TRUST FOR PROFESSIONAL MANAGERS (Form: N-CSR, Received: 02/03/2017 13:53:08)

Item 2. Code of Ethics.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer and principal financial officer. The registrant has not made any amendments to its code of ethics during the period covered by this report. The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report. A copy of the Registrant’s Code of Ethics is filed herewith.

Item 3. Audit Committee Financial Expert.

The registrant’s board of trustees has determined that there is at least one audit committee financial expert serving on its audit committee. Dr. Michael Akers is the “audit committee financial expert” and is considered to be “independent” as each term is defined in Item 3 of Form N‑CSR. Dr. Akers holds a Ph.D. in accountancy and is a professor of accounting at Marquette University in Milwaukee, Wisconsin.

Item 4. Principal Accountant Fees and Services.

The registrant has engaged its principal accountant to perform audit services, audit-related services, tax services and other services during the past two fiscal years. “Audit services” refer to performing an audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years. “Audit-related services” refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit. “Tax services” refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. The following table details the aggregate fees billed or expected to be billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal accountant.

	FYE 11/30/2016 ⁽¹⁾	FYE 11/30/2015 ⁽²⁾
Audit Fees	$46,500	$30,000
Audit-Related Fees	0	0
Tax Fees	$9,000	$6,000
All Other Fees	0	0

(1) Cost related to Convergence Core Plus Fund, Convergence Opportunities Fund and Convergence Market Neutral Fund.

(2) Cost related to Convergence Core Plus Fund and Convergence Opportunities Fund.

The audit committee has adopted pre-approval policies and procedures that require the audit committee to pre‑approve all audit and non‑audit services of the registrant, including services provided to any entity affiliated with the registrant.

The percentage of fees billed by Cohen & Company, Ltd. applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:

	FYE 11/30/2016	FYE 11/30/2015
Audit-Related Fees	0%	0%
Tax Fees	0%	0%
All Other Fees	0%	0%

All of the principal accountant’s hours spent on auditing the registrant’s financial statements were attributed to work performed by full‑time permanent employees of the principal accountant.

The following table indicates the non-audit fees billed or expected to be billed by the registrant’s accountant for services to the registrant and to the registrant’s investment adviser (and any other controlling entity, etc.—not sub-adviser) for the last two years. The audit committee of the board of trustees/directors has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser is compatible with maintaining the principal accountant's independence and has concluded that the provision of such non-audit services by the accountant has not compromised the accountant’s independence.

Non-Audit Related Fees	FYE 11/30/2016	FYE 11/30/2015
Registrant	0	0
Registrant’s Investment Adviser	0	0

Item 5. Audit Committee of Listed Registrants.

Not applicable to registrants who are not listed issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934).

Item 6. Investments.

(a)	Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.

(b)	Not Applicable.

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

Not applicable to open-end investment companies.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

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

Not applicable to open-end investment companies.

Item 10. Submission of Matters to a Vote of Security Holders.

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of trustees.

Item 11. Controls and Procedures.

(a)

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

(b)

There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the last fiscal half-year of 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. Exhibits.

(a)	(1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. A copy of the Registrants Code of Ethics is filed herewith.

(2) A separate certification for each principal executive and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith.

(3) Any written solicitation to purchase securities under Rule 23c‑1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable to open-end investment companies.

(b)	Certifications pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002. Furnished herewith.

SIGNATURES

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

(Registrant) Trust for Professional Managers

By (Signature and Title)* /s/ John Buckel

John Buckel, President

Date 2/2/2017

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title)* /s/ John Buckel

John Buckel, President

Date 2/2/2017

By (Signature and Title)* /s/ Jennifer Lima

Jennifer Lima, Treasurer

Date 2/2/2017

* Print the name and title of each signing officer under his or her signature.

TRUST FOR PROFESSIONAL MANAGERS

CODE OF ETHICS FOR PRINCIPAL EXECUTIVE AND SENIOR FINANCIAL OFFICERS

Revised November, 2005

I. Introduction/Covered Persons

Trust for Professional Managers (the “Trust”) has been successful in large part by managing its business with honesty and integrity. The principal officers of the Trust have an important and elevated role in corporate governance and in promoting investor confidence. To further the ends of ethical and honest conduct among its officers, the Audit Committee of the Board of Trustees of the Trust has adopted this Code of Ethics. This Code of Ethics is designed to comply with Section 406 of the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley”) and the rules promulgated by the Securities and Exchange Commission (the “SEC”) thereunder.

This Code of Ethics applies to the principal executive officer, principal financial officer, controller and other senior financial officers of the Trust, as may be identified from time to time by the Audit Committee (collectively, the “Covered Persons”).

The Audit Committee shall be responsible for the overall administration of this Code of Ethics, but has delegated to the Trust’s Chief Compliance Officer (the “Chief Compliance Officer”) the responsibility to oversee the day-to-day operation of this Code of Ethics.

This Code of Ethics is in addition to, not in replacement of, the Trust’s Code of Ethics for access persons (the “Investment Company Code of Ethics”), adopted pursuant to Rule 17j-1 under the Investment Company Act of 1940, as amended (the “Investment Company Act”). The Covered Persons may also be subject to the Investment Company Code of Ethics.

II. Code of Ethics Requirements

This Code of Ethics requires each Covered Person to:

1.	Act with honesty and integrity, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

2.	Provide full, fair, accurate, timely and understandable disclosure in reports submitted to or filed with the SEC and in all other public communications made by the Trust;

3.	Comply with laws, rules and regulations of the federal government, state governments and other regulatory agencies as they apply to the Trust;

4.	Disclose promptly to the Chief Compliance Officer any violations of this Code of Ethics of which the Covered Person may become aware; and

5.	Not retaliate against any other Covered Person or any employee of the Trust or their affiliated persons for reports of potential violations that are made in good faith.

III. Conflicts of Interest

A conflict of interest occurs when a Covered Person’s private interest interferes in any way—or even appears to interfere—with the interests of the Trust as a whole or with his or her service to the Trust. For example, a conflict of interest would arise if a Covered Person, or a member of his or her family, receives improper personal benefits as a result of his or her position with the Trust.

Certain conflicts of interest arise out of the relationships between Covered Persons and the Trust and already are subject to conflict of interest provisions in the Investment Company Act and the Investment Advisers Act of 1940, as amended (the “Investment Advisers Act”). For example, Covered Persons may not individually engage in certain transactions with the Trust (such as the purchase or sale of securities or other property, except the Trust’s own mutual fund shares) because of their status as “affiliated persons” of the Trust. The Trust’s and the investment adviser’s compliance programs and procedures are designed to prevent, or identify and correct, violations of these provisions. This Code does not, and is not intended to, repeat or replace these programs and procedures, and such conflicts fall outside of the parameters of this Code.

Although typically not presenting an opportunity for improper personal benefit, conflicts may arise from, or as a result of, the contractual relationship between the Trust and its investment adviser and/or administrator of which the Covered Persons are also officers or employees. As a result, this Code recognizes that the Covered Persons will, in the normal course of their duties (whether formally for the Trust or for the adviser and/or administrator, or for both), be involved in establishing policies and implementing decisions that will have different effects on the adviser and/or administrator and the Trust. The participation of the Covered Persons in such activities is inherent in the contractual relationship between the Trust and its investment adviser and/or administrator and is consistent with the performance by the Covered Persons of their duties as officers of the Trust. Thus, if performed in conformity with the provisions of the Investment Company Act and the Investment Advisers Act, such activities will be deemed to have been handled ethically.

Other conflicts of interest are covered by the Code, even if such conflicts of interest are not subject to provisions in the Investment Company Act and the Investment Advisers Act. The following list provides examples of conflicts of interest under the Code, but Covered Persons should keep in mind that these examples are not exhaustive. The overarching principle is that the personal interest of a Covered Person should not be placed improperly before the interest of the Trust.

Each Covered Person must:

·	not use his or her personal influence or personal relationships improperly to influence investment decisions or financial reporting by the Trust whereby the Covered Person would benefit personally to the detriment of the Trust; and

·	not cause the Trust to take action, or fail to take action, for the individual personal benefit of the Covered Person rather than for the benefit of the Trust.

There are some conflict of interest situations that should be discussed with the Chief Compliance Officer if material. Examples of these include:

·	any ownership interest in, or any consulting or employment relationship with, any of the Trust’s service providers, other than its investment adviser, principal underwriter, administrator or any affiliated person thereof; and

·	a direct or indirect financial interest in commissions, transaction charges or spreads paid by the Trust for effecting portfolio transactions or for selling or redeeming shares other than an interest arising from the Covered Person’s employment, such as compensation or equity ownership.

