LSV Emerging Markets Equity

This information must be preceded or accompanied by a current prospectus. Investors should read the prospectus carefully before investing.

The average total net of fees return† of the LSV Emerging Markets Equity Fund, the benchmark MSCI Emerging Markets Index and the MSCI Emerging Markets Value Index for the trailing periods ending April 30, 2024 were as follows:

Institutional Class Shares performance as of 3/31/24: 19.51% (1-year), 5.14% (3 Year) and 7.07% (Since Inception). The performance data quoted represents past performance. Past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares when redeemed, may be worth more or less than their original cost and current performance may be lower or higher than the performance quoted. For performance data current to the most recent month end, please call 888-FUND-LSV (888-386-3578). Inception date 1/18/2019.

Despite concerns surrounding higher interest rates and geopolitical tensions, global equities rallied over the past six-month period, thanks to optimism regarding the potential for interest rate cuts from global central banks later in the year. Emerging market equities underperformed their developed market peers in the six months ending April 30th 2024 with The MSCI Emerging Markets Index was up 15.41% (in USD) versus the MSCI World Index gaining 20.30% (in USD). From a style perspective, emerging markets value stocks (as measured by the MSCI Indices) underperformed growth over the period—the MSCI Emerging Markets Value Index was up 14.74% while the MSCI Emerging Markets Growth Index was up 16.05% (both in USD). The LSV Emerging Markets Equity Fund, Institutional Class Shares, was up 19.16% for the period.

The Fund’s deeper value bias contributed positively to relative performance over the over the period despite the underperformance of ‘value’ as a style—as stocks that were cheap on the basis of forecasted earnings and cash flow basis, which we favor, performed well. Performance attribution further indicates that both stock selection and sector allocation contributed positively to portfolio relative returns for the period. Stock selection relative gains were largely the result of the outperformance of deep value names within Financials, Energy, and Materials. Within Financials, holdings in the Specialized Finance and Diversified Banks industries performed particularly well. Within Energy, holdings in Oil & Gas Exploration & Production, Integrated Oil & Gas, and Oil & Gas Storage & Transportation also added to relative returns. Within Materials not owning expensive stocks within Commodity Chemicals also added value while holdings in the Aluminum and Diversified Metals & Mining industries outperformed. On the negative side, stock selection detracted within Information Technology and Consumer Discretionary. From a sector perspective, relative gains modest and primarily the result of our overweight to Energy and underweight to Consumer Discretionary stocks.

Top contributors for the past six months included our overweight positions in Power Finance, REC Limited, Oil India, Oracle Financial Services Software, Gail (India), Kia Corp, PetroChina, Canara Bank, Coal India, and Amara Raja Energy & Mobility. Not owning Wuxi Biologics, Meituan, Netease, Yum China Holdings and BYD also added value. The main individual detractors included our overweight positions in Abu Qir Fertilizers & Chemical Industries, Lenovo Group, China Medical System Holdings, Krung Thai Bank Public, Zhongsheng Group Holdings, Origin Property, Vodacom Group, Minerva and Bangkok Bank Public Company. Not owning SK Hynix, Tencent, Reliance Industries, Bharti Airtel, Hyundai Motor and HLB Incorporated also detracted.

The Fund continues to trade at a significant discount to the overall market as well as to the value benchmark. The Fund is trading at 8.3x forward earnings compared to 13.0x for the MSCI Emerging Markets Index, 1.1x book value compared to 1.7x for the MSCI Emerging Markets Index and 6.1x cash flow compared to 10.7x for the MSCI Emerging Markets Index. Sector weightings are a result of our bottom-up stock selection process, subject to constraints at the sector and industry levels. The Fund is currently overweight Industrials, Energy and Financials while underweight the Consumer Discretionary, Communication Services and Information Technology sectors.

Our organization remains stable and our research team continues to pursue an active research agenda in which we are looking for better ways to measure value and identify signs of positive change. As always, we are focused on delivering the long-term results that our investors have come to expect from LSV and that we have delivered for clients since 1994.

This material represents the manager’s assessment of the portfolio and market environment at a specific point in time and should not be relied upon by the reader as research or investment advice. Investing involves risk including loss of principal. The information provided herein represents the opinion of the manager and is not intended to be a forecast of future events, a guarantee of future results or investment advice.

Forward earnings is not a forecast of the Fund’s future performance. Investing involves risk, including possible loss of principal. Investments in smaller companies typically exhibit higher volatility.

The MSCI Emerging Markets Index is a market capitalization weighted index designed to provide a broad measure of equity-market performance throughout the emerging markets.

The MSCI Emerging Markets Value Index captures large and mid-cap securities exhibiting overall value style characteristics across the emerging markets.

The MSCI Emerging Markets Growth Index captures large and mid-cap securities exhibiting overall growth style characteristics across the emerging markets.

Index Returns are for illustrative purposes only and do not represent actual fund performance. Index performance returns do not reflect any manage fees, transaction costs or expenses. Indexes are unmanaged and one cannot invest directly in an index. Past performance does not guarantee future results.

Sector Weightings †:

LOGO

† Percentages are based on total investments.


Schedule of Investments
LSV Emerging Markets Equity Fund
	Shares		Value (000)
Foreign Common Stock (95.5%)
Brazil (3.1%)
Banco do Brasil		48,600	$	258
Camil Alimentos		44,100		71
JBS		35,400		160
Telefonica Brasil		5,800		53
Vale		16,500		201
Vibra Energia		15,100		68

				811


Chile (0.7%)
Cencosud		83,100		142
Cia Cervecerias Unidas		6,200		38

				180


China (24.8%)
3SBio		89,000		71
Alibaba Group Holding		66,500		622
Anhui Conch Cement, Cl H		12,500		29
AviChina Industry & Technology, Cl H		195,000		84
BAIC Motor, Cl H		305,500		87
Baidu, Cl A*		6,240		81
Bank of China, Cl H		762,000		342
Bank of Communications, Cl H		208,000		150
Beijing Enterprises Holdings		22,500		72
China BlueChemical		302,000		96
China CITIC Bank, Cl H		263,000		154
China Coal Energy, Cl H		84,000		85
China Everbright		34,000		18
China Everbright Bank, Cl H		265,000		80
China Feihe		194,000		106
China Hongqiao Group		58,000		80
China Medical System Holdings		44,000		39
China Merchants Port Holdings		52,000		69


LSV Emerging Markets Equity Fund
	Shares		Value (000)
China (continued)
China Minsheng Banking, Cl H		254,000	$	93
China Nonferrous Mining		141,000		127
China Pacific Insurance Group, Cl H		39,000		85
China Petroleum & Chemical, Cl H		268,000		160
China Reinsurance Group, Cl H		740,000		53
China Resources Medical Holdings		121,000		64
China Suntien Green Energy, Cl H		88,000		36
China Tower, Cl H		554,000		65
China XLX Fertiliser		128,000		58
China Yongda Automobiles Services Holdings		98,000		27
CSPC Pharmaceutical Group		134,000		110
Far East Horizon		91,000		68
Guangzhou Baiyunshan Pharmaceutical Holdings, Cl H		22,000		58
Hengan International Group		15,000		50
Horizon Construction Development*		3,370		1
JOYY ADR		289		9
Kangji Medical Holdings		64,000		59
Kunlun Energy		92,000		89
Lenovo Group		224,000		252
Lonking Holdings		152,000		28
NetDragon Websoft Holdings		32,000		45
New China Life Insurance, Cl H		34,700		67
People’s Insurance Group of China, Cl H		310,000		102
PetroChina, Cl H		454,000		422
PICC Property & Casualty, Cl H		164,000		204
Ping An Insurance Group of China, Cl H		12,000		54
Postal Savings Bank of China, Cl H		146,000		76
SciClone Pharmaceuticals Holdings		65,000		149
Shanghai Pharmaceuticals Holding, Cl H		36,000		51
Shougang Fushan Resources Group		210,000		80
Sinopec Engineering Group, Cl H		124,000		80
Sinopharm Group, Cl H		48,000		121
Sinotrans, Cl H		215,000		103
Sinotruk Hong Kong		56,000		139
SITC International Holdings		38,000		82
TCL Electronics Holdings		64,000		42


