UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14C

(Rule 14c-101)

Schedule 14C Information

Information Statement Pursuant to Section 14(c)
of the Securities Exchange Act of 1934 (Amendment No. )

Check the appropriate box:
x	Preliminary Information Statement
o	Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2))
o	Definitive Information Statement
	The RBB Fund, Inc.
	(Name of Registrant As Specified In Its Charter)
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o	Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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THE RBB FUND, INC.

S1 FUND

Bellevue Park Corporate Center

103 Bellevue Parkway

Wilmington, DE 19809

[ ], 2013

Dear Shareholder:

This letter is being provided to shareholders of the S1 Fund (the “Fund”), a portfolio of The RBB Fund, Inc. (the “Company”), to notify shareholders of the addition of two new sub-advisers for the Fund.

Simple Alternatives, LLC (“Simple Alternatives”) and the Company are required to furnish shareholders with information about new sub-advisers and sub-advisory agreements. This notification is a condition of an exemptive order that Simple Alternatives and the Company received from the Securities and Exchange Commission permitting Simple Alternatives, as the Fund’s investment adviser, to hire new sub-advisers or make changes to existing sub-advisory agreements with the approval of the Company’s board of directors, but without obtaining approval of the Fund’s shareholders.

The enclosed “Information Statement” provides information relating to the addition of the Fund’s new sub-advisers. The addition of these new sub-advisers as described in the Information Statement does not require shareholder approval. You have previously been provided with the Fund’s prospectus reflecting the addition of the new sub-advisers.

Please take a few minutes to review the attached materials. Thank you for your investment in the S1 Fund.

Best regards,


Salvatore Faia
President
The RBB Fund, Inc., on behalf of the S1 Fund

IMPORTANT NOTICE REGARDING THE
AVAILABILITY OF INFORMATION STATEMENT

The Information Statement is available at www.S1Fund.com

THE RBB FUND, INC.

S1 FUND

Bellevue Park Corporate Center

103 Bellevue Parkway

Wilmington, DE 19809

INFORMATION STATEMENT

[ ], 2013

This Information Statement is being provided to the shareholders of the S1 Fund (the “Fund”), a portfolio of The RBB Fund, Inc. (the “Company”), to provide information regarding sub-advisory agreements recently entered into by Simple Alternatives, LLC (the “Adviser”) with each of Garelick Capital Partners, L.P. (“Garelick”) and Sonica Capital LLC (“Sonica” and, together with Garelick, the “New Sub-Advisers”). THIS INFORMATION STATEMENT DOES NOT RELATE TO A MEETING OF THE FUND’S SHAREHOLDERS OR TO ANY ACTION BY SHAREHOLDERS. WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQESTED NOT TO SEND US A PROXY.

Background

The Company is an open-end management investment company organized as a corporation under the laws of the State of Maryland. The Company currently consists of 17 separate portfolio series, including the Fund.

The Fund seeks to provide long-term capital appreciation with an emphasis on absolute (positive) returns and low correlation to traditional financial market indices such as the S&P 500® Index. The Fund utilizes a multi-manager approach whereby the Fund’s assets are allocated to one or more sub-advisers (“Sub-Advisers”) in percentages determined at the discretion of the Adviser. The Adviser also manages a portion of the Fund’s assets and monitors Sub-Adviser trading with the dual objectives of maximizing each Sub-Adviser’s investment flexibility and assuring that the Fund as a whole complies with investment restrictions.

In addition to the New Sub-Advisers, the Fund’s Sub-Advisers consist of the following, existing Sub-Advisers: Roaring Blue Lion Capital Management, LLC (“Blue Lion”), Courage Capital Management, LLC (“Courage Capital”), Lauren Templeton Capital Management, LLC (“LT”), Maerisland Capital, LLC (“Maerisland”) and Starwood Real Estate Securities, LLC (“SRES”). As of the date of this Information Statement, the Fund’s assets allocated to Sub-Advisers are allocated among Blue Lion, Courage Capital, Garelick, LT, Maerisland, Sonica and SRES.

The strategies utilized by the Fund are hedge fund-type strategies and include absolute return strategies as well as strategies aimed at enhanced risk-adjusted returns. The strategies and investment techniques employed by the Sub-Advisers aim to produce absolute returns over a full market cycle while managing risk exposure.