IV. Accurate, Complete, Timely and Understandable Information

The Covered Persons are responsible for ensuring that Trust’s shareholders and the public receive financial and other information that is accurate, complete, timely and understandable. Covered Persons are obligated to comply with all laws and regulations governing the public disclosure of Trust information. All public statements, whether oral or written, must be understandable and accurate, with no material omissions.

The books and records of the Trust must be kept accurate and current to ensure that the public receives information that is full, fair, accurate, complete and timely. The Covered Persons must ensure that transactions are completely and accurately recorded on the Trust’s books and records in accordance with generally accepted accounting principles. Economic evaluations must fairly represent all information relevant to the evaluation being made. No secret or unrecorded cash funds or other assets may be established or maintained for any purpose.

Each Covered Person shall also comply with the Trust’s disclosure controls and procedures and the Trust’s internal controls and procedures for financial reporting.

V. Waivers

The Audit Committee may grant a waiver from one or more provisions of this Code of Ethics upon the request of a Covered Person and after a review of the relevant facts and circumstances. The decision by the Audit Committee whether to grant a waiver from this Code of Ethics shall be final.

“Waiver” shall mean the approval of a material departure from a provision of this Code of Ethics. If an executive officer becomes aware of a material departure from a provision of this Code of Ethics by any Covered Person, he or she shall immediately report such violation to the Chief Compliance Officer or the Audit Committee, as appropriate. The Chief Compliance Officer shall promptly report the violation to the Audit Committee. If the Audit Committee fails to take action with respect to the violation within ten business days, the Trust shall be deemed to have made an “implicit waiver” from this Code of Ethics.

If a waiver from one or more provisions of Section II of this Code of Ethics is granted by the Audit Committee to any Covered Person, including an implicit waiver, the Audit Committee shall direct the Trust to (a) post a notice and description of the waiver on the each applicable Fund’s website within five business days following the waiver, including the name of the person to whom the Trust granted the waiver and the date of the waiver, maintain such notice on the website for at least 12 months, and retain such notice for a period of at least 6 years following the end of the fiscal year in which the waiver occurred; or (b) include a description of the waiver in the Trust’s next report on Form N-CSR relating to the applicable Fund. If the waiver will be disclosed via a Fund’s website, the Trust must have first disclosed in its most recent Form N-CSR relating to the applicable Fund that it intends to disclose these events on the Fund’s website and website’s address.

VI. Amendments

This Code of Ethics may be amended by the Audit Committee as it deems appropriate. If a provision of the Code of Ethics that applies to any Covered Person and that relates to one or more provisions of Section II of this Code is amended, the Audit Committee shall direct the applicable Fund to (a) post a notice and description of the amendment on the Fund’s website within five business days following the amendment, maintain such notice on the website for at least 12 months, and retain such notice for a period of at least 6 years following the end of the fiscal year in which the amendment occurred; or (b) include a description of the amendment in the Trust’s next report on Form N-CSR relating to the applicable Fund. If the amendment will be disclosed via a Fund’s website, the rules applicable to website postings of waivers, discussed in Section V above, apply.

Technical, administrative or other non-substantive amendments to the Code of Ethics need not be disclosed.

VII. Violations

If the Audit Committee becomes aware of an actual or potential violation of this Code of Ethics, it shall direct an investigation into the facts and circumstances surrounding the violation. If a violation is found, the Audit Committee may impose on the Covered Person found to be in violation of this Code of Ethics any of a wide range of consequences as it deems appropriate, including warnings or letters of reprimand for less significant, first-time offenses, fines, reduced professional duties, suspension without pay and, in the most serious cases, termination.

VIII. Disclosure

The Audit Committee shall direct the Trust to make this Code of Ethics publicly available through one of the following three methods: (1) filing the Code as an exhibit to the Trust’s annual report on Form N-CSR relating to each Fund; (2) posting the text of the Code on the applicable Fund’s website, provided that the Fund has first disclosed the website’s address and intent to provide disclosure in this manner in its most report on Form N-CSR and provided further that the text of the Code remains on the applicable Fund’s website for as long as the Trust remains subject to the SEC’s rules promulgated under Section 406 of Sarbanes-Oxley ; or (3) providing an undertaking in its most recent report on Form N-CSR relating to each applicable Fund to provide a copy of the Code of Ethics to any person without charge upon request.

IX. Acknowledgement

Each Covered Person shall, in the form attached hereto as Appendix A , acknowledge receipt of and compliance with the Code of Ethics upon adoption of this Code of Ethics or when initially hired, whichever occurs later. Each Covered Person shall annually, in the form attached hereto as Appendix B , acknowledge receipt of and compliance with this Code of Ethics.

X.	Confidentiality

All reports and records prepared or maintained pursuant to this Code will be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this Code or in the course of investigating any alleged violation of this Code, such matters shall not be disclosed to anyone other than the Board, its counsel, the Trust, its counsel, the investment adviser, and its counsel.

XI.	Internal Use

The Code is intended solely for the internal use by the Trust and does not constitute an admission, by or on behalf of any Trust, as to any fact, circumstance, or legal conclusion.

Appendix A

ACKNOWLEDGMENT OF RECEIPT OF

THE CODE OF ETHICS

I acknowledge that I have received, read and understand the Code of Ethics dated _____________ and represent:

In accordance with the Code of Ethics, I will report all violations of the Code of Ethics to the Chief Compliance Officer;

I do not currently know of any violations of the Code of Ethics; and

I will comply with the Code of Ethics in all other respects.

______________________________________________

Signature

______________________________________________

Print Name

______________________________________________

Title

Dated:____________________

A-1

Appendix B

ANNUAL CERTIFICATION OF COMPLIANCE WITH

THE CODE OF ETHICS

I certify that during the past year:

1. I have reported all violations of the Code of Ethics of which I was aware;

2. I have complied with the Code of Ethics in all other respects; and

I have read and understand the Code of Ethics and recognize that I am
subject thereto.

______________________________________________

Signature

______________________________________________

Print Name

______________________________________________

Title

Dated:____________________

B-1

LETTER TO SHAREHOLDERS	3
EXPENSE EXAMPLES	9
CONVERGENCE CORE PLUS FUND
SCHEDULE OF INVESTMENTS	19
SCHEDULE OF SECURITIES SOLD SHORT	27
CONVERGENCE OPPORTUNITIES FUND
SCHEDULE OF INVESTMENTS	31
SCHEDULE OF SECURITIES SOLD SHORT	38
CONVERGENCE MARKET NEUTRAL FUND
SCHEDULE OF INVESTMENTS	42
SCHEDULE OF SECURITIES SOLD SHORT	49
STATEMENTS OF ASSETS AND LIABILITIES	54
STATEMENTS OF OPERATIONS	56
STATEMENTS OF CHANGES IN NET ASSETS
CONVERGENCE CORE PLUS FUND	57
CONVERGENCE OPPORTUNITIES FUND	58
CONVERGENCE MARKET NEUTRAL FUND	59
STATEMENTS OF CASH FLOWS	60
FINANCIAL HIGHLIGHTS
CONVERGENCE CORE PLUS FUND	62
CONVERGENCE OPPORTUNITIES FUND	66
CONVERGENCE MARKET NEUTRAL FUND	67
NOTES TO FINANCIAL STATEMENTS	68
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	81
BASIS FOR TRUSTEES’ APPROVAL OF INVESTMENT ADVISORY AGREEMENT – CONVERGENCE CORE PLUS FUND AND CONVERGENCE OPPORTUNITIES FUND	82
NOTICE OF PRIVACY POLICY & PRACTICES	86
ADDITIONAL INFORMATION	87

Net of Fee Performance					Annualized
	1	3	6	9	1	3	5	Since
	Month	Months	Months	Months	Year	Years	Years	Inception
Convergence Core
Plus Fund
(Institutional Class)	7.95%	7.76%	10.93%	16.53%	6.04%	7.06%	14.43%	13.57%
Russell 3000 Index
Total Return	4.48%	2.38%	6.93%	17.23%	8.31%	8.68%	14.41%	12.60%

Net of Fee Performance					Annualized
	1	3	6	9	1	3	Since
	Month	Months	Months	Months	Year	Years	Inception
Convergence
Opportunities Fund
(Institutional Class)	10.06%	9.65%	13.33%	21.11%	8.11%	6.09%	6.08%
Russell 2000 Total
Return Index	11.15%	7.05%	15.37%	29.38%	12.08%	6.45%	6.45%

Net of Fee Performance
					Since
	1	3	6	9	Inception
	Month	Months	Months	Months	(10 months)
Convergence Market Neutral Fund
(Institutional Class)	4.67%	7.18%	7.29%	3.83%	3.00%
BofA Merrill Lynch 3 Month Treasury Bill Index	0.02%	0.09%	0.18%	0.26%	0.28%
S&P 500 Index Total Return	3.70%	1.83%	6.01%	15.68%	15.52%

David J. Abitz, CFA	Justin Neuberg, CFA
President & Chief Investment Officer	Co-Portfolio Manager
Convergence Investment Partners, LLC	Convergence Investment Partners, LLC

	Convergence Core Plus Fund –
	Institutional Class
	Beginning	Ending	Expenses Paid
	Account Value	Account Value	During Period
	6/1/16	11/30/16	6/1/16 – 11/30/16*
Actual**	$1,000.00	$1,109.30	$11.81
Hypothetical (5% return
before expenses)***	$1,000.00	$1,013.80	$11.28

*		Expenses are equal to the Fund’s annualized expense ratio of 2.24%, multiplied by the average account value over the period, multiplied by 183/366 (to reflect the one-half year period). Excluding dividends on short positions, interest and broker expenses, the Fund’s annualized expense ratio would be 1.32%.
**		Excluding dividends on short positions, interest and broker expenses, your actual cost of investing in the Fund would be $6.96.
***		Excluding dividends on short positions, interest and broker expenses, your hypothetical cost of investing in the Fund would be $6.66.