LSV Emerging Markets Equity Fund
	Shares		Value (000)
China (continued)
Tencent Music Entertainment Group ADR*		13,500	$	169
Tianneng Power International		72,000		55
Vipshop Holdings ADR		8,700		131
Want Want China Holdings		83,000		47
Weichai Power, Cl H		85,000		174
Yangzijiang Shipbuilding Holdings		81,400		104
Yuexiu Transport Infrastructure		98,000		49
Zhejiang Expressway, Cl H		68,000		44
Zhengzhou Coal Mining Machinery Group, Cl H		63,400		104
Zhongsheng Group Holdings		43,500		79

				6,530


Egypt (0.4%)
Abou Kir Fertilizers & Chemical Industries		43,900		57
Eastern SAE		117,100		54

				111


Greece (0.4%)
Motor Oil Hellas Corinth Refineries		3,600		104


Hong Kong (1.3%)
Grand Pharmaceutical Group		124,500		69
Kingboard Laminates Holdings		66,000		57
Orient Overseas International		6,000		88
SSY Group		224,000		135

				349


Hungary (1.0%)
Magyar Telekom Telecommunications		26,200		66
MOL Hungarian Oil & Gas		10,900		89
OTP Bank Nyrt		2,400		119

				274


India (16.4%)
Amara Raja Energy & Mobility		12,400		163
Aurobindo Pharma		3,500		48
Bank of Baroda		40,800		137
Canara Bank		31,400		233


LSV Emerging Markets Equity Fund
	Shares		Value (000)
India (continued)
Chambal Fertilisers and Chemicals		15,347	$	78
Coal India		48,300		263
Firstsource Solutions		57,100		144
GAIL India		88,800		222
General Insurance Corp of India		21,600		89
Gujarat Narmada Valley Fertilizers & Chemicals		11,800		101
Gujarat State Fertilizers & Chemicals		50,600		149
HCL Technologies		5,400		88
Indian Bank		29,300		192
JK Paper		27,900		127
Mahanagar Gas		6,973		121
Natco Pharma		2,000		24
National Aluminium		26,900		60
NMDC		69,700		212
NMDC Steel*		44,900		35
NTPC		18,400		80
Oil & Natural Gas		67,600		228
Oil India		31,200		231
Petronet LNG		42,400		157
Power Finance		44,400		234
Power Grid Corp of India		50,266		181
REC		41,400		251
Redington		64,800		169
Union Bank of India		74,100		137
UPL		8,200		50
Vedanta		24,400		116

				4,320


Indonesia (1.5%)
Astra International		208,300		66
Bank Negara Indonesia Persero		295,400		95
Bukit Asam		279,400		52
Matahari Department Store		249,400		24
Telkom Indonesia Persero		370,100		72
United Tractors		58,800		90

				399


Kuwait (0.4%)
Mobile Telecommunications KSCP		75,000		119


Malaysia (1.5%)
AMMB Holdings		88,000		77
CIMB Group Holdings		61,600		85
RHB Bank		62,800		72
Scientex		64,200		56


LSV Emerging Markets Equity Fund
	Shares		Value (000)
Malaysia (continued)
Sime Darby		199,000	$	118

				408


Mexico (3.3%)
Cemex*		208,200		165
Coca-Cola Femsa		21,182		210
Fibra Uno Administracion‡		55,800		80
Grupo Financiero Banorte, Cl O		11,500		114
Grupo Mexico		22,000		136
Kimberly-Clark de Mexico, Cl A		29,657		62
Megacable Holdings		32,700		95

				862


Philippines (0.3%)
DMCI Holdings		460,100		88


Poland (1.4%)
Asseco Poland		5,300		104
ORLEN		5,226		85
Powszechny Zaklad Ubezpieczen		14,000		177

				366


Russia (–%)
Gazprom PJSC(A),(B)*		11,300		—
LUKOIL PJSC(A),(B)		2,300		—
Magnit PJSC(A),(B)		1,000		—
MMC Norilsk Nickel PJSC(A),(B)		370		—
Mobile TeleSystems PJSC(A),(B)		13,800		—

				—


Saudi Arabia (3.0%)
Arab National Bank		23,500		193
Banque Saudi Fransi		10,000		98
Etihad Etisalat		12,100		167
Mobile Telecommunications Saudi Arabia		26,600		86
Saudi Awwal Bank		11,600		126
Saudi Investment Bank		24,500		110

				780


South Africa (2.6%)
Absa Group		11,400		88
African Rainbow Minerals		4,300		44
Astral Foods*		2,435		19
Exxaro Resources		5,300		51


LSV Emerging Markets Equity Fund
	Shares		Value (000)
South Africa (continued)
Foschini Group		10,400	$	55
Impala Platinum Holdings		11,324		50
MTN Group		19,400		93
Nedbank Group		5,600		68
Oceana Group		16,600		67
Tiger Brands		5,029		55
Vodacom Group		19,800		95

				685


South Korea (11.5%)
BGF retail		800		75
DB HiTek		1,900		56
DB Insurance		2,100		147
DL E&C		332		9
Doosan Bobcat		3,200		120
Hana Financial Group		2,900		122
Hankook & Co		5,100		60
Hyundai GF Holdings		4,572		16
Hyundai Glovis		800		105
Hyundai Green Food		2,427		21
Hyundai Home Shopping Network		1,000		39
Hyundai Marine & Fire Insurance		2,800		63
Kginicis		1,700		14
Kia		4,000		339
KT		4,800		120
KT&G		1,300		84
LG		2,100		120
Lotte Chilsung Beverage		1,000		91
LX INTERNATIONAL CORP		2,700		54
LX Semicon		1,000		53
Samsung Electronics		10,400		579
Samsung Fire & Marine Insurance		600		134
Samsung SDS		1,000		115
Shinhan Financial Group		5,300		178
Shinsegae		500		60
SK Telecom		2,100		78
SNT Motiv		2,000		67
Value Added Technology		2,700		57
Vieworks		2,300		46

				3,022


Taiwan (16.9%)
ASE Technology Holding		51,000		229
Cathay Financial Holding		43,000		66
Chicony Electronics		20,000		124
Chipbond Technology		22,000		51
ChipMOS Technologies		58,000		81
Compal Electronics		54,000		59
Compeq Manufacturing		58,000		137
CTBC Financial Holding		266,000		278


LSV Emerging Markets Equity Fund
	Shares		Value (000)
Taiwan (continued)
Foxsemicon Integrated Technology		16,000	$	148
Global Brands Manufacture		26,000		58
Global Mixed Mode Technology		8,000		70
Hon Hai Precision Industry		62,000		295
King Yuan Electronics		51,000		148
MediaTek		10,000		302
Micro-Star International		21,000		102
Novatek Microelectronics		11,000		208
Pou Chen		98,000		108
Powertech Technology		34,000		181
Primax Electronics		36,000		107
Radiant Opto-Electronics		29,000		177
Sigurd Microelectronics		41,000		93
Simplo Technology		9,000		120
Sino-American Silicon Products		22,000		131
SinoPac Financial Holdings		46		—
Taiwan Semiconductor Manufacturing		15,000		360
Topco Scientific		10,288		79
Tripod Technology		18,000		108
United Integrated Services		14,000		169
United Microelectronics		151,000		232
Yuanta Financial Holding		162,472		152
Zyxel Group		57,000		72

