REGISTRATION STATEMENT UNDER SECURITIES ACT OF 1933
|
|
Pre-Effective Amendment No.
|
[ ]
|
Post-Effective Amendment No.
190
|
[X]
|
REGISTRATION STATEMENT UNDER INVESTMENT COMPANY ACT OF 1940
|
[X]
|
Amendment No.
194
|
[X]
|
Approximate Date of Proposed Public Offering:
|
As soon as practicable after the effective
|
|
date of this Registration Statement
|
Rx Dynamic Growth Fund
Institutional Class Shares FMGRX Advisor Class Shares FMGCX
Class P Shares
FM___
|
Rx Traditional Fixed Income Fund
Institutional Class Shares FMFRX Advisor Class Shares FMFSX
Class P Shares
FM___
|
Rx Dynamic Total Return Fund
Institutional Class Shares FMTRX Advisor Class Shares FMTCX
Class P Shares
FM___
|
Rx Tactical Rotation Fund
Institutional Class Shares FMARX Advisor Class Shares FMLAX
Class P Shares
FM___
|
Rx Non Traditional Fund
Institutional Class Shares FMNRX Advisor Class Shares FMNTX
Class P Shares
FM___
|
Rx Tax Advantaged Fund
Institutional Class Shares FMRIX Advisor Class Shares FMERX
Class P Shares
FM___
|
Rx High Income Fund
Institutional Class Shares FMHRX Advisor Class Shares FMHIX
Class P Shares
FM___
|
Rx Dividend Income Fund
Institutional Class Shares FMDVX Advisor Class Shares FMDNX
Class P Shares
FM___
|
Rx Traditional Equity Fund
Institutional Class Shares FMSQX Advisor Class Shares FMTSX
Class P Shares
FM___
|
Rx
Premier Managers Fund
Institutional Class Shares FMPMX Advisor Class Shares FMAPX
Class P Shares
FM___
|
Rx Fundamental Growth Fund
Institutional Class Shares FMFGX Advisor Class Shares FMFDX
Class P Shares
FM___
|
|
The securities offered by this prospectus have not been approved or disapproved by the Securities and Exchange Commission, nor has the Securities and Exchange Commission passed upon the adequacy of this prospectus. Any representation to the contrary is a criminal offense.
|
FUND SUMMARIES
|
2
|
|
Rx Dynamic Growth Fund
|
2
|
|
Rx Dynamic Total Return Fund
|
10
|
|
Rx Non Traditional Fund
|
20
|
|
Rx High Income Fund
|
30
|
|
Rx Traditional Equity Fund
|
39
|
|
Rx Traditional Fixed Income Fund
|
48
|
|
Rx Tactical Rotation Fund
|
57
|
|
Rx Tax Advantaged Fund
|
65
|
|
Rx Dividend Income Fund
|
73
|
|
Rx Premier Managers Fund
|
81
|
|
Rx Fundamental Growth Fund
|
91
|
|
Purchase and Sale of Fund Shares
|
96
|
|
Tax Information
|
97
|
|
Financial Intermediary Compensation
|
97
|
|
|
|
|
PRINCIPAL INVESTMENT OBJECTIVE, STRATEGIES, AND RISKS
|
98
|
|
Investment Objectives
|
98
|
|
Advisor's Investment Approach
|
99
|
|
Principal Investment Strategies for Funds Managed by the Advisor
|
99
|
|
Principal Investment Risks for Funds Managed by the Advisor
|
109
|
|
Principal Investment Strategies for the Rx Dividend Income Fund
|
117
|
|
Principal Investment Risks for the Rx Dividend Income Fund
|
119
|
|
Principal Investment Strategies for the Rx Fundamental Growth Fund
|
121
|
|
Principal Investment Risks for the Rx Fundamental Growth Fund
|
122
|
|
Non-Principal Investment Policies and Risks
|
125
|
|
|
|
|
MANAGEMENT OF THE FUNDS
|
126
|
|
Investment Advisor
|
126
|
|
Investment Sub-Advisors
|
127
|
|
Distributor
|
129
|
|
Additional Information on Expenses
|
129
|
|
|
|
|
INVESTING IN THE FUNDS
|
133
|
|
Purchase Options
|
133
|
|
Institutional Class Shares
|
134
|
|
Advisor Class Shares
|
134
|
|
Class P Shares
|
135
|
|
Purchase and Redemption Price
|
135
|
|
Buying or Selling Shares Through a Financial Intermediary
|
136
|
|
Purchasing Shares
|
136
|
|
Redeeming Shares
|
138
|
|
Frequent Purchases and Redemptions
|
142
|
|
|
|
|
OTHER IMPORTANT INFORMATION
|
144
|
|
Dividends, Distributions, and Taxes
|
144
|
|
Financial Highlights
|
144
|
|
Additional Information
|
Back Cover
|
Shareholder Fees
|
|||
(fees paid directly from your investment)
|
|||
Institutional
|
Advisor
|
Class P
|
|
Maximum Sales Charge (Load) Imposed On
Purchases
(as a % of offering price) |
None
|
None
|
None
|
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased or
redeemed)
|
None
|
1.00%
|
None
|
Redemption Fee
(as a % of amount redeemed) |
None
|
None
|
None
|
Exchange Fee
|
None
|
None
|
None
|
Annual Fund Operating Expenses
1
|
||||
(expenses that you pay each year as a percentage of the value of your
investment)
|
||||
Institutional
|
Advisor
|
Class P
|
||
Management Fees
|
0.45%
|
0.45%
|
0.45%
|
|
Distribution and/or Service (12b‑1) Fees
|
None
|
1.00%
|
None
|
|
Other Expenses
|
0.60%
|
0.60%
|
0.75%
3
|
|
Acquired Fund Fees and Expenses
2
|
0.00%
|
0.00%
|
0.00%
|
|
Total Annual Fund Operating Expenses
|
1.05%
|
2.05%
|
1.20%
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$107
|
$334
|
$579
|
$1,283
|
Advisor
|
$308
|
$643
|
$1,103
|
$2,379
|
Class P
|
$122
|
$381
|
$660
|
$1,455
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$107
|
$334
|
$579
|
$1,283
|
Advisor
|
$208
|
$643
|
$1,103
|
$2,379
|
Class P
|
$122
|
$381
|
$660
|
$1,455
|
Average Annual Total Returns
Periods Ended December 31, 2013 |
Past 1
Year |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
21.76
%
19.30 % 12.32 % |
9.79%
8.06 % 7.14 % |
S&P Global Broad Market Index**
(reflects no deductions for fees and expenses) |
21.15
%
|
10.07
%
|
S&P 500 Total Return Index
(reflects no deductions for fees and expenses) |
32.39
%
|
17.34
%
|
Advisor Class Shares
Before taxes |
20.65 % |
4.12 % |
S&P Global Broad Market Index**
(reflects no deductions for fees and expenses) |
21.15
%
|
6.02%
|
S&P 500 Total Return Index
(reflects no deductions for fees and expenses) |
32.39%
|
14.23
%
|
Shareholder Fees
|
|||
(fees paid directly from your investment)
|
|||
Institutional
|
Advisor
|
Class P
|
|
Maximum Sales Charge (Load) Imposed On
Purchases
(as a % of offering price) |
None
|
None
|
None
|
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased or
redeemed)
|
None
|
1.00%
|
None
|
Redemption Fee
(as a % of amount redeemed) |
None
|
None
|
None
|
Exchange Fee
|
None
|
None
|
None
|
Annual Fund Operating Expenses
1
|
||||
(expenses that you pay each year as a percentage of the value of your
investment)
|
||||
Institutional
|
Advisor
|
Class P
|
||
Management Fees
|
0.45%
|
0.45%
|
0.45%
|
|
Distribution and/or Service (12b‑1) Fees
|
None
|
1.00%
|
None
|
|
Other Expenses
|
1.24%
|
1.24%
|
1.39%
4
|
|
Acquired Fund Fees and Expenses
2
|
0.26%
|
0.26%
|
0.26%
|
|
Total Annual Fund Operating Expenses
|
1.95%
|
2.95%
|
2.10%
|
|
Less Fee Waiver and/or Expense Limitation
3
|
0.65%
|
0.65%
|
0.65%
|
|
Total Annual Fund Operating Expenses
After Fee Waiver and/or Expense
Limitation
|
1.30%
|
2.30%
|
1.45%
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$132
|
$549
|
$992
|
$2,222
|
Advisor
|
$333
|
$852
|
$1,496
|
$3,225
|
Class P
|
$148
|
$595
|
$1,069
|
$2,380
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$132
|
$549
|
$992
|
$2,222
|
Advisor
|
$233
|
$852
|
$1,496
|
$3,225
|
Class P
|
$148
|
$595
|
$1,069
|
$2,380
|
Average Annual Total Returns
Periods Ended December 31, 2013 |
Past 1
Year |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
0.85
%
0.44 % 0.48 % |
1.48
%
0.98 % 0.96 % |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
-2.02
%
|
3.82
%
|
Advisor Class Shares
Before taxes |
-0.09 % |
1.25 % |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
-2.02
%
|
3.36%
|
Shareholder Fees
|
|||
(fees paid directly from your investment)
|
|||
Institutional
|
Advisor
|
Class P
|
|
Maximum Sales Charge (Load) Imposed On
Purchases
(as a % of offering price) |
None
|
None
|
None
|
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased
or redeemed)
|
None
|
1.00%
|
None
|
Redemption Fee
(as a % of amount redeemed) |
None
|
None
|
None
|
Exchange Fee
|
None
|
None
|
None
|
Annual Fund Operating Expenses
1
|
||||
(expenses that you pay each year as a percentage of the value of your
investment)
|
||||
Institutional
|
Advisor
|
Class P
|
||
Management Fees
|
0.45%
|
0.45%
|
0.45%
|
|
Distribution and/or Service (12b‑1) Fees
|
None
|
1.00%
|
None
|
|
Other Expenses
|
1.38%
|
1.38%
|
1.53%
4
|
|
Acquired Fund Fees and Expenses
2
|
0.53%
|
0.53%
|
0.53%
|
|
Total Annual Fund Operating Expenses
|
2.36%
|
3.36%
|
2.51%
|
|
Less Fee Waiver and/or Expense Limitation
3
|
0.37%
|
0.37%
|
0.37%
|
|
Total Annual Fund Operating Expenses
After Fee Waiver and/or Expense
Limitation
|
1.99%
|
2.99%
|
2.14%
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$202
|
$701
|
$1,227
|
$2,668
|
Advisor
|
$402
|
$999
|
$1,719
|
$3,624
|
Class P
|
$217
|
$746
|
$1,302
|
$2,818
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$202
|
$701
|
$1,227
|
$2,668
|
Advisor
|
$302
|
$999
|
$1,719
|
$3,624
|
Class P
|
$217
|
$746
|
$1,302
|
$2,818
|
Average Annual Total Returns
Periods Ended December 31, 2013 |
Past 1
Year |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
-1.02
%
-1.20 % -0.54 % |
-1.25
%
-1.45 % -1.11 % |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
-2.51
%
|
-2.12
%
|
Advisor Class Shares
Before taxes |
-2.30 % |
-1.55 % |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
-2.51
%
|
-2.29%
|
Shareholder Fees
|
|||
(fees paid directly from your investment)
|
|||
Institutional
|
Advisor
|
Class P
|
|
Maximum Sales Charge (Load) Imposed On
Purchases
(as a % of offering price) |
None
|
None
|
None
|
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased or
redeemed)
|
None
|
1.00%
|
None
|
Redemption Fee
(as a % of amount redeemed) |
None
|
None
|
None
|
Exchange Fee
|
None
|
None
|
None
|
Annual Fund Operating Expenses
1
|
||||
(expenses that you pay each year as a percentage of the value of your
investment)
|
||||
Institutional
|
Advisor
|
Class P
|
||
Management Fees
|
0.45%
|
0.45%
|
0.45%
|
|
Distribution and/or Service (12b‑1) Fees
|
None
|
1.00%
|
None
|
|
Other Expenses
|
0.73%
|
0.73%
|
0.88%
4
|
|
Acquired Fund Fees and Expenses
2
|
0.28%
|
0.28%
|
0.28%
|
|
Total Annual Fund Operating Expenses
|
1.46%
|
2.46%
|
1.61%
|
|
Less Fee Waiver and/or Expense
Limitation
3
|
0.02%
|
0.02%
|
0.02%
|
|
Total Annual Fund Operating Expenses
After Fee Waiver and/or Expense
Limitation
|
1.44%
|
2.44%
|
1.59%
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$147
|
$460
|
$796
|
$1,745
|
Advisor
|
$347
|
$765
|
$1,309
|
$2,795
|
Class P
|
$162
|
$506
|
$874
|
$1,909
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$147
|
$460
|
$796
|
$1,745
|
Advisor
|
$247
|
$765
|
$1,309
|
$2,795
|
Class P
|
$162
|
$506
|
$874
|
$1,909
|
Average Annual Total Returns
Periods Ended December 31, 2013 |
Past 1
Year |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
8.66
%
6.11 % 4.88 % |
6.84
%
4.61 % 4.30 % |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
7.33
%
|
9.01
%
|
Advisor Class Shares
Before taxes |
7.03 % |
6.42 % |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
7.33
%
|
9.85%
|
Shareholder Fees
|
|||
(fees paid directly from your investment)
|
|||
Institutional
|
Advisor
|
Class P
|
|
Maximum Sales Charge (Load) Imposed On
Purchases
(as a % of offering price) |
None
|
None
|
None
|
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased
or redeemed)
|
None
|
1.00%
|
None
|
Redemption Fee
(as a % of amount redeemed) |
None
|
None
|
None
|
Exchange Fee
|
None
|
None
|
None
|
Annual Fund Operating Expenses
1
|
||||
(expenses that you pay each year as a percentage of the value of your
investment)
|
||||
Institutional
|
Advisor
|
Class P
|
||
Management Fees
|
0.45%
|
0.45%
|
0.45%
|
|
Distribution and/or Service (12b‑1) Fees
|
None
|
1.00%
|
None
|
|
Other Expenses
|
1.37%
|
1.37%
|
1.52%
4
|
|
Acquired Fund Fees and Expenses
2
|
0.11%
|
0.11%
|
0.11%
|
|
Total Annual Fund Operating Expenses
|
1.93%
|
2.93%
|
2.08%
|
|
Less Fee Waiver and/or Expense
Limitation
3
|
0.83%
|
0.83%
|
0.83%
|
|
Total Annual Fund Operating Expenses
After Fee Waiver and/or Expense
Limitation
|
1.10%
|
2.10%
|
1.25%
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$112
|
$526
|
$965
|
$2,186
|
Advisor
|
$313
|
$829
|
$1,470
|
$3,193
|
Class P
|
$127
|
$572
|
$1,042
|
$2,344
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$112
|
$526
|
$965
|
$2,186
|
Advisor
|
$213
|
$829
|
$1,470
|
$3,193
|
Class P
|
$127
|
$572
|
$1,042
|
$2,344
|
Average Annual Total Returns
Periods Ended December 31, 2013 |
Past 1
Year |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
26.66
%
26.28 % 15.09 % |
20.81
%
20.37 % 16.73 % |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
21.15
%
|
17.35
%
|
Advisor Class Shares
Before taxes |
24.97 % |
21.65 % |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
21.15
%
|
19.24%
|
Shareholder Fees
|
|||
(fees paid directly from your investment)
|
|||
Institutional
|
Advisor
|
Class P
|
|
Maximum Sales Charge (Load) Imposed On
Purchases
(as a % of offering price) |
None
|
None
|
None
|
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased or
redeemed)
|
None
|
1.00%
|
None
|
Redemption Fee
(as a % of amount redeemed) |
None
|
None
|
None
|
Exchange Fee
|
None
|
None
|
None
|
Annual Fund Operating Expenses
1
|
|||
(expenses that you pay each year as a percentage of the value of your
investment)
|
|||
Institutional
|
Advisor
|
Class P
|
|
Management Fees
|
0.45%
|
0.45%
|
0.45%
|
Distribution and/or Service (12b‑1) Fees
|
None
|
1.00%
|
None
|
Other Expenses
|
1.22%
|
1.22%
|
1.37%
4
|
Acquired Fund Fees and Expenses
2
|
0.10%
|
0.10%
|
0.10%
|
Total Annual Fund Operating Expenses
|
1.77%
|
2.77%
|
1.92%
|
Less Fee Waiver and/or Expense Limitation
3
|
0.67%
|
0.67%
|
0.67%
|
Total Annual Fund Operating Expenses
After Fee Waiver and/or Expense Limitation
|
1.10%
|
2.10%
|
1.25%
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$112
|
$492
|
$897
|
$2,028
|
Advisor
|
$313
|
$796
|
$1,405
|
$3,051
|
Class P
|
$127
|
$538
|
$975
|
$2,189
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$112
|
$492
|
$897
|
$2,028
|
Advisor
|
$213
|
$796
|
$1,405
|
$3,051
|
Class P
|
$127
|
$538
|
$975
|
$2,189
|
Average Annual Total Returns
Periods Ended December 31, 2013 |
Past 1
Year |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
-4.67
%
-4.92 % -2.64 % |
-3.98
%
-4.28 % -3.38 % |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
-2.51
%
|
-2.12
%
|
Advisor Class Shares
Before taxes |
-5.65 % |
-4.27 % |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
-2.51
%
|
-2.29%
|
Shareholder Fees
|
|||
(fees paid directly from your investment)
|
|||
Institutional
|
Advisor
|
Class P
|
|
Maximum Sales Charge (Load) Imposed On
Purchases
(as a % of offering price) |
None
|
None
|
None
|
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased
or redeemed)
|
None
|
1.00%
|
None
|
Redemption Fee
(as a % of amount redeemed) |
None
|
None
|
None
|
Exchange Fee
|
None
|
None
|
None
|
Annual Fund Operating Expenses
1
|
||||