	Convergence Core Plus Fund –
	Investment Class
	Beginning	Ending	Expenses Paid
	Account Value	Account Value	During Period
	6/1/16	11/30/16	6/1/16 – 11/30/16*
Actual**	$1,000.00	$1,107.90	$13.07
Hypothetical (5% return
before expenses)***	$1,000.00	$1,012.60	$12.48

	Convergence Opportunities Fund –
	Institutional Class
	Beginning	Ending	Expenses Paid
	Account Value	Account Value	During Period
	6/1/16	11/30/16	6/1/16 – 11/30/16*
Actual**	$1,000.00	$1,133.30	$12.69
Hypothetical (5% return
before expenses)***	$1,000.00	$1,013.10	$11.98

	Convergence Market Neutral Fund –
	Institutional Class
	Beginning	Ending	Expenses Paid
	Account Value	Account Value	During Period
	6/1/16	11/30/16	6/1/16 – 11/30/16*
Actual**	$1,000.00	$1,072.90	$17.00
Hypothetical (5% return
before expenses)***	$1,000.00	$1,008.60	$16.47

		Russell
	Institutional	3000 Total
	Class Shares	Return Index
One Year	6.04%	8.31%
Three Year	7.06%	8.68%
Five Year	14.43%	14.41%
Since Inception (12/29/09)	13.57%	12.60%

		Russell
	Investment	3000 Total
	Class Shares	Return Index
One Year	5.74%	8.31%
Three Year	6.77%	8.68%
Since Inception (1/31/13)	11.08%	12.75%

		Russell
	Institutional	2000 Total
	Class Shares	Return Index
One Year	8.11%	12.08%
Three Year	6.09%	6.45%
Since Inception (11/29/13)	6.08%	6.45%

		BofA
		Merrill Lynch
		3 Month
	Institutional	Treasury
	Class Shares	Bill Index
Since Inception (1/29/16)	3.00%	0.28%

	Shares		Value
COMMON STOCKS* 125.13%

Accommodation 0.16%
Marriott International, Inc. – Class A (c)		2,723	$	214,518

Administrative and Support Services 4.26%
Baker Hughes, Inc.		22,975		1,477,982
Cardtronics PLC – Class A (a)(b)		33,771		1,670,651
ManpowerGroup, Inc.		4,039		344,971
MasterCard, Inc. – Class A		15,603		1,594,627
Navient Corp.		26,054		448,910
				5,537,141
Air Transportation 2.22%
Hawaiian Holdings, Inc. (a)		19,322		992,185
SkyWest, Inc.		31,000		1,142,349
United Continental Holdings, Inc. (a)		10,808		745,212
				2,879,746
Ambulatory Health Care Services 0.76%
Quest Diagnostics, Inc.		11,265		985,237

Apparel Manufacturing 0.37%
PVH Corp.		4,482		474,823

Beverage and Tobacco Product Manufacturing 1.41%
National Beverage Corp. (c)		36,325		1,834,049

Broadcasting (except Internet) 2.87%
AMC Networks, Inc. – Class A (a)		6,198		342,440
Discovery Communications, Inc. – Class A (a)		53,830		1,458,254
Scripps Networks Interactive – Class A		11,903		824,402
Sirius XM Holdings, Inc.		243,302		1,111,890
				3,736,986
Building Material and Garden Equipment and Supplies Dealers 0.46%
Home Depot, Inc.		4,621		597,957

Chemical Manufacturing 8.94%
AbbVie, Inc.		53,767		3,269,034
Chemours Co.		47,393		1,171,555
Endo International PLC (a)(b)		54,039		865,164
Gilead Sciences, Inc.		44,196		3,257,245
Huntsman Corp.		53,845		1,048,901

	Shares		Value
Chemical Manufacturing 8.94% (Continued)
Trinseo SA (b)(c)		17,788	$	1,041,487
United Therapeutics Corp. (a)		7,863		987,671
				11,641,057
Clothing and Clothing Accessories Stores 1.78%
Genesco, Inc. (a)		18,623		1,176,974
Urban Outfitters, Inc. (a)		36,130		1,141,708
				2,318,682
Computer and Electronic Product Manufacturing 10.29%
Apple, Inc.		36,006		3,979,383
Garmin Ltd. (b)		10,251		534,692
HP, Inc.		60,829		936,767
Intel Corp.		35,245		1,223,002
Jabil Circuit, Inc.		38,361		811,335
NVIDIA Corp.		20,897		1,926,703
QUALCOMM, Inc.		32,012		2,180,978
Sanmina Corp. (a)		31,498		1,034,709
Teradata Corp. (a)		28,578		767,319
				13,394,888
Construction of Buildings 0.68%
Lennar Corp. – Class A		9,565		406,895
Toll Brothers, Inc. (a)		15,982		474,026
				880,921
Credit Intermediation and Related Activities 13.80%
American Express Co.		9,573		689,639
Bank of America Corp.		105,630		2,230,906
Capital One Financial Corp.		27,746		2,331,774
Citigroup, Inc.		35,147		1,981,939
Discover Financial Services		22,903		1,552,136
Fifth Third Bancorp		86,264		2,244,589
JPMorgan Chase & Co.		30,561		2,450,074
Regions Financial Corp.		86,672		1,173,539
SunTrust Banks, Inc.		23,135		1,201,863
Western Union Co.		78,327		1,647,217
Zions Bancorporation		11,350		451,617
				17,955,293

	Shares		Value
Educational Services 0.40%
DeVry Education Group, Inc.		17,515	$	522,823

Electronics and Appliance Stores 1.19%
Best Buy Co., Inc.		33,847		1,546,808

Food and Beverage Stores 0.23%
United Natural Foods, Inc. (a)		6,500		305,175

Food Manufacturing 4.85%
Archer-Daniels-Midland Co.		34,747		1,502,113
Dean Foods Co.		99,366		1,973,409
Hain Celestial Group, Inc. (a)		36,364		1,425,105
Tyson Foods, Inc. – Class A		24,618		1,398,549
				6,299,176
Food Services and Drinking Places 1.73%
Bloomin’ Brands, Inc.		40,485		753,021
Brinker International, Inc.		12,564		667,274
Darden Restaurants, Inc.		11,310		829,023
				2,249,318
Furniture and Related Product Manufacturing 0.31%
Herman Miller, Inc.		12,294		399,555

General Merchandise Stores 4.39%
Big Lots, Inc.		26,500		1,341,165
Kohl’s Corp.		29,993		1,614,523
Wal-Mart Stores, Inc.		38,971		2,744,728
				5,700,416
Health and Personal Care Stores 1.69%
Express Scripts Holding Co. (a)		15,290		1,160,205
Owens & Minor, Inc.		30,426		1,031,746
				2,191,951
Hospitals 0.88%
HCA Holdings, Inc. (a)		16,121		1,142,818

Insurance Carriers and Related Activities 6.29%
Aetna, Inc.		8,803		1,151,785
Lincoln National Corp.		17,017		1,090,790
Primerica, Inc.		13,709		969,226

	Shares		Value
Insurance Carriers and Related Activities 6.29% (Continued)
Principal Financial Group, Inc.		15,962	$	920,848
Reinsurance Group of America, Inc.		6,649		811,510
Torchmark Corp.		11,183		783,816
Unum Group		21,664		915,737
WellCare Health Plans, Inc. (a)		11,174		1,531,062
				8,174,774
Leather and Allied Product Manufacturing 0.35%
Wolverine World Wide, Inc.		20,094		452,718

