. (2023-Present); Assistant Secretary, American Beacon Select Funds (2008-Present); Assistant Secretary, American Beacon Institutional Funds Trust (2017-Present); Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-2021); Assistant Secretary, American Beacon Apollo Total Return Fund (2018-2021).
Rebecca L. Harris (1966)	Vice President since 2022	Senior Vice President (2021-Present), Vice President (2011-2021), American Beacon Advisors, Inc.; Senior Vice President (2021-Present), Vice President (2017-2021), Resolute Investment Managers, Inc.; Senior Vice President (2021-Present), Vice President (2015-Present), Resolute Investment Services; Vice President, Alpha Quant Advisors, LLC (2016-2020); Vice President (2018-Present), Director (2022) Continuous Capital, LLC; Director, National Investment Services of America, LLC (2022-Present); Director, RSW Investments Holdings LLC (2022-Present); Director Shapiro Capital Management LLC (2022-Present); Director, SSI Investment Management LLC (2022-Present); Assistant Secretary, American Beacon Funds (2010-2022); Vice President (2022-Present), Assistant Secretary (2010-2022), American Beacon Select Funds; Vice President (2022-Present), Assistant Secretary (2017-2022), American Beacon Institutional Funds Trust; Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-2021); Assistant Secretary, American Beacon Apollo Total Return Fund (2018-2021).
Teresa A. Oxford (1958)	Assistant Secretary since 2015	Assistant Secretary and Associate General Counsel, American Beacon Advisors, Inc. (2015-Present); Assistant Secretary, Resolute Investment Distributors (2018-2021); Assistant Secretary and Associate General Counsel, Resolute Investment Managers, Inc. (2017-Present); Assistant Secretary and Associate General Counsel, Resolute Investment Services (2018-Present); Assistant Secretary, Alpha Quant Advisors, LLC (2016-2020); Assistant Secretary, Continuous Capital, LLC (2020-2022); Assistant Secretary, American Beacon Select Funds (2015-Present); Assistant Secretary, American Beacon Institutional Funds Trust (2017-Present); Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-2021); Assistant Secretary, American Beacon Apollo Total Return Fund (2018-2021).

^* As of 11/12/2014, the Board adopted a retirement plan that requires Trustees to retire no later than the last day of the calendar year in which they reach the age of 75.

** Mr. Duffy is being deemed to be an “interested person” of the Trust, as defined by the Investment Company Act of 1940, as amended, by virtue of his position with Mesirow Financial, Inc., a broker-dealer.

87

American Beacon Funds^SM

Privacy Policy

January 31, 2024 (Unaudited)

The American Beacon Funds recognize and respect the privacy of our shareholders. We are providing this notice to you so you will understand how shareholder information may be collected and used.

We may collect nonpublic personal information about you from one or more of the following sources:

• information we receive from you on applications or other forms;

• information about your transactions with us or our service providers; and

• information we receive from third parties.

We do not disclose any nonpublic personal information about our customers or former customers to anyone, except as permitted by law.

We restrict access to your nonpublic personal information to those employees or service providers who need to know that information to provide products or services to you. To ensure the confidentiality of your nonpublic personal information, we maintain safeguards that comply with federal standards.

88

Delivery of Documents

Shareholder reports are available online at www.americanbeaconfunds.com/reports. Please be advised that reports are no longer sent by mail. Instead, the reports are made available online, and you will be notified by mail each time a report is posted online. You will be provided with a website link to access the report. You may elect to receive all future reports in paper free of charge. You can request to continue receiving paper copies by calling 1-866-345-5954, or you may directly inform your financial intermediary. Detailed instructions are also included in your report notifications.

If you invest in the Fund through a financial institution, you may be able to receive the Fund’s regulatory mailings, such as the Prospectus, Annual Report and Semi-Annual Report, by e-mail. If you are interested in this option, please go to www.icsdelivery.com and search for your financial institution’s name or contact your financial institution directly.