The Adviser has primary responsibility for allocating Fund assets in a manner that attempts to diversify the Fund’s portfolio across multiple strategies and investment styles that the Adviser believes are complementary and, when combined, will produce enhanced risk-adjusted returns. The Adviser reviews a range of qualitative and quantitative factors when determining the allocations and reallocations to Sub-Advisers, including, but not limited to, each Sub-Adviser’s investment style, each Sub-Adviser’s historical performance and the characteristics of each Sub-Adviser’s allocated assets (including investment process and statistical analysis). The Adviser will allocate Fund assets among strategies of the Sub-Advisers that it believes offer the potential for attractive long-term investment returns individually and are expected to blend within the Fund’s portfolio so that the Fund will have low correlation and low volatility relative to the broader stock and bond markets. The Adviser may direct a Sub-Adviser to reduce or limit its investment in certain assets or asset classes in order to achieve the desired composition of the Fund’s overall portfolio. The Adviser retains the discretion to invest the Fund’s assets in securities and other instruments directly and may do so in certain circumstances, including pending allocation to a Sub-Adviser, to hedge against overall Fund exposure created by the Sub-Advisers, or to increase or reduce the Fund’s exposure to a particular issuer, sector, industry or general market risk, including interest rate risk.

Each Sub-Adviser is responsible for the day-to-day management of its allocated portion of Fund assets. The Adviser has ultimate responsibility, subject to the oversight of the Company’s board of directors (the “Board”), to oversee the Sub-Advisers, and to recommend their hiring, termination and replacement. The Fund pays the Adviser a monthly fee at an annual rate of 2.75% of the Fund’s average daily net assets. The addition of the New Sub-Advisers will not result in a change to the Adviser’s advisory fee.

The Fund currently offers one class of shares, I Shares. The Adviser has contractually agreed to forgo all or a portion of its advisory fee and/or reimburse expenses in an aggregate amount equal to the amount by which the total annual Fund operating expenses (other than acquired fund fees and expenses, short sale dividend expenses, brokerage commissions, litigation, extraordinary items, interest or taxes) exceed 2.95% of the Fund’s average daily net assets. This contractual limitation is in effect until at least December 31, 2014 and may not be terminated without Board approval. Because dividend expenses on short sales, acquired fund fees and expenses, brokerage commissions, litigation, extraordinary items, interest and taxes are excluded from the expense limitations, total annual Fund operating expenses (after fees forgone and expense reimbursements) are expected to exceed the applicable expense limitation. If at any time during the first three years the Fund’s Advisory Agreement with the Adviser is in effect, the Fund’s total annual Fund operating expenses for that year are less than 2.95%, the Adviser is entitled to reimbursement by the Fund of the advisory fees forgone and other payments remitted by the Adviser to the Fund during such three-year period if such reimbursement by the Fund does not cause the Fund to exceed existing expense limitations.

Garelick Capital Partners, L.P. and Sonica Capital LLC

At a regular meeting of the Board held on May 15, 2013 the directors, including a majority of those directors who are not “interested persons” of the Company (as such term is defined in the Investment Company Act of 1940, as amended (the “1940 Act”)) voting separately, approved a new sub-advisory agreement with respect to the Fund between the Adviser and Garelick (the “Garelick Agreement”). The Garelick Agreement became effective on June 12, 2013, but no assets were allocated to Garelick until [July 2, 2013]. At the same meeting, the directors, including a majority of those directors who are not interested persons of the Company voting separately, approved a new sub-advisory agreement with respect to the Fund between the Adviser and Sonica (the “Sonica Agreement” and, together with the Garelick Agreement, the “New Sub-Advisory Agreements”). The Sonica Agreement became effective on May 16, 2013, but no assets were allocated to Sonica until June 4, 2013.

The terms and conditions of the New Sub-Advisory Agreements are substantially the same as those of the existing sub-advisory agreements with the Fund’s other Sub-Advisers, except that the fee rate to be paid to the New Sub-Advisers under the New Sub-Advisory Agreements may differ from the fee rate charged by the Fund’s other Sub-Advisers pursuant to their respective sub-advisory agreements with the Adviser.

The New Sub-Advisory Agreements provide that each of Garelick and Sonica shall, subject to the supervision and oversight of the Adviser, manage the investment and reinvestment of such portion of the Fund’s assets as the Adviser may from time to time allocate to Garelick or Sonica for management (the “Sub-Advised Assets”). The New Sub-Advisers are to manage the Sub-Advised Assets in conformity with (i) the investment objective, policies and restrictions of the Fund set forth in the Fund’s prospectus and statement of additional information, as they may be amended from time to time, any additional policies or guidelines, including without limitation compliance policies and procedures, established by the Adviser, the Company’s Chief Compliance Officer, or by the Board that have been furnished in writing to the New Sub-Advisers, (ii) the asset diversification tests applicable to regulated investment companies as set forth in the Internal Revenue Code, (iii) written instructions and directions received from the Adviser or the Fund, and (iv) the requirements of the 1940 Act and Investment Advisers Act of 1940 (“Advisers Act”), and all other applicable federal and state laws governing the performance of the New Sub-Advisers’ duties under the New Sub-Advisory Agreements, all as may be in effect from time to time.