Machinery Manufacturing 4.18%
Cummins, Inc.		3,866		548,121
General Electric Co. (c)		102,248		3,145,149
Ingersoll-Rand PLC (b)		12,540		934,732
Terex Corp.		26,621		812,473
				5,440,475
Management of Companies and Enterprises 0.71%
AES Corp.		46,625		533,856
Cooper-Standard Holdings, Inc. (a)		4,037		384,807
				918,663
Merchant Wholesalers, Nondurable Goods 1.50%
Procter & Gamble Co.		16,147		1,331,482
Univar, Inc. (a)		24,487		609,726
				1,941,208
Miscellaneous Manufacturing 1.13%
Baxter International, Inc.		22,955		1,018,513
Brady Corp. – Class A		12,355		454,046
				1,472,559
Motion Picture and Sound Recording Industries 0.91%
Regal Entertainment Group – Class A (c)(d)		51,594		1,182,019

Motor Vehicle and Parts Dealers 1.08%
Penske Automotive Group, Inc.		28,029		1,398,927

Nonmetallic Mineral Product Manufacturing 1.07%
Owens-Illinois, Inc. (a)		37,426		687,516
USG Corp. (a)		24,464		700,649
				1,388,165

	Shares		Value
Nonstore Retailers 1.36%
eBay, Inc. (a)		23,568	$	655,426
World Fuel Services Corp.		25,293		1,124,527
				1,779,953
Oil and Gas Extraction 0.44%
Helmerich & Payne, Inc.		7,559		571,838

Other Information Services 2.59%
Alphabet, Inc. – Class C (a)		2,456		1,861,746
VeriSign, Inc. (a)		19,080		1,504,458
				3,366,204
Paper Manufacturing 1.32%
International Paper Co.		15,918		775,525
Packaging Corporation of America		11,152		945,243
				1,720,768
Petroleum and Coal Products Manufacturing 3.87%
Marathon Petroleum Corp.		32,140		1,511,222
Owens Corning		17,405		894,269
Tesoro Corp.		16,710		1,359,359
Valero Energy Corp.		20,502		1,262,103
				5,026,953
Primary Metal Manufacturing 0.91%
Belden, Inc.		10,530		778,167
Worthington Industries, Inc.		7,186		404,428
				1,182,595
Professional, Scientific, and Technical Services 7.97%
Allscripts Healthcare Solutions, Inc. (a)		82,927		910,538
Amgen, Inc.		17,000		2,449,189
DigitalGlobe, Inc. (a)		23,640		760,026
Exelixis, Inc. (a)		79,536		1,345,749
FTI Consulting, Inc. (a)		10,248		437,590
International Business Machines Corp.		3,648		591,779
Jacobs Engeneering Group, Inc. (a)		11,564		717,084
PAREXEL International Corp. (a)		12,992		766,528
Quintiles IMS Holdings, Inc. (a)		8,784		674,875
VMware, Inc. – Class A (a)(c)(d)		21,019		1,705,482
				10,358,840

	Shares		Value
Publishing Industries (except Internet) 6.60%
Citrix Systems, Inc. (a)		19,071	$	1,654,028
Cogent Communications Holdings, Inc.		9,330		349,409
CommVault Systems, Inc. (a)		9,320		503,280
Mentor Graphics Corp.		45,583		1,666,058
Microsoft Corp.		28,375		1,709,877
Nuance Communications, Inc. (a)		66,248		1,073,880
Oracle Corp.		40,718		1,636,456
				8,592,988
Real Estate 0.41%
Realogy Holdings Corp.		22,006		531,445

Rental and Leasing Services 0.71%
United Rentals, Inc. (a)		9,204		930,616

Securities, Commodity Contracts, and Other Financial
Investments and Related Activities 3.11%
E*TRADE Financial Corp. (a)		16,862		581,908
Morgan Stanley		83,606		3,457,944
				4,039,852
Specialty Trade Contractors 1.20%
EMCOR Group, Inc.		11,419		792,137
Quanta Services, Inc. (a)		22,924		772,997
				1,565,134
Support Activities for Mining 2.83%
Nabors Industries Ltd. (b)		124,540		2,005,094
Rowan Companies PLC – Class A (a)(b)		93,958		1,674,332
				3,679,426
Telecommunications 2.69%
AT&T, Inc.		90,440		3,493,697

Transportation Equipment Manufacturing 2.09%
Lear Corp.		8,877		1,149,660
Moog, Inc. – Class A (a)		11,036		770,644
Oshkosh Corp.		11,478		803,460
				2,723,764
Truck Transportation 0.75%
Swift Transportation Co. – Class A (a)		39,140		977,326

	Shares		Value
Utilities 4.08%
CenterPoint Energy, Inc.		34,557	$	824,530
Entergy Corp.		12,462		856,513
Exelon Corp.		29,963		974,098
FirstEnergy Corp.		29,821		933,099
ONEOK, Inc.		16,079		883,219
Southwest Gas Corp.		11,183		828,996
				5,300,455
Water Transportation 0.62%
Royal Caribbean Cruises Ltd. (b)		10,010		810,510

Wholesale Electronic Markets and Agents and Brokers 0.69%
Tech Data Corp. (a)		10,625		901,744
TOTAL COMMON STOCKS (Cost $133,249,493)				162,732,954

REAL ESTATE INVESTMENT TRUSTS* 4.72%
Empire State Realty Trust, Inc. – Class A		28,328		571,376
Equity Commonwealth (a)		15,206		442,190
First Industrial Realty Trust, Inc.		21,167		559,867
Host Hotels & Resorts, Inc.		38,828		692,692
Hudson Pacific Properties, Inc.		16,046		559,524
Kite Realty Group Trust		14,766		355,122
LaSalle Hotel Properties		21,188		594,748
Liberty Property Trust		13,697		539,662
Pebblebrook Hotel Trust		23,171		666,398
Piedmont Office Realty Trust, Inc. – Class A		27,530		540,689
Sunstone Hotel Investors, Inc.		42,410		616,641
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $5,596,154)				6,138,909

INVESTMENT PURCHASED WITH PROCEEDS
FROM SECURITIES LENDING 2.26%

Money Market Fund 2.26%
First American Government
Obligations Fund – Class Y, 0.010% (e)		2,945,369		2,945,369
TOTAL INVESTMENT PURCHASED WITH PROCEEDS
FROM SECURITIES LENDING (Cost $2,945,369)				2,945,369

	Shares		Value
SHORT-TERM INVESTMENTS 2.50%

Money Market Fund 2.50%
Fidelity Institutional Money Market Funds –
Government Portfolio, 0.280% (e)		3,245,225	$	3,245,225
TOTAL SHORT-TERM INVESTMENTS (Cost $3,245,225)				3,245,225
Total Investments (Cost $145,036,241) 134.61%				175,062,457
Liabilities in Excess of Other Assets (34.61)%				(45,008,101	)
TOTAL NET ASSETS 100.00%			$	130,054,356

*	Unless otherwise noted, all or a portion of these securities, totaling $158,194,248, are pledged as collateral for securities sold short.
(a)	Non-income producing security.
(b)	Foreign issued security.
(c)	This security is not pledged as collateral for securities sold short.
(d)	All or a portion of security is out on loan.
(e)	Seven day yield as of November 30, 2016.

Abbreviations:
Ltd.	Limited Liability Company.
PLC	Public Limited Company.
SA	Generally designates corporations in various countries, mostly those employing the civil law.