				4,445


Thailand (1.8%)
Bangkok Bank		17,700		65
Kasikornbank		24,000		84
Kiatnakin Phatra Bank		43,700		61
Krung Thai Bank		286,900		131
Origin Property		273,000		52
Quality Houses		593,800		35
Supalai		96,600		51

				479


Turkey (1.8%)
BIM Birlesik Magazalar		11,400		136
Coca-Cola Icecek		6,400		143
Haci Omer Sabanci Holding		52,200		150
Turkiye Sise ve Cam Fabrikalari		29,600		46

				475


United Arab Emirates (1.4%)
Air Arabia PJSC		130,600		95
Emaar Properties PJSC		59,100		132


LSV Emerging Markets Equity Fund
	Shares		Value (000)
United Arab Emirates (continued)
Emirates NBD Bank PJSC		31,300	$	145

				372


TOTAL FOREIGN COMMON STOCK (Cost $22,441)				25,179


Foreign Preferred Stock (1.7%)
Brazil^(1.7%)**
Banco do Estado do Rio Grande do Sul		36,000		88
Cia Energetica de Minas Gerais		66,820		125
Itausa		59,010		109
Petroleo Brasileiro		16,500		133

				455


TOTAL FOREIGN PREFERRED STOCK (Cost $412)				455

Warrants (0.0%)
Thailand (0.0%)
Kiatnakin Phatra Bank 01/02/2025 *		3,642		—
Kiatnakin Phatra Bank 01/03/2027*		3,642		—

				—


TOTAL WARRANTS (Cost $–)				—

	Face Amount (000)
Repurchase Agreement (2.4%)
South Street Securities 5.000%, dated 04/30/2024, to be repurchased on 05/01/2024, repurchase price $639 (collateralized by various U.S. Treasury obligations, ranging in par value $0 - $209, 0.625% - 4.625%, 03/15/2025 – 02/15/2033; total market value $651)	$	639		639


TOTAL REPURCHASE AGREEMENT (Cost $639)				639


Total Investments – 99.6% (Cost $23,492)			$	26,273

Percentages are based on Net Assets of $26,378 (000).

‡	Real Estate Investment Trust.

*	Non-income producing security.

**	No rate available.

(A)

Security is Fair Valued.

(B)

Level 3 security in accordance with fair value hierarchy.

ADR — American Depositary Receipt

Cl — Class

PJSC — Public Joint Stock Company

The following is a summary of the inputs used as of April 30, 2024, in valuing the Fund’s investments carried at value ($000):


Investments in Securities	Level 1		Level 2		Level 3⁽¹⁾		Total
Foreign Common Stock
Brazil	$	811	$	–	$	–	$	811
Chile		180		–		–		180
China		310		6,220		–		6,530
Egypt		–		111		–		111
Greece		–		104		–		104
Hong Kong		–		349		–		349
Hungary		89		185		–		274
India		–		4,320		–		4,320
Indonesia		52		347		–		399
Kuwait		–		119		–		119
Malaysia		–		408		–		408
Mexico		862		–		–		862
Philippines		–		88		–		88
Poland		–		366		–		366
Russia‡		–		–		–^		–
Saudi Arabia		–		780		–		780
South Africa		–		685		–		685
South Korea		–		3,022		–		3,022
Taiwan		–		4,445		–		4,445
Thailand		–		479		–		479
Turkey		–		475		–		475
United Arab Emirates		277		95		–		372

Total Foreign Common Stock		2,581		22,598		–		25,179

Foreign Preferred Stock Brazil		455		–		–		455

Total Foreign Preferred Stock		455		–		–		455

Total Warrants		–		–		–		–

Total Repurchase Agreement		–		639		–		639

Total Investments in Securities	$	3,036	$	23,237	$	–	$	26,273

(1)

A reconciliation of Level 3 investments and disclosures of significant unobservable inputs are presented when the Fund has a significant amount of Level 3 investments at the beginning and/or end of the period in relation to Net Assets. Management has concluded that Level 3 investments are not material in relation to Net Assets.

‡

For the period ended April 30, 2024, there were no significant changes into/ out of Level 3. The transfer into Level 3 investments for the Fund were immaterial, although the unrealized appreciation/(depreciation) on these investments was $(473) ($ Thousands). These securities were impacted by the invasion of Ukraine and sanctions on market conditions in Russia. From the start of the conflict in Ukraine until April 30, 2024, Russian-held investments were deemed to be worthless due to sanctions and inaccessibility of the market.

^	Includes Securities in which the fair value is $0 or has been rounded to $0.

(2) Ratio reflects the impact of the low level of average Net Assets. Under normal asset levels, the ratio of expenses to Average Net Assets would have been 1.45%.

1.	Organization:

The Advisors’ Inner Circle Fund (the “Trust”) is organized as a Massachusetts business trust under an Amended and Restated Agreement and Declaration of Trust dated February 18, 1997. The Trust is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company with 26 funds. The financial statements herein are those of the LSV Emerging Markets Equity Fund, a diversified Fund (the “Fund”). The Fund seeks long-term growth of capital by investing in undervalued stocks which are out of favor in the market. The Fund commenced operations on January 17, 2019, offering Institutional Class Shares and Investor Class Shares. The financial statements of the remaining funds of the Trust are not presented herein, but are presented separately. The assets of each fund are segregated, and a shareholder’s interest is limited to the fund in which shares are held.

2.	Significant Accounting Policies:

The accompanying financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) and are presented in U.S. dollars which is the functional currency of the Fund. The Fund is an investment company and therefore applies the accounting and reporting guidance issued by the U.S. Financial Accounting Standards Board (“FASB”) in Accounting Standards Codification (“ASC”) Topic 946, Financial Services — Investment Companies. The following are significant accounting policies which are consistently followed in the preparation of the financial statements.

Use of Estimates — The preparation of financial statements requires management to make estimates and assumptions that affect the fair value of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates and such differences could be material.

Security Valuation — Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on an exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm ET if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at

the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used. The prices for foreign securities are reported in local currency and converted to U.S. dollars using currency exchange rates.

Securities for which market prices are not “readily available” are valued in accordance with fair value procedures (the “Fair Value Procedures”) established by the Adviser and approved by the Trust’s Board of Trustees (the “Board”). Pursuant to Rule 2a-5 under the 1940 Act, the Board has designated the Adviser as the “valuation designee” to determine the fair value of securities and other instruments for which no readily available market quotations are available. The Fair Value Procedures are implemented through a Fair Value Committee (the “Committee”) of the Adviser.

Some of the more common reasons that may necessitate that a security be valued using Fair Value Procedures include: the security’s trading has been halted or suspended; the security has been de-listed from a national exchange; the security’s primary trading market is temporarily closed at a time when under normal conditions it would be open; the security has not been traded for an extended period of time; the security’s primary pricing source is not able or willing to provide a price; or trading of the security is subject to local government-imposed restrictions. When a security is valued in accordance with the Fair Value Procedures, the Committee will determine the value after taking into consideration relevant information reasonably available to the Committee. As of April 30, 2024, the total market value of securities that were fair valued by the Committee were $0 (000) or 0.0% of Net Assets.