The New Sub-Advisory Agreements provide that, absent instructions from the Adviser or the officers of the Company, each New Sub-Adviser shall place orders pursuant to its determinations either directly with the issuer or with any broker and/or dealer or other person who deals in the securities in which the Fund is trading. In executing portfolio transactions and selecting brokers, dealers or other persons, each New Sub-Adviser shall use its best judgment to obtain the best overall terms available. In assessing the best overall terms available for any transaction, each New Sub-Adviser is to consider all factors it deems relevant, including the breadth of the market in the security, the price of the security, the financial condition and execution capability of the broker or dealer, and the reasonableness of the commission, if any,

both for the specific transaction and on a continuing basis. In evaluating the best overall terms available and in selecting the broker or dealer to execute a particular transaction, each New Sub-Adviser may also consider the brokerage and research services provided to the Fund and/or other accounts over which the New Sub-Adviser or an affiliate of that New Sub-Adviser exercises investment discretion. A broker or dealer providing brokerage and/or research services may receive a higher commission than another broker or dealer would receive for the same transaction.

The New Sub-Advisory Agreements provide that each New Sub-Adviser may, on occasions when it deems the purchase or sale of a security to be in the best interests of the Fund as well as other fiduciary or agency accounts managed by that New Sub-Adviser, aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best overall terms available and execution with respect to common and preferred stocks and the best net price and execution with respect to other securities. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by the New Sub-Adviser in the manner it considers to be most fair and equitable over time to the Fund and to its other accounts. In some instances, this procedure may adversely affect the size of the position obtainable for the Fund or the amount of the securities that are able to be sold for the Fund.

The New Sub-Advisory Agreements provide that each New Sub-Adviser, in connection with its rights and duties with respect to the Fund and the Company, shall use the care, skill, prudence, and diligence under the circumstances then prevailing that a prudent person, acting in a like capacity and familiar with such matters would use in the conduct of any enterprise of a like character and with like aims. The New Sub-Advisory Agreements provide that that each New Sub-Adviser shall not be liable for any loss arising out of any portfolio investment or disposition pursuant to the New Sub-Advisory Agreements, except a loss resulting from willful misfeasance, bad faith or gross negligence in the performance of its duties, or by reason of reckless disregard of its obligations and duties under the New Sub-Advisory Agreements.

The New Sub-Advisory Agreements provide that each New Sub-Adviser will indemnify the Adviser, the Company and the Fund against certain liabilities and expenses, except that the Adviser, the Company and the Fund shall not be indemnified for any liability or expenses that result from the Adviser’s willful misfeasance, bad faith, gross negligence or reckless disregard of its duties under the New Sub-Advisory Agreements.

The New Sub-Advisory Agreements also provide that the Adviser will indemnify the New Sub-Advisers against certain liabilities and expenses, except that the New Sub-Advisers shall not be indemnified for any liability or expenses that result from a New Sub-Adviser’s willful misfeasance, bad faith, gross negligence, or reckless disregard of its duties under the relevant New Sub-Advisory Agreement.

The Board or holders of a majority of the outstanding voting securities of the Fund may terminate each New Sub-Advisory Agreement upon 60 days’ written notice to the New Sub-Adviser. The Adviser may terminate each New Sub-Advisory Agreement immediately upon notice to the applicable New Sub-Adviser. In addition, the Garelick Agreement may be

terminated by Garelick upon 60 days’ written notice to the Adviser and the Fund and the Sonica Agreement may be terminated by Sonica upon 60 days’ written notice to the Adviser and the Fund. Each of the New Sub-Advisory Agreements terminates automatically in the event of an assignment (as defined in the 1940 Act), and terminates automatically upon termination of the Advisory Agreement.

The New Sub-Advisers receive fees from the Adviser for their services out of the fees that the Fund pays to the Adviser under the Advisory Agreement. The Fund pays no additional fees directly to the New Sub-Advisers. The Fund would have paid the same amount of advisory fees had the New Sub-Advisory Agreements been in effect during the last fiscal year.