	Shares			Value
Abbott Laboratories		(7,255	)	$	(276,198	)
ACADIA Pharmaceuticals, Inc.		(12,490	)		(337,105	)
Acuity Brands, Inc.		(1,070	)		(269,009	)
Adient PLC (a)		(481	)		(25,762	)
Advance Auto Parts, Inc.		(2,492	)		(422,942	)
Air Lease Corp. – Class A		(9,240	)		(331,347	)
Aircastle Ltd. (a)		(11,740	)		(252,175	)
Akamai Technologies, Inc.		(5,700	)		(380,190	)
Alnylam Pharmaceuticals, Inc.		(3,075	)		(134,900	)
Amsurg Corp.		(3,420	)		(232,970	)
Antero Resources Corp.		(13,424	)		(328,754	)
Ascena Retail Group, Inc.		(36,018	)		(217,549	)
athenahealth, Inc.		(1,915	)		(181,159	)
Ball Corp.		(2,200	)		(165,132	)
Banner Corp.		(3,590	)		(187,147	)
Beacon Roofing Supply, Inc.		(5,540	)		(257,001	)
BGC Partners, Inc. – Class A		(36,689	)		(358,452	)
Bluebird Bio, Inc.		(5,700	)		(343,995	)
Boston Beer Company, Inc. – Class A		(2,630	)		(455,253	)
Broadcom Ltd. (a)		(3,593	)		(612,570	)
CalAtlantic Group, Inc.		(9,642	)		(321,946	)
Casey’s General Stores, Inc.		(2,198	)		(264,749	)
Cavium, Inc.		(4,260	)		(242,948	)
CBRE Group, Inc. – Class A		(9,290	)		(269,781	)
Centene Corp.		(3,340	)		(192,484	)
CF Industries Holdings, Inc.		(8,404	)		(243,212	)
Charter Communications, Inc. – Class A		(1,022	)		(281,367	)
Chemical Financial Corp.		(7,812	)		(405,286	)
Cheniere Energy, Inc.		(9,601	)		(392,297	)
Chipotle Mexican Grill, Inc.		(440	)		(174,385	)
Chubb Ltd. (a)		(4,706	)		(602,368	)
Clovis Oncology, Inc.		(2,949	)		(101,062	)
Compass Minerals International, Inc.		(1,967	)		(152,541	)
Coty, Inc. – Class A		(7,251	)		(135,666	)
Cypress Semiconductor Corp.		(18,981	)		(213,536	)
Delphi Automotive PLC (a)		(3,430	)		(219,520	)
Diebold, Inc.		(4,626	)		(105,473	)
Dominion Resources, Inc.		(5,270	)		(386,239	)
Edgewell Personal Care Co.		(7,292	)		(577,088	)
Enstar Group Ltd. (a)		(1,808	)		(355,544	)
Equinix, Inc.		(860	)		(291,334	)
Equity Residential		(4,040	)		(242,440	)
Etsy, Inc.		(7,081	)		(87,804	)
Exponent, Inc.		(2,130	)		(129,185	)

	Shares			Value
Fabrinet (a)		(8,070	)	$	(345,396	)
Ferroglobe PLC (a)		(15,030	)		(171,492	)
FirstCash, Inc.		(2,518	)		(115,576	)
Fitbit, Inc. – Class A		(21,090	)		(176,312	)
Flagstar Bancorp, Inc.		(6,010	)		(169,362	)
GCP Applied Technologies, Inc.		(6,300	)		(176,400	)
Gigamon, Inc.		(7,230	)		(385,720	)
Global Payments, Inc.		(5,200	)		(356,460	)
Golar LNG Ltd. (a)		(16,471	)		(401,893	)
Grand Canyon Education, Inc.		(816	)		(46,594	)
Granite Construction, Inc.		(4,720	)		(278,433	)
Guess? Inc.		(17,410	)		(266,721	)
Gulfport Energy Corp.		(13,346	)		(342,859	)
Hertz Global Holdings, Inc.		(6,410	)		(161,404	)
Houghton Mifflin Harcourt Co.		(11,610	)		(128,291	)
Howard Hughes Corp.		(471	)		(53,600	)
HubSpot, Inc.		(6,710	)		(376,431	)
ILG, Inc.		(10,740	)		(194,072	)
IMAX Corp. (a)		(1,875	)		(59,906	)
Imperva, Inc.		(7,630	)		(291,085	)
Ingevity Corp.		(3,040	)		(159,205	)
Insulet Corp.		(7,190	)		(241,944	)
IPG Photonics Corp.		(3,690	)		(353,945	)
j2 Global, Inc.		(5,610	)		(412,391	)
John Bean Technologies Corp.		(3,150	)		(284,130	)
Johnson Controls International PLC (a)		(6,144	)		(276,357	)
Juno Therapeutics, Inc.		(13,390	)		(268,470	)
Kimco Realty Corp.		(8,830	)		(225,518	)
Kite Pharma, Inc.		(7,608	)		(387,475	)
KLX, Inc.		(6,751	)		(263,221	)
Kosmos Energy Ltd. (a)		(57,304	)		(303,711	)
LendingClub Corp.		(69,155	)		(391,417	)
Level 3 Communications, Inc.		(5,879	)		(323,757	)
Liberty Broadband Corp. – Class A		(1,710	)		(118,896	)
Liberty Expedia Holdings, Inc. – Class A		(2,560	)		(112,538	)
Liberty Ventures		(3,840	)		(149,837	)
Lions Gate Entertainment Corp. (a)		(9,733	)		(227,752	)
Lithia Motors, Inc. – Class A		(3,420	)		(314,298	)
Littelfuse, Inc.		(2,520	)		(367,391	)
Madison Square Garden Co. – Class A		(1,820	)		(316,025	)
Mead Johnson Nutrition Co.		(5,400	)		(389,286	)
Medtronic PLC (a)		(3,600	)		(262,836	)
Microsemi Corp.		(4,800	)		(262,800	)

	Shares			Value
Mondelez International, Inc. – Class A		(9,335	)	$	(384,975	)
Monogram Residential Trust, Inc.		(4,883	)		(51,418	)
Monster Beverage Corp.		(9,498	)		(425,036	)
Morningstar, Inc.		(2,845	)		(207,429	)
Netflix, Inc.		(2,744	)		(321,048	)
NetScout Systems, Inc.		(13,062	)		(407,533	)
Neurocrine Biosciences, Inc.		(9,224	)		(428,455	)
Nevro Corp.		(2,420	)		(183,993	)
New Jersey Resources Corp.		(17,680	)		(609,076	)
New York Community Bancorp, Inc.		(22,054	)		(352,423	)
New York REIT, Inc.		(28,330	)		(273,101	)
NorthStar Asset Management Group, Inc.		(18,367	)		(271,097	)
Norwegian Cruise Line Holdings Ltd. (a)		(5,231	)		(208,246	)
Old National Bancorp		(6,024	)		(102,709	)
Olin Corp.		(6,886	)		(179,036	)
Orbital ATK, Inc.		(3,156	)		(269,301	)
Parsley Energy, Inc. – Class A		(10,836	)		(413,392	)
Pattern Energy Group, Inc. – Class A		(17,153	)		(336,713	)
PayPal Holdings, Inc.		(9,900	)		(388,873	)
PDC Energy, Inc.		(5,430	)		(404,264	)
Pilgrim’s Pride Corp.		(20,140	)		(354,665	)
Pinnacle Financial Partners, Inc.		(5,045	)		(325,403	)
Portola Pharmaceuticals, Inc.		(7,517	)		(135,231	)
Puma Biotechnology, Inc.		(2,414	)		(103,923	)
RBC Bearings, Inc.		(3,300	)		(279,708	)
RLI Corp.		(5,331	)		(320,073	)
Sage Therapeutics, Inc.		(5,590	)		(280,115	)
Santander Consumer USA Holdings, Inc.		(20,194	)		(278,273	)
Signature Bank		(2,338	)		(350,490	)
Simmons First National Corp. – Class A		(5,833	)		(352,605	)
Snap-on, Inc.		(1,549	)		(258,993	)
Southern Copper Corp.		(1,200	)		(39,396	)
Spark Therapeutics, Inc.		(4,153	)		(228,457	)
Spirit Airlines, Inc.		(3,692	)		(205,275	)
Sprouts Farmers Market, Inc.		(23,597	)		(472,176	)
Square, Inc. – Class A		(32,910	)		(425,856	)
Stamps.com, Inc.		(3,450	)		(366,390	)
Stericycle, Inc.		(3,257	)		(237,663	)
Tahoe Resources, Inc. (a)		(14,220	)		(136,228	)
Texas Capital Bancshares, Inc.		(4,234	)		(308,024	)
TFS Financial Corp.		(16,761	)		(312,257	)
Total System Services, Inc.		(7,840	)		(385,885	)
TransDigm Group, Inc.		(737	)		(185,304	)
Trinity Industries, Inc.		(3,730	)		(103,657	)

	Shares			Value
TripAdvisor, Inc.		(5,620	)	$	(271,333	)
Tyler Technologies, Inc.		(2,436	)		(362,720	)
Ultimate Software Group, Inc.		(1,728	)		(354,119	)
Ultragenyx Pharmaceutical, Inc.		(6,043	)		(473,105	)
Under Armour, Inc. – Class C		(11,628	)		(299,770	)
Varian Medical Systems, Inc.		(3,270	)		(293,745	)
Veeva Systems, Inc. – Class A		(6,261	)		(291,011	)
Viacom, Inc. – Class B		(6,309	)		(236,461	)
Vonage Holdings Corp.		(37,092	)		(244,436	)
Waddell & Reed Financial, Inc. – Class A		(11,627	)		(227,075	)
Weatherford International PLC (a)		(72,225	)		(369,070	)
WEX, Inc.		(1,507	)		(166,539	)
Weyerhaeuser Co.		(8,170	)		(251,881	)
WisdomTree Investments, Inc.		(28,750	)		(317,975	)
Wynn Resorts Ltd.		(1,780	)		(181,542	)
XPO Logistics, Inc.		(11,540	)		(513,876	)
Zayo Group Holdings, Inc.		(12,083	)		(416,863	)
Zebra Technologies Corp. – Class A		(5,170	)		(408,689	)
Zendesk, Inc.		(15,190	)		(323,395	)
TOTAL SECURITIES SOLD SHORT (Proceeds $43,604,079)				$	(41,736,842	)