(expenses that you pay each year as a percentage of the value of your
investment)
|
||||
Institutional
|
Advisor
|
Class P
|
||
Management Fees
|
1.00%
|
1.00%
|
1.00%
|
|
Distribution and/or Service (12b‑1) Fees
|
None
|
1.00%
|
None
|
|
Other Expenses
|
0.49%
|
0.49%
|
0.64%
4
|
|
Acquired Fund Fees and Expenses
2
|
0.12%
|
0.12%
|
0.12%
|
|
Total Annual Fund Operating Expenses
|
1.61%
|
2.61%
|
1.76%
|
|
Less Fee Waiver and/or Expense
Limitation
3
|
0.16%
|
0.16%
|
0.16%
|
|
Total Annual Fund Operating Expenses
After Fee Waiver and/or Expense
Limitation
|
1.45%
|
2.45%
|
1.60%
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$148
|
$492
|
$861
|
$1,898
|
Advisor
|
$348
|
$796
|
$1,371
|
$2,932
|
Class P
|
$163
|
$539
|
$939
|
$2,060
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$148
|
$492
|
$861
|
$1,898
|
Advisor
|
$248
|
$796
|
$1,371
|
$2,932
|
Class P
|
$163
|
$539
|
$939
|
$2,060
|
Average Annual Total Returns
Periods Ended December 31, 2013 |
Past 1
Year |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
17.27
%
14.77 % 9.76 % |
13.80
%
11.68 % 10.03 % |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
21.15
%
|
17.35
%
|
Advisor Class Shares
Before taxes |
14.91 % |
13.85 % |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
21.15
%
|
19.24%
|
Shareholder Fees
|
|||
(fees paid directly from your investment)
|
|||
Institutional
|
Advisor
|
Class P
|
|
Maximum Sales Charge (Load) Imposed On
Purchases
(as a % of offering price) |
None
|
None
|
None
|
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased
or redeemed)
|
None
|
1.00%
|
None
|
Redemption Fee
(as a % of amount redeemed) |
None
|
None
|
None
|
Exchange Fee
|
None
|
None
|
None
|
Annual Fund Operating Expenses
1
|
||||
(expenses that you pay each year as a percentage of the value of your investment)
|
||||
Institutional
|
Advisor
|
Class P
|
||
Management Fees
|
0.45%
|
0.45%
|
0.45%
|
|
Distribution and/or Service (12b‑1) Fees
|
None
|
1.00%
|
None
|
|
Other Expenses
|
5.07%
|
5.07%
|
5.22%
2
|
|
Acquired Fund Fees and Expenses
2
|
0.30%
|
0.30%
|
0.30%
|
|
Total Annual Fund Operating Expenses
|
5.82%
|
6.82%
|
5.97%
|
|
Less Fee Waiver and/or Expense
Limitation
3
|
4.56%
|
4.56%
|
4.56%
|
|
Total Annual Fund Operating Expenses
After Fee Waiver and/or Expense
Limitation
|
1.26%
|
2.26%
|
1.41%
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$128
|
$1,326
|
$2,504
|
$5,366
|
Advisor
|
$329
|
$1,605
|
$2,931
|
$6,042
|
Class P
|
$144
|
$1,368
|
$2,570
|
$5,472
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$128
|
$1,326
|
$2,504
|
$5,366
|
Advisor
|
$229
|
$1,605
|
$2,931
|
$6,042
|
Class P
|
$144
|
$1,368
|
$2,570
|
$5,472
|
Average Annual Total Returns
Periods Ended December 31, 2013 |
Past 1
Year |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
-5.26
%
-6.27 % -2.96 % |
-3.85
%
-4.68 % -3.57 % |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
-2.55
%
|
-1.03
%
|
Advisor Class Shares
Before taxes |
-6.26 % |
-4.84 % |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
-2.55
%
|
-1.28%
|
Shareholder Fees
|
|||
(fees paid directly from your investment)
|
|||
Institutional
|
Advisor
|
Class P
|
|
Maximum Sales Charge (Load) Imposed On
Purchases
(as a % of offering price) |
None
|
None
|
None
|
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased
or redeemed)
|
None
|
1.00%
|
None
|
Redemption Fee
(as a % of amount redeemed) |
None
|
None
|
None
|
Exchange Fee
|
None
|
None
|
None
|
Annual Fund Operating Expenses
1
|
||||
(expenses that you pay each year as a percentage of the value of your
investment)
|
||||
Institutional
|
Advisor
|
Class P
|
||
Management Fees
|
0.90%
|
0.90%
|
0.90%
|
|
Distribution and/or Service (12b‑1) Fees
|
None
|
1.00%
|
None
|
|
Other Expenses
|
2.27%
|
2.27%
|
2.42%
4
|
|
Acquired Fund Fees and Expenses
2
|
0.29%
|
0.29%
|
0.29%
|
|
Total Annual Fund Operating Expenses
|
3.46%
|
4.46%
|
3.61%
|
|
Less Fee Waiver and/or Expense
Limitation
3,5
|
1.58%
|
1.58%
|
1.58%
|
|
Total Annual Fund Operating
Expenses After Fee Waiver and/or
Expense Limitation
|
1.88%
|
2.88%
|
2.03%
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$191
|
$916
|
$1,663
|
$3,633
|
Advisor
|
$391
|
$1,207
|
$2,133
|
$4,491
|
Class P
|
$206
|
$960
|
$1,735
|
$3,768
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$191
|
$916
|
$1,663
|
$3,633
|
Advisor
|
$291
|
$1,207
|
$2,133
|
$4,491
|
Class P
|
$206
|
$960
|
$1,735
|
$3,768
|
Average Annual Total Returns
Periods Ended December 31, 2013 |
Past 1
Year |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
16.59
%
14.63 % 9.33 % |
13.36
%
11.87 % 10.00 % |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
21.15
%
|
17.35
%
|
Advisor Class Shares
Before taxes |
15.56 % |
15.87 % |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
21.15
%
|
19.24%
|
Shareholder Fees
|
|||
(fees paid directly from your investment)
|
|||
Institutional
|
Advisor
|
Class P
|
|
Maximum Sales Charge (Load) Imposed On
Purchases
(as a % of offering price) |
None
|
None
|
None
|
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased
or redeemed)
|
None
|
1.00%
|
None
|
Redemption Fee
(as a % of amount redeemed) |
None
|
None
|
None
|
Exchange Fee
|
None
|
None
|
None
|
Annual Fund Operating Expenses
1
|
||||
(expenses that you pay each year as a percentage of the value of your
investment)
|
||||
Institutional
|
Advisor
|
Class P
|
||
Management Fees
|
0.45%
|
0.45%
|
0.45%
|
|
Distribution and/or Service (12b‑1) Fees
|
None
|
1.00%
|
None
|
|
Other Expenses
|
1.91%
|
1.91%
|
2.06%
4
|
|
Acquired Fund Fees and Expenses
2
|
0.30 %
|
0.30%
|
0.30%
|
|
Total Annual Fund Operating Expenses
|
2.66%
|
3.66%
|
2.81%
|
|
Less Fee Waiver and/or Expense
Limitation
3
|
1.18%
|
1.18%
|
1.18%
|
|
Total Annual Fund Operating Expenses
After Fee Waiver and/or Expense
Limitation
|
1.48%
|
2.48%
|
1.63%
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$151
|
$714
|
$1,305
|
$2,906
|
Advisor
|
$351
|
$1,012
|
$1,793
|
$3,839
|
Class P
|
$166
|
$759
|
$1,380
|
$3,052
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$151
|
$714
|
$1,305
|
$2,906
|
Advisor
|
$251
|
$1,012
|
$1,793
|
$3,839
|
Class P
|
$166
|
$759
|
$1,380
|
$3,052
|
Average Annual Total Returns
Periods Ended December 31, 2013 |
Past 1
Year |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
19.56
%
18.21 % 11.12 % |
17.39
%
15.90 % 13.36 % |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
21.15
%
|
17.35
%
|
Advisor Class Shares
Before taxes |
18.44 % |
17.42 % |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
21.15
%
|
19.24%
|
Shareholder Fees
|
|||
(fees paid directly from your investment)
|
|||
Institutional
|
Advisor
|
Class P
|
|
Maximum Sales Charge (Load) Imposed
On Purchases
(as a % of offering price) |
None
|
None
|
None
|
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased
or redeemed)
|
None
|
1.00%
|
None
|
Redemption Fee
(as a % of amount redeemed) |
None
|
None
|
None
|
Exchange Fee
|
None
|
None
|
None
|
Annual Fund Operating Expenses
|
||||
(expenses that you pay each year as a percentage of the value of your
investment)
|
||||
Institutional
|
Advisor
|
Class P
|
||
Management Fees
|
1.00%
|
1.00%
|
1.00%
|
|
Distribution and/or Service (12b‑1) Fees
|
None
|
1.00%
|
None
|
|
Other Expenses
1
|
0.62%
|
0.62%
|
0.77%
4
|
|
Acquired Fund Fees and Expenses
2
|
0.00%
|
0.00%
|
0.00%
|
|
Total Annual Fund Operating Expenses
|
1.62%
|
2.62%
|
1.77%
|
|
Less Fee Waiver and/or Expense
Limitation
3
|
0.52%
|
0.52%
|
0.52%
|
|
Total Annual Fund Operating
Expenses
After Fee Waiver and/or
Expense Limitation
|
1.10%
|
2.10%
|
1.25%
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$112
|
$460
|
$832
|
$1,878
|
Advisor
|
$313
|
$765
|
$1,344
|
$2,915
|
Class P
|
$127
|
$507
|
$911
|
$2,041
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$112
|
$460
|
$832
|
$1,878
|
Advisor
|
$213
|
$765
|
$1,344
|
$2,915
|
Class P
|
$127
|
$507
|
$911
|
$2,041
|
Fund
|
Investment Objective
|
Rx
Dynamic Growth Fund
|
Capital appreciation without regard to
current income.
|
Rx
Dynamic Total Return Fund
|
Total
return through a combination of
capital appreciation and current income.
|
Rx
Non Traditional Fund
|
Total
return through a combination of
capital appreciation and current income.
|
Rx
High Income Fund
|
Current income and real return.
|
Rx
Traditional Equity Fund
|
Capital appreciation.
|
Rx
Traditional Fixed Income Fund
|
Total return with an emphasis on current
income.
|
Rx
Tactical Rotation Fund
|
Capital appreciation.
|
Rx
Tax Advantaged Fund
|
Current income that is exempt from federal
income tax.
|
Rx
Dividend Income Fund
|
Equity income and capital appreciation.
|
Rx
Premier Managers Fund
|
Total return through a combination of
capital appreciation and current income.
|
Rx Fundamental Growth Fund
|
Capital appreciation.
|
●
Fund of Funds Risk
●
Control of Portfolio Funds Risk
●
Market Risk
●
Management Style Risk
●
Common Stock Risk
●
Other Equity Securities
Risk
●
Large Cap Securities Risk
●
Small-Cap and Mid-Cap Securities Risk
●
Fixed Income Risk
●
Interest Rate Risk
●
Inflation Risk
●
Risks from Writing Options
●
Investment Advisor Risk
●
High-Yield Risk
|
●
Commodities Risk
●
Real Estate Risk
●
Sector Risk
●
Foreign Securities and Emerging Markets Risk
●
Derivatives Risk
●
Short Sales Risk
●
Leverage Risk
●
Portfolio Turnover Risk
●
Futures Risk
●
Swaps Risk
●
Risks from Purchasing Options
|
●
Fund of Funds Risk
●
Control of Portfolio Funds
Risk
●
Market Risk
●
Management Style Risk
●
Fixed Income Risk
●
Interest Rate Risk
●
Inflation Risk
●
High-Yield Risk
●
Corporate Debt Securities Risk
●
Mortgage- and Asset-Backed Securities Risk
●
Foreign Securities and Emerging Markets Risk
|
●
Sector Risk
●
Derivatives Risk
●
Short Sales Risk
●
Leverage Risk
●
Portfolio Turnover Risk
●
Futures Risk
●
Swaps Risk
●
Risks from Purchasing Options
●
Risks from Writing Options
●
Investment Advisor Risk
|
●
Fund of Funds Risk
●
Control of Portfolio Funds
Risk
●
Market Risk
●
Management Style Risk
●
Fixed Income Risk
●
Interest Rate Risk
●
Inflation Risk
●
High-Yield Risk
●
Corporate Debt Securities Risk
●
Convertible Securities Risk
●
TIPS Risk
●
Sector Risk
|
●
Foreign Securities and Emerging Markets Risk
●
Derivatives Risk
●
Short Sales Risk
●
Leverage Risk
●
Futures Risk
●
Swaps Risk
●
Risks from Purchasing Options
●
Risks from Writing Options
●
Investment Advisor Risk
|
●
Fund of Funds Risk
●
Control of Portfolio Funds
Risk
●
Market Risk
●
Management Style Risk
●
Common Stock Risk
●
Other Equity Securities Risk
●
Large Cap Securities Risk
●
Small-Cap and Mid-Cap Securities Risk
●
Fixed Income Risk
●
Interest Rate Risk
●
Inflation Risk
●
High-Yield Risk
●
Sector Risk
|
●
Foreign Securities and Emerging Markets Risk
●
Derivatives Risk
●
Short Sales Risk
●
Leverage Risk
●
Portfolio Turnover Risk
●
Futures Risk
●
Swaps Risk
●
Risks from Purchasing Options
●
Risks from Writing Options
●
Investment Advisor Risk
|
Fund
|
Rate
|
Rx
Dynamic Growth Fund
|
0.45%
|
Rx
Dynamic Total Return Fund
|
0.45%
|
Rx Non Traditional Fund
|
0.45%
|
Rx High Income Fund
|
0.45%
|
Rx Traditional Equity Fund
|
0.45%
|
Rx Traditional Fixed Income Fund
|
0.45%
|
Rx Tactical Rotation Fund
|
1.00%
|
Rx Tax Advantaged Fund
|
0.45%
|
Rx Dividend Income Fund
|
0.90%
|
Rx Premier Managers Fund
|
0.45%
|
Rx Fundamental Growth Fund
|
1.00%
|
Fund
|
Operating Expense Limit
(Including Acquired Fund
Fees and Expenses)
Institutional and Advisor
Class Shares
|
Operating Expense Limit
(Including Acquired Fund
Fees and Expenses)
Class P Shares
|
1.
Rx Dynamic Growth Fund
|
1.40%
|
1.55%
|
2.
Rx Dynamic Total Return Fund
|
1.30%
|
1.45%
|
3.
Rx Non Traditional Fund
|
1.99%
|
2.14%
|
4.
Rx High Income Fund
|
1.44%
|
1.59%
|
5.
Rx Traditional Equity Fund
|
1.10%
|
1.25%
|
6.
Rx Traditional Fixed Income Fund
|
1.10%
|
1.25%
|
7.
Rx Tactical Rotation Fund
|
1.45%
|
1.60%
|
8.
Rx Tax Advantaged Fund
|
1.26%
|
1.41%
|
9.
Rx Dividend Income Fund
|
1.88%
|
2.03%
|
10.
Rx Premier Managers Fund
|
1.48%
|
1.63%
|
11.
Rx Fundamental Growth Fund
|
1.10%
|
1.25%
|
●
|
No front-end sales charge.
|
●
|
No distribution or service plan (Rule 12b-1) fees.
|
●
|
No contingent deferred sales charge.
|
●
|
$250 minimum initial investment.
|
●
|
No purchase maximum per transaction.
|
●
|
No conversion.
|
●
|
No front-end sales charge.
|
●
|
Distribution and service plan (Rule 12b-1) fees of 1.00%.
|
●
|
A 1.00% contingent deferred sales charge on shares redeemed within one year of purchase.
|
●
|
$250 minimum initial investment.
|
●
|
Purchase maximum per transaction of $500,000.
|
●
|
Automatic coversion to Institutional Class Shares seven years after purchase.
|
●
|
Available only through certain financial firms.
|
●
|
No front-end sales charge.
|
●
|
No distribution or service plan (Rule 12b-1) fees.
|
●
|
No contingent deferred sales charge.
|
●
|
$250 minimum initial investment.
|
●
|
No purchase maximum per transaction.
|
● | No conversion. |
Year of Redemption
After Purchase |
Contingent Deferred
Sales Charge |
First
|
1.00%
|
Second and Following
|
None
|
(1) | Your letter of instruction specifying the account number, class of shares, and number of shares (or the dollar amount) to be redeemed. This request must be signed by all registered shareholders in the exact names in which they are registered; |
(2) | Any required signature guarantees (see "Signature Guarantees" below); and |
(3) | Other supporting legal documents, if required in the case of estates, trusts, guardianships, custodianships, corporations, partnerships, pension or profit sharing plans, and other entities. |
(1) | Name of Fund and class of shares; |
(2) | Shareholder name and account number; |
(3) | Number of shares or dollar amount to be redeemed; |
(4) | Instructions for transmittal of redemption proceeds to the shareholder; and |
(5) | Shareholder signature as it appears on the application on file with the Fund. |
●
|
Permitted exchange of shares, except if shares acquired by exchange are then redeemed within the period during which a contingent deferred sales charge would apply to the initial shares purchased.
|
●
|
Tax-free returns of excess contributions to IRAs.
|
●
|
Redemption upon the death or permanent disability of the shareholder if made within one year of the death or the initial determination of permanent disability. The waiver is available only for shares held at the time or death or initial determination of permanent disability.
|
●
|
Redemptions of Advisor Class Shares pursuant to a systematic withdrawal plan.
|
●
|
Mandatory distributions from a tax-deferred retirement plan or IRA.