To obtain more information about the Fund:

By E-mail:	On the Internet:
american_beacon.funds@ambeacon.com	Visit our website at www.americanbeaconfunds.com
By Telephone: Call (800) 658-5811	By Mail: American Beacon Funds P.O. Box 219643 Kansas City, MO 64121-9643
Availability of Quarterly Portfolio Schedules	Availability of Proxy Voting Policy and Records
In addition to the Schedule of Investments provided in each semi-annual and annual report, the Fund files a complete schedule of its portfolio holdings with the Securities and Exchange Commission (“SEC”) on Form N-PORT as of the end of each fiscal quarter. The Fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov. The Forms N-PORT may also be reviewed and copied at the SEC’s Public Reference Section, 100 F Street, NE, Washington, D.C. 20549-2736. Information regarding the operation of the SEC’s Public Reference Room may be obtained by calling (800)-SEC-0330. A complete schedule of each Fund’s portfolio holdings is also available at www.americanbeaconfunds.com approximately twenty days after the end of each month.	A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available in the Fund’s Statement of Additional Information, is available free of charge on the Fund’s website www.americanbeaconfunds.com and by calling 1-800-967-9009 or by accessing the SEC’s website at www.sec.gov. The Fund’s proxy voting record for the most recent year ended June 30 is filed annually with the SEC on Form N-PX. The Fund’s Forms N-PX are available on the SEC’s website at www.sec.gov. The Fund’s proxy voting record may also be obtained by calling 1-800-967-9009.

Fund Service Providers:

CUSTODIAN State Street Bank and Trust Company Boston, Massachusetts TRANSFER AGENT SS&C GIDS, Inc Solutions, Inc. Quincy, Massachusetts INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM PricewaterhouseCoopers LLP Boston, Massachusetts DISTRIBUTOR Resolute Investment Distributors, Inc. Irving, Texas

This report is prepared for shareholders of the American Beacon Funds and may be distributed to others only if preceded or accompanied by a current Prospectus or Summary Prospectus.

American Beacon Funds, American Beacon Developing World Income Fund and American Beacon NIS Core Plus Bond Fund are service marks of American Beacon Advisors, Inc.

AR 01/24

ITEM 2. CODE OF ETHICS.

The registrant adopted a code of ethics (the “Code”) that applies to the registrant’s principal executive officer and principal financial officer. The registrant amended its code July 6, 2021 to remove two terminated investment companies and update the Principal Financial Officer. The registrant has not granted any waivers from the provisions of the Code during the period covered by the shareholder reports presented in Item 1. The Code is filed herewith as Exhibit 99.CODE ETH.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

The registrant’s Board of Trustees of the Trust has determined that Claudia Holz, a member of the Trust’s Audit and Compliance Committee, is the “audit committee financial expert” as defined in Form N-CSR. Ms. Claudia is considered “independent” as defined in Item 3 of Form N-CSR.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

The registrant has engaged its principal accountant to perform audit services, audit-related services, tax services and other services during the past two fiscal years. “Audit services” refer to performing an audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years. “Audit-related services” refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit. “Tax services” refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. “Other services” refer to all other fees category would consist of service related to internal control reviews, strategy, and other consulting, financial information systems design and implementation, consulting on other information systems, and other tax services unrelated to the registrant. The following table details the aggregate fees billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees, and all other fees by the principal accountant.

(a)

Audit Fees	Fiscal Year Ended
$139,800		1/31/2023
$140,044		1/31/2024

(b)

Audit Related Fees	Fiscal Year Ended
$0		1/31/2023
$0		1/31/2024

(c)

Tax Fees (1)	Fiscal Year Ended
$ 18,425		1/31/2023
$27,900		1/31/2024

(d)

All Other Fees	Fiscal Year Ended
$0		1/31/2023
$0		1/31/2024

⁽¹⁾  “Tax Fees” are the aggregate fees billed for professional services for tax advice, tax compliance, tax planning, filing assistance for EU reclaims and PFIC tax services. These fees include international, federal, state, and excise tax reviews.