	Shares		Value
COMMON STOCKS* 125.80%

Accommodation 0.44%
Penn National Gaming, Inc. (a)		26,003	$	345,320

Administrative and Support Services 6.87%
Cardtronics PLC – Class A (a)(b)		20,326		1,005,527
Donnelley Financial Solutions, Inc. (a)		19,182		365,801
Kelly Services, Inc. – Class A		39,005		785,561
ManTech International Corp. – Class A		23,395		1,006,219
Navient Corp.		62,536		1,077,495
Piper Jaffray Companies (a)		15,301		1,116,208
				5,356,811
Air Transportation 1.77%
Hawaiian Holdings, Inc. (a)		14,948		767,580
SkyWest, Inc.		16,460		606,551
				1,374,131
Ambulatory Health Care Services 0.46%
Medpace Holdings, Inc. (a)		10,089		359,976

Beverage and Tobacco Product Manufacturing 1.24%
National Beverage Corp. (c)		19,190		968,903

Broadcasting (except Internet) 1.27%
Discovery Communications, Inc. – Class A (a)		36,637		992,496

Chemical Manufacturing 9.39%
AMAG Pharmaceuticals, Inc. (a)		25,397		843,180
Cardiovascular Systems, Inc. (a)		31,705		766,944
Chemours Co.		56,746		1,402,761
Emergent BioSolutions, Inc. (a)		23,951		640,929
Endo International PLC (a)(b)		60,645		970,927
Medifast, Inc.		15,831		618,675
SciClone Pharmaceuticals, Inc. (a)		39,260		390,637
Supernus Pharmaceuticals, Inc. (a)		29,460		634,863
Trinseo SA (b)(c)		18,075		1,058,291
				7,327,207
Clothing and Clothing Accessories Stores 1.16%
Children’s Place, Inc.		8,742		907,857

Computer and Electronic Product Manufacturing 13.76%
Amkor Technology, Inc. (a)		102,430		1,210,722
Benchmark Electronics, Inc. (a)		34,990		991,966

	Shares		Value
Fabricated Metal Product Manufacturing 0.91%
Gibraltar Industries, Inc. (a)		15,731	$	707,895

Food and Beverage Stores 0.89%
SpartanNash Co.		10,211		369,740
United Natural Foods, Inc. (a)		6,981		327,758
				697,498
Food Manufacturing 1.19%
Dean Foods Co.		46,600		925,476

Food Services and Drinking Places 2.74%
Cheesecake Factory, Inc.		12,960		766,843
Dave & Buster’s Entertainment, Inc. (a)		15,835		741,870
Hyatt Hotels Corp. – Class A (a)		12,265		629,685
				2,138,398
Furniture and Related Product Manufacturing 0.81%
La-Z-Boy, Inc.		23,636		632,263

General Merchandise Stores 0.70%
Big Lots, Inc.		10,849		549,068

Hospitals 0.90%
LifePoint Health, Inc. (a)		12,727		699,348

Insurance Carriers and Related Activities 6.38%
Aspen Insurance Holdings Ltd. (b)		14,844		756,302
Essent Group Ltd. (a)(b)		44,680		1,363,633
Molina Healthcare, Inc. (a)(c)		16,298		861,512
Primerica, Inc.		16,038		1,133,887
Radian Group, Inc.		20,826		303,227
Stewart Information Services Corp.		7,110		337,298
Validus Holdings Ltd. (b)		4,086		222,033
				4,977,892
Machinery Manufacturing 1.03%
Chart Industries, Inc. (a)		22,565		802,186

Management of Companies and Enterprises 2.13%
Cooper-Standard Holdings, Inc. (a)		7,023		669,432
EchoStar Corp. – Class A (a)		19,479		993,429
				1,662,861

	Shares		Value
Merchant Wholesalers, Durable Goods 2.38%
Continental Building Products, Inc. (a)		32,045	$	717,808
VWR Corp. (a)(c)		41,677		1,133,614
				1,851,422
Merchant Wholesalers, Nondurable Goods 0.64%
Rayonier Advanced Materials, Inc.		36,179		502,165

Miscellaneous Manufacturing 2.64%
AngioDynamics, Inc. (a)		45,808		746,670
Brady Corp. – Class A		22,171		814,784
Globus Medical, Inc. – Class A (a)		22,990		497,504
				2,058,958
Motion Picture and Sound Recording Industries 0.76%
AMC Entertainment Holdings, Inc. – Class A		12,220		414,869
Regal Entertainment Group Class A (c)(d)		7,826		179,294
				594,163
Motor Vehicle and Parts Dealers 2.00%
Penske Automotive Group, Inc.		15,880		792,571
Sonic Automotive, Inc. – Class A		36,120		763,938
				1,556,509
Nonmetallic Mineral Product Manufacturing 1.01%
USG Corp. (a)		27,605		790,607

Nonstore Retailers 1.20%
GNC Holdings, Inc. – Class A		27,837		402,245
World Fuel Services Corp.		11,870		527,740
				929,985
Paper Manufacturing 1.63%
Clearwater Paper Corp. (a)		10,160		631,952
Veritiv Corp. (a)		13,725		643,016
				1,274,968
Personal and Laundry Services 0.37%
Shutterfly, Inc. (a)		5,742		290,947

Petroleum and Coal Products Manufacturing 1.55%
HollyFrontier Corp.		21,830		628,049
PBF Energy, Inc. – Class A		24,240		581,518
				1,209,567

	Shares		Value
Primary Metal Manufacturing 3.74%
AK Steel Holding Corp. (a)		61,963	$	565,722
Global Brass & Copper Holdings, Inc.		20,948		600,160
SunCoke Energy, Inc. (a)		35,469		405,056
Titan International, Inc.		31,127		359,828
Worthington Industries, Inc.		17,490		984,337
				2,915,103
Printing and Related Support Activities 1.27%
Quad/Graphics, Inc. – Class A		35,188		989,838

Professional, Scientific, and Technical Services 7.81%
Allscripts Healthcare Solutions, Inc. (a)		17,703		194,379
Convergys Corp.		27,362		707,855
FTI Consulting, Inc. (a)		14,023		598,782
Insperity, Inc.		10,862		786,409
Luminex Corp. (a)		26,465		538,033
McDermott International, Inc. (a)(b)		105,860		728,317
PAREXEL International Corp. (a)		19,434		1,146,606
Unisys Corp. (a)		93,430		1,387,436
				6,087,817
Publishing Industries (except Internet) 3.85%
Cogent Communications Holdings, Inc.		11,615		434,982
CommVault Systems, Inc. (a)		14,988		809,352
Nuance Communications, Inc. (a)		62,115		1,006,884
Qualys, Inc. (a)		22,680		752,976
				3,004,194
Securities, Commodity Contracts, and Other Financial
Investments and Related Activities 1.48%
HomeStreet, Inc. (a)		39,622		1,151,019

Specialty Trade Contractors 0.97%
EMCOR Group, Inc.		10,865		753,705

Support Activities for Mining 1.61%
Ensco PLC – Class A (b)		64,170		619,882
Nabors Industries Ltd. (b)		39,526		636,369
				1,256,251
Telecommunications 3.64%
Argan, Inc.		11,870		717,542
Blucora, Inc. (a)		74,360		1,052,193
NeuStar, Inc. – Class A (a)(c)		30,174		731,720

	Shares		Value
Telecommunications 3.64% (Continued)
Windstream Holdings, Inc. (c)(d)		45,210	$	335,006
				2,836,461
Transportation Equipment Manufacturing 3.92%
Meritor, Inc. (a)		63,598		802,607
Navistar International Corp. (a)		24,587		756,296
Tenneco, Inc. (a)		11,371		670,320
Wabash National Corp. (a)		59,942		826,600
				3,055,823
Truck Transportation 0.67%
ArcBest Corp.		17,262		525,628

Utilities 4.72%
Great Plains Energy, Inc.		45,280		1,194,939
Hawaiian Electric Industries, Inc.		37,453		1,153,552
Southwest Gas Corp.		17,953		1,330,856
				3,679,347
Wholesale Electronic Markets and Agents and Brokers 1.09%
Tech Data Corp. (a)		10,054		853,283