For securities that principally trade on a foreign market or exchange, a significant gap in time can exist between the time of a particular security’s last trade and the time at which the Fund calculates its net asset value. The closing prices of such securities may no longer reflect their market value at the time the Fund calculates net asset value if an event that could materially affect the value of those securities (a “Significant Event”) has occurred between the time of the security’s last close and the time that the Fund calculates net asset value. A Significant Event may relate to a single issuer or to an entire market sector. If the adviser of the Fund becomes aware of a Significant Event that has occurred with respect to a security or group of securities after the closing of the exchange or market on which the security or securities principally trade, but before the time at which the Fund calculates net asset value, it may request that a Committee meeting be called. In addition, the Fund’s administrator monitors price movements among certain selected indices, securities and/or baskets of securities that may be

an indicator that the closing prices received earlier from foreign exchanges or markets may not reflect market value at the time the Fund calculates net asset value. If price movements in a monitored index or security exceed levels established by the administrator, the administrator notifies the adviser that such limits have been exceeded. In such event, the adviser makes the determination whether a Committee meeting should be called based on the information provided.

The Fund uses Intercontinental Exchange Data Pricing & Reference Data, LLC (“ICE”) as a third party fair valuation vendor when the fair value trigger is met. ICE provides a fair value for foreign securities in the Fund based on certain factors and methodologies (involving, generally, tracking valuation correlations between the U.S. market and each non-U.S. security) applied by ICE in the event that there is a movement in the U.S. market that exceeds a specific threshold established by the Committee. The Committee establishes a “confidence interval” which is used to determine the level of correlation between the value of a foreign security and movements in the U.S. market before a particular security is fair valued when the threshold is exceeded. In the event that the threshold established by the Committee is exceeded on a specific day, the Fund values its non-U.S. securities that exceed the applicable “confidence interval” based upon the fair values provided by ICE. In such event, it is not necessary to hold a Committee meeting. In the event that the Adviser believes that the fair values provided by ICE are not reliable, the Adviser contacts SEI Investments Global Fund Services (the “Administrator”) and may request that a meeting of the Committee be held. As of April 30, 2024, the total market value of securities were valued based on the fair value prices provided by ICE were $226,798 (000) or 86.0% of Net Assets. If a local market in which the Fund owns securities is closed for one or more days, the Fund shall value all securities held in that corresponding currency based on the fair value prices provided by ICE using the predetermined confidence interval discussed above.

In accordance with the authoritative guidance on fair value measurements and disclosure under U.S. GAAP, the Fund discloses fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. The objective of a fair value measurement is to determine the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). Accordingly, the fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of

the fair value hierarchy are described below:

Level 1 — Unadjusted quoted prices in active markets for identical, unrestricted assets or liabilities that the Fund has the ability to access at the measurement date;

Level 2 — Other significant observable inputs (includes quoted prices for similar securities, interest rates, prepayment speeds, credit risk, referenced indices, quoted prices in inactive markets, adjusted quoted prices in active markets, adjusted quoted prices on foreign equity securities that were adjusted in accordance with The Adviser’s pricing procedures, etc.); and

Level 3 — Prices, inputs or proprietary modeling techniques which are both significant to the fair value measurement and unobservable (supported by little or no market activity).

Investments are classified within the level of the lowest significant input considered in determining fair value. Investments classified within Level 3 whose fair value measurement considers several inputs may include Level 1 or Level 2 inputs as components of the overall fair value measurement.

Federal Income Taxes — It is the Fund’s intention to continue to qualify as a regulated investment company for Federal income tax purposes by complying with the appropriate provisions of Subchapter M of the Internal Revenue Code of 1986, as amended and to distribute substantially all of its income to shareholders. Accordingly, no provision for Federal income taxes has been made in the financial statements.

The Fund evaluates tax positions taken or expected to be taken in the course of preparing the Fund’s tax returns to determine whether it is “more-likely- than-not” (i.e., greater than 50-percent) that each tax position will be sustained upon examination by a taxing authority based on the technical merits of the position. Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax benefit or expense in the current year. The Fund did not record any tax provision in the current period. However, management’s conclusions regarding tax positions taken may be subject to review and adjustment at a later date based on factors including, but not limited to, examination by tax authorities on open tax years (i.e. the last three open tax year ends, as applicable), on-going analysis of and changes to tax laws, regulations and interpretations thereof.

As of and during the Six months ended April 30, 2024, the Fund did not have a liability for any unrecognized tax benefits. The Fund recognizes interest and penalties, if any, related to unrecognized tax

benefits as income tax expense in the Statement of Operations. During the Six month ended April 30, 2024, the Fund did not incur any interest or penalties.

Withholding taxes on foreign dividends have been provided for in accordance with the Funds’ under-standing of the applicable country’s tax rules and rates. The Funds or their agent files withholding tax reclaims in certain jurisdictions to recover certain amounts previously withheld. The Funds may record a reclaim receivable based on collectability, which includes factors such as the jurisdiction’s applicable laws, payment history and market convention. Professional fees paid to those that provide assistance in receiving the tax reclaims, which generally are contingent upon successful receipt of reclaimed amounts, are recorded in Professional Fees on the Statements of Operations once the amounts are due. The professional fees related to pursuing these tax reclaims are not subject to the Adviser’s expense limitation agreement.

Security Transactions and Investment Income— Security transactions are accounted for on trade date for financial reporting purposes. Costs used in determining realized gains or losses on the sale of investment securities are based on the specific identification method. Dividend income is recorded on the ex-dividend date. Interest income is recognized on the accrual basis from settlement date.

Investments in Real Estate Investment Trusts (REITs) — With respect to the Fund, dividend income is recorded based on the income included in distributions received from the REIT investments using published REIT reclassifications including some management estimates when actual amounts are not available. Distributions received in excess of this estimated amount are recorded as a reduction of the cost of investments or reclassified to capital gains. The actual amounts of income, return of capital, and capital gains are only determined by each REIT after its fiscal year-end, and may differ from the estimated amounts.

Repurchase Agreements — In connection with transactions involving repurchase agreements, a third party custodian bank takes possession of the underlying securities (“collateral”), the value of which exceeds the principal amount of the repurchase transaction, including accrued interest. Such collateral will be cash, debt securities issued or guaranteed by the U.S. Government, securities that at the time the repurchase agreement is entered into are rated in the highest category by a nationally recognized statistical rating organization (“NRSRO”), as determined by the Adviser.

Provisions of the repurchase agreements and procedures adopted by the Board require that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default by the counterparty. In the event of default or bankruptcy by the counterparty to the agreement, realization and/or retention of the collateral or proceeds may be subject to legal proceedings.

Repurchase agreements are entered into by the Fund under Master Repurchase Agreements (“MRA”) which permit the Fund, under certain circumstances including an event of default (such as bankruptcy or insolvency), to offset payables and/or receivables under the MRA with collateral held and/ or posted to the counterparty and create one single net payment due to or from the Fund.

At April 30, 2024, the open repurchase agreement by counterparty which is subject to a MRA on a net payment basis is as follows (000):

Counterparty

Repurchase

Agreement

Fair

Value of

Non-Cash

Collateral

Received⁽¹⁾

Cash

Collateral

Received⁽¹⁾

Net Amount⁽²⁾

South Street Securities

639

—

(1) The amount of collateral reflected in the table does not include any over-collateralization received by the Fund.

(2) Net amount represents the net amount receivable due from the counterparty in the event of default.

Foreign Currency Translation— The books and records of the Fund are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars on the date of valuation. The Fund does not isolate that portion of realized or unrealized gains and losses resulting from changes in the foreign exchange rate from fluctuations arising from changes in the market prices of the securities. These gains and losses are included in net realized and unrealized gains and losses on investments on the Statement of Operations. Net realized and unrealized gains and losses on foreign currency transactions represent net foreign exchange gains or losses from foreign currency exchange contracts, disposition of foreign currencies, currency gains or losses realized between trade and settlement dates on securities transactions and the difference between the amount of the investment income and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent amounts actually received or paid.