(e)(1) Pursuant to its charter, the Trust’s Audit and Compliance Committee shall have the following duties and powers pertaining to pre-approval of audit and non-audit services provided by the registrant’s principal accountant:

- to approve, prior to appointment, the engagement of auditors to annually audit and provide their opinion on the Trusts’ financial statements, and, in connection therewith, reviewing and evaluating matters potentially affecting the independence and capabilities of the auditors;

- to approve, prior to appointment, the engagement of the auditors to provide non-audit services to the Trusts, an investment adviser to any series of the Trusts or any entity controlling, controlled by, or under common control with an investment adviser (“adviser affiliate”) that provides ongoing services to the Trusts, if the engagement relates directly to the operations and financial reporting of the Trusts;

- to consider whether the non-audit services provided by a Trust’s auditor to an investment adviser or any adviser affiliate that provides ongoing services to a series of the Trusts, which services were not pre-approved by the Committee, are compatible with maintaining the auditor’s independence;

- to review the arrangements for and scope of the annual audit and any special audits; and

- to review and approving the fees proposed to be charged to the Trusts by the auditors for each audit and non-audit service.

The Audit and Compliance Committee may delegate any portion of its authority, including the authority to grant pre-approvals of audit and permitted non-audit services, to a subcommittee of one or more members. Any decisions of the subcommittee to grant pre-approvals shall be presented to the full audit committee at its next regularly scheduled meeting.

(e)(2) None of the fees disclosed in paragraphs (b) through (d) above were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) Not applicable.

(g) Aggregate Non-Audit Fees for Services Rendered to the:

Registrant	Adviser		Adviser’s Affiliates Providing Ongoing Services to Registrant	Fiscal Year Ended
$18,425	$	0	N/A		1/31/2023
$ 27,900	$	32,969	N/A		1/31/2024

(h) Not applicable.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable.

ITEM 6. SCHEDULE OF INVESTMENTS.

(a) The schedules of investments for each series of the Trust are included in the shareholder reports presented in Item 1.

(b) Not applicable.

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable.

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

The registrant has made no material changes to the procedures by which shareholders may recommend nominees to the Trust’s Board of Trustees.

ITEM 11. CONTROLS AND PROCEDURES.

(a) The registrant’s principal executive officer and principal financial officer have reviewed the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended) as of a date within 90 days of the filing of this report as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based upon their review, such officers have concluded that the registrant’s disclosure controls and procedures are effective in ensuring that information required to be disclosed in the report is appropriately recorded, processed, summarized and reported and made know to them by others within the registrant and by the registrant’s service provider.

(b) The registrant’s principal executive officer and principal financial officer are aware of no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

ITEM 12 DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGMENT INVESTMENT COMPANIES.

Not Applicable.

ITEM 13. EXHIBITS.

(a)(1) Filed herewith as EX-99.CODE ETH.

(a)(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is attached hereto as EX-99.CERT.

(a)(3) Not applicable.

(a)(4) Not applicable.

(b) The certifications of each principal executive officer and principal financial officer pursuant to Rule 30a-2(b) under the Investment Company Act of 1940, as amended, (17 CFR 270.30a-2(b), Rule 13a-14(b) or Rule 15d-14(b)) are attached hereto as EX-99.906CERT.

SIGNATURES

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

(Registrant): American Beacon Funds

By	/s/ Jeffrey K. Ringdahl
Jeffrey K. Ringdahl
President
American Beacon Funds
Date: April 4, 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/ Jeffrey K. Ringdahl
Jeffrey K. Ringdahl
President
American Beacon Funds
Date: April 4, 2024

By	/s/ Sonia L. Bates
Sonia L. Bates
Chief Accounting Officer and Treasurer
American Beacon Funds
Date: April 4, 2024