Wood Product Manufacturing 1.87%
Ply Gem Holdings, Inc. (a)		50,930		776,683
Universal Forest Products, Inc.		6,820		677,499
				1,454,182
TOTAL COMMON STOCKS (Cost $81,880,915)				98,118,524

REAL ESTATE INVESTMENT TRUSTS* 10.03%
Empire State Realty Trust, Inc. – Class A		41,368		834,393
Hudson Pacific Properties, Inc.		21,981		766,477
iStar, Inc. (a)		51,415		628,291
Kite Realty Group Trust		35,665		857,743
LaSalle Hotel Properties		35,520		997,047
Lexington Realty Trust		50,100		517,533
Piedmont Office Realty Trust, Inc. – Class A		42,702		838,667
RLJ Lodging Trust		39,301		895,670
Summit Hotel Properties, Inc.		27,700		393,894
Sunstone Hotel Investors, Inc.		16,378		238,136
Tanger Factory Outlet Centers, Inc.		24,774		853,960
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $7,306,878)				7,821,811

	Shares			Value
Engility Holdings, Inc.		(2,361	)	$	(85,586	)
Envestnet, Inc.		(6,155	)		(222,196	)
Evolent Health, Inc. – Class A		(7,490	)		(140,812	)
Exponent, Inc.		(5,700	)		(345,705	)
Ferroglobe PLC (a)		(18,231	)		(208,016	)
First Busey Corp.		(9,630	)		(263,958	)
Fitbit, Inc. – Class A		(15,320	)		(128,075	)
Five Below, Inc.		(4,478	)		(176,254	)
Flagstar Bancorp, Inc.		(8,335	)		(234,880	)
FormFactor, Inc.		(24,395	)		(273,224	)
FTD Companies, Inc.		(7,060	)		(161,392	)
GCP Applied Technologies, Inc.		(6,385	)		(178,780	)
Gener8 Maritime, Inc. (a)		(20,631	)		(83,762	)
Gentherm, Inc.		(5,126	)		(163,263	)
GEO Group, Inc.		(15,221	)		(506,251	)
Gigamon, Inc.		(3,705	)		(197,662	)
Global Eagle Entertainment, Inc.		(13,585	)		(87,216	)
Golar LNG Ltd. (a)		(5,830	)		(142,252	)
Gramercy Property Trust		(11,826	)		(103,359	)
Granite Construction, Inc.		(4,190	)		(247,168	)
Greenlight Capital Re Ltd. – Class A (a)		(15,684	)		(356,811	)
Harmonic, Inc.		(20,020	)		(93,093	)
HealthStream, Inc.		(7,028	)		(176,122	)
Hilltop Holdings, Inc.		(10,320	)		(289,889	)
Home BancShares, Inc.		(11,924	)		(308,473	)
Hope Bancorp, Inc.		(12,085	)		(240,492	)
Horizon Bancorp.		(4,736	)		(107,886	)
Hortonworks, Inc.		(27,784	)		(252,557	)
ILG, Inc.		(11,281	)		(203,848	)
Imperva, Inc.		(3,870	)		(147,641	)
Infinera Corp.		(25,075	)		(213,138	)
Ingevity Corp.		(3,809	)		(199,478	)
Insulet Corp.		(4,612	)		(155,193	)
Integer Holdings Corp.		(7,950	)		(224,588	)
Iridium Communications, Inc.		(15,027	)		(132,238	)
John Bean Technologies Corp.		(2,487	)		(224,327	)
Kite Pharma, Inc.		(2,301	)		(117,190	)
Korn/Ferry International		(17,201	)		(436,561	)
Kosmos Energy Ltd. (a)		(26,186	)		(138,786	)
LendingClub Corp.		(28,195	)		(159,584	)
Liberty Broadband Corp. – Class A		(1,645	)		(114,377	)
Loral Space & Communications, Inc.		(2,770	)		(109,138	)
Mercury Systems, Inc.		(7,095	)		(210,792	)

	Shares			Value
MGP Ingredients, Inc.		(4,770	)	$	(225,621	)
MicroStrategy, Inc. – Class A		(1,035	)		(200,821	)
Monogram Residential Trust, Inc.		(32,766	)		(345,025	)
Monro Muffler Brake, Inc.		(2,523	)		(150,875	)
Motorcar Parts of America, Inc.		(7,296	)		(178,460	)
NetScout Systems, Inc.		(6,879	)		(214,625	)
Neurocrine Biosciences, Inc.		(2,302	)		(106,928	)
Nevro Corp.		(1,930	)		(146,738	)
New Jersey Resources Corp.		(15,804	)		(544,448	)
New Media Investment Group, Inc.		(7,185	)		(110,362	)
New York Community Bancorp, Inc.		(6,197	)		(99,028	)
New York REIT, Inc.		(29,752	)		(286,810	)
Nimble Storage, Inc.		(25,765	)		(195,298	)
NorthStar Asset Management Group, Inc.		(12,695	)		(187,378	)
Olin Corp.		(9,719	)		(252,694	)
Orbital ATK, Inc.		(2,362	)		(201,549	)
Otonomy, Inc.		(7,465	)		(126,905	)
Outfront Media, Inc.		(9,397	)		(236,898	)
Pacific Premier Bancorp, Inc.		(7,547	)		(241,881	)
Par Pacific Holdings, Inc.		(10,568	)		(156,406	)
PDC Energy, Inc.		(2,130	)		(158,579	)
PDF Solutions, Inc.		(14,079	)		(331,559	)
Prothena Corp. PLC (a)		(1,928	)		(113,791	)
Proto Labs, Inc.		(2,895	)		(150,830	)
Pure Storage, Inc. – Class A		(7,528	)		(105,016	)
Quality Systems, Inc.		(13,635	)		(178,891	)
Radius Health, Inc.		(1,899	)		(101,065	)
Restoration Hardware Holdings, Inc.		(4,045	)		(145,822	)
Revance Therapeutics, Inc.		(7,314	)		(122,510	)
Sage Therapeutics, Inc.		(2,804	)		(140,508	)
Sequential Brands Group, Inc.		(40,704	)		(208,404	)
Shake Shack, Inc. – Class A		(4,650	)		(171,492	)
Shenandoah Telecommunications Co.		(3,715	)		(104,206	)
Spark Therapeutics, Inc.		(1,996	)		(109,800	)
Spirit Airlines, Inc.		(4,925	)		(273,830	)
Sprouts Farmers Market, Inc.		(4,593	)		(91,906	)
Square, Inc. – Class A		(16,380	)		(211,957	)
Stamps.com, Inc.		(2,100	)		(223,020	)
Strayer Education, Inc.		(3,140	)		(229,942	)
Summit Materials, Inc. – Class A		(10,532	)		(250,345	)
Sunrun, Inc.		(24,886	)		(126,919	)
Surgery Partners, Inc.		(10,563	)		(155,804	)
Synergy Resources Corp.		(27,882	)		(264,600	)
Tailored Brands, Inc.		(11,910	)		(223,433	)

	Shares			Value
Team, Inc.		(9,349	)	$	(320,671	)
Tennant Co.		(3,117	)		(234,087	)
TerraForm Power, Inc. – Class A		(40,059	)		(505,945	)
Texas Capital Bancshares, Inc.		(4,035	)		(293,546	)
TFS Financial Corp.		(11,322	)		(210,929	)
Third Point Reinsurance Ltd. (a)		(14,169	)		(167,903	)
Ultragenyx Pharmaceutical, Inc.		(1,820	)		(142,488	)
US Concrete, Inc.		(3,565	)		(202,670	)
Veeco Instruments, Inc.		(12,615	)		(336,190	)
Virtusa Corp.		(8,560	)		(190,203	)
WisdomTree Investments, Inc.		(13,754	)		(152,119	)
XPO Logistics, Inc.		(5,870	)		(261,391	)
Zebra Technologies Corp. – Class A		(2,754	)		(217,704	)
Zendesk, Inc.		(8,674	)		(184,669	)
Zoe’s Kitchen, Inc.		(6,394	)		(157,676	)
TOTAL SECURITIES SOLD SHORT (Proceeds $28,323,711)				$	(28,735,353	)

	Shares		Value
COMMON STOCKS* 96.95%

Accommodation 0.43%
Wyndham Worldwide Corp.		1,009	$	72,638

Administrative and Support Services 2.91%
Baker Hughes, Inc.		1,478		95,080
Cardtronics PLC – Class A (a)(b)		2,638		130,502
ManpowerGroup, Inc.		1,330		113,595
Navient Corp.		8,826		152,072
				491,249
Air Transportation 1.85%
SkyWest, Inc.		4,385		161,587
United Continental Holdings, Inc. (a)		2,177		150,104
				311,691
Apparel Manufacturing 0.56%
Michael Kors Holdings Ltd. (a)(b)		2,028		94,282