Expenses— Expenses that are directly related to the Fund are charged to the Fund. Other operating expenses of the Trust are prorated to the Fund

based on the number of funds and/or average daily net assets

Classes— Class specific expenses are borne by that class of shares. Income, realized and unrealized gains and losses and non-class specific expenses are allocated to the respective class on the basis of average daily net assets.

Dividends and Distributions to Shareholders— Dividends from net investment income, if any, are declared and paid to shareholders annually. Any net realized capital gains are distributed to shareholders at least annually.

3.	Transactions with Affiliates:

Certain officers of the Trust are also employees of SEI Investments Global Funds Services (the “Administrator”), a wholly owned subsidiary of SEI Investments Company and/or SEI Investments Distribution Co. (the “Distributor”). Such officers are paid no fees by the Trust for serving as officers of the Trust other than the Chief Compliance Officer (“CCO”) as described below.

A portion of the services provided by the CCO and his staff, whom are employees of the Administrator, are paid for by the Trust as incurred. The services include regulatory oversight of the Trust’s Advisors and service providers as required by SEC regulations. The CCO’s services have been approved by and reviewed by the Board.

4.	Administration, Distribution, Transfer Agency and Custodian Agreements:

The Fund, along with other series of the Trust advised by LSV Asset Management (the “Adviser”), and the Administrator are parties to an Administration Agreement, under which the Administrator provides administrative services to the Fund. For these services, the Administrator is paid an asset based fee, subject to certain minimums, which will vary depending on the number of share classes and the average daily net assets of the Fund. For the six month ended April 30, 2024, the Fund incurred $7,217 for these services.

The Trust and Distributor are parties to a Distribution Agreement dated November 14, 1991, as Amended and Restated November 14, 2005. The Distributor receives no fees for its distribution services under this agreement.

The Fund has adopted a distribution plan under the Rule 12b-1 under the 1940 Act for Investor Class Shares that allows the Fund to pay distribution and service fees for the sale and distribution of its shares, and for services provided to shareholders. The maximum annual distribution fee for Investor Class Shares of the Fund is 0.25% annually of the average daily net assets. For

the six month ended April 30, 2024, the Fund incurred $2,488 of distribution fees.

SS&C Global Investor & Distribution Solutions, Inc. serves as transfer agent and dividend disbursing agent for the Fund under the transfer agency agreement with the Trust. During the six month ended April 30, 2024, the Fund earned $1652 in cash management credits which were used to offset transfer agent expenses.

U.S. Bank, N.A. acts as custodian (the “Custodian”) for the Fund. The Custodian plays no role in determining the investment policies of the Fund or which securities are to be purchased and sold by the Fund.

5.	Investment Advisory Agreement:

The Trust and the Adviser are parties to an Investment Advisory Agreement, under which the Adviser receives an annual fee equal to 1.00% of the Fund’s average daily net assets. The Adviser has contractually agreed to waive its fee (excluding interest, taxes, brokerage commissions, acquired fund fees and expenses, and extraordinary expenses) in order to limit the Fund’s total operating expenses after fee waivers and/or expense reimbursements to a maximum of 1.20% and 1.45% of the Fund’s Institutional Class and Investor Class Shares’ average daily net assets, respectively, through February 28, 2025. Refer to waiver of investment advisory fees on the Statement of Operations for fees waived for the six month ended April 30, 2024.

6.	Investment Transactions:

The cost of security purchases and the proceeds from security sales, other than short-term investments, for the six month ended April 30, 2024, were as follows (000):


Purchases	$	3,540
Sales	$	1,745

7.	Federal Tax Information:

The amount and character of income and capital gain distributions to be paid, if any, are determined in accordance with Federal income tax regulations, which may differ from U.S. GAAP. As a result, net investment income (loss) and net realized gain (loss) on investment transactions for a reporting period may differ significantly from distributions during such period. These book/ tax differences may be temporary or permanent. To the extent these differences are permanent in nature, they are charged or credited to distributable earnings or paid-in capital, as appropriate, in the period that the differences arise.

The permanent differences primarily consist of foreign currency translations, reclassification of long term capital gain distribution on REITs and foreign capital gains tax.

There are no permanent differences that are credited or charged to Paid-in Capital and Distributable Earnings (Accumulated Losses) as of October 31, 2023.

The tax character of dividends and distributions paid during the years ended October 31, 2023 and 2022 was as follows (000):


	Ordinary Income		Long-Term Capital Gain		Total
2023	$	620	$	—	$	620
2022		718		632		1,350

As of October 31, 2023, the components of distributable earnings (accumulated losses) on a tax basis were as follows (000):


Undistributed Ordinary Income	$	986
Capital Loss Carryforward		(388)
Other Temporary Differences		2
Unrealized Depreciation		(1,319)

Total Accumulated Losses	$	(719)

As of October 31, 2023, the Fund has short-term and long-term capital loss carryforwards of $2 (000) and $386 (000), respectively.

During the year ended October 31, 2023, no capital loss carryforwards were utilized to offset capital gains.

The total cost of securities for Federal income tax purposes and the aggregate gross unrealized appreciation and depreciation on investments held by the Fund at April 30, 2024, were as follows (000):


Federal Tax Cost	Aggregated Gross Unrealized Appreciation		Aggregated Gross Unrealized Depreciation		Net Unrealized Appreciation
$ 23,492	$	5,329	$	(2,548)	$	2,781

For Federal income tax purposes, the difference between Federal tax cost and book cost primarily relates to wash sales and investments in passive foreign investment companies (PFICs).

8.	Concentration of Risks:

Since the Fund purchases equity securities, the Fund is subject to the risk that stock prices will fall over short or extended periods of time. Historically, the equity markets have moved in cycles, and the value of the Fund’s equity securities may fluctuate drastically from day-to-day. Individual companies may report poor results or be negatively affected by industry and/or economic trends and developments. The prices of securities issued by such companies may suffer a decline in response. These factors contribute to price volatility, which is the principal risk of investing in the Fund.

Investing in foreign companies, including direct investments and through Depositary Receipts, poses additional risks since political and economic events unique to a country or region will affect those markets and their issuers. These risks will not necessarily affect the U.S. economy or similar issuers located in the United States. In addition, investments in foreign companies are generally denominated in a foreign currency, the value of which may be influenced by currency exchange rates and exchange control regulations. Changes in the value of a currency compared to the U.S. dollar may affect (positively or negatively) the value of the Fund’s investments. These currency movements may occur separately from, and in response to, events that do not otherwise affect the value of the security in the issuer’s home country. Securities of foreign companies may not be registered with the U.S. Securities and Exchange Commission (the “SEC”) and foreign companies are generally not subject to the regulatory controls imposed on U.S. issuers and, as a consequence, there is generally less publicly available information about foreign securities than is available about domestic securities. Income from foreign securities owned by the Fund may be reduced by a withholding tax at the source, which tax would reduce income received from the securities comprising the portfolio. Foreign securities may also be more difficult to value than securities of U.S. issuers. While Depositary Receipts provide an alternative to directly purchasing the underlying foreign securities in their respective national markets and currencies, investments in Depositary Receipts continue to be subject to many of the risks associated with investing directly in foreign securities.

Investments in emerging markets securities are considered speculative and subject to heightened risks in addition to the general risks of investing in foreign securities. Unlike more established markets, emerging markets may have governments that are less stable, markets that are less liquid and economies that are less developed. In addition, the securities markets of emerging market countries may consist of companies with smaller market capitalizations and may suffer periods of relative illiquidity; significant price volatility; restrictions on foreign investment; and possible restrictions on repatriation of investment income and capital. Furthermore, foreign investors may be required to register the proceeds of sales, and future economic or political crises could lead to price controls, forced mergers, expropriation or confiscatory taxation, seizure, nationalization or creation of government monopolies.