Information About Garelick. Garelick is a registered investment adviser located at 2 International Place, 18th Floor, Boston, Massachusetts 02110 and was founded in May 2012. Garelick is majority-owned by Bruce Garelick, Managing Partner and Chief Information Officer, who is primarily responsible for directing the business and affairs of Garelick. Garelick will employ an equity long/short strategy with a focus on technology securities. The Fund is the only mutual fund for which Garelick provides advisory services.

Information About Sonica. Sonica is a registered investment adviser located at 400 Madison Avenue, 17th Floor, New York, New York 10017. Sonica is majority-owned by Alexander Fodor. Alexander Fodor is the founder, Chief Investment Officer and Managing Member of Sonica. Sonica employs a research-based long/short equity investment strategy, with a focus on equities of U.S companies with understandable business models.

Portfolio Managers. Bruce Garelick serves as portfolio manager for that portion of the assets of the Fund allocated to Garelick by the Adviser. Prior to forming Garelick, from 2005 until 2011, Mr. Garelick acted as Lead Technology Portfolio Manager for Adage Capital Management, LP, a Boston based equity hedge fund manager. Mr. Garelick earned his Bachelor of Arts degree from Vanderbilt University in 1992 and a Master’s in Business Administration degree from The Wharton School of the University of Pennsylvania in 1997.

Alexander Fodor serves as portfolio manager for that portion of the assets of the Fund allocated to Sonica by the Adviser. Mr. Fodor is responsible for both the day-to-day investment decisions and the long-term strategy of the Fund. Mr. Fodor has over 14 years of investment and equity research experience. From 2006 until founding Sonica in 2008, Mr. Fodor was at Izara Capital Management, LLC, where he headed the firm’s research, investment and coverage of equities in the consumer sector. Mr. Fodor holds a Masters of Business Administration degree from New York University and a Bachelor of Arts degree from Wesleyan University.

Principal Executive Officers and Directors (Garelick). Set forth below in alphabetical order is a list of each executive officer and director of Garelick indicating position(s) held with Garelick and other business, profession, vocation or employment of a substantial nature. The address of each individual is c/o Garelick at the address noted above.

Name	Position(s) Held with Garelick	Other Substantial Business, Profession, Vocation or Employment
John Donnelly	Senior Analyst and Associate Portfolio Manager	None
Robert Finneran	Chief Financial Officer and Chief Compliance Officer	None
Bruce Garelick	Managing Partner and Chief Investment Officer	None

Principal Executive Officers and Directors (Sonica). Set forth below in alphabetical order is a list of each executive officer and director of Sonica indicating position(s) held with Sonica and other business, profession, vocation or employment of a substantial nature. The address of each individual is c/o Sonica at the address noted above.

Name	Position(s) Held with Sonica	Other Substantial Business, Profession, Vocation or Employment
Alexander Fodor	Managing Member	None
Franklin Panoso	Chief Financial Officer and Chief Compliance Officer	None

Other Advisory Clients. Neither Garelick nor Sonica acts as investment adviser or sub-adviser to another registered investment company having a similar investment objective to that of the Fund.

Board’s Considerations in Approving the New Agreement. The Board, including a majority of those directors who are not “interested persons” of the Company (as such term is defined in the 1940 Act), approved the New Sub-Advisory Agreements at a meeting held on May 15, 2013 (the “Meeting”). In considering the approval of the New Sub-Advisory Agreements, the directors took into account all materials provided prior to and during the Meeting, the presentations made during the Meeting, and the discussions during the Meeting. Among other things, the directors considered, as applicable, (i) the nature, extent, and quality of services to be provided to the Fund by the New Sub-Advisers; (ii) descriptions of the experience and qualifications of the personnel providing those services; (iii) the New Sub-Advisers’ investment philosophies and processes; (iv) the New Sub-Advisers’ assets under management and client descriptions; (v) the New Sub-Advisers’ soft dollar commission and trade allocation policies, including information on the types of research and services obtained in connection with soft dollar commissions; (vi) the New Sub-Advisers’ proposed advisory fee arrangements with the Adviser and other similarly managed clients; (vii) the New Sub-Advisers’ compliance procedures; (viii) the New Sub-Advisers’ financial information and insurance coverage; (ix) the extent to which economies of scale are relevant to the Fund; (x) the expected impact on the profitability of the Adviser; and (xi) performance information provided by the New Sub-Advisers regarding similarly managed accounts.

The directors concluded that the New Sub-Advisers had substantial resources to provide services to the Fund. The directors also considered the sub-advisory fees payable to the New

Sub-Advisers under the New Sub-Advisory Agreements. In this regard, the directors noted, among other things, that the fees for the New Sub-Advisers were payable by the Adviser.