Beverage and Tobacco Product Manufacturing 0.77%
National Beverage Corp. (c)		2,580		130,264

Broadcasting (except Internet) 1.46%
Discovery Communications, Inc. – Class A (a)		4,250		115,133
Sinclair Broadcast Group, Inc. – Class A		4,032		131,242
				246,375
Building Material and Garden Equipment and Supplies Dealers 0.73%
Home Depot, Inc.		952		123,189

Chemical Manufacturing 6.35%
AbbVie, Inc.		2,109		128,226
Chemours Co.		7,010		173,287
Gilead Sciences, Inc.		1,675		123,447
Huntsman Corp.		8,567		166,885
Mallinckrodt PLC (a)(b)		2,115		111,461
Myriad Genetics, Inc. (a)		5,753		96,018
Trinseo SA (b)(c)		2,595		151,937
United Therapeutics Corp. (a)		950		119,330
				1,070,591

	Shares		Value
Paper Manufacturing 1.54%
International Paper Co.		2,467	$	120,192
Packaging Corporation of America		1,643		139,261
				259,453
Petroleum and Coal Products Manufacturing 2.22%
Marathon Petroleum Corp.		2,660		125,073
Owens Corning		2,410		123,826
Valero Energy Corp.		2,040		125,582
				374,481
Primary Metal Manufacturing 1.55%
Belden, Inc.		1,640		121,196
Worthington Industries, Inc.		2,499		140,644
				261,840
Professional, Scientific, and Technical Services 6.24%
Amgen, Inc.		955		137,587
Convergys Corp.		4,838		125,159
DigitalGlobe, Inc. (a)		4,700		151,105
FTI Consulting, Inc. (a)		2,290		97,783
Insperity, Inc.		1,564		113,234
Jacobs Engeneering Group, Inc. (a)		2,473		153,350
PAREXEL International Corp. (a)		1,960		115,640
VMware, Inc. – Class A (a)(c)(d)		1,955		158,629
				1,052,487
Publishing Industries (except Internet) 4.47%
Citrix Systems, Inc. (a)		1,506		130,615
Cogent Communications Holdings, Inc.		1,778		66,586
CommVault Systems, Inc. (a)		2,621		141,534
Microsoft Corp.		2,020		121,725
News Corp. – Class B		10,849		129,646
Nuance Communications, Inc. (a)		10,037		162,699
				752,805
Rental and Leasing Services 1.09%
United Rentals, Inc. (a)		1,820		184,020

Securities, Commodity Contracts, and Other Financial
Investments and Related Activities 2.49%
E*TRADE Financial Corp. (a)		3,800		131,138
Morgan Stanley		3,704		153,197

	Shares			Value
AAON, Inc.		(2,380	)	$	(78,302	)
ACADIA Pharmaceuticals, Inc.		(920	)		(24,831	)
Acceleron Pharma, Inc.		(910	)		(30,658	)
Adient PLC (a)		(956	)		(51,203	)
Advance Auto Parts, Inc.		(669	)		(113,543	)
Aerojet Rocketdyne Holdings, Inc.		(3,885	)		(78,943	)
Air Lease Corp. – Class A		(2,133	)		(76,489	)
Alder Biopharmaceuticals, Inc.		(1,625	)		(38,269	)
Alexandria Real Estate Equities, Inc.		(717	)		(78,576	)
American States Water Co.		(2,515	)		(106,636	)
Amplify Snack Brands, Inc.		(1,464	)		(13,908	)
Antero Resources Corp.		(2,587	)		(63,356	)
Apollo Commercial Real Estate Finance, Inc.		(4,320	)		(74,131	)
Artisan Partners Asset Management, Inc. – Class A		(2,800	)		(83,440	)
Atlantica Yield PLC (a)		(5,785	)		(104,824	)
Axovant Sciences Ltd (a)		(2,410	)		(32,607	)
Ball Corp.		(946	)		(71,007	)
Banner Corp.		(1,740	)		(90,706	)
Beacon Roofing Supply, Inc.		(1,640	)		(76,080	)
BGC Partners, Inc. – Class A		(9,451	)		(92,336	)
Blue Buffalo Pet Products, Inc.		(2,970	)		(69,587	)
Bluebird Bio, Inc.		(486	)		(29,330	)
BNC Bancorp		(3,079	)		(92,986	)
Boston Beer Company, Inc. – Class A		(661	)		(114,419	)
Broadcom Ltd. (a)		(487	)		(83,029	)
Brocade Communications Systems, Inc.		(2,086	)		(25,741	)
Buffalo Wild Wings, Inc.		(339	)		(57,155	)
Bunge Ltd. (a)		(1,560	)		(106,517	)
CalAtlantic Group, Inc.		(2,348	)		(78,400	)
CarMax, Inc.		(1,550	)		(89,574	)
Cavium, Inc.		(1,410	)		(80,412	)
CBRE Group, Inc. – Class A		(2,550	)		(74,052	)
CEB, Inc.		(1,630	)		(96,089	)
Centene Corp.		(1,210	)		(69,732	)
Charter Communications, Inc. – Class A		(348	)		(95,808	)
Chemical Financial Corp.		(2,342	)		(121,503	)
Cheniere Energy, Inc.		(2,412	)		(98,554	)
Chipotle Mexican Grill, Inc.		(170	)		(67,377	)
Chubb Ltd. (a)		(610	)		(78,080	)
Clorox Co.		(509	)		(58,820	)
Clovis Oncology, Inc.		(950	)		(32,557	)
Compass Minerals International, Inc.		(1,089	)		(84,452	)
Coty, Inc. – Class A		(3,661	)		(68,498	)
Crane Co.		(1,040	)		(76,430	)
Crown Castle International Corp.		(810	)		(67,603	)

	Shares			Value
Scotts Miracle-Gro Co. – Class A		(920	)	$	(83,968	)
ServiceMaster Global Holdings, Inc.		(2,151	)		(82,211	)
ServiceNow, Inc.		(890	)		(74,004	)
Skechers U.S.A., Inc. – Class A		(3,142	)		(71,575	)
Southern Copper Corp.		(2,840	)		(93,237	)
Spark Therapeutics, Inc.		(878	)		(48,299	)
Spire, Inc.		(1,280	)		(82,611	)
Spirit AeroSystems Holdings, Inc. – Class A		(1,390	)		(80,968	)
Spirit Airlines, Inc.		(2,160	)		(120,096	)
Square, Inc. – Class A		(6,630	)		(85,792	)
SS&C Technologies Holdings, Inc.		(2,378	)		(71,364	)
Stamps.com, Inc.		(1,010	)		(107,262	)
Stericycle, Inc.		(1,210	)		(88,294	)
Summit Materials, Inc. – Class A		(2,124	)		(50,487	)
Synergy Resources Corp.		(11,885	)		(112,789	)
Tahoe Resources, Inc. (a)		(6,810	)		(65,240	)
Team Health Holdings, Inc.		(2,240	)		(95,311	)
TerraForm Power, Inc. – Class A		(5,925	)		(74,833	)
Texas Capital Bancshares, Inc.		(1,402	)		(101,996	)
TherapeuticsMD, Inc.		(11,259	)		(66,878	)
Third Point Reinsurance Ltd. (a)		(5,145	)		(60,968	)
Tiffany & Co.		(1,070	)		(88,254	)
Total System Services, Inc.		(1,520	)		(74,814	)
Tyler Technologies, Inc.		(470	)		(69,983	)
Ultimate Software Group, Inc.		(370	)		(75,824	)
Ultragenyx Pharmaceutical, Inc.		(460	)		(36,013	)
Under Armour, Inc. – Class C		(5,286	)		(136,273	)
United Community Banks, Inc.		(3,845	)		(104,507	)
Weatherford International PLC (a)		(14,977	)		(76,532	)
West Pharmaceutical Services, Inc.		(743	)		(60,294	)
Western Digital Corp.		(1,559	)		(99,246	)
WestRock Co.		(1,572	)		(80,486	)
WEX, Inc.		(670	)		(74,042	)
Weyerhaeuser Co.		(2,542	)		(78,370	)
WisdomTree Investments, Inc.		(11,130	)		(123,098	)
Wynn Resorts Ltd.		(832	)		(84,855	)
XPO Logistics, Inc.		(3,040	)		(135,371	)
Zayo Group Holdings, Inc.		(3,016	)		(104,052	)
Zendesk, Inc.		(2,940	)		(62,593	)
Zillow Group, Inc.		(1,242	)		(43,656	)
TOTAL SECURITIES SOLD SHORT (Proceeds $12,608,845)				$	(13,541,776	)