Russia’s military invasion of Ukraine in February 2022, the resulting responses by the United States and other countries, and the potential for wider conflict have had, and could continue to have, severe adverse effects

on regional and global economies and could further increase volatility and uncertainty in the financial markets. The United States and other countries have imposed broad-ranging economic sanctions on Russia and certain Russian individuals, banking entities and corporations as a response to its invasion of Ukraine. The United States and other countries have also imposed economic sanctions on Belarus and may impose sanctions on other countries that provide military or economic support to Russia. These sanctions, as well as any other economic consequences related to the invasion, such as additional sanctions, boycotts or changes in consumer or purchaser preferences or cyberattacks on governments, companies or individuals, may further decrease the value and liquidity of certain Russian securities and securities of issuers in other countries that are subject to economic sanctions related to the invasion. To the extent that a Fund has exposure to Russian investments or investments in countries affected by the invasion, the Fund’s ability to price, buy, sell, receive or deliver such investments may be impaired. In addition, any exposure that a Fund may have to counterparties in Russia or in countries affected by the invasion could negatively impact the Fund’s investments. The extent and duration of military actions and the repercussions of such actions (including any retaliatory actions or countermeasures that may be taken by those subject to sanctions) are impossible to predict. These events have resulted in, and could continue to result in, significant market disruptions, including in certain industries or sectors such as the oil and natural gas markets, and may further strain global supply chains and negatively affect inflation and global growth. These and any related events could significantly impact a Fund’s performance and the value of an investment in a Fund beyond any direct exposure a Fund may have to Russian issuers or issuers in other countries affected by the invasion.

As a result of the Fund’s investments in securities or other investments denominated in, and/or receiving revenues in, foreign currencies, the Fund will be subject to currency risk. Currency risk is the risk that foreign currencies will decline in value relative to the U.S. dollar, in which case, the dollar value of an investment in the Fund would be adversely affected.

Markets for securities in which the Fund invests may decline significantly in response to adverse issuer, political, regulatory, market, economic or other developments that may cause broad changes in market value, public perceptions concerning these developments, and adverse investor sentiment or publicity. Similarly, the impact of any epidemic, pandemic or natural disaster, or widespread fear that such events may occur, could negatively affect the

global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the markets in general in significant and unforeseen ways. Any such impact could adversely affect the prices and liquidity of the securities and other instruments in which the Fund invests, which in turn could negatively impact the Fund’s performance and cause losses on your investment in the Fund.

The medium- and smaller-capitalization companies in which the Fund may invest may be more vulnerable to adverse business or economic events than larger, more established companies. In particular, investments in these medium- and small-sized companies may pose additional risks, including liquidity risk, because these companies tend to have limited product lines, markets and financial resources, and may depend upon a relatively small management group. Therefore, medium- and small-capitalization stocks may be more volatile than those of larger companies. These securities may be traded over-the-counter or listed on an exchange.

Preferred stocks in which the Fund may invest are sensitive to interest rate changes, and are also subject to equity risk, which is the risk that stock prices will fall over short or extended periods of time. The rights of preferred stocks on the distribution of a company’s assets in the event of a liquidation are generally subordinate to the rights associated with a company’s debt securities.

9.	Concentration of Shareholders:

At April 30, 2024, 79% of total shares outstanding for the Institutional Class Shares were held by four record shareholders each owning 10% or greater of the aggregate total shares outstanding. At April 30, 2024, 95% of total shares outstanding for the Investor Class Shares were held by two record shareholders owning 10% or greater of the aggregate total shares outstanding. These were comprised mostly of omnibus accounts which were held on behalf of various individual shareholders.

10.

Indemnifications:

In the normal course of business, the Fund enters into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is dependent on future claims that may be made against the Fund and, therefore, cannot be estimated; however, based on experience, the risk of loss from such claims is considered remote.

11.

Subsequent Events:

The Fund has evaluated the need for additional disclosures and/or adjustments resulting from subsequent events through the date the financial

All mutual funds have operating expenses. As a shareholder of a mutual fund, your investment is affected by these ongoing costs, which include (among others) costs for portfolio management, administrative services, and shareholder reports like this one. It is important for you to understand the impact of these costs on your investment returns.

Operating expenses such as these are deducted from the mutual fund’s gross income and directly reduce your final investment return. These expenses are expressed as a percentage of the mutual fund’s average net assets; this percentage is known as the mutual fund’s expense ratio.

The following examples use the expense ratio and are intended to help you understand the ongoing costs (in dollars) of investing in your Fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period and held for the entire period from November 1, 2023 to April 30, 2024.

• Actual fund return. This section helps you to estimate the actual expenses after fee waivers that your Fund incurred over the period. The “Expenses Paid During Period” column shows the actual dollar expense incurred by a $1,000 investment in the Fund, and the “Ending Account Value” number is derived from deducting that expense from the Fund’s gross investment return.

You can use this information, together with the actual amount you invested in the Fund, to estimate the expenses you paid over that period. Simply divide your account value by $1,000 to arrive at a ratio (for example, an $8,600 account value divided by $1,000 = $8.6), then multiply that ratio by the number shown for your Fund under “Expenses Paid During Period.”

• Hypothetical 5% return. This section helps you compare your Fund’s costs with those of other mutual funds. It assumes that the Fund had an annual 5% return before expenses during the period, but that the expense ratio (Column 3) is unchanged. This example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to make this 5% calculation. You can assess your Fund’s comparative cost by comparing the hypothetical result for your Fund in the “Expense Paid During Period” column with those that appear in the same charts in the shareholder reports for other mutual funds.

NOTE: Because the hypothetical return is set at 5% for comparison purposes — NOT your Fund’s actual return —the account values shown do not apply to your specific investment.

Pursuant to Section 15 of the Investment Company Act of 1940 (the “1940 Act”), the Fund’s advisory agreement (the “Agreement”) must be renewed at least annually after its initial two-year term: (i) by the vote of the Board of Trustees (the “Board” or the “Trustees”) of The Advisors’ Inner Circle Fund (the “Trust”) or by a vote of a majority of the shareholders of the Fund; and (ii) by the vote of a majority of the Trustees who are not parties to the Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), cast in person at a meeting called for the purpose of voting on such renewal.

A Board meeting was held on February 27–28, 2024 to decide whether to renew the Agreement for an additional one-year term. In preparation for the meeting, the Trustees requested that the Adviser furnish information necessary to evaluate the terms of the Agreement. Prior to the meeting, the Independent Trustees of the Fund met to review and discuss the information provided and submitted a request for additional information to the Adviser, and information was provided in response to this request. The Trustees used this information, as well as other information that the Adviser and other service providers of the Fund presented or submitted to the Board at the meeting and other meetings held during the prior year, to help them decide whether to renew the Agreement for an additional year.

Specifically, the Board requested and received written materials from the Adviser and other service providers of the Fund regarding: (i) the nature, extent and quality of the Adviser’s services; (ii) the Adviser’s investment management personnel; (iii) the Adviser’s operations and financial condition; (iv) the Adviser’s brokerage practices (including any soft dollar arrangements) and investment strategies; (v) the Fund’s advisory fee paid to the Adviser and overall fees and operating expenses compared with a peer group of mutual funds; (vi) the level of the Adviser’s profitability from its relationship with the Fund, including both direct and indirect benefits accruing to the Adviser and its affiliates; (vii) the Adviser’s potential economies of scale; (viii) the Adviser’s compliance program, including a description of material compliance matters and material compliance violations; (ix) the Adviser’s policies on and compliance procedures for personal securities transactions; and (x) the Fund’s performance compared with a peer group of mutual funds and the Fund’s benchmark index.