After reviewing the information regarding each New Sub-Adviser’s costs, profitability and economies of scale, and after considering the services to be provided by each New Sub-Adviser, the directors concluded that the investment advisory fees to be paid by the Adviser to each New Sub-Adviser were fair and reasonable.

Additional Information

Advisory and Sub-Advisory Fees. For the fiscal year ended August 31, 2012, after waivers, the Fund paid advisory fees to the Adviser of $1,145,311 and the Adviser paid sub-advisory fees to the Sub-Advisers in the aggregate amount of $655,002.

As of June 19, 2013 (the “Record Date”) the Company’s directors and officers as a group owned beneficially less than 1% of the outstanding shares of the Fund. For the fiscal year ended August 31, 2012, the Fund made no brokerage commission payments to affiliated persons.

Information about the Adviser. The Adviser is a professional investment management firm registered with the Securities and Exchange Commission under the Investment Advisers Act. The Adviser was established in October 2009. James Dilworth owns 100% of the voting securities of the Adviser. The Adviser is located at 90 Grove Street, Suite 205, Ridgefield, Connecticut 06877.

The list below shows each executive officer and manager of the Adviser indicating position(s) held with the Adviser and other business, profession, vocation or employment of a substantial nature. The address of each individual is c/o the Adviser at the address noted above.

Name	Position(s) Held with Simple Alternatives, LLC	Other Substantial Business, Profession, Vocation or Employment
James K. Dilworth	Managing Partner	None
Bruce MacDonald	Partner	None
Josh Kernan	Partner	None
PJ Rossi	Partner	None
Lelia Long	Chief Compliance Officer	Chief Compliance Officer at Pemberwick Investment Advisors, LLC; Director at Vigilant Compliance Services; Treasurer at The New Ireland Fund, Inc.

Information About Distributor and Administrator. BNY Mellon Asset Servicing (US), Inc., 301 Bellevue Parkway, Wilmington, Delaware 19809, serves as the Fund’s administrator

and Foreside Funds Distributors, LLC, 400 Berwyn Park, 899 Cassatt Road, Berwyn, Pennsylvania 19312, serves as the Fund’s principal underwriter.

Shareholder Reports. The Fund will furnish, without charge, copies of its February 28, 2013 semi-annual report and August 31, 2012 annual report to any shareholder upon request addressed to: S1 Fund, c/o BNY Mellon Investment Servicing (US) Inc., 4400 Computer Drive, Westborough, MA 01581

Share Ownership Information. This Information Statement is being provided to shareholders of record of the Fund as of the Record Date specified above. On such date, the Fund had 7,803,524.527 I Shares outstanding.

As of the Record Date, to the Company’s knowledge, the following named persons at the addresses shown below were owners of record of approximately 5% or more of the total outstanding shares of the Fund as indicated below:

Name of Fund	Shareholder Name and Address	Number and Percentage of Shares Owned as of Record Date
S1 Fund — Class I	Charles Schwab & Co Inc. Special Custody A/C FBO Customers Attn Mutual Funds 101 Montgomery Street San Francisco, CA 94104-4122	5,793,833.847	74.25	%

S1 Fund — Class I	TD Ameritrade Inc. For the Exclusive Benefit of Our Client PO BOX 2226 Omaha, NE 68103-2226	539,404.089	6.91	%

Procedures for Shareholder Communications with the Board. The Board will receive and review written correspondence from shareholders. Shareholders may address correspondence to individual directors or to the full Board at the Company’s principal business address. The Board or an individual director will respond to shareholder correspondence in a manner that the Board or director deems appropriate given the subject matter of the particular correspondence.

The Company maintains copies of all correspondence addressed to individual directors or the Board. Copies of all such correspondence are forwarded promptly to an individual director or the Board, as applicable. The Company responds to any correspondence in the nature of routine operational matters, such as routine account inquiries, on a timely basis, notwithstanding that the correspondence is addressed to an individual director or the Board, and communicates such response to the Board or director to whom the correspondence was addressed.

Shareholder Proposals. The Company does not intend to hold meetings of shareholders except to the extent that such meetings may be required under the 1940 Act or state law. Under the Company’s By-Laws, shareholders owning in the aggregate 10% of the outstanding shares of all classes of the Company have the right to call a meeting of shareholders to consider the removal of one or more directors. Shareholders who wish to submit proposals for inclusion in a proxy statement for a subsequent shareholder meeting should submit their written proposals to the Company at its principal office within a reasonable time before such meeting. The timely submission of a proposal does not guarantee its consideration at the meeting.