|
|
Year ended
May 31, 2014 |
Year ended
May 31, 2013 |
Year ended
May 31, 2012 |
Year ended
May 31, 2011 |
Period ended
May 31, 2010 (a) |
Net Asset Value, Beginning of Period
|
$11.55
|
$9.42
|
$11.78
|
$9.94
|
$10.00
|
Income (Loss) from Investment Operations
Net investment income (loss) Net realized and unrealized gain (loss) on investments Total from Investment Operations |
0.11(g) 1.08
1.19
|
0.21 1.92 2.13 |
0.06 (1.05) (0.99) |
(0.07) 1.92 1.85 |
(0.05) (0.01) (0.06) |
Less Distributions
Net Investment Income Net realized gains Total Distributions |
(0.13) (0.46) (0.59) |
-- -- -- |
(0.21) (1.16) (1.37) |
-- (0.01) (0.01) |
-- -- -- |
Net Asset Value, End of Period | $12.15 | $11.55 | $9.42 | $11.78 | $9.94 |
Total Return
(c)
|
10.44%
|
22.61%
|
(8.09)%
|
18.12%
|
0.60%
(c)
|
Net Assets, End of Period (in thousands)
|
$23,879
|
$14,139
|
$16,271
|
$15,341
|
$447
|
Ratios of:
Gross expenses to average net assets (e) Net expenses to average net assets (e) Net investment income/(loss) to average net assets (f) |
0.70% 0.70% 0.91% |
0.94% 0.88% 1.72% |
1.45% 1.38% (0.59)% |
1.45% 1.45% (0.86)% |
1.45% (b) 1.45% (b) (1.10)% (b) |
Portfolio Turnover Rate
|
425.39
%
|
453.00
%
|
711.11
%
|
658.15
%
|
332.64%
(c)
|
|
Year ended
May 31, 2014 |
Year ended
May 31, 2013 |
Year ended
May 31, 2012 |
Period ended
May 31, 2011 (a) |
Net Asset Value, Beginning of Period
|
$11.48
|
$9.48
|
$11.87
|
$11.71
|
Income (Loss) from Investment Operations
Net investment income (loss) Net realized and unrealized gain (loss) on investments Total from Investment Operations |
(0.01) (g)(h) 1.09 (h) 1.08 |
0.08 1.92 2.00 |
(0.05) (1.03) (1.08) |
(0.03) 0.19 0.16 |
Less Distributions
Net investment income Net realized gains Total Distributions |
(0.13) (0.46) (0.59) |
-- -- -- |
(0.21) (1.10) (1.31) |
-- -- -- |
Net Asset Value, End of Period | $ 11.97 | $11.48 | $9.48 | $11.87 |
Total Return
(c)
|
9.53 %
|
21.10 %
|
(8.90) %
|
1.37 %
(c)
|
Net Assets, End of Period (in thousands)
|
$1,122
|
$865
|
$808
|
$551
|
Ratios of:
Gross expenses to average net assets (e) Net expenses to average net assets (e) Net investment income/(loss) to average net assets (f) |
1.70 % 1.70 % (0.09) % |
1.92 % 1.87 % 0.88 % |
2.44 % 2.38 % (0.60) % |
2.45 % (b) 2.45 % (b) (2.39) % (b) |
Portfolio Turnover Rate
|
425.39%
|
453.00%
|
711.11 %
|
658.15 %
(c)
|
|
Year ended
May 31, 2014 |
Year ended
May 31, 2013 |
Year ended
May 31, 2012 |
Year ended
May 31, 2011 |
Period ended
May 31, 2010 (a) |
Net Asset Value, Beginning of Period
|
$10.19
|
$10.16
|
$10.28
|
$10.07
|
$10.00
|
Income (Loss) from Investment Operations
Net investment income Net realized and unrealized gain (loss) on investments Total from Investment Operations |
0.17 (h) (0.05) 0.12 |
0.39 0.14 0.53 |
0.17 (0.13) 0.04 |
0.35 0.13 0.48 |
0.00 (g) 0.07 0.07 |
Less Distributions
From net investment income From net realized gains
Total Distributions
|
(0.16) -- (0.16) |
(0.48) (0.02) (0.50) |
(0.16) -- (0.16) |
(0.27) -- (0.27) |
-- -- -- |
Net Asset Value, End of Period | $10 .15 | $10.19 | $10.16 | $10.28 | $10.07 |
Total Return
(c)
|
1.25 %
|
5.33 %
|
0.38 %
|
4.87 %
|
0.70 %
(c)
|
Net Assets, End of
Period
(in thousands)
|
$9,280
|
$7,679
|
$7,920
|
$3,916
|
$130
|
Ratios of:
Gross expenses to average net assets (e) Net expenses to average net assets (e) Net investment income/(loss) to average net assets (f) |
0.70 % 0.70 % 1.73 % |
0.86 % 0.84 % 3.14 % |
1.20 % 1.17 % 2.06 % |
1.20 % 1.20 % 3.77 % |
1.20 % (b) 1.20 % (b) 0.17 % (b) |
Portfolio Turnover Rate
|
127.64%
|
82.95%
|
207.87
%
|
218.16
%
|
48.89 %
(c)
|
|
Year ended
May 31, 2014 |
Year ended
May 31, 2013 |
Year ended
May 31, 2012 |
Period ended
May 31, 2011 (a) |
Net Asset Value, Beginning of Period
|
$9.91
|
$9.94
|
$10.11
|
$10.00
|
Income (Loss) from Investment Operations
Net investment income Net realized and unrealized gain (loss) on investments Total from Investment Operations |
0.07(h) (0.04)
0.03
|
0.27 0.14 0.41 |
0.10 (0.17) (0.07) |
0.00 (g) 0.11 0.11 |
Less Distributions
From net investment income From net realized gains Total Distributions |
(0.07) -- (0.07) |
(0.42) (0.02) (0.44) |
(0.10) -- (0.10) |
-- -- -- |
Net Asset Value, End of Period | $9 . 87 | $9.91 | $9.94 | $10.11 |
Total Return
(c)
|
0.29 %
|
4.16 %
|
(0.63) %
|
1.10 %
(c)
|
Net Assets, End of
Period
(in thousands)
|
$818
|
$760
|
$837
|
$309
|
Ratios of:
Gross expenses to average net assets (e) Net expenses to average net assets (e) Net investment income/(loss) to average net assets (f) |
1.70 % 1.70 % 0.73 % |
1.86 % 1.84 % 2.14 % |
2.20 % 2.17 % 1.11 % |
2.20 % (b) 2.20 % (b) 0.26 % (b) |
Portfolio Turnover Rate
|
127.64 %
|
82.95 %
|
207.87 %
|
218.16 %
(c)
|
|
|
Period ended
May 31,
2014
|
Period ended
May 31,
2013
(f)
|
Net Asset Value, Beginning of Period
|
|
$9.99
|
$10.00
|
Income (Loss) from Investment Operations
Net investment income Net realized and unrealized loss on investments Total from Investment Operations |
|
0.09 (g) (0.04) 0.05 |
0.01 -- 0.01 |
Less Distributions
From net investment income
From net realized gains
Total Distributions |
|
-- (0.05)
(0.05)
|
(0.02) —
(0.02)
|
Net Asset Value, End of Period | $9.99 | $9.99 | |
Total Return
(c)
|
|
0.50 %
|
0.12 %
(b)
|
Net Assets, End of Period (in thousands)
|
|
$8,840
|
$6,886
|
Ratios of:
Gross expenses to average net assets (d) Net expenses to average net assets (d) Net investment income to average net assets (e) |
|
0.70 % 0.70 %
0.91 %
|
0.70 % (a) 0.70 % (a) 0.03 % (a) |
Portfolio Turnover Rate
|
|
80.57 %
|
83.13 %
(b)
|
|
|
Period ended
May 31,
2014
|
Period ended
May 31,
2013
(g)
|
Net Asset Value, Beginning of Period
|
|
$9.95
|
$10.00
|
Loss from Investment Operations
Net investment loss Net realized and unrealized gain (loss) on investments Total from Investment Operations |
|
(0.01) (f)(h) 0.04 (f) 0.03 |
(0.01) (0.03) (f) (0.04) |
Less Distributions
From net investment income
From net realized gains
Total Distributions |
|
--
(0.05)
(0.05)
|
(0.01) —
(0.01)
|
Net Asset Value, End of Period | $9.93 | $9.95 | |
Total Return
(c)
|
|
0.30 %
|
(0.44) %
(b)
|
Net Assets, End of Period (in thousands)
|
|
$215
|
$23
|
Ratios of:
Gross expenses to average net assets (d) Net expenses to average net assets (d) Net investment loss to average net assets (e) |
|
1.70 % 1.70 % (0.09) % |
1.70 % (a) 1.70 % (a) (1.12) % (a) |
Portfolio Turnover Rate
|
|
80.57 %
|
83.13 %
(b)
|
|
|
Period ended
May 31,
2014
|
Period ended
May 31,
2013
(f)
|
Net Asset Value, Beginning of Period
|
|
$10.23
|
$10.00
|
Income from Investment Operations
Net investment income Net realized and unrealized gain on investments Total from Investment Operations |
|
0.52 (g) 0.58 1.10 |
0.33 0.20 0.53 |
Less Distributions
From net investment income
From net realized gains
Total Distributions |
|
(0.55) (0.04)
(0.59)
|
(0.30) —
(0.30)
|
Net Asset Value, End of Period | $10.74 | $10.23 | |
Total Return
(c)
|
|
11.18 %
|
5.37 %
(b)
|
Net Assets, End of Period (in thousands)
|
|
$16,552
|
$9,366
|
Ratios of:
Gross expenses to average net assets (d) Net expenses to average net assets (d) Net investment income to average net assets (e) |
|
0.70 % 0.70 % 5.26 % |
0.70 % (a) 0.70 % (a) 6.59 % (a) |
Portfolio Turnover Rate
|
|
75.79 %
|
78 %
(b)
|
|
|
Period ended
May 31,
2014
|
Period ended
May 31,
2013
(f)
|
Net Asset Value, Beginning of Period
|
|
$10.17
|
$10.00
|
Income from Investment Operations
Net investment income Net realized and unrealized gain on investments Total from Investment Operations |
|
0.47 (g) 0.61
1.08
|
0.24 0.19 0.43 |
Less Distributions
From net investment income
From net realized gains
Total Distributions |
|
(0.45) (0.04)
(0.49)
|
(0.26) —
(0.26)
|
Net Asset Value, End of Period | $10.76 | $10.17 | |
Total Return
(c)
|
|
11.00 %
|
4.36 %
(b)
|
Net Assets, End of Period (in thousands)
|
|
$644
|
$48
|
Ratios of:
Gross expenses to average net assets (d) Net expenses to average net assets (d) Net investment income to average net assets (e) |
|
1.70 % 1.70%
4.26 %
|
1.76 % (a) 1.76 % (a) 5.71 % (a) |
Portfolio Turnover Rate
|
|
75.79 %
|
78 %
(b)
|
|
|
Period ended
May 31,
2014
|
Period ended
May 31,
2013
(f)
|
Net Asset Value, Beginning of Period
|
|
$11.19
|
$10.00
|
Income from Investment Operations
Net investment income Net unrealized gain on investments Total from Investment Operations |
|
0.09 (g)
1.74
1.83 |
0.02 1.22 1.24 |
Less Distributions
From net investment income Total Distributions |
|
(0.09) (0.09) |
(0.05) (0.05) |
Net Asset Value, End of Period | $12.93 | $11.19 | |
Total Return
(c)
|
|
16.36 %
|
12.41 %
(b)
|
Net Assets, End of Period (in thousands)
|
|
$9,080
|
$4,536
|
Ratios of:
Gross expenses to average net assets (d) Net expenses to average net assets (d) Net investment income to average net assets (e) |
|
0.70 % 0.70 % 0.72 % |
0.70 % (a) 0.70 % (a) 0.57 % (a) |
Portfolio Turnover Rate
|
|
3.26 %
|
0.00 %
(b)
|
|
|
Period ended
May 31,
2014
|
Period ended
May 31,
2013
(f)
|
Net Asset Value, Beginning of Period
|
|
$11.28
|
$10.00
|
Income from Investment Operations
Net investment loss Net unrealized gain on investments Total from Investment Operations |
|
(0.03) (g)(h) 1.80 (h) 1.77 |
(0.01) 1.32 1.31 |
Less Distributions
From net investment income Total Distributions |
|
(0.08) (0.08) |
(0.03) (0.03) |
Net Asset Value, End of Period | $12.97 | $11.28 | |
Total Return
(c)
|
|
15.72 %
|
13.12 %
(b)
|
Net Assets, End of Period (in thousands)
|
|
$178
|
$48
|
Ratios of:
Gross expenses to average net assets (d) Net expenses to average net assets (d) Net investment loss to average net assets (e) |
|
1.70 % 1.70 %
(0.28) %
|
1.70 % (a) 1.70 % (a) (0.87) % (a) |
Portfolio Turnover Rate
|
|
3.26 %
|
0.00 %
(b)
|
|
|
Period ended
May 31,
2014
|
Period ended
May 31,
2013
(f)
|
Net Asset Value, Beginning of Period
|
|
$9.65
|
$10.00
|
Income (Loss) from Investment Operations
Net investment income Net unrealized loss on investments Total from Investment Operations |
|
0.04 (g) (0.11) (0.07) |
0.06 (0.35) (0.29) |
Less Distributions
From net investment income Total Distributions |
|
(0.04) (0.04) |
(0.06) (0.06) |
Net Asset Value, End of Period | $9.54 | $9.65 | |
Total Return
(c)
|
|
(0.74) %
|
(2.93) %
(b)
|
Net Assets, End of Period (in thousands)
|
|
$12,528
|
$17,755
|
Ratios of:
Gross expenses to average net assets (d) Net expenses to average net assets (d) Net investment income to average net assets (e) |
|
0.70 % 0.70 % 0.41 % |
0.70 % (a) 0.70 % (a) 0.95 % (a) |
Portfolio Turnover Rate
|
|
174.90 %
|
0.00 %
(b)
|
|
|
Period ended
May 31,
2014
|
Period ended
May 31,
2013
(f)
|
Net Asset Value, Beginning of Period
|
|
$9.68
|
$10.00
|
Income (Loss) from Investment Operations
Net investment income Net unrealized loss on investments Total from Investment Operations |
|
(0.06) (h)(i) (0.08) (0.14) |
0.01 (0.31) (0.30) |
Less Distributions
From net investment income Total Distributions |
|
(0.00) (g) (0.00) |
(0.02) (0.02) |
Net Asset Value, End of Period | $9.54 | $9.68 | |
Total Return
(c)
|
|
(1.40) %
|
(3.00) %
(b)
|
Net Assets, End of Period (in thousands)
|
|
$122
|
$62
|
Ratios of:
Gross expenses to average net assets (d) Net expenses to average net assets (d) Net investment income to average net assets (e) |
|
1.70 % 1.70 % (0.59) % |
1.70 % (a) 1.70 % (a) 0.13 % (a) |
Portfolio Turnover Rate
|
|
174.90 %
|
0.00 %
(b)
|
|
|
Period ended
May 31,
2014
|
Period ended
May 31,
2013
(f)
|
Net Asset Value, Beginning of Period
|
|
$10.67
|
$10.00
|
Income from Investment Operations
Net investment loss Net realized and unrealized gain on investments Total from Investment Operations |
|
0.04 (g) 1.60 1.64 |
(0.01) 0.75 0.74 |
Less Distributions
From net investment income
From net realized gains
Total Distributions |
|
(0.04) (0.53)
(0.57)
|
(0.07) —
(0.07)
|
Net Asset Value, End of Period | $11.74 | $10.67 | |
Total Return
(c)
|
|
15.71 %
|
7.46 %
(b)
|
Net Assets, End of Period (in thousands)
|
|
$30,116
|
$12,573
|
Ratios of:
Gross expenses to average net assets (d) Net expenses to average net assets (d) Net investment loss to average net assets (fe) |
|
1.25 % (b) 1.25 % (b) 0.36 % (b) |
1.20 % (a) 1.20 % (a) (0.33) % (a) |
Portfolio Turnover Rate
|
|
394.35 %
(c)
|
98.01 %
(b)
|
|
|
Period ended
May 31,
2014
|
Period ended
May 31,
2013
(f)
|
Net Asset Value, Beginning of Period
|
|
$10.65
|
$10.00
|
Income from Investment Operations
Net investment loss Net realized and unrealized gain on investments Total from Investment Operations |
|
(0.09) (g)(h) 1.69 1.60 |
(0.02) 0.73 0.71 |
Less Distributions
From net investment income
From net realized gains
Total Distributions |
|
(0.03) (0.53)
(0.56)
|
(0.06) —
(0.06)
|
Net Asset Value, End of Period | $11.69 | $10.65 | |
Total Return
(c)
|
|
15.37 %
|
7.15 %
(b)
|
Net Assets, End of Period (in thousands)
|
|
$558
|
$126
|
Ratios of:
Gross expenses to average net assets (d) Net expenses to average net assets (d) Net investment loss to average net assets (e) |
|
2.25 % 2.25 % (0.78) % |
2.20 % (a) 2.20 % (a) (2.19) % (a) |
Portfolio Turnover Rate
|
|
394.35 %
|
98.01 %
(b)
|
|
|
Period ended
May 31,
2014
|
Period ended
May 31,
2013
(f)
|
Net Asset Value, Beginning of Period
|
|
$9.98
|
$10.00
|
Income (Loss) from Investment Operations
Net investment income Net realized and unrealized loss on investments Total from Investment Operations |
|
0.24 (g) (0.47) 0.23 |
0.12 (0.04) 0.08 |
Less Distributions
From net investment income Total Distributions |
|
(0.25) (0.25) |
(0.10) (0.10) |
Net Asset Value, End of Period | $9.50 | $9.98 | |
Total Return
(c)
|
|
2.20 %
|
0.83 %
(b)
|
Net Assets, End of Period (in thousands)
|
|
$2,357
|
$3,695
|
Ratios of:
Gross expenses to average net assets (d) Net expenses to average net assets (d) Net investment income to average net assets (e) |
|
0.70 %
0.70 %
2.61 % |
0.70 % (a) 0.70 % (a) 2.26 % (a) |
Portfolio Turnover Rate
|
|
164.02 %
|
23.14 %
(b)
|
|
|
Period ended
May 31,
2014
|
Period ended
May 31,
2013
(f)
|
Net Asset Value, Beginning of Period
|
|
$9.97
|
$10.00
|
Income (Loss) from Investment Operations
Net investment income Net realized and unrealized loss on investments Total from Investment Operations |
|
0.15 (g) (0.45) (0.30) |
0.08 (0.07) 0.01 |
Less Distributions
From net investment income Total Distributions |
|
(0.16) (0.16) |
(0.04) (0.04) |
Net Asset Value, End of Period | $9.51 | $9.97 | |
Total Return
(c)
|
|
(2.99) %
|
0.08 %
(b)
|
Net Assets, End of Period (in thousands)
|
|
$58
|
$42
|
Ratios of:
Gross expenses to average net assets (d) Net expenses to average net assets (d) Net investment income to average net assets (e) |
|
1.70 %
1.70 %
1.61 % |
1.70 % (a) 1.70 % (a) 1.33 % (a) |
Portfolio Turnover Rate
|
|
164.02 %
|
23.14 %
(b)
|
|
|
Period ended
May 31,
2014
|
Period ended
May 31,
2013
(f)
|
Net Asset Value, Beginning of Period
|
|
$11.02
|
$10.00
|
Income from Investment Operations
Net investment income Net realized and unrealized gain on investments Total from Investment Operations |
|
0.55 (g) 0.41
0.96
|
0.29 1.02 1.31 |
Less Distributions
From net investment income
From net realized gains
Total Distributions |
|
(0.49) (0.08)
(0.57)
|
(0.29) —
(0.29)
|
Net Asset Value, End of Period | $11.41 | $11.02 | |
Total Return
(c)
|
|
9.03 %
|
13.32 %
(b)
|
Net Assets, End of Period (in thousands)
|
|
$5,090
|
$1,090
|
Ratios of:
Gross expenses to average net assets (d) Net expenses to average net assets (d) Net investment income to average net assets (e) |
|
1.15 % 1.15 % 4.97 % |
0.70 % (a) 0.70 % (a) 4.74 % (a) |
Portfolio Turnover Rate
|
|
2.70 %
|
83.50 %
(b)
|
|
|
Period ended
May 31,
2014
|
Period ended
May 31,
2013
(f)
|
Net Asset Value, Beginning of Period
|
|
$11.18
|
$10.00
|
Income from Investment Operations
Net investment income Net realized and unrealized gain on investments Total from Investment Operations |
|
0.43 (g)
0.53
0.96 |
0.24 1.17 1.41 |
Less Distributions
From net investment income
From net realized gains
Total Distributions |
|
(0.38) (0.08)
(0.46)
|
(0.23) —
(0.23)
|
Net Asset Value, End of Period | $11.68 | $11.18 | |
Total Return
(c)
|
|
8.79 %
|
14.25 %
(b)
|
Net Assets, End of Period (in thousands)
|
|
$79
|
$5
|
Ratios of:
Gross expenses to average net assets (d) Net expenses to average net assets (d) Net investment income to average net assets (e) |
|
2.15 % 2.15 % 3.84 % |
1.70 % (a) 1.70 % (a) 4.68 % (a) |
Portfolio Turnover Rate
|
|
2.70 %
|
83.50 %
(b)
|
|
|
Period ended
May 31,
2014
|
Period ended
May 31,
2013
(f)
|
Net Asset Value, Beginning of Period
|
|
$11.06
|
$10.00
|
Income from Investment Operations
Net investment income Net realized and unrealized gain on investments Total from Investment Operations |
|
0.06 (g)
1.29
1.35 |
0.12 1.09 1.21 |
Less Distributions
From net investment income
From net realized gains
Total Distributions |
|
(0.11) (0.21)
(0.32)
|
(0.15) —
(0.15)
|
Net Asset Value, End of Period | $12.09 | $11.06 | |
Total Return
(c)
|
|
12.37 %
|
12.23 %
(b)
|
Net Assets, End of Period (in thousands)
|
|
$5,697
|
$1,862
|
Ratios of:
Gross expenses to average net assets (d) Net expenses to average net assets (d) Net investment income to average net assets (e) |
|
0.70 %
0.70 %
0.56 %
|
0.70 % (a) 0.70 % (a) 0.77 % (a) |
Portfolio Turnover Rate
|
|
26.97 %
|
8.94 %
(b)
|
|
|
Period ended
May 31,
2014
|
Period ended
May 31,
2013
(f)
|
Net Asset Value, Beginning of Period
|
|
$11.16
|
$10.00
|
Income from Investment Operations
Net investment income Net realized and unrealized gain on investments Total from Investment Operations |
|
(0.05) (g)(h) 1.24 1.19 |
-- 1.29 1.29 |
Less Distributions
From net investment income
From net realized gains
Total Distributions |
|
(0.10) (0.21)
(0.31)
|
(0.13) —
(0.13)
|
Net Asset Value, End of Period | $12.04 | $11.16 | |
Total Return
(c)
|
|
10.84 %
|
13.04 %
(b)
|
Net Assets, End of Period (in thousands)
|
|
$122
|
$9
|
Ratios of:
Gross expenses to average net assets (d) Net expenses to average net assets (d) Net investment income to average net assets (e) |
|
1.70 % 1.70 % (0.43) % |
1.70 % (a) 1.70 % (a) 0.68 % (a) |
Portfolio Turnover Rate
|
|
26.97 %
|
8.94 %
(b)
|
|
|
Period ended
May 31,
2014
(f)
|
Net Asset Value, Beginning of Period
|
|
$10.00
|
Income from Investment Operations
Net investment income Net realized and unrealized gain on investments Total from Investment Operations |
|
(0.04) (e) 1.13
1.09
|
Net Asset Value, End of Period | $11.09 | |
Total Return
(c)
|
|
10.90 %
(b)
|
Net Assets, End of Period (in thousands)
|
|
$18,202
|
Ratios of:
Gross expenses to average net assets (d) Net expenses to average net assets (d) Net investment income to average net assets (e) |
|
1.25 % a) 1.25 % (a) (0.64) % (a) |
Portfolio Turnover Rate
|
|
71.01 %
(b)
|
|
|
Period ended
May 31,
2014
(f)
|
Net Asset Value, Beginning of Period
|
|
$10.00
|
Income from Investment Operations
Net investment income Net realized and unrealized gain on investments Total from Investment Operations |
|
(0.10) (e) 1.26
1.16
|
Net Asset Value, End of Period | $11.16 | |
Total Return
(c)
|
|
11.60 %
(b)
|
Net Assets, End of Period (in thousands)
|
|
$233
|
Ratios of:
Gross expenses to average net assets (d) Net expenses to average net assets (d) Net investment income to average net assets (e) |
|
2.25% (a) 2.25 % (a) (1.69) % (a) |
Portfolio Turnover Rate
|
|
71.01 %
(b)
|
|
By telephone:
|
1-800-773-3863
|
|
By mail:
|
RiskX Funds
c/o Nottingham Shareholder Services 116 South Franklin Street Post Office Box 4365 Rocky Mount, North Carolina 27803-0365 |
|
By e-mail:
|
shareholders@ncfunds.com
|
|
On the Internet:
|
www.ncfunds.com
|
Rx Dynamic Growth Fund
Institutional Class Shares FMGRX Advisor Class Shares FMGCX
Class P Shares
FM___
|
Rx Traditional Fixed Income Fund
Institutional Class Shares FMFRX Advisor Class Shares FMFSX
Class P Shares
FM___
|
Rx Dynamic Total Return Fund
Institutional Class Shares FMTRX Advisor Class Shares FMTCX
Class P Shares
FM___
|
Rx Tactical Rotation Fund
Institutional Class Shares FMARX Advisor Class Shares FMLAX
Class P Shares
FM___
|
Rx Non Traditional Fund
Institutional Class Shares FMNRX Advisor Class Shares FMNTX
Class P Shares
FM___
|
Rx Tax Advantaged Fund
Institutional Class Shares FMRIX Advisor Class Shares FMERX
Class P Shares
FM___
|
Rx High Income Fund
Institutional Class Shares FMHRX Advisor Class Shares FMHIX
Class P Shares
FM___
|
Rx Dividend Income Fund
Institutional Class Shares FMDVX Advisor Class Shares FMDNX
Class P Shares
FM___
|
Rx Traditional Equity Fund
Institutional Class Shares FMSQX Advisor Class Shares FMTSX
Class P Shares
FM___
|
Rx
Premier Managers Fund
Institutional Class Shares FMPMX Advisor Class Shares FMAPX
Class P Shares
FM___
|
Rx Fundamental Growth Fund
Institutional Class Shares FMFGX Advisor Class Shares FMFDX
Class P Shares
FM___
|
|
ADDITIONAL INFORMATION ABOUT INVESTMENT POLICIES
|
2
|
INVESTMENT LIMITATIONS
|
40
|
PORTFOLIO TRANSACTIONS
|
42
|
DESCRIPTION OF THE TRUST
|
44
|
MANAGEMENT AND OTHER SERVICE PROVIDERS
|
45
|
ADDITIONAL PURCHASE AND REDEMPTION INFORMATION
|
70
|
SPECIAL SHAREHOLDER SERVICES
|
71
|
DISCLOSURE OF PORTFOLIO HOLDINGS
|
73
|
NET ASSET VALUE
|
75
|
ADDITIONAL TAX INFORMATION
|
76
|
FINANCIAL STATEMENTS
|
78
|
APPENDIX A – DESCRIPTION OF RATINGS
|
79
|
APPENDIX B – PROXY VOTING POLICIES
|
83
|
·
|
current and anticipated short-term interest rates, changes in volatility of the underlying instrument, and the time remaining until expiration of the contract;
|
·
|
a difference between the derivatives and securities markets, including different levels of demand, how the instruments are traded, the imposition of daily price fluctuation limits or trading of an instrument stops; and
|
·
|
differences between the derivatives, including different margin requirements, different liquidity of such markets, and the participation of speculators in such markets.
|
·
|
have to sell securities to meet its daily margin requirements at a time when it is disadvantageous to do so;
|
·
|
have to purchase or sell the instrument underlying the contract;
|
·
|
not be able to hedge its investments; and
|
·
|
not be able to realize profits or limit its losses.
|
·
|
an exchange may suspend or limit trading in a particular derivative instrument, an entire category of derivatives, or all derivatives, which sometimes occurs because of increased market volatility;
|
·
|
unusual or unforeseen circumstances may interrupt normal operations of an exchange;
|
·
|
the facilities of the exchange may not be adequate to handle current trading volume;
|
·
|
equipment failures, government intervention, insolvency of a brokerage firm or clearing house, or other occurrences may disrupt normal trading activity; or
|
·
|
investors may lose interest in a particular derivative or category of derivatives.
|
·
|
actual and anticipated changes in interest rates;
|
·
|
fiscal and monetary policies; and
|
·
|
national and international political events.
|
·
|
current and anticipated short-term interest rates, changes in volatility of the underlying instrument, and the time remaining until expiration of the contract;
|
·
|
a difference between the derivatives and securities markets, including different levels of demand, how the instruments are traded, the imposition of daily price fluctuation limits or trading of an instrument stops; and
|
·
|
differences between the derivatives, such as different margin requirements, different liquidity of such markets, and the participation of speculators in such markets.
|
·
|
have to sell securities to meet its daily margin requirements at a time when it is disadvantageous to do so;
|
·
|
have to purchase or sell the instrument underlying the contract;
|
·
|
not be able to hedge its investments; and
|
·
|
not be able to realize profits or limit its losses.
|
·
|
an exchange may suspend or limit trading in a particular derivative instrument, an entire category of derivatives, or all derivatives, which sometimes occurs because of increased market volatility;
|
·
|
unusual or unforeseen circumstances may interrupt normal operations of an exchange;
|
·
|
the facilities of the exchange may not be adequate to handle current trading volume;
|
·
|
equipment failures, government intervention, insolvency of a brokerage firm or clearing house, or other occurrences may disrupt normal trading activity; or
|
·
|
investors may lose interest in a particular derivative or category of derivatives.
|
·
|
actual and anticipated changes in interest rates;
|
·
|
fiscal and monetary policies; and
|
·
|
national and international political events.
|
·
|
current and anticipated short-term interest rates, changes in volatility of the underlying instrument, and the time remaining until expiration of the contract;
|
·
|
a difference between the derivatives and securities markets, including different levels of demand, how the instruments are traded, the imposition of daily price fluctuation limits or trading of an instrument stops; and
|
·
|
differences between the derivatives, such as different margin requirements, different liquidity of such markets, and the participation of speculators in such markets.
|
·
|
have to sell securities to meet its daily margin requirements at a time when it is disadvantageous to do so;
|
·
|
have to purchase or sell the instrument underlying the contract;
|
·
|
not be able to hedge its investments; and
|
·
|
not be able to realize profits or limit its losses.
|
·
|
an exchange may suspend or limit trading in a particular derivative instrument, an entire category of derivatives, or all derivatives, which sometimes occurs because of increased market volatility;
|
·
|
unusual or unforeseen circumstances may interrupt normal operations of an exchange;
|
·
|
the facilities of the exchange may not be adequate to handle current trading volume;
|
·
|
equipment failures, government intervention, insolvency of a brokerage firm or clearing house, or other occurrences may disrupt normal trading activity; or
|
·
|
investors may lose interest in a particular derivative or category of derivatives.
|
·
|
actual and anticipated changes in interest rates;
|
·
|
fiscal and monetary policies; and
|
·
|
national and international political events.
|
(1) | Issue senior securities, except as permitted by the Investment Company Act of 1940; |
(2) | Borrow money, except to the extent permitted under the Investment Company Act of 1940 (including, without limitation, borrowing to meet redemptions). For purposes of this investment restriction, the entry into options, forward contracts, futures contracts, including those relating to indices, and options on futures contracts or indices shall not constitute borrowing; |
(3) | Pledge, mortgage, or hypothecate its assets, except to the extent necessary to secure permitted borrowings and to the extent related to the deposit of assets in escrow in connection with writing covered put and call options and the purchase of securities on a when-issued or forward commitment basis and collateral and initial or variation margin arrangements with respect to options, forward contracts, futures contracts, including those relating to indices, and options on futures contracts or indices; |
(4) | Act as an underwriter except to the extent that, in connection with the disposition of portfolio securities, the Fund may be deemed to be an underwriter under certain federal securities laws; |
(5) | Purchase or sell real estate or direct interests in real estate; provided, however, that the Fund may purchase and sell securities which are secured by real estate and securities of companies which invest or deal in real estate (including, without limitation, investments in REITs, mortgage-backed securities, and privately-held real estate funds); |
(6) | Invest in commodities, except that the Fund may purchase and sell options, forward contracts, futures contracts, including those relating to indices, and options on futures contracts or indices; |
(7) | Make investments for the purpose of exercising control or management over a portfolio company; |
(8) | Make loans, provided that the Fund may lend its portfolio securities in an amount up to 33% of total Fund assets, and provided further that, for purposes of this restriction, investment in U.S. Government obligations, short-term commercial paper, certificates of deposit, bankers' acceptances, and repurchase agreements shall not be deemed to be the making of a loan; |
(9) | With respect to 75% of its total assets, the Fund may not: (i) purchase 10% or more of the outstanding voting securities of any one issuer; or (ii) purchase securities of any issuer if, as a result, 5% or more of the Fund's total assets would be invested in that issuer's securities. This limitation does not apply to investments in (i) cash and cash items; (ii) securities of other registered investment companies; and (iii) obligations of the United States Government, its agencies, or instrumentalities; or |
(10) | Each Fund will not concentrate its investments. Each Fund's concentration policy limits the aggregate value of holdings of a single industry or group of industries (except U.S. Government and cash items) to less than 25% of each Fund's total assets. |
Fund
|
2014
|
2013
|
2012
|
Rx Dynamic Growth Fund
|
$42,337
|
$52,613
|
$51,766
|
Rx Dynamic Total Return Fund
|
$0
|
$0
|
$0
|
Rx Non Traditional Fund
|
$348
|
$43
|
n/a
|
Rx High Income Fund
|
$1,142
|
$2,008
|
n/a
|
Rx Traditional Equity Fund
|
$948
|
$1,098
|
n/a
|
Rx Traditional Fixed Income Fund
|
$8,098
|
$3,410
|
n/a
|
Rx Tactical Rotation Fund
|
$45,196
|
$10,380
|
n/a
|
Rx Tax Advantaged Fund
|
$424
|
$74
|
n/a
|
Rx Dividend Income Fund
|
$785
|
$111
|
n/a
|
Rx Premier Managers Fund
|
$202
|
$60
|
n/a
|
Rx Fundamental Growth Fund
|
$14,041
|
n/a
|
n/a
|
Name, Age
and Address |
Position
held with Fund or Trust |
Length
of Time
Served
|
Principal Occupation
During Past 5 Years |
Number of
Portfolios in
Fund
Complex
Overseen by
Trustee
|
Other Directorships
Held by Trustee During Past 5 Years |
Independent Trustees
|
|||||
Michael G. Mosley
Age: 61 |
Independent Trustee
|
Since 7/10
|
Owner of Commercial Realty Services (real estate) since 2004.
|
23
|
None.
|
Theo H. Pitt, Jr.
Age: 78 |
Independent Trustee
|
Since 9/10
|
Senior Partner, Community Financial Institutions Consulting (financial consulting) since 1999; Partner, Pikar Properties (real estate) since 2001; Account Administrator, Holden Wealth Management Group of Wachovia Securities (money management firm) from 2003-2008.
|
23
|
Independent Trustee of DGHM Investment Trust for its two series, Gardner Lewis Investment Trust for its two series, Vertical Capital Investors Trust for its two series and Hillman Capital Management Investment Trust for its one series (all registered investment companies); previously, Independent Trustee of NCM Capital Investment Trust for its one series from 2007 to 2009, New Providence Investment Trust from 2008 to 2009, and Centaur Mutual Funds Trust for its one series from 2004 to 2009 (all registered Investment companies).
|
James H. Speed, Jr.
Age: 60 |
Independent Trustee, Chairman
|
Trustee since 7/09, Chair since 5/12
|
President and CEO of NC Mutual Insurance Company (insurance company) since 2003; President of Speed Financial Group, Inc. (consulting and private investments) from 2000 to 2003.
|
23
|
Independent Trustee of the following Brown Capital Management Mutual Funds for its three series, Hillman Capital Management Investment Trust for its one series, and Centaur Mutual Funds Trust for its one series (all registered investment companies). Member of Board of Directors of NC Mutual Life Insurance Company. Member of Board of Directors of M&F Bancorp. Previously, Independent Trustee of New Providence Investment Trust for its one series from 2009 until 2011 (registered investment company).
|
J. Buckley Strandberg
Age: 54 |
Independent Trustee
|
Since 7/09
|
President of Standard Insurance and Realty (insurance and property management) since 1982.
|
23
|
None.
|
Other Officers
|
|||||
D. Jerry Murphey
Age: 55 821 Pacific Street Omaha, Nebraska 68108 |
President (RiskX Funds)
|
Since 7/09
|
Manager, President, and CEO of FolioMetrix, LLC (advisor to the RiskX Funds) since 2009; principal of Uptrade Research Associates, LLC (investment research) since 2009; previously, Investment Management Consultant for Prudential Investments, Wealth Management Solutions (investment management).
|
n/a
|
n/a
|
Julie M. Koethe
Age: 33 821 Pacific Street Omaha, Nebraska 68108 |
Treasurer (RiskX Funds)
|
Since 4/10
|
Chief Operating Officer of FolioMetrix, LLC (advisor to the RiskX Funds) since 2010; Insurance Accounting Supervisor for Applied Underwriters (workers compensation and payroll service provider) from 2003-2010.
|
n/a
|
n/a
|
James C. Roumell
Age: 52 2 Wisconsin Circle Suite 660 Chevy Chase, MD 20815 |
President (Roumell Opportunistic Value Fund)
|
Since 9/10
|
President of Roumell Asset Management, LLC (advisor to the Roumell Opportunistic Value Fund) since 1998.
|
n/a
|
n/a
|
Craig L. Lukin
Age:46 2 Wisconsin Circle Suite 660 Chevy Chase, MD 20815 |
Treasurer (Roumell Opportunistic Value Fund)
|
Since 9/10
|
Chief Operating Officer and Chief Compliance Officer of Roumell Asset Management, LLC since 2007; Research Analyst at Roumell Asset Management, LLC from 2003-2007; Private Equity Analyst for Dent & Company, Inc. (investment services) from 2000-2002; Corporate Value Consulting Manager for PricewaterhouseCoopers, LLP (accountancy and professional services) from 1994-2000.
|
n/a
|
n/a
|
Mark Anthony Grimaldi
Age: 51 1207 Route 9 Suite 10 Wappingers Falls, NY 12590 |
President and Treasurer (Sector Rotation Fund)
|
Since 4/11
|
President and Chief Compliance Officer of Navigator Money Management, Inc. (advisor to the Sector Rotation Fund) since 1996; Vice President of The Prestige Organization, Inc. since 1996; and Co-Fund Manager of ETF Market Opportunity Fund (formerly Navigator Fund) from 2008-2009.
|
n/a
|
n/a
|
Cort F. Meinelschmidt
Age: 34 38 S. Potomac Street Suite 304 Hagerstown, MD 21740 |
President (SCS Tactical Allocation Fund)
|
Since 10/11
|
President of Sentinel Capital Solutions, Inc. (advisor to the SCS Tactical Allocation Fund) since 2011; Financial Advisor for Centra Financial Services (investment services) from 2010-2011; Financial Advisor for Edward Jones (investment services) from 2004-2010.
|
n/a
|
n/a
|
J. Philip Bell
Age: 60 104 Maxwell Avenue P.O. Box 3181 Greenwood, SC 29648 |
President (Crescent Funds)
|
Since 10/11
|
President and Chief Compliance Officer of Greenwood Capital Associates, LLC (advisor to the Crescent Funds) since 1985.
|
n/a
|
n/a
|
Walter B. Todd III
Age: 42 104 Maxwell Avenue P.O. Box 3181 Greenwood, SC 29648 |
Treasurer (Crescent Funds)
|
Since 7/13
|
Chief Investment Officer of Greenwood Capital Associates, LLC.
|
n/a
|
n/a
|
Joseph DeSipio
Age: 47 200 Four Falls Corporate Center,
Suite 211,
1001 Conshohocken State Road West Conshohocken, PA 19428 |
President (Arin Funds)
|
Since 3/12
|
Co-Founder and Chief Market Strategist of Arin Risk Advisors, LLC (advisor to the Arin Funds) since 2009. Previously, Investment Strategist of SEI Investment Company (financial services) from 2007 until 2009 and Director of Options Strategy Group for Evergreen Investments (investment management) from 2000 until 2007.
|
n/a
|
n/a
|
Lawrence Lempert
Age: 45 200 Four Falls Corporate Center, Suite 211, 1001 Conshohocken State Road West Conshohocken, PA 19428 |
Treasurer (Arin Funds)
|
Since 3/12
|
Trading Director of Arin Risk Advisors, LLC since 2009 and Chief Compliance Officer since 2011. Previously, managing member of Bullock Capital, LLC (securities brokerage) from 2004 through 2010.
|
n/a
|
n/a
|
Bryn H. Torkelson
Age: 56 4949 Meadows Road Suite 200 Lake Oswego, OR 97035 |
President (Matisse Discounted Closed-End Fund Strategy)
|
Since 5/12
|
President and Chief Investment Officer of Deschutes Portfolio Strategies, LLC (advisor to the Matisse Discounted Closed-End Fund Strategy) since 2010, President of Deschutes Investment Advisors, Inc. (investment management) since 1997.
|
n/a
|
n/a
|
Brenda A. Smith
Age: 53 200 Four Falls Corporate Center, Suite 211,
1001 Conshohocken State Road,
West Conshohocken, PA 19428 |
President and Treasurer (Horizons West Multi-Strategy Hedged Income Fund);
|
Since 8/12, 11/12, and 8/13
|
President of CV Brokerage, Inc. (broker-dealer) since 2010. Managing Member of CV Investment Advisors, LLC (investment advisor) since 2012. Owner of BA Smith & Associates, LLC (accounting and consulting) since 1995.
|
n/a
|
n/a
|
Ryan D. Thibodeaux
Age: 35
450 Laurel Street
Suite 2150
Baton Rouge, LA
|
President and Treasurer (Goodwood SMID Cap Discovery Fund)
|
Since 10/13
|
President and Managing Member of Goodwood Capital Management, LLC
|
n/a
|
n/a
|
H. Edward Shill, CFA
Age: 51
40A Grove Street
Pittsford, NY 14534
|
President (QCI Balanced Fund)
|
Since 12/13
|
Chief Investment Officer and Portfolio Manager of QCI Asset Management, Inc.
|
n/a
|
n/a
|
Gerald Furciniti
Age: 37
40A Grove Street
Pittsford, NY 14534
|
Treasurer (QCI Balanced Fund)
|
Since 12/13
|
Portfolio Manager and Senior Equity Analyst at QCI Asset Management since 2001.
|
n/a
|
n/a
|
Constance D. Russello
Age: 51
PO Box 277
Lovettsville, VA 20180
|
President and Treasurer (Sirius S&P Strategic Large-Cap Allocation Fund)
|
Since 1/14
|
Finance and Human Resources Director, ARES Engineering Inc. from 2012-2014; Chief Financial Officer, RBS Construction, LLC from 2010-2012; Director of Finance, Jewell & Associates, LLC from 2008-2010.
|
n/a
|
n/a
|
Sergio E. Sotolongo
Age: 59
110 Allen Road, Suite 302
Basking Ridge, NJ 07920
|
President (SF Group Funds)
|
Since 08/14
|
President and Managing Member of SF Advisors, Inc. since 2012. Chairman and Chief Executive Officer of Student Funding Group, LLC since 2006.
|
n/a
|
n/a
|
Melanie J. Iuliano
Age: 58
110 Allen Road, Suite 302
Basking Ridge, NJ 07920
|
Treasurer (SF Group Funds)
|
Since 08/14
|
Controller for SF Group LTD; Senior Cost Analyst for Clondalkin Group, LLC; Controller for Capstone Advisory Group, LLC
|
n/a
|
n/a
|
Katherine M. Honey
Age: 40
|
Secretary
|
Since 10/13
|
EVP of The Nottingham Company since 2008.
|
n/a
|
n/a
|
Ashley E. Harris
Age: 30
|
Treasurer (Matisse Closed-End Fund Strategy) and Assistant Treasurer of the Trust
|
Since 1/14
|
Fund Accounting Manager and Financial Reporting, The Nottingham Company since 2008.
|
n/a
|
n/a
|
John Canning
Age: 43
|
Chief Compliance Officer
|
Since 8/14
|
Managing Director, Cipperman Compliance Services, LLC (2011-present). Formerly, Director of Mutual Fund Administration of Nationwide Fund Group (2008-2011).
|
n/a
|
n/a
|
Name of Trustee
|
Fund
|
Dollar Range of Equity Securities in the Fund
|
Aggregate Dollar Range
of Equity Securities in All
Funds Overseen or to be
Overseen by Trustee in
Family of Investment
Companies*
|
Michael G. Mosley
|
Rx Dynamic Growth Fund
|
A
|
|
Rx Dynamic Total Return Fund
|
A
|
||
Rx Non Traditional Fund
|
A
|
||
Rx High Income Fund
|
A
|
||
Rx Traditional Equity Fund
|
A
|
||
Rx Traditional Fixed Income Fund
|
A
|
||
Rx Tactical Rotation Fund
|
A
|
||
Rx Tax Advantaged Fund
|
A
|
||
Rx Dividend Income Fund
|
A
|
||
Rx Premier Managers Fund
|
A
|
||
A
|
|||
Theo H. Pitt, Jr.
|
Rx Dynamic Growth Fund
|
A
|
|
Rx Dynamic Total Return Fund
|
A
|
||
Rx Non Traditional Fund
|
A
|
||
Rx High Income Fund
|
A
|
||
Rx Traditional Equity Fund
|
A
|
||
Rx Traditional Fixed Income Fund
|
A
|
||
Rx Tactical Rotation Fund
|
A
|
||
Rx Tax Advantaged Fund
|
A
|
||
Rx Dividend Income Fund
|
A
|
||
Rx Premier Managers Fund
|
A
|
||
A
|
|||
James H. Speed, Jr.
|
Rx Dynamic Growth Fund
|
A
|
|
Rx Dynamic Total Return Fund
|
A
|
||
Rx Non Traditional Fund
|
A
|
||
Rx High Income Fund
|
A
|
||
Rx Traditional Equity Fund
|
A
|
||
Rx Traditional Fixed Income Fund
|
A
|
||
Rx Tactical Rotation Fund
|
A
|
||
Rx Tax Advantaged Fund
|
A
|
||
Rx Dividend Income Fund
|
A
|
||
Rx Premier Managers Fund
|
A
|
||
A
|
|||
J. Buckley Strandberg
|
Rx Dynamic Growth Fund
|
A
|
|
Rx Dynamic Total Return Fund
|
A
|
||
Rx Non Traditional Fund
|
A
|
||
Rx High Income Fund
|
A
|
||
Rx Traditional Equity Fund
|
A
|
||
Rx Traditional Fixed Income Fund
|
A
|
||
Rx Tactical Rotation Fund
|
A
|
||
Rx Tax Advantaged Fund
|
A
|
||
Rx Dividend Income Fund
|
A
|
||
Rx Premier Managers Fund
|
A
|
||
A
|
Name of Trustee
|
Aggregate
Compensation From
each Fund
|
Pension or
Retirement Benefits
Accrued As Part of
Fund Expenses
|
Estimated Annual
Benefits Upon
Retirement
|
Total Compensation
From Funds and
Fund Complex Paid
to Trustees
|
Independent Trustees
|
||||
Michael G. Mosley
|
$2,000
|
None
|
None
|
$44,000
|
Theo H. Pitt, Jr.
|
$2,000
|
None
|
None
|
$44,000
|
James H. Speed, Jr.
|
$2,000
|
None
|
None
|
$44,000
|
J. Buckley Strandberg
|
$2,000
|
None
|
None
|
$44,000
|
Rx Dynamic Growth
Fund
|
||
Institutional Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
None
|
|
|
Advisor Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Pershing LLC
PO Box 2052 Jersey City, NJ 07303-9998 |
5,100.4180 Shares
|
5.04%
|
SEI Private Trust Co
1 Freedom Valley Drive
Oaks, PA 19456
|
11,345.421 Shares
|
11.21%
|
Class P Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
None
|
|
|
Rx Non Traditional Fund
|
||
Institutional Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Pershing LLC
PO Box 2052 Jersey City, NJ 07303-9998 |
70,990.210 Shares
|
7.25%
|
Advisor Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
LPL Financial
Linda Proctor 9785 Towne Centre Drive San Diego, CA 92121-1968 |
1,835.0610 Shares
|
6.29%
|
LPL Financial
Susan Forintos 9785 Towne Centre Drive San Diego, CA 92121-1968 |
6,744.1510 Shares
|
23.12%
|
LPL Financial
Robert Kaczmarczyk 9785 Towne Centre Drive San Diego, CA 92121-1968 |
1,632.4340 Shares
|
5.60%
|
SEI Private Trust Company
1 Freedom Valley Drive Oaks, PA 19456 |
2,537.267 Shares
|
8.70%
|
SEI Private Trust Company
1 Freedom Valley Drive Oaks, PA 19456 |
4,282.019 Shares
|
14.68%
|
Class P Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
None
|
|
|
Rx High Income Fund
|
||
Institutional Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Pershing LLC
PO Box 2052 Jersey City, NJ 07303-9998 |
107,267.362 Shares
|
5.87%
|
Brown Brothers Harriman & Coas
140 Broadway New York, NY 10005 |
145,231.749 Shares
|
7.95%
|
Charles Schwab & Co
101 Montgomery St San Francisco, CA 94104-4122 |
99,017.324 Shares
|
5.42%
|
Advisor Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Pershing LLC
Robert A & Delores H PO Box 2052 Jersey City, NJ 07303-9998 |
10,050.669 Shares
|
17.20%
|
LPL Financial
Linda Proctor 9785 Towne Centre Drive San Diego, CA 92121-1968 |
4,177.961 Shares
|
7.15%
|
LPL Financial
Susan Forintos 9785 Towne Centre Drive San Diego, CA 92121-1968 |
6,424.557 Shares
|
11.00%
|
LPL Financial
Robert Kaczmarczyk 9785 Towne Centre Drive San Diego, CA 92121-1968 |
3,448.796 Shares
|
5.90%
|
Pershing LLC
Wallace JA
PO Box 2052
Jersey City, NJ 07303-9998 |
3,739.930 Shares
|
6.40%
|
SEI Private Trust CO
One Freedom valley Drive Oaks, PA 19456 |
3,308.539 Shares
|
5.66%
|
Class P Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
None
|
|
|
Rx Traditional Equity Fund
|
||
Institutional Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Charles Schwab & Co. Inc.
Special Custody Account A/C FBO Customers 101 Montgomery Street San Francisco, CA 94104-4122 |
41,420.7810 Shares
|
5.27%
|
Pershing LLC
PO Box 2052 Jersey City, NJ 07303-9998 |
44,662.2570 Shares
|
5.68%
|
Advisor Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Pershing LLC
Lawrence R Etienne PO Box 2052 Jersey City, NJ 07303-9998 |
1,550.7290 Shares
|
5.45%
|
LPL Financial
Linda Proctor 9785 Towne Centre Drive San Diego, CA 92121-1968 |
1,771.4340 Shares
|
6.23%
|
SEI Private Trust Company
1 Freedom Valley Drive Oaks, PA 19456 |
10,683.5040 Shares
|
37.57%*
|
SEI Private Trust Company
1 Freedom Valley Drive Oaks, PA 19456 |
4,255.3680 Shares
|
14.96%
|
Class P Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
None
|
|
|
Rx Traditional Fixed Income Fund
|
||
Institutional Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
None
|
|
|
Advisor Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Pershing LLC
Tom Parr LLC PO Box 2052 Jersey City, NJ 07303-9998 |
1,358.0060 Shares
|
10.40%
|
Pershing LLC
Carole J Schram PO Box 2052 Jersey City, NJ 07303-9998 |
734.8580 Shares
|
5.63%
|
The Hoffman Family Trust
Jerome J. Hoffman TTEE 2640 E. Barnett Road, Suite E 233 Medford, OR 97504 |
1,908.8260 Shares
|
14.62%
|
Pershing LLC
Maude T Stupfell Tod PO Box 2052 Jersey City, NJ 07303-9998 |
1,922.0130 Shares
|
14.72%
|
LPL Financial
St. Peter Michele 9785 Towne Centre Drive San Diego, CA 92121-1968 |
1,823.8430 Shares
|
13.97%
|
LPL Financial
Catherine Sweier 9785 Towne Centre Drive San Diego, CA 92121-1968 |
1,895.9240 Shares
|
14.52%
|
Class P Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
None
|
|
|
Rx Tactical Rotation Fund
|
||
Institutional Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Charles Schwab & Co
101 Montgomery St. San Francisco, CA 94104-4122 |
220,003.564 Shares
|
7.55%
|
Advisor Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
LPL Financial
Linda Proctor 9785 Towne Centre Drive San Diego, CA 92121-1968 |
3,992.8060 Shares
|
6.13%
|
LPL Financial
Susan Forintos 9785 Towne Centre Drive San Diego, CA 92121-1968 |
5,805.1660 Shares
|
8.91%
|
LPL Financial
Robert Kaczmarczyk 9785 Towne Centre Drive San Diego, CA 92121-1968 |
3,324.8100 Shares
|
5.10%
|
SEI Private Trust Company
1 Freedom Valley Drive Oaks, PA 19456 |
8,227.959 Shares
|
12.63%
|
SEI Private Trust Company
1 Freedom Valley Drive Oaks, PA 19456 |
4,604.825 Shares
|
7.07%
|
Class P Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
None
|
|
|
Rx Tax Advantaged Fund
|
||
Institutional Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Pershing LLC
Gary L Cavey PO Box 2052 Jersey City, NJ 07303-9998 |
36,895.623 Shares
|
13.74%
|
Charles Schwab & Co. Inc.
Special Custody Account A/C FBO Customers 101 Montgomery Street San Francisco, CA 94104-4122 |
18,735.079 Shares
|
6.98%
|
Pershing LLC
PO Box 2052 Jersey City, NJ 07303-9998 |
37,917.763 Shares
|
14.12%
|
Advisor Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Pershing LLC
PO Box 2052 Jersey City, NJ 07303-9998 |
1,233.125 Shares
|
14.99%
|
Pershing LLC
Maude T Stupfell Tod PO Box 2052 Jersey City, NJ 07303-9998 |
4,879.980 Shares
|
59.31%*
|
Pershing LLC
SEP FBO Eric Loyd PO Box 2052 Jersey City, NJ 07303-9998 |
521.465 Shares
|
6.34%
|
Pershing LLC
SEP FBO Darci S Henr PO Box 2052 Jersey City, NJ 07303-9998 |
414.655 Shares
|
5.04%
|
SEI Private Trust Company
1 Freedom Valley Drive Oaks, PA 19456 |
1,179.245 Shares
|
14.33%
|
Class P Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
None
|
|
|
Rx Dividend Income Fund
|
||
Institutional Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
TD Ameritrade
Cully White 2771Rocky Point Milwaukee, WI 53072-4334 |
49,662.5040 Shares
|
9.16%
|
Advisor Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
LPL Financial
9785 Towne Centre Drive San Diego, CA 92121-1968 |
2,350.422 Shares
|
14.56%
|
LPL Financial
Mary Whittaker 9785 Towne Centre Drive San Diego, CA 92121-1968 |
2,534.704 Shares
|
15.70%
|
SEI Private Trust Company
1 Freedom Valley Drive Oaks, PA 19456 |
6,948.896 Shares
|
43.04%*
|
SEI Private Trust Company
1 Freedom Valley Drive Oaks, PA 19456 |
2,333.730
|
14.46%
|
Class P Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
None
|
|
|
|
Rx Fundamental Growth Fund
|
|
|
Institutional Class Shares
|
|
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Charles Schwab & Co. Inc.
Special Custody Account A/C FBO Customers 101 Montgomery Street San Francisco, CA 94104-4122 |
1,087,571.945 Shares
|
45.46%*
|
|
Advisor Class Shares
|
|
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
LPL Financial
Susan Forintos 9785 Towne Centre Drive San Diego, CA 92121-1968 |
5,825.5710 Shares
|
8.62%
|
SEI Private Trust Company
1 Freedom Valley Drive Oaks, PA 19456 |
4,858.923 Shares
|
7.19%
|
SEI Private Trust Company
1 Freedom Valley Drive Oaks, PA 19456 |
13,339.691 Shares
|
19.73%
|
Pershing LLC
IRA FBO Constance J PO Box 2052 Jersey City, NJ 07303-9998 |
3,626.9430 Shares
|
5.36%
|
Pershing LLC
IRA FBO Sheila Moody PO Box 2052 Jersey City, NJ 07303-9998 |
3,735.8820 Shares
|
5.53%
|
Pershing LLC
IRA FBO Betty Sharon PO Box 2052 Jersey City, NJ 07303-9998 |
5,239.7870 Shares
|
7.75%
|
Class P Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
None
|
|
|
Fund
|
2014
|
2013
|
2012
|
Rx Dynamic Growth Fund
|
$101,061
|
$64,573
|
$99,781
|
Rx Dynamic Total Return Fund
|
$0
|
$0
|
$0
|
Rx Non Traditional Fund
|
$37,164
|
$12,335
|
n/a
|
Rx High Income Fund
|
$57,727
|
$15,811
|
n/a
|
Rx Traditional Equity Fund
|
$30,058
|
$7,636
|
n/a
|
Rx Traditional Fixed Income Fund
|
$83,379
|
$32,410
|
n/a
|
Rx Tactical Rotation Fund
|
$248,018
|
$31,544
|
n/a
|
Rx Tax Advantaged Fund
|
$13,712
|
$7,814
|
n/a
|
Rx Dividend Income Fund
|
$28,446
|
$1,709
|
n/a
|
Rx Premier Managers Fund
|
$14,358
|
$2,924
|
n/a
|
Rx Fundamental Growth Fund
|
$52,614
|
n/a
|
n/a
|
Name of
Portfolio Manager |
Fund
|
Dollar Range of
Equity Securities in the Fund |
Greg Rutherford
|
Rx Dynamic Growth
Fund
|
A
|
Rx Dynamic Total Return Fund
|
A
|
|
Rx Non Traditional Fund
|
A
|
|
Rx High Income Fund
|
A
|
|
Rx Traditional Equity Fund
|
A
|
|
Rx Traditional Fixed Income Fund
|
A
|
|
Rx Tactical Rotation Fund
|
A
|
|
Rx Tax Advantaged Fund
|
A
|
|
Rx Premier Managers Fund
|
A
|
|
Steven Wruble, CFA
|
Rx Dynamic Growth
Fund
|
B
|
Rx Dynamic Total Return Fund
|
B
|
|
Rx Non Traditional Fund
|
A
|
|
Rx High Income Fund
|
B
|
|
Rx Traditional Equity Fund
|
A
|
|
Rx Tactical Rotation Fund
|
A
|
|
Rx Tax Advantaged Fund
|
B
|
|
Rx Dividend Income Fund
|
B
|
|
Rx Premier Managers Fund
|
A
|
|
D. Jerry Murphey
|
Rx Dynamic Growth Fund
|
C
|
|
Rx Dynamic Total Return Fund
|
A
|
|
Rx Non Traditional Fund
|
A
|
|
Rx High Income Fund
|
A
|
|
Rx Traditional Equity Fund
|
A
|
|
Rx Traditional Fixed Income Fund
|
A
|
|
Rx Tactical Rotation Fund
|
A
|
Name of
Portfolio Manager |
Fund
|
Dollar Range of
Equity Securities in the Fund |
|
Rx Tax Advantage Fund
|
A
|
|
Rx Premier Managers Fund
|
A
|
David Ruff, CFA
|
Rx Dividend Income Fund
|
A
|
Randall Coleman, CFA
|
Rx Dividend Income Fund
|
A
|
Bruce Brewington
|
Rx Dividend Income Fund
|
A
|
Eric Sagmeister
|
Rx Dividend Income Fund
|
A
|
Louis Navellier
|
Rx Fundamental Growth Fund
|
G
|
Portfolio Manager
|
Registered Investment
Companies
|
Other Pooled Investment
Vehicles
|
Other Accounts
|
|||
Number of
Accounts
|
Total Assets
|
Number of
Accounts
|
Total Assets
|
Number of
Accounts
|
Total Assets
|
|
All Accounts
|
||||||
Greg Rutherford
|
11
|
$145.4m
|
0
|
$0
|
2
|
$38,000
|
Steven Wruble
|
11
|
$145.4m
|
0
|
$0
|
2
|
$38,000
|
Jerry Murphey
|
11
|
$145.4m
|
0
|
$0
|
2
|
$38,000
|
David Ruff, CFA
|
4
|
$444.70m
|
0
|
$0
|
348
|
$235.80m
|
Randall Coleman, CFA
|
4
|
$444.70m
|
0
|
$0
|
401
|
$252.37m
|
Bruce Brewington
|
4
|
$444.70m
|
0
|
$0
|
348
|
$235.80m
|
Eric Sagmeister
|
4
|
$444.70m
|
0
|
$0
|
348
|
$235.80m
|
Louis Navellier
|
2
|
$1,008m
|
0
|
$0
|
2,422
|
$1,100m
|
Accounts with Performance-Based Advisory Fee
|
||||||
Greg Rutherford
|
0
|
$0
|
0
|
$0
|
0
|
$0
|
Steven Wruble
|
0
|
$0
|
0
|
$0
|
0
|
$0
|
Jerry Murphey
|
0
|
$0
|
0
|
$0
|
0
|
$0
|
David Ruff, CFA
|
0
|
$0
|
0
|
$0
|
0
|
$0
|
Randall Coleman, CFA
|
0
|
$0
|
0
|
$0
|
0
|
$0
|
Bruce Brewington
|
0
|
$0
|
0
|
$0
|
0
|
$0
|
Louis Navellier
|
0
|
$0
|
0
|
$0
|
50
|
$23m
|
Fund
|
2014
|
2013
|
2012
|
Rx Dynamic Growth Fund
|
$59,397
|
$82,653
|
$164,632
|
Rx Dynamic Total Return Fund
|
$55,279
|
$66,608
|
$100,618
|
Rx Non Traditional Fund
|
$20,647
|
$6,852
|
n/a
|
Rx High Income Fund
|
$32,071
|
$8,784
|
n/a
|
Rx Traditional Equity Fund
|
$16,699
|
$4,242
|
n/a
|
Rx Traditional Fixed Income Fund
|
$46,321
|
$18,005
|
n/a
|
Rx Tactical Rotation Fund
|
$62,004
|
$7,635
|
n/a
|
Rx Tax Advantaged Fund
|
$7,618
|
$4,341
|
n/a
|
Rx Dividend Income Fund
|
$8,070
|
$957
|
n/a
|
Rx Premier Managers Fund
|
$7,977
|
$1,625
|
n/a
|
Rx Fundamental Growth Fund
|
$13,154
|
n/a
|
n/a
|
Fund
|
2014
|
2013
|
2012
|
Rx Dynamic Growth Fund
|
$9,840
|
$8,263
|
$7,856
|
Rx Dynamic Total Return Fund
|
$7,306
|
$7,795
|
$7,371
|
Rx Non Traditional Fund
|
$798
|
$41
|
n/a
|
Rx High Income Fund
|
$2,351
|
$43
|
n/a
|
Rx Traditional Equity Fund
|
$794
|
$67
|
n/a
|
Rx Traditional Fixed Income Fund
|
$1,283
|
$227
|
n/a
|
Rx Tactical Rotation Fund
|
$2,988
|
$128
|
n/a
|
Rx Tax Advantaged Fund
|
$492
|
$262
|
n/a
|
Rx Dividend Income Fund
|
$541
|
$7
|
n/a
|
Rx Premier Managers Fund
|
$297
|
$70
|
n/a
|
Rx Fundamental Growth Fund
|
$370
|
n/a
|
n/a
|
·
|
Securities that are listed on a securities exchange are valued at the last quoted sales price at the time the valuation is made. Price information on listed securities is taken from the exchange where the security is primarily traded by the Funds.
|
·
|
Securities that are listed on an exchange and which are not traded on the valuation date are valued at the bid price.
|
·
|
Unlisted securities for which market quotations are readily available are valued at the latest quoted sales price, if available, at the time of valuation, otherwise, at the latest quoted bid price.
|
·
|
Options are valued at the mean of the last quoted bid and ask prices at the time of valuation.
|
·
|
Foreign securities listed on foreign exchanges are valued with quotations from the primary market in which they are traded and are translated from the local currency into U.S. dollars using current exchange rates.
|
·
|
Temporary cash investments with maturities of 60 days or less will be valued at amortized cost, which approximates market value.
|
(1) | The Trust's Proxy Voting and Disclosure Policy; and |
(2) | The Advisor's Proxy Voting and Disclosure Policy, including a detailed description of the Advisor's specific proxy voting guidelines. |
1.
|
To make the proxy voting decisions for the Fund; and
|
2.
|
To assist the Fund in disclosing the Fund's proxy voting record as required by Rule 30b1-4 under the Investment Company Act of 1940, including providing the following information for each matter with respect to which the Fund was entitled to vote: (a) information identifying the matter voted on; (b) whether the matter was proposed by the issuer or by a security holder; (c) whether and how the Fund cast its vote; and (d) whether the Fund cast its vote for or against management.
|
(i)
|
A copy of this Policy;
|
(ii)
|
Proxy statements received regarding the Fund's securities;
|
(iii)
|
Records of votes cast on behalf of the Fund; and
|
(iv)
|
A record of each shareholder request for proxy voting information and the Fund's response, including the date of the request, the name of the shareholder, and the date of the response.
|
A.
|
General
|
B.
|
Powers and Methods of Operation
|
·
|
Proxies may be received via mail or e-mail. All proxies and ballots will be logged in upon receipt and the materials will be forwarded to the appropriate representative.
|
·
|
For those Mutual Funds for which FolioMetrix utilizes a signal provider, the Investment Operations Analyst will send an email to the signal provider requesting guidance on how to vote.
|
·
|
The Investment Operations Analyst will send an email to the Proxy Voting Committee, with a copy of a screenshot of the proxy from proxyvote.com, the proxy statement, a due date, and for those proxies where they received guidance from a signal provider, the signal provider's recommendation.
|
·
|
A member of the Proxy Voting Committee will propose a vote, and upon a second member's agreement, the Investment Operations Analyst will:
|
o
|
For those votes received electronically, enter the votes into proxyvote.com; or
|
o
|
For those votes received via mail, complete the proxy ballot and return via mail.
|
·
|
The Proxy Voting Committee will consider whether FolioMetrix is subject to any material conflict of interest in connection with each proxy vote. Employees must notify the CIO if they are aware of any material conflict of interest associated with a proxy vote. It is impossible to anticipate all material conflicts of interest that could arise in connection with proxy voting. The following examples are meant to help Employees identify potential conflicts:
|
o
|
FolioMetrix provides investment advice to a publicly traded company (an "Issuer"). FolioMetrix receives a proxy solicitation from that Issuer, or from a competitor of that Issuer;
|
o
|
FolioMetrix provides investment advice to an officer or director of an Issuer. FolioMetrix receives a proxy solicitation from that Issuer, or from a competitor of that Issuer;
|
o
|
FolioMetrix or an affiliate has a financial interest in the outcome of a proxy vote, such as when FolioMetrix is asked to vote on a change in Rule 12b-1 fees paid by a mutual fund to investment advisers, including FolioMetrix;
|
o
|
An issuer or some other third party offers FolioMetrix or an Employee compensation in exchange for voting a proxy in a particular way;
|
o
|
An Employee, or a member of an Employee's household, has a personal or business relationship with an Issuer. FolioMetrix receives a proxy solicitation from that Issuer; and
|
o
|
FolioMetrix or its Employees have a short position in an Issuer, but FolioMetrix's Clients have a long position in the same Issuer. FolioMetrix receives a proxy solicitation from the Issuer.
|
·
|
If FolioMetrix detects a material conflict of interest in connection with a proxy solicitation, the Company will abide by the following procedures:
|
o
|
With respect to clients that are registered investment companies, the Advisor will notify the client of the conflict and will vote the client's shares in accordance with the client's instructions; and
|
o
|
With respect to other clients, the Advisor will vote the proxy in accordance with the specifics of the Voting Guidelines (if addressed in the Voting Guidelines) or may abstain (if not addressed in the Voting Guidelines).
|
·
|
FolioMetrix will not neglect its proxy voting responsibilities, but the Company may abstain from voting if it deems that abstaining is in its Clients' best interests. For example, FolioMetrix may be unable to vote securities that have been lent by the custodian. Also, proxy voting in certain countries involves "share blocking," which limits FolioMetrix's ability to sell the affected security during a blocking period that can last for several weeks. FolioMetrix believes that the potential consequences of being unable to sell a security usually outweigh the benefits of participating in a proxy vote, so FolioMetrix generally abstains from voting when share blocking is required. The Investment Operations Analyst will prepare and maintain memoranda describing the rationale for any instance in which FolioMetrix does not vote a Client's proxy.
|
·
|
FolioMetrix will retain the following information in connection with each proxy vote:
|
o
|
The Issuer's name;
|
o
|
The security's ticker symbol or CUSIP, as applicable;
|
o
|
The shareholder meeting date;
|
o
|
The number of shares that FolioMetrix voted;
|
o
|
A brief identification of the matter voted on;
|
o
|
Whether the matter was proposed by the Issuer or a security-holder;
|
o
|
Whether FolioMetrix cast a vote;
|
o
|
How FolioMetrix cast its vote (for the proposal, against the proposal, or abstain); and
|
o
|
Whether FolioMetrix cast its vote with or against management.
|
·
|
Any attempt to influence the proxy voting process by Issuers or others not identified in these policies and procedures should be promptly reported to the CCO. Similarly, any Client's attempt to influence proxy voting with respect to other Clients' securities should be promptly reported to the CCO.
|
·
|
echo vote" or "mirror vote" the proxies in the same proportion as the votes of other proxy holders that are not Forward Management clients; or
|
·
|
if possible, erect information barriers around the person or persons making voting decisions sufficient to insulate the decision from the conflict.
|
(a)
|
Declaration of Trust ("Trust Instrument").
1
|
(b)
|
By-Laws.
1
|
(c)
|
Articles III, V, and VI of the Trust Instrument, Exhibit 23(a) hereto, defines the rights of holders of the securities being registered. (Certificates for shares are not issued.)
|
(d)(1)
|
Investment Advisory Agreement between Registrant and Goodwood Advisors, LLC, as investment advisor for the
Goodwood SMID Cap Discovery Fund.
39
|
(d)(2)
|
Amended Investment Advisory Agreement between Registrant and FolioMetrix, LLC, as investment advisor for the
Rx Dynamic Growth Fund.
49
|
(d)(3)
|
Amended Investment Advisory Agreement between Registrant and FolioMetrix, LLC, as investment advisor for the
Rx Dynamic Total Return Fund.
49
|
(d)(4)
|
Amended Investment Advisory Agreement between Registrant and FolioMetrix, LLC, as investment advisor for the
Rx Non Traditional Fund, Rx High Income Fund, Rx Traditional Equity Fund, Rx Traditional Fixed Income Fund, Rx Tactical Rotation Fund, Rx Tax Advantaged Fund, Rx Dividend Income Fund, and Rx Premier Managers Fund.
49
|
(d)(5)
|
Investment Advisory Agreement between Registrant and FolioMetrix, LLC, as investment advisor for the
Rx Fundamental Growth Fund.
49
|
(d)(6)
|
Investment Sub-Advisory Agreement between FolioMetrix, LLC and Forward Management, LLC, as investment sub-advisor for the
Rx Dividend Income Fund.
28
|
(d)(7)
|
Investment Sub-Advisory Agreement between FolioMetrix, LLC and Navellier & Associates, Inc. as investment sub-advisor for the
Rx Fundamental Growth Fund.
30
|
(d)(8)
|
Investment Advisory Agreement between Registrant and Roumell Asset Management, LLC, as investment advisor for the Roumell Opportunistic Value Fund.
5
|
(d)(9)
|
Investment Advisory Agreement between Registrant and Navigator Money Management, Inc., as investment advisor for the Sector Rotation Fund.
7
|
(d)(10)
|
Investment Advisory Agreement between Registrant and Sentinel Capital Solutions, as investment advisor for the SCS Tactical Allocation Fund.
10
|
(d)(11)
|
Investment Advisory Agreement between Registrant and Greenwood Capital Associates, LLC, as investment advisor for the Crescent Funds.
11
|
(d)(12)
|
Investment Advisory Agreement, as amended, between Registrant and Arin Risk Advisors, LLC, as investment advisor for the
Arin Large Cap Theta Fund
.
17
|
(d)(13)
|
Investment Advisory Agreement between Registrant and
Deschutes Portfolio Strategies, Inc.
, as investment advisor for the
Matisse Discounted Closed-End Fund Strategy
.
18
|
(d)(14)
|
Amended Investment Advisory Agreement between Registrant and
CV Investment Advisors, LLC
, as investment advisor for the
Horizons West Multi-Strategy Hedged Income Fund
.
34
|
(d)(15)
|
Investment Sub-Advisory Agreement between
CV Investment Advisors, LLC
and
Horizons West Capital Management, LLC,
as investment sub-advisor for the
Horizons West Multi-Strategy Hedged Income Fund (formerly known as the Prophecy Alpha Trading Fund)
.
34
|
(d)(16)
|
Investment Advisory Agreement between Registrant and
QCI Asset Management, Inc.,
as investment advisor for the QCI Balanced Fund.
38
|
(d)(17)
|
Investment Advisory Agreement between Registrant and Sirius Funds Advisors, Inc
,
as investment advisor for the Sirius S&P Strategic Large-Cap Allocation Fund.
40
|
(d)(18)
|
Form of Investment Advisory Agreement between Registrant and SF Advisors, LLC, as investment advisor for the
SF Group Core Plus Fund, SF Group Corporate Fixed Income Fund, SF Group High Yield Fund, SF Group Multi-Sector Fixed Income Fund, SF Group Short Duration Fixed Income Fund, and SF Group Select Growth Equities Fund.
50
|
(d)(19)
|
Form of Investment Sub-Advisory Agreement between
SF Advisors, LLC
and
Logan Circle Partners, L.P.,
as investment sub-advisor for the
SF Group Funds
.
50
|
(e)
|
Distribution Agreement between the Registrant and Capital Investment Group, Inc., as distributor for each series of the Trust.
50
|
(f)
|
Not Applicable.
|
(g)
|
Custody Agreement between the Registrant, UMB Bank, n.a., and The Nottingham Company.
38
|
(h)(1)
|
Fund Accounting and Administration Agreement between the Registrant and The Nottingham Company, as administrator for the Goodwood SMID Cap Discovery Fund.
39
|
(h)(2)
|
Amended and Restated Fund Accounting and Administration Agreement between the Registrant and The Nottingham Company, as administrator for the RiskX Funds.
49
|
(h)(3)
|
Fund Accounting and Administration Agreement between the Registrant and The Nottingham Company, as administrator for the Rx Fundamental Growth Fund.
49
|
(h)(4)
|
Amended Fund Accounting and Administration Agreement between the Registrant and The Nottingham Company, as administrator for the Roumell Opportunistic Value Fund.
29
|
(h)(5)
|
Fund Accounting and Administration Agreement between the Registrant and The Nottingham Company, as administrator for The Sector Rotation Fund.
37
|
(h)(6)
|
Fund Accounting and Administration Agreement between the Registrant and The Nottingham Company, as administrator for the SCS Tactical Allocation Fund.
10
|
(h)(7)
|
Fund Accounting and Administration Agreement between the Registrant and The Nottingham Company, as administrator for the Crescent Funds.
11
|
(h)(8)
|
Fund Accounting and Administration Agreement between the Registrant and The Nottingham Company, as administrator for the
Arin Large Cap Theta Fund
.
41
|
(h)(9)
|
Amended Fund Accounting and Administration Agreement between the Registrant and The Nottingham Company, as administrator for the
Matisse Discounted Closed-End Fund Strategy.
25
|
(h)(10)
|
Amended Fund Accounting and Administration Agreement between the Registrant and The Nottingham Company, as administrator for the
Horizons West Multi-Strategy Hedged Income Fund.
34
|
(h)(11)
|
Fund Accounting and Administration Agreement between the Registrant and The Nottingham Company, as administrator for the
QCI Balanced Fund.
36
|
(h)(12)
|
Fund Accounting and Administration Agreement between the Registrant and The Nottingham Company, as administrator for the
Sirius S&P Strategic Large-Cap Allocation Fund.
40
|
(h)(13)
|
Form of Fund Accounting and Administration Agreement between the Registrant and The Nottingham Company, as administrator for the
SF Group Funds.
50
|
(h)(14)
|
Dividend Disbursing and Transfer Agent Agreement between the Registrant and Nottingham Shareholder Services, LLC, as transfer agent for the Registrant.
51
|
(h)(15)
|
Expense Limitation Agreement between the Registrant and Sentinel Capital Solutions
as investment advisor for the
SCS Tactical Allocation Fund
.
21
|
(h)(16)
|
Expense Limitation Agreement between the Registrant and
Greenwood Capital Associates, LLC
,
as investment advisor for the
Crescent Funds
.
11
|
(h)(17)
|
Form of Expense Limitation Agreement between the Registrant and
FolioMetrix, LLC., as investment advisor for the Rx Dynamic Growth Fund, Rx Dynamic Total Return,
Rx Non Traditional Fund, Rx High Income Fund, Rx Traditional Equity Fund, Rx Traditional Fixed Income Fund, Rx Tactical Rotation Fund, Rx Tax Advantaged Fund, Rx Dividend Income Fund, Rx Premier Managers Fund and Rx Fundamental Growth Fund
.
51
|
(h)(18)
|
Expense Limitation Agreement between the Registrant and
QCI Asset Management, Inc., as investment advisor for the
QCI Balanced Fund
.
38
|
(h)(19)
|
Form of Expense Limitation Agreement between the Registrant and
Sirius Funds Advisors, Inc as investment advisor for the
Sirius S&P Strategic Large-Cap Allocation Fund
.
45
|
(h)(20)
|
Form of Expense Limitation Agreement between Registrant and SF Advisors, LLC, as investment advisor for the
SF Group Core Plus Fund, SF Group Corporate Fixed Income Fund, SF Group High Yield Fund, SF Group Multi-Sector Fixed Income Fund, SF Group Short Duration Fixed Income Fund, and SF Group Select Growth Equities Fund.
50
|
(h)(21)
|
Amended Operating Plan between Roumell Asset Management, LLC and The Nottingham Company.
29
|
(h)(22)
|
Amended and Restated Operating Plan between FolioMetrix, LLC and The Nottingham Company.
28
|
(h)(23)
|
Operating Plan between FolioMetrix, LLC and The Nottingham Company for the Rx Fundamental Growth Fund.
30
|
(h)(24)
|
Operating Plan between Navigator Money Management, Inc. and The Nottingham Company.
37
|
(h)(25)
|
Operating Plan between Goodwood Advisors, LLC and The Nottingham Company for the Goodwood SMID Cap Discovery Fund.
39
|
(h)(26)
|
Operating Plan between Arin Risk Advisors, LLC and The Nottingham Company.
15
|
(h)(27)
|
Amended Operating Plan between
Deschutes Portfolio Strategies, LLC
and The Nottingham Company.
25
|
(h)(28)
|
Amended Operating Plan between
CV Investment Advisors, LLC
and The Nottingham Company for the
Horizons West Multi-Strategy Hedged Income Fund
.
34
|
(i)
|
Opinion and Consent of counsel.
8
|
(j)
|
Consent of BBD, LLP, independent public accountants.
48
|
(k)
|
Not applicable.
|
(l)(1)
|
Initial Subscription Agreement for the Rx Dynamic Growth Fund and the Rx Dynamic Total Return Fund.
3
|
(l)(2)
|
Initial Subscription Agreement for the Roumell Opportunistic Value Fund.
13
|
(l)(3)
|
Initial Subscription Agreement for the SCS Tactical Allocation Fund.
14
|
(l)(4)
|
Initial Subscription Agreement for the Crescent Funds.
13
|
(l)(5)
|
Initial Subscription Agreement for the
Arin Large Cap Theta Fund
.
20
|
(l)(6)
|
Initial Subscription Agreement for the Rx Non Traditional Fund, Rx High Income Fund, Rx Traditional Equity Fund, Rx Traditional Fixed Income Fund, Rx Tactical Rotation Fund, Rx Tax Advantaged Fund, Rx Dividend Income Fund, and Rx Premier Managers Fund.
20
|
(l)(7)
|
Initial Subscription Agreement for the
Matisse Discounted Closed-End Fund Strategy
.
20
|
(l)(8)
|
Initial Subscription Agreement for the
Horizons West Multi-Strategy Hedged Income Fund
.
43
|
(l)(9)
|
Initial Subscription Agreement for the QCI Balanced Fund.
43
|
(l)(10)
|
Form of Initial Subscription Agreement for the Sirius S&P Strategic Large-Cap Allocation Fund.
40
|
(l)(11)
|
Initial Subscription Agreement for the
SF Group Core Plus Fund, SF Group Corporate Fixed Income Fund, SF Group High Yield Fund, SF Group Multi-Sector Fixed Income Fund, SF Group Short Duration Fixed Income Fund, and SF Group Select Growth Equities Fund.
50
|
(m)(1)
|
Distribution Plan under Rule 12b-1 for the Goodwood SMID Cap Discovery Fund.
39
|
(m)(2)
|
Amended Distribution Plan under Rule 12b-1 for the Roumell Opportunistic Value Fund.
27
|
(m)(3)
|
Distribution Plan under Rule 12b-1 for the Rx Dynamic Growth Fund.
6
|
(m)(4)
|
Distribution Plan under Rule 12b-1 for the Rx Dynamic Total Return Fund.
6
|
(m)(5)
|
Distribution Plan under Rule 12b-1 for the Rx Non Traditional Fund, Rx High Income Fund, Rx Traditional Equity Fund, Rx Traditional Fixed Income Fund, Rx Tactical Rotation Fund, Rx Tax Advantaged Fund, Rx Dividend Income Fund, and Rx Premier Managers Fund.
16
|
(m)(6)
|
Distribution Plan under Rule 12b-1 for the Rx Fundamental Growth Fund.
30
|
(m)(7)
|
Distribution Plan under Rule 12b-1 for the SCS Tactical Allocation Fund.
10
|
(m)(8)
|
Distribution Plan under Rule 12b-1 for the Crescent Funds.
11
|
(m)(9)
|
Distribution Plan under Rule 12b-1 for the
Arin Large Cap Theta Fund
.
41
|
(m)(10)
|
Distribution Plan under Rule 12b-1 for the
Horizons West Multi-Strategy Hedged Income Fund
.
34
|
(m)(11)
|
Distribution Plan under Rule 12b-1 for the
Matisse Discounted Closed-End Fund Strategy
.
25
|
(m)(12)
|
Distribution Plan under Rule 12b-1 for the QCI Balanced Fund.
36
|
(m)(13)
|
Distribution Plan under Rule 12b-1 for the Sirius S&P Strategic Large-Cap Allocation Fund.
40
|
(m)(14)
|
Distribution Plan under Rule 12b-1 for the
SF Group Core Plus Fund, SF Group Corporate Fixed Income Fund, SF Group High Yield Fund, SF Group Multi-Sector Fixed Income Fund, SF Group Short Duration Fixed Income Fund, and SF Group Select Growth Equities Fund.
50
|
(n)(1)
|
Amended Multiple Class Plan Pursuant to Rule 18f-3 for the Roumell Opportunistic Value Fund.
27
|
(n)(2)
|
Amended Multiple Class Plan Pursuant to Rule 18f-3 for the RiskX Funds.
51
|
(n)(3)
|
Multiple Class Plan Pursuant to Rule 18f-3 for the Crescent Funds.
11
|
(n)(4)
|
Multiple Class Plan Pursuant to Rule 18f-3 for the
Arin Large Cap Theta Fund
.
15
|
(n)(5)
|
Multiple Class Plan Pursuant to Rule 18f-3 for the
Horizons West Multi-Strategy Hedged Income Fund
.
34
|
(n)(6)
|
Multiple Class Plan Pursuant to Rule 18f-3 for the
Matisse Discounted Closed-End Fund Strategy.
25
|
(n)(7)
|
Multiple Class Plan Pursuant to Rule 18f-3 for the
QCI Balanced Fund.
38
|
(n)(8)
|
Multiple Class Plan Pursuant to Rule 18f-3 for the Goodwood SMID Cap Discovery Fund
Fund.
39
|
(o)
|
Reserved.
|
(p)(1)
|
Code of Ethics for the Registrant.
2
|
(p)(2)
|
Code of Ethics for FolioMetrix, LLC, investment advisor to the RiskX Funds.
3
|
(p)(3)
|
Code of Ethics for Roumell Asset Management, LLC, investment advisor to the Roumell Opportunistic Value Fund.
5
|
(p)(4)
|
Code of Ethics for Navigator Money Management, Inc., investment advisor to The Sector Rotation Fund.
7
|
(p)(5)
|
Code of Ethics for Sentinel Capital Solutions, investment advisor to the SCS Tactical Allocation Fund.
10
|
(p)(6)
|
Code of Ethics for Greenwood Capital Associates, LLC, investment advisor to the Crescent Funds.
43
|
(p)(7)
|
Code of Ethics for Arin Risk Advisors, LLC, investment advisor to the
Arin Large Cap Theta Fund
.
15
|
(p)(8)
|
Code of Ethics for
Deschutes Portfolio Strategies, Inc.
, investment advisor to the
Matisse Discounted Closed-End Strategy
.
44
|
(p)(9)
|
Code of Ethics for
Goodwood Advisors, LLC
, investment advisor to the
Goodwood SMID Cap Discovery Fund
.
39
|
(p)(10)
|
Code of Ethics for
Horizons West Capital Partners, LLC,
investment sub-advisor to the
Horizons West Multi-Strategy Hedged Income Fund
.
31
|
(p)(11)
|
Code of Ethics for
Forward Management, LLC,
investment sub-advisor to the Rx Dividend Income
Fund.
23
|
(p)(12)
|
Code of Ethics for Navellier & Associates, Inc., investment sub-advisor to the Rx Fundamental Growth
Fund
.
30
|
(p)(13)
|
Code of Ethics for QCI Asset Management, Inc., investment advisor to the QCI Balanced
Fund
.
38
|
(p)(14)
|
Code of Ethics for Sirius Funds Advisors, Inc., investment advisor to the Sirius S&P Strategic Large-Cap Allocation
Fund
.
40
|
(p)(15)
|
Code of Ethics for SF Advisors, LLC, investment advisor to the
SF Group Core Plus Fund, SF Group Corporate Fixed Income Fund, SF Group High Yield Fund, SF Group Multi-Sector Fixed Income Fund, SF Group Short Duration Fixed Income Fund, and SF Group Select Growth Equities Fund.
50
|
(p)(16)
|
Code of Ethics for Logan Circle Partners, L.P., investment sub-advisor to the
SF Group Core Plus Fund, SF Group Corporate Fixed Income Fund, SF Group High Yield Fund, SF Group Multi-Sector Fixed Income Fund, SF Group Short Duration Fixed Income Fund, and SF Group Select Growth Equities Fund.
50
|
(q)
|
Copy of Power of Attorney.
40
|
1.
|
Incorporated herein by reference to Registrant's Registration Statement on Form N-1A filed on May 26, 2009.
|
2.
|
Incorporated herein by reference to
Pre-Effective Amendment No. 2 to Registrant's Registration Statement on Form N-1A filed
on July 24, 2009.
|
3.
|
Incorporated herein by reference to Pre-Effective Amendment No. 3 to Registrant's Registration Statement on Form N-1A filed on August 19, 2009.
|
4.
|
Incorporated herein by reference to Post-Effective Amendment No. 7 to Registrant's Registration Statement on Form N-1A filed on February 26, 2010.
|
5.
|
Incorporated herein by reference to Post-Effective Amendment No. 27 to Registrant's Registration Statement on Form N-1A filed on November 15, 2010.
|
6.
|
Incorporated herein by reference to Post-Effective Amendment No. 28 to Registrant's Registration Statement on Form N-1A filed on November 19, 2010.
|
7.
|
Incorporated herein by reference to Post-Effective Amendment No. 42 to Registrant's Registration Statement on Form N-1A filed on June 27, 2011.
|
8.
|
Incorporated herein by reference to Post-Effective Amendment No. 46 to Registrant's Registration Statement on Form N-1A filed on September 28, 2011.
|
9.
|
Incorporated herein by reference to Post-Effective Amendment No. 48 to Registrant's Registration Statement on Form N-1A filed on September 28, 2011.
|
10.
|
Incorporated herein by reference to Post-Effective Amendment No. 54 to Registrant's Registration Statement on Form N-1A filed on November 4, 2011.
|
11.
|
Incorporated herein by reference to Post-Effective Amendment No. 55 to Registrant's Registration Statement on Form N-1A filed on November 14, 2011.
|
12.
|
Incorporated herein by reference to Post-Effective Amendment No. 58 to Registrant's Registration Statement on Form N-1A filed on December 1, 2011.
|
13.
|
Incorporated herein by reference to Post-Effective Amendment No. 61 to Registrant's Registration Statement on Form N-1A filed on December 29, 2011.
|
14.
|
Incorporated herein by reference to Post-Effective Amendment No. 63 to Registrant's Registration Statement on Form N-1A filed on January 30, 2012.
|
15.
|
Incorporated herein by reference to Post-Effective Amendment No. 65 to Registrant's Registration Statement on Form N-1A filed on May 4, 2012.
|
16.
|
Incorporated herein by reference to Post-Effective Amendment No. 66 to Registrant's Registration Statement on Form N-1A filed on July 7, 2012.
|
17.
|
Incorporated herein by reference to Post-Effective Amendment No. 67 to Registrant's Registration Statement on Form N-1A filed on July 12, 2012.
|
18.
|
Incorporated herein by reference to Post-Effective Amendment No. 69 to Registrant's Registration Statement on Form N-1A filed on July 31, 2012.
|
19.
|
Incorporated herein by reference to Post-Effective Amendment No. 71 to Registrant's Registration Statement on Form N-1A filed on August 29, 2012.
|
20.
|
Incorporated herein by reference to Post-Effective Amendment No. 80 to Registrant's Registration Statement on Form N-1A filed on October 22, 2012.
|
21.
|
Incorporated herein by reference to Post-Effective Amendment No. 91 to Registrant's Registration Statement on Form N-1A filed on December 31, 2012.
|
22.
|
Incorporated herein by reference to Post-Effective Amendment No. 92 to Registrant's Registration Statement on Form N-1A filed on January 15, 2013.
|
23.
|
Incorporated herein by reference to Post-Effective Amendment No. 93 to Registrant's Registration Statement on Form N-1A filed on January 15, 2013.
|
24.
|
Incorporated herein by reference to Post-Effective Amendment No. 98 to Registrant's Registration Statement on Form N-1A filed on February 4, 2013.
|
25.
|
Incorporated herein by reference to Post-Effective Amendment No. 100 to Registrant's Registration Statement on Form N-1A filed on March 15, 2013.
|
26.
|
Incorporated herein by reference to Post-Effective Amendment No. 105 to Registrant's Registration Statement on Form N-1A filed on April 4, 2013.
|
27.
|
Incorporated herein by reference to Post-Effective Amendment No. 117 to Registrant's Registration Statement on Form N-1A filed on May 24, 2013.
|
28.
|
Incorporated herein by reference to Post-Effective Amendment No. 129 to Registrant's Registration Statement on Form N-1A filed on July 17, 2013.
|
29.
|
Incorporated herein by reference to Post-Effective Amendment No. 130 to Registrant's Registration Statement on Form N-1A filed on July 23, 2013.
|
30.
|
Incorporated herein by reference to Post-Effective Amendment No. 134 to Registrant's Registration Statement on Form N-1A filed on August 2, 2013.
|
31.
|
Incorporated herein by reference to Post-Effective Amendment No. 136 to Registrant's Registration Statement on Form N-1A filed on August 13, 2013.
|
32.
|
Incorporated herein by reference to Post-Effective Amendment No. 147 to Registrant's Registration Statement on Form N-1A filed on September 30, 2013.
|
33.
|
Incorporated herein by reference to Post-Effective Amendment No. 148 to Registrant's Registration Statement on Form N-1A filed on September 30, 2013.
|
34.
|
Incorporated herein by reference to Post-Effective Amendment No. 151 to Registrant's Registration Statement on Form N-1A filed on October 11, 2013.
|
35.
|
Incorporated herein by reference to Post-Effective Amendment No. 156 to Registrant's Registration Statement on Form N-1A filed on October 24, 2013.
|
36.
|
Incorporated herein by reference to Post-Effective Amendment No. 160 to Registrant's Registration Statement on Form N-1A filed on November 15, 2013.
|
37.
|
Incorporated herein by reference to Post-Effective Amendment No. 166 to Registrant's Registration Statement on Form N-1A filed on January 28, 2014.
|
38.
|
Incorporated herein by reference to Post-Effective Amendment No. 167 to Registrant's Registration Statement on Form N-1A filed on January 29, 2014.
|
39.
|
Incorporated herein by reference to Post-Effective Amendment No. 170 to Registrant's Registration Statement on Form N-1A filed on May 16, 2014.
|
40.
|
Incorporated herein by reference to Post-Effective Amendment No. 171 to Registrant's Registration Statement on Form N-1A filed on May 19, 2014.
|
41.
|
Incorporated herein by reference to Post-Effective Amendment No. 172 to Registrant's Registration Statement on Form N-1A filed on June 30, 2014.
|
42.
|
Incorporated herein by reference to Post-Effective Amendment No. 173 to Registrant's Registration Statement on Form N-1A filed on July 15, 2014.
|
43.
|
Incorporated herein by reference to Post-Effective Amendment No. 175 to Registrant's Registration Statement on Form N-1A filed on July 29, 2014.
|
44.
|
Incorporated herein by reference to Post-Effective Amendment No. 176 to Registrant's Registration Statement on Form N-1A filed on July 29, 2014.
|
45.
|
Incorporated herein by reference to Post-Effective Amendment No. 177 to Registrant's Registration Statement on Form N-1A filed on August 1, 2014.
|
46.
|
Incorporated herein by reference to Post-Effective Amendment No. 178 to Registrant's Registration Statement on Form N-1A filed on August 8, 2014.
|
47.
|
Incorporated herein by reference to Post-Effective Amendment No. 180 to Registrant's Registration Statement on Form N-1A filed on August 15, 2014.
|
48.
|
Incorporated herein by reference to Post-Effective Amendment No. 186 to Registrant's Registration Statement on Form N-1A filed on September 29, 2014.
|
49.
|
Incorporated herein by reference to Post-Effective Amendment No. 186 to Registrant's Registration Statement on Form N-1A filed on September 29, 2014.
|
50.
|
Incorporated herein by reference to Post-Effective Amendment No. 187 to Registrant's Registration Statement on Form N-1A filed on October 10, 2014.
|
51.
|
Filed herewith
|
(a) | Capital Investment Group, Inc. is underwriter and distributor for Arin Large Cap Theta Fund, Crescent Large Cap Macro Fund, Crescent Mid Cap Macro Fund, Crescent Strategic Income Fund, Goodwood SMID Cap Discovery Fund, Hillman Focused Advantage Fund, Horizons West Multi-Strategy Hedged Income Fund, Matisse Discounted Closed-End Fund Strategy, QCI Balanced Fund, Roumell Opportunistic Value Fund, Rx Dynamic Growth Fund, Rx Dynamic Total Return Fund , Rx Non Traditional Fund, Rx High Income Fund, Rx Traditional Equity Fund, Rx Traditional Fixed Income Fund, Rx Tactical Rotation Fund, Rx Tax Advantaged Fund, Rx Dividend Income Fund, Rx Premier Managers Fund, Rx Fundamental Growth Fund, SCS Tactical Allocation Fund , Sector Rotation Fund, and Sirius S&P Strategic Large-Cap Allocation Fund . |
(b) | Set forth below is information concerning each director and officer of the Distributor. The principal business address of the Distributor and each such person is 17 Glenwood Avenue, Raleigh, N.C. 27622, 919-831-2370. |
(c) | Not applicable. |
Signature
|
Title
|
Date
|
|
|
|
|
|
|
*
|
Trustee and Chairman
|
December 11, 2014
|
James H. Speed, Jr.
|
|
|
|
|
|
*
|
Trustee
|
December 11, 2014
|
J. Buckley Strandberg
|
|
|
|
|
|
*
|
Trustee
|
December 11, 2014
|
Michael G. Mosley
|
|
|
|
|
|
*
|
Trustee
|
December 11, 2014
|
Theo H. Pitt, Jr.
|
|
|
|
|
|
*
|
President, RiskX Funds
|
December 11, 2014
|
D. Jerry Murphey
|
|
|
|
|
|
*
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Treasurer, RiskX Funds
|
December 11, 2014
|
Julie M. Koethe
|
|
|
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|
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*
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President, Roumell Opportunistic Value Fund
|
December 11, 2014
|
James C. Roumell
|
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|
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*
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Treasurer, Roumell Opportunistic Value Fund
|
December 11, 2014
|
Craig L. Lukin
|
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*
|
President and Treasurer,
|
December 11, 2014
|
Mark A. Grimaldi
|
The Sector Rotation Fund
|
|
|
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*
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President and Treasurer,
|
December 11, 2014
|
Cort F. Meinelschmidt
|
SCS Tactical Allocation
|
|
|
|
|
*
|
President, Crescent Funds
|
December 11, 2014
|
J. Philip Bell
|
|
|
*
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Treasurer, Crescent Funds
|
December 11, 2014
|
Walter B. Todd, III
|
|
|
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|
*
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President, Arin Funds
|
December 11, 2014
|
Joseph J. DeSipio
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*
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Treasurer, Arin Funds
|
December 11, 2014
|
Lawrence H. Lempert
|
|
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*
|
President,
|
December 11, 2014
|
Bryn H. Torkelson
|
Matisse Discounted Closed-End Fund Strategy
|
|
|
|
|
|
|
|
*
|
Treasurer of the Horizons West Multi-Strategy
|
December 11, 2014
|
Brenda A. Smith
|
Hedged Income Fund
|
|
|
|
|
*
|
President of the QCI Balanced Fund
|
December 11, 2014
|
H. Edward Shill
|
|
|
|
|
|
*
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Treasurer of the QCI Balanced Fund
|
December 11, 2014
|
Gerald Furciniti
|
|
|
*
|
President and Treasurer
|
December 11, 2014
|
Ryan D. Thibodeaux
|
Goodwood SMID Cap Discovery Fund
|
|
|
|
|
*
|
President and Treasurer
|
December 11, 2014
|
Constance D. Russello
|
Sirius S&P Strategic Large-Cap Allocation Fund
|
|
|
|
|
*
|
President of the SF Group Funds
|
December 11, 2014
|
Sergio E. Sotolongo
|
|
|
|
|
|
*
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Treasurer of the SF Group Funds
|
December 11, 2014
|
Melanie Iuliano
|
|
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|
|
/s/ Ashley E. Harris
Ashley E. Harris
|
Treasurer of the Matisse Discounted Closed-End Fund Strategy, and Assistant Treasurer of the Trust
|
December 11, 2014
|
|
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|
|
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* By:
/s/ Katherine M. Honey
|
Dated
December 11, 2014
|
|
Katherine M. Honey
Secretary and Attorney-in-Fact |
|
STARBOARD INVESTMENT TRUST
|
|
|
|
By:
|
/s/James H. Speed, Jr.
|
Print Name:
|
James H. Speed, Jr. |
Title: | Independent Trustee adn Chairman |
|
|
NOTTINGHAM SHAREHOLDER SERVICES, LLC
|
|
|
|
By:
|
/s/Joy Carawan |
Print Name:
|
Joy Carawan
|
Title: | Managing Member |
(1) | Process new accounts. |
(2) | Process purchases of Fund shares, both initial and subsequent in accordance with conditions set forth in the Fund's prospectus. |
(3) | Transfer shares of capital stock to an existing account or to a new account upon receipt of required documentation in good order. |
(4) | Distribute dividends and/or capital gain distributions. This includes disbursement as cash or reinvestment and to change the disbursement option at the request of shareholders. |
(5) | Process exchanges between funds (process and direct purchase/redemption and initiate new account or process to existing account). |
(6) | Make miscellaneous changes to records, including, but not necessarily limited to, address changes and changes in plans (such as systematic withdrawal, dividend reinvestment, etc.). |
(7) | Prepare and mail a year-to-date confirmation and statement as each transaction is recorded in a shareholder account as follows: original to shareholder. Duplicate confirmations to be available on request within current year. |
(8) | Handle telephone calls and correspondence in reply to shareholder requests except those items otherwise set forth herein. |
(9) | Daily control and reconciliation of Fund shares. |
(10) | Prepare address labels or confirmations for four reports to shareholders per year. |
(11) | Mail and tabulate proxies for one Meeting of Shareholders annually, including preparation of certified shareholder list and daily report to Fund management, if required. |
(12) | Prepare, with the assistance of the Trust's accountants, and mail annual Form 1099 and 5498 to shareholders to whom dividends or distributions are paid, with a copy for the IRS. |
(13) | Provide readily obtainable data that may from time to time be requested for audit purposes. |
(14) | Replace lost or destroyed checks. |
(15) | Continuously maintain all records for active and closed accounts according to the Investment Company Act of 1940 and regulations provided thereunder. |
1.
|
Arin Large Cap Theta Fund
|
||
|
|
a.
|
Institutional Class Shares |
|
|
b. | Advisor Class Shares |
|
|
c. |
Wirehouse Class Shares
|
2. | Goodwood SMID Cap Discovery Fund | ||
|
|
a.
|
Institutional Class Shares |
|
|
b. |
Class A Shares
|
3. | Crescent Large Cap Macro Fund | ||
|
|
a.
|
Insitutional Class Shares |
|
|
b. | Advisor Class Shares |
4. | Crescent Strategic Income Fund | ||
|
|
a. |
Institutional Class Shares
|
|
|
b. | Advisor Class Shares |
5. | Crescent Mid Cap Macro Fund | ||
|
|
a.
|
Institutional Class Shares |
|
|
b. | Advisor Class Shares |
6. |
Matisse Discounted Closed-end Fund Strategy
|
||
|
|
a.
|
Institutional Class Shares
|
|
|
b. | Class A Shares |
7. | Roumell Opportunistic Value Fund | ||
|
|
a.
|
Class A Shares
|
|
|
b. | Institutional Class Shares |
|
|
c. | Class C Shares |
8. | Rx Dynamic Growth Fund | ||
|
|
a.
|
Institutional Class Shares
|
|
|
b. | Advisor Class Shares |
|
|
c. | Class P Shares |
9. | Rx Dynamic Total Rturn Fund | ||
|
|
a.
|
Institutional Class Shares |
|
|
b. | Advisor Class Shares |
|
|
c. | Class P Shares |
10. | Rx Non Traditional Fund | ||
|
|
a.
|
Institutional Class Shares
|
|
|
b. | Advisor Class Shares |
|
|
c. |
Class P Shares
|
11.
|
Rx High Income Fund | ||
|
|
a.
|
Institutiional Class Shares |
|
|
b. | Advisor Class Shares |
|
|
c. | Class P Shares |
12. | Rx Traditional Equity Fund | ||
a. | Institutional Class Shares | ||
b. | Advisor Class Shares | ||
c. | Class P Shares | ||
13. | Rx Traditional Fixed Income Fund | ||
a. | Institutional Class Shares | ||
b. | Advisor Class Shares | ||
c. | Class P Shares | ||
14. | Rx Tactical Rotation Fund | ||
a. | Institutional Class Shares | ||
b. | Advisor Class Shares | ||
c. | Class P Shares |
15.
|
Rx Tax Advantaged Fund | ||
|
|
a.
|
Institutional Class Shares |
|
|
b. | Advisor Class Shares |
|
|
c. | Class P Shares |
16. | Rx Dividend Income Fund | ||
|
|
a.
|
Institutional Class Shares |
|
|
b. | Advisor Class Shares |
|
|
c. | Class P Shares |
17. | Rx Premier Managers Fund | ||
|
|
a. | Institutional Class Shares |
|
|
b. | Advisor Class Shares |
|
|
c |
Class P Shares
|
18. | Rx Fundamental Growth Fund | ||
|
|
a.
|
Institutional Class Shares |
|
|
b. | Advisor Class Shares |
|
c. | Class P Shares | |
19. | SCS Tactical Allocation Fund | ||
20. | The Sector Rotation Fund | ||
21. | QCI Balanced Fund | ||
|
|
a. | Institutional Class Shares |
|
|
b. | Retail Share Class |
22. | Sirius S&P Strategic Large-Cap Allocation Fund | ||
23. | SF Group Core Plus Fund | ||
24. | SF Group Corporate Fixed Income Fund | ||
25. | SF Group High Yield Fund | ||
26. | SF Group Mutli-Sector Fixed Income Fund | ||
27. | SF Group Short Duration Fixed Income Fund | ||
28. | SF Group Select Growth Equities Fund | ||
|
|
|
|
1.
|
Rx Dynamic Growth Fund | ||
|
|
a. | Class P Shares |
2. | Rx Dynamic Total Return Fund | ||
|
|
a. | Class P Shares |
3. | Rx Non Traditional Fund | ||
|
|
a. | Class P Shares |
4.
|
Rx High Income Fund | ||
|
|
a. | Class P Shares |
5. | Rx Traditional Equity Fund | ||
|
|
a. | Class P Shares |
6. | Rx Traditional Fixed Income Fund | ||
|
|
a. |
Class P Shares
|
7. | Rx Tactical Rotation Fund | ||
|
|
a.
|
Class P Shares |
8. | Rx Tax Advantaged Fund | ||
|
|
a. |
Class P Shares
|
9. | Rx Dividend Income Fund | ||
|
|
a. | Class P Shares |
10. | Rx Premier Managers Fund | ||
|
|
a. | Class P Shares |
11. |
Rx Fundamental Growth Fund
|
||
|
|
a. | Class P Shares |
1.
|
Expense Limitation.
|
(a)
|
Applicable Expense Limit.
Each Fund has set an Operating Expense Limit, outlined below and stated in Appendix A. Applicable Expense shall be defined as the aggregate expenses of every character, including but not limited to investment advisory fees of the Advisor, fees and expenses, and acquired fund fees and expenses but excluding those expenses and other expenditures which are capitalized in accordance with generally accepted accounting principles, other extraordinary expenses not incurred in the ordinary course of each Fund's business, and amounts, if any, payable pursuant to a plan adopted in accordance with Rule 12b-1 under the Investment Company Act of 1940) incurred by each Fund in any fiscal year. These expenses, except for acquired fund fees and expenses, are typically shown on the financial statements of the Fund(s) and classified as the Fund Operating Expenses.
|
(b)
|
Due from Advisor Reimbursement
. To the extent that the Fund Operating Expenses exceed the Operating Expense Limit, as defined in Section 1(b) below, such excess amount (the "Excess Amount") shall be the liability of the Advisor. Those expenses incurred on behalf of the Fund and the Advisor, particularly those expenses advanced on the Advisor's behalf for Fund marketing and distribution, shall also be the liability of the Advisor and payable to the party advancing such expenses on the Advisor's behalf. Marketing expenses are specifically excluded as being deemed a liability of any party other than the Advisor. In determining the Fund Operating Expenses, expenses that each Fund would have incurred but did not actually pay because of expense offset or brokerage/services arrangements shall be added to the aggregate expenses so as not to benefit the Advisor.
|
(c)
|
Expense Limit Calculation.
Each Fund's maximum operating expense limits
in any year shall be calculated as a percentage of the average daily net assets of each Fund. The fee shall be calculated as of the last business day of each month based upon the average daily net assets of each Fund determined in the manner described in the Funds' Prospectus and Statement of Additional Information. For purposes of the Operating Expense Limit, that calculation shall include all the expenses directly charged to the net asset value of each Fund, plus the expenses charged to the underlying investment company investments held by each Fund during the period of calculation.
|
(d)
|
Method of Computation.
To determine the Advisor's liability with respect to the Excess Amount, each month each Funds Operating Expenses shall be annualized as of the last day of the month. If the annualized Fund Operating Expenses for any month exceeds the Operating Expense Limit of a Fund, the Advisor shall first waive or reduce its investment advisory fee for such month by an amount sufficient to reduce the annualized Fund Operating Expenses to an amount no higher than the Operating Expense Limit. If the amount of the waived or reduced investment advisory fee for any such month is insufficient to pay the Excess Amount, the Advisor shall also remit to the Fund an amount that, together with the waived or reduced investment advisory fee, is sufficient to pay such Excess Amount.
|
(e)
|
Year-End Adjustment.
If necessary, on or before the last day of the first month of each fiscal year, an adjustment payment shall be made by the appropriate party in order that the amount of the investment advisory fees waived or reduced and other payments remitted by the Advisor to each Fund with respect to the previous fiscal year shall equal the Excess Amount.
|
2.
|
Term and Termination of Agreement.
|
3.
|
Miscellaneous.
|
(a)
|
Captions.
The captions in this Agreement are included for convenience only and in no other way define or delineate any provisions hereof or otherwise affect their construction or effect.
|
(b)
|
Interpretation.
Nothing herein contained shall be deemed to require the Trust or the Funds to take any action contrary to the Trust's Declaration of Trust or by-laws, or any applicable statutory or regulatory requirement to which it is subject or by which it is bound, or to relieve or deprive the Trust's Board of Trustees of its responsibility for and control of the conduct of the affairs of the Trust or the Funds.
|
(c)
|
Definitions.
Any question of interpretation of any term or provision of this Agreement, including but not limited to the investment advisory fee, the computations of net asset values, and the allocation of expenses, having a counterpart in or otherwise derived from the terms and provisions of the Advisory Agreement or the Investment Company Act of 1940, shall have the same meaning as and be resolved by reference to such Advisory Agreement or the Investment Company Act of 1940.
|
Fund
|
Institutional and Advisor Class Shares
Operating Expense
Limit (Including
Acquired Fund Fees
and Expenses)
|
Class P Shares
Operating Expense
Limit (Including
Acquired Fund Fees
and Expenses)
|
1.
Rx Dynamic Growth Fund
|
1.40%
|
1.55%
|
2.
Rx Dynamic Total Return Fund
|
1.30%
|
1.45%
|
3.
Rx Non Traditional Fund
|
1.99%
|
2.14%
|
4.
Rx High Income Fund
|
1.44%
|
1.59%
|
5.
Rx Traditional Equity Fund
|
1.10%
|
1.25%
|
6.
Rx Traditional Fixed Income Fund
|
1.10%
|
1.25%
|
7.
Rx Tactical Rotation Fund
|
1.45%
|
1.60%
|
8.
Rx Tax Advantaged Fund
|
1.26%
|
1.41%
|
9.
Rx Dividend Income Fund
|
1.88%
|
2.03%
|
10.
Rx Premier Managers Fund
|
1.48%
|
1.63%
|
11.
Rx Fundamental Growth Fund
|
1.10%
|
1.25%
|
(i) | Transfer agency fees identified by the transfer agent as being attributable to such Class of Shares; |
(ii) | Printing and postage expenses related to preparing and distributing materials such as shareholder reports, notices, prospectuses, reports, and proxies to current shareholders of such Class of Shares or to regulatory agencies with respect to such Class of Shares; |
(iii) | Blue sky registration or qualification fees incurred by such Class of Shares; |
(iv) | Securities and Exchange Commission registration fees incurred by such Class of Shares; |
(v) | The expense of administrative and personnel services (including, but not limited to, those of a portfolio accountant or dividend paying agent charged with calculating net asset values or determining or paying dividends) as required to support the shareholders of such Class of Shares; |
(vi) | Litigation or other legal expenses relating solely to such Class of Shares; |
(vii) | Fees of the Trustees of the Trust incurred as a result of issues particularly relating to such Class of Shares; |
(viii) | Independent registered public accountants' fees relating solely to such Class of Shares; and |
(ix) | Any additional expenses, other than advisory or custodial fees or other expenses relating to the management of a Fund's assets, if such expenses are actually incurred in a different amount with respect to a Class of Shares that are of a different kind or to a different degree than with respect to one or more other Classes of Shares. |
1. | Maximum Initial Sales Load (as a percentage of offering price): None. |
2. | Maximum Contingent Deferred Sales Charge: None. |
3. | Rule 12b-1 Distribution/Shareholder Servicing Fees: None. |
4. | Conversion Features: None. |
5. | Redemption Fee: None. |
7. | Other Shareholder Services: The Trust offers a Systematic Withdrawal Plan and Automatic Investment Plan to holders of Institutional Class shares of a Fund. |
1. | Maximum Initial Sales Load (as a percentage of offering price): None. |
2. | Maximum Contingent Deferred Sales Charge: A contingent deferred sales charge is imposed in such amount as is described in the Advisor Class Shares' current Prospectus or supplement thereto, subject to such waivers or reductions as are described in such Prospectus or supplement thereto. |
3. | Rule 12b-1 Distribution/Shareholder Servicing Fees: Pursuant to a Distribution Plan adopted under Rule 12b-1, Advisor Class shares of a Fund may pay distribution and shareholder servicing fees of up to 1.00% (0.25% for service fees and 0.75% for distribution fees) per annum of the average daily net assets of any such Fund attributable to such Advisor Class shares. |
4. | Conversion Features: Advisor Class shares automatically convert to Institutional Class shares after seven years. |
5. | Redemption Fee: None. |
6. | Exchange Privileges: Shares of Advisor Class shares of a Fund may be exchanged for Advisor Class shares of any other series of the Trust advised by the same investment advisor at net asset value. |
7. | Other Shareholder Services: The Trust offers a Systematic Withdrawal Plan and Automatic Investment Plan to holders of Advisor Class shares of a Fund. |
1. | Maximum Initial Sales Load (as a percentage of offering price): None. |
2. | Maximum Contingent Deferred Sales Charge: None. |
3. | Rule 12b-1 Distribution/Shareholder Servicing Fees: None. |
4. | Conversion Features: None |
5. | Redemption Fee: None. |
6. | Exchange Privileges: Shares of Class P shares of a Fund may be exchanged for shares of Class P shares of any other series of the Trust advised by the same investment advisor at net asset value. |
7. | Other Shareholder Services: The Trust offers a Systematic Withdrawal Plan and Automatic Investment Plan to holders of Class P shares of a Fund. |
Rx Dynamic Growth Fund
|
Rx Dynamic Total Return Fund
|
Rx Non Traditional Fund
|
Rx High Income Fund
|
Rx Traditional Equity Fund
|
Rx Traditional Fixed Income Fund
|
Rx Tactical Rotation Fund
|
Rx Tax Advantaged Fund
|
Rx Dividend Income Fund
|
Rx Premier Managers Fund
|
Rx Fundamental Growth Fund
|