Representatives from the Adviser, along with other Fund service providers, presented additional information and participated in question and answer sessions at the Board meeting to help the Trustees evaluate the Adviser’s services, fee and other aspects of the Agreement. The Independent Trustees received advice from independent counsel and met in executive sessions outside the presence of Fund management and the Adviser.

At the Board meeting, the Trustees, including all of the Independent Trustees, based on their evaluation of the information provided by the Adviser and other service providers of the Fund, renewed the Agreement. In considering the renewal of the Agreement, the Board considered various factors that they determined were relevant, including: (i) the nature, extent and quality of the services provided by the Adviser; (ii) the investment performance of the Fund and the Adviser; (iii) the costs of the services provided and profits realized by the Adviser from its relationship with the Fund, including both direct and indirect benefits accruing to the Adviser and its affiliates; (iv) the extent to which economies of scale are being realized by the Adviser; and (v) whether fee levels reflect such economies of scale for the benefit of Fund investors, as discussed in further detail below.

In considering the nature, extent and quality of the services provided by the Adviser, the Board reviewed the portfolio management services provided by the Adviser to the Fund, including the quality and continuity of the Adviser’s portfolio management personnel, the resources of the Adviser, and the Adviser’s compliance history and compliance program. The Trustees reviewed the terms of the Agreement. The Trustees also reviewed the Adviser’s investment and risk management approaches for the Fund. The most recent investment adviser registration form (“Form ADV”) for the Adviser was available to the Board, as was the response of the Adviser to a detailed series of questions which included, among other things, information about the investment advisory services provided by the Adviser to the Fund.

The Trustees also considered other services provided to the Fund by the Adviser such as selecting broker-dealers for executing portfolio transactions, monitoring adherence to the Fund’s investment restrictions, and monitoring compliance with various Fund policies and procedures and with applicable securities laws and regulations. Based on the factors above, as well as those discussed below, the Board concluded, within the context of its full deliberations, that the nature, extent and quality of the services provided to the Fund by the Adviser were sufficient to support renewal of the Agreement.

The Board was provided with regular reports regarding the Fund’s performance over various time periods. The Trustees also reviewed reports prepared by the Fund’s administrator comparing the Fund’s performance to its benchmark index and a peer group of mutual funds as classified by Lipper, an independent provider of investment company data, over various periods of time. Representatives from the Adviser provided information regarding and led discussions of factors impacting the performance of the Fund, outlining current market conditions and explaining their expectations and strategies for the future. The Trustees determined that the Fund’s performance was satisfactory, or, where the Fund’s performance was materially below its benchmark and/ or peer group, the Trustees were satisfied by the reasons for the underperformance and/or the steps taken by the Adviser in an effort to improve the performance of the Fund. Based on this information, the Board concluded, within the context of its full deliberations, that the investment results that the Adviser had been able to achieve for the Fund were sufficient to support renewal of the Agreement.

In considering the advisory fee payable by the Fund to the Adviser, the Trustees reviewed, among other things, a report of the advisory fee paid to the Adviser. The Trustees also reviewed reports prepared by the Fund’s administrator comparing the Fund’s net and gross expense ratios and advisory fee to those paid by a peer group of mutual funds as classified by Lipper. The Trustees reviewed the management fees charged by the Adviser to other clients with comparable mandates. The Trustees considered any differences in management fees and took into account the respective demands, resources and complexity associated with the Fund and other client accounts as well as the extensive regulatory, compliance and tax regimes to which the Fund is subject. The Board concluded, within the context of its full deliberations, that the advisory fee was reasonable in light of the nature and quality of the services rendered by the Adviser.

The Trustees reviewed the costs of services provided by and the profits realized by the Adviser from its relationship with the Fund, including both direct benefits and indirect benefits, such as research and brokerage services received under soft dollar arrangements, accruing to the Adviser and its affiliates. The Trustees considered how the Adviser’s profitability was affected by factors such as its organizational structure and method for allocating expenses. The Trustees concluded that the profit margins of the Adviser with respect to the management of the Fund were not unreasonable. The Board also considered the Adviser’s commitment to managing the Fund and its willingness to continue its expense limitation and fee waiver arrangement with the Fund.

The Trustees considered the Adviser’s views relating to economies of scale in connection with the Fund as Fund assets grow and the extent to which the benefits of any such economies of scale are shared with the Fund and Fund shareholders. The Board considered the existence of any economies of scale and whether those were passed along to the Fund’s shareholders through a graduated advisory fee schedule or other means, including fee waivers. The Trustees recognized that economies of scale are difficult to identify and quantify and are rarely identifiable on a fund-by-fund basis. Based on this evaluation, the Board concluded that the advisory fee was reasonable in light of the information that was provided to the Trustees by the Adviser with respect to economies of scale.

Based on the Board’s deliberations and its evaluation of the information described above and other factors and information it believed relevant in the exercise of its reasonable business judgment, the Board, including all of the Independent Trustees, with the assistance of Fund counsel and Independent Trustees’ counsel, unanimously concluded that the terms of the Agreement, including the fees payable thereunder, were fair and reasonable and agreed to renew the Agreement for another year. In its deliberations, the Board did not identify any absence of information as material to its decision, or any particular factor (or conclusion with respect thereto) or single piece of information that was all-important, controlling or determinative of its decision, but considered all of the factors together, and each Trustee may have attributed different weights to the various factors (and conclusions with respect thereto) and information.

Trust:

The Advisors’ Inner Circle Fund

Fund:

LSV Emerging Markets Equity Fund

Adviser:

LSV Asset Management

Distributor:

SEI Investments Distribution Co.

Administrator:

SEI Investments Global Fund Services

Legal Counsel:

Morgan, Lewis & Bockius LLP

Independent Registered Public Accounting Firm:

Ernst & Young LLP

The Fund files its complete schedule of investments with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year as an exhibit to its report on Form N-PORT. The Fund’s Form N-PORT is available on the SEC’s website at http://www.sec.gov, and may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to Fund securities, as well as information relating to how a Fund voted proxies relating to fund securities during the most recent 12-month period ended June 30, is available (i) without charge, upon request, by calling 1-888-386-3578; and (ii) on the SEC’s website at http://www.sec.gov.

LSV-SA-010-0600

Schedule of Investments is included as part of the Report to Shareholders filed under Item 1 of this form.

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

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

There have been no changes to the procedures by which shareholders may recommend nominees to the Registrant’s Board of Trustees during the period covered by this report.

(a) The Registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the Registrant’s disclosure controls and procedures, as defined in Rule 30a-3(c) under the Act (17 CFR § 270.30a-3(c)), as of a date within 90 days of the filing date of the report, are effective based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the Act (17 CFR § 270.30a-3(b)) and Rule 13a-15(b) or Rule 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR § 240.13a-15(b) or 240.15d-15(b)).

(b) There has been no change in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR § 270.30a-3(d)) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

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

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.

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.


	Trailing 6-months	One Year	Three Years	Since Inception
LSV Emerging Markets Equity Fund, Institutional Shares*	19.16%	18.25%	4.38%	7.21%

Benchmark:
MSCI Emerging Markets Index	15.41%	9.88%	-5.69%	3.16%

Value Benchmark:
MSCI Emerging Markets Value Index	14.74%	11.64%	-1.44%	2.76%


	LSV Emerging Markets Equity Fund
Assets:
Investments, at Value (Cost $23,492)	$	26,273
Foreign Currency, at Value (Cost $250)		248
Receivable for Investment Securities Sold		81
Dividends and Interest Receivable		67
Receivable for Capital Shares Sold		5
Reclaims Receivable		2
Prepaid Expenses		24

Total Assets		26,700

Liabilities:
Accrued Foreign Capital Gains Tax		230
Payable to Custodian		53
Payable for Custody Fees		21
Payable for Investment Securities Purchased		14
Payable due to Investment Adviser		2
Payable due to Administrator		1
Payable due to Trustees		1

Total Liabilities		322

Net Assets	$	26,378

Net Assets Consist of:
Paid-in Capital	$	24,132
Total Distributable Earnings		2,246

Net Assets	$	26,378

Net Asset Value, Offering and Redemption Price Per Share — Institutional Class Shares ($23,905 ÷ 2,063,474 shares)⁽¹⁾	$	11.58

Net Asset Value, Offering and Redemption Price Per Share — Investor Class Shares ($2,473 ÷ 213,772 shares)⁽¹⁾	$	11.57


	LSV Emerging Markets Equity Fund
Investment Income:
Dividend Income	$	377
Interest Income		12
Foreign Taxes Withheld		(68)

Total Investment Income		321

Expenses:
Investment Advisory Fees		120
Administration Fees		7
Distribution Fees - Investor Class		2
Trustees’ Fees		1
Chief Compliance Officer Fees		1
Custodian Fees		47
Transfer Agent Fees		20
Registration and Filing Fees		20
Printing Fees		3
Professional Fees		2
Insurance and Other Fees		8

Total Expenses		231
Less: Waiver of Investment Advisory Fees		(108)
Less: Fees Paid Indirectly — (see Note 4)		(2)

Net Expenses		121

Net Investment Income		200

Net Realized Gain on Investments		469
Net Realized Loss on Foreign Currency Transactions		(11)
Net Realized Loss on Foreign Capital Gains Tax		(38)
Net Change in Unrealized Appreciation on Investments		3,592
Net Change in Unrealized Depreciation on Foreign Capital Gains Tax on Appreciated Securities		(140)
Net Change in Unrealized Depreciation on Foreign Currency Translation		(1)

Net Realized and Unrealized Gain on Investments		3,871

Net Increase in Net Assets Resulting from Operations	$	4,071


	LSV Emerging Markets Equity Fund
	11/1/2023 to 04/30/2024			11/1/2022 to 10/31/2023
Operations:
Net Investment Income	$	200		$	768
Net Realized Gain (Loss)		420			(396)
Net Change in Unrealized Appreciation		3,451			3,162

Net Increase in Net Assets Resulting from Operations		4,071			3,534

Distributions
Institutional Class Shares		(1,027	)		(589)
Investor Class Shares		(79	)		(31)

Total Distributions		(1,106	)		(620)

Capital Share Transactions:
Institutional Class Shares:
Issued		2,478			1,782
Reinvestment of Dividends and Distributions		1,027			588
Redeemed		(1,288	)		(1,961)

Net Increase from Institutional Class Shares Transactions		2,217			409

Investor Class Shares:
Issued		1,834			756
Reinvestment of Dividends and Distributions		79			31
Redeemed		(1,004	)		(415)

Net Increase from Investor Class Shares Transactions		909			372

Net Increase in Net Assets Derived from Capital Share Transactions		3,126			781

Total Increase in Net Assets		6,091			3,695

Net Assets:
Beginning of Period		20,287			16,592

End of Year/Period	$	26,378		$	20,287

Shares Transactions:
Institutional Class:
Issued		222			178
Reinvestment of Dividends and Distributions		93			62
Redeemed		(115	)		(197)

Total Institutional Class Share Transactions		200			43

Investor Class:
Issued		166			75
Reinvestment of Dividends and Distributions		7			3
Redeemed		(90	)		(41)

Total Investor Class Share Transactions		83			37

Net Increase in Shares Outstanding		283			80


	Net Asset Value Beginning of Period		Net Investment Income⁽¹⁾		Realized and Unrealized Gains (Losses) on Investments			Total from Operations			Dividends from Net Investment Income			Distributions from Realized Gains			Total Dividends and Distributions			Net Asset Value End of Period		Total Return†			Net Assets End of Period (000)		Ratio of Expenses to Average Net Assets			Ratio of Expenses to Average Net Assets (Excluding Waivers, Reimbursements and Fees Paid Indirectly)			Ratio of Net Investment Income to Average Net Assets			Portfolio Turnover Rate‡

LSV Emerging Markets Equity Fund
Institutional Class Shares
2024^*	$	10.18	$	0.09	$	1.84		$	1.93		$	(0.53	)	$	–		$	(0.53	)	$	11.58		19.16	%		$23,905		0.99	%		1.90	%		1.68	%		7	%
2023		8.67		0.39		1.44			1.83			(0.32	)		–			(0.32	)		10.18		21.39			18,960		1.19			1.85			3.87			17
2022		12.09		0.45		(2.88	)		(2.43	)		(0.36	)		(0.63	)		(0.99	)		8.67		(21.97	)		15,780		1.19			2.45			4.33			38
2021		9.11		0.37		2.91			3.28			(0.21	)		(0.09	)		(0.30	)		12.09		36.38			13,451		1.19			2.68			3.18			19
2020		10.28		0.26		(1.11	)		(0.85	)		(0.31	)		(0.01	)		(0.32	)		9.11		(8.67	)		6,384		1.19			3.20			2.85			19
2019^**		10.00		0.27		0.01			0.28			–			–			–			10.28		2.80			6,416		1.20			4.20			3.38			5
Investor Class Shares
2024^*	$	10.15	$	0.08	$	1.85		$	1.93		$	(0.51	)	$	–		$	(0.51	)	$	11.57		19.22	%		$2,473		1.24	%		2.15	%		1.45	%		7	%
2023		8.65		0.37		1.43			1.80			(0.30	)		–			(0.30	)		10.15		21.02			1,327		1.45			2.09			3.65			17
2022		12.07		0.43		(2.89	)		(2.46	)		(0.33	)		(0.63	)		(0.96	)		8.65		(22.18	)		812		1.45			2.63			4.04			38
2021		9.10		0.37		2.88			3.25			(0.19	)		(0.09	)		(0.28	)		12.07		36.06			1,031		1.45			2.95			3.15			19
2020		10.28		0.25		(1.12	)		(0.87	)		(0.30	)		(0.01	)		(0.31	)		9.10		(8.83	)		350		1.45			3.50			2.79			19
2019^**		10.00		0.15		0.13			0.28			–			–			–			10.28		2.80			184		1.48	⁽²⁾		3.89			1.92			5


Statement of Assets and Liabilities (000)

April 30, 2024		(Unaudited)


Statement of Operations (000)

For the six months ended April 30, 2024		(Unaudited)


Statements of Changes in Net Assets (000)

For the six months ended April 30, 2024 (Unaudited) and for the year ended October 31, 2023


Financial Highlights

For a share outstanding throughout each period. For the six months ended April 30, 2024 (Unaudited) and for the years ended October 31


	Beginning Account Value 11/01/23		Ending Account Value 04/30/24		Annualized Expense Ratios		Expenses Paid During Period*

LSV Emerging Markets Equity Fund

Actual Fund Return
Institutional Class Shares	$	1,000.00	$	1,191.60		0.99%		$5.40
Investor Class Shares		1,000.00		1,192.20		1.24		6.76

Hypothetical 5% Return
Institutional Class Shares	$	1,000.00	$	1,019.94		0.99%		$4.97
Investor Class Shares		1,000.00		1,018.70		1.24		6.22


(Registrant)		The Advisors’ Inner Circle Fund

By (Signature and Title)		/s/ Michael Beattie
		Michael Beattie
		Principal Executive Officer

Date: July 8